UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(Dd) ~~OF THE~~of ~~SECURITIES~~the ~~EXCHANGE~~Securities ~~ACT~~Exchange OFAct of 1934

~~DATE~~Date OFof ~~REPORT~~Report (~~DATE~~Date OFof ~~EARLIEST~~Earliest ~~EVENT~~Event ~~REPORTED~~Reported): ~~April~~October 2221, 2004

~~COMMISSION~~Starwood ~~FILE~~Hotels ~~NUMBER:~~& ~~1-7959~~Resorts Worldwide, Inc.

STARWOOD HOTELS & RESORTS WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

MARYLAND (State or other jurisdiction of incorporation or organization)


Maryland	1-7959	52-1193298
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

1111 Westchester Avenue, White Plains, NY		10604
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:		(914) 640-8100

~~52-1193298 (I.R.S.~~Not ~~employer identification no.)~~Applicable

~~1111~~Former ~~WESTCHESTER~~name ~~AVENUE WHITE~~or ~~PLAINS~~former address, ~~NEW~~if ~~YORK~~changed ~~10604 (Address~~since oflast ~~principal executive offices, including zip code)~~ report

~~(914) 640-8100 (Registrant’s~~Starwood ~~telephone~~Hotels ~~number,~~& ~~including area code)~~Resorts

~~COMMISSION~~(Exact ~~FILE~~name ~~NUMBER:~~of ~~1-6828~~ registrant as specified in its charter)

STARWOOD HOTELS & RESORTS (Exact name of registrant as specified in its organizational documents)


Maryland	1-6828	52-0901263
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

1111 Westchester Avenue, White Plains, NY		10604
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code		(914) 640-8100

~~MARYLAND (State~~Not ~~or other jurisdiction of incorporation or organization)~~Applicable

~~52-0901263 (I.R.S.~~Former ~~employer~~name ~~identification~~or ~~no.)~~ former address, if changed since last report

~~1111~~Check ~~WESTCHESTER~~the ~~AVENUE WHITE~~appropriate ~~PLAINS,~~box ~~NEW~~below ~~YORK~~if ~~10604~~the Form 8-K filing is intended to ~~(Address~~simultaneously satisfy the filing obligation of ~~principal~~the ~~executive~~registrant ~~offices,~~under ~~including~~any ~~zip~~of ~~code)~~the following provisions:

~~(914)~~o Written communications pursuant to Rule ~~640-8100 (Registrant’s~~425 ~~telephone~~under ~~number,~~the ~~including~~Securities ~~area~~Act ~~code~~(17 CFR 230.425)

~~Item~~o Soliciting material pursuant to Rule 7:14a-12 ~~Financial~~under ~~Statements~~the ~~and~~Exchange ~~Exhibits~~Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(cb) ~~Exhibits:~~ under the Exchange Act (17 CFR 240.14d-2(b))

~~99.1~~o ~~Press~~Pre-commencement ~~release~~communications ~~dated~~pursuant ~~April~~to Rule ~~22,~~13e-4(c) ~~2004~~under the Exchange Act (17 CFR 240.13e-4(c))

Item 92.02. ~~Regulation~~Results FDof ~~disclosure~~Operations and Financial Condition.

On ~~April~~October 2221, 2004, Starwood announced its financial and operating results ~~for~~ for the quarter ended ~~March~~September 3130, 2004. The press release is attached as Exhibit 99.1 and is incorporated herein by reference. *

Item 129.01. ~~Disclosure~~Financial ofStatements ~~Results of Operations~~ and ~~Financial Condition~~Exhibits.

~~On April~~(c) ~~22, 2004, Starwood announced its financial and operating results~~Exhibits ~~for the quarter ended March 31, 2004. The press release is attached as Exhibit~~ 99.1 and is incorporated by reference. *

*99.1 ~~The~~Press ~~information~~release ~~furnished~~dated ~~under~~October ~~Item 9 and Item 12~~21, including the attached exhibit, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing under the Securities Act of 19332004.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has caused this report to be signed on its behalf by the undersigned who is duly authorized.

STARWOOD HOTELS & RESORTS				STARWOOD HOTELS & RESORTS WORLDWIDE, INC.
	STARWOOD HOTELS & RESORTS WORLDWIDE, INC. (Registrant)
By: /s/ Vasant M. Prabhu				By: /s/ Vasant M. Prabhu
	By:	/s/ Vasant M. Prabhu
~~Name:~~		~~Vasant M. Prabhu~~Name:	Vasant M. Prabhu	~~Name:~~	~~Vasant M. Prabhu~~
Title:		Vice President, Chief Financial Officer		Title:	Executive Vice President, Chief Financial Officer
Dated: October 21, 2004		Title:	Executive Vice President and Chief Financial Officer
Dated: April 22, 2004
	STARWOOD HOTELS & RESORTS (Registrant)
	By:	/s/ Vasant M. Prabhu
		Name:	Vasant M. Prabhu
Dated: October 21, 2004		Title:	Vice President, Chief Financial Officer and Chief Accounting Officer

Exhibit Index


Exhibit No.		Description
Exhibit 99.1		Press release dated October 21, 2004.

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