Form 8-K





Washington, D.C. 20549







Pursuant to Section 13 OR 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 1, 2012



Strategic Hotels & Resorts, Inc.

(Exact name of registrant as specified in its charter)




Maryland   001-32223   33-1082757

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)

200 West Madison Street,

Suite 1700, Chicago, Illinois

(Address of principal executive offices)   (Zip Code)

(312) 658-5000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 2.02 Results of Operations and Financial Condition.

On May 1, 2012, Strategic Hotels & Resorts, Inc. issued a press release reporting the financial results for its fiscal quarter ended March 31, 2012. Copies of the press release and Supplemental Financial Information are attached to this Current Report on Form 8-K (“Current Report”) as Exhibits 99.1 and 99.2, respectively, and are incorporated herein solely for purposes of this Item 2.02 disclosure.

The information in this Current Report, including the exhibits attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this Current Report, including the exhibits, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Exhibit Number



99.1    Press Release dated May 1, 2012
99.2    Supplemental Financial Information


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

May 1, 2012


By:    /s/ Stephen M. Briggs
  Name: Stephen M. Briggs
  Title: Senior Vice President, Chief Accounting Officer