investor-relations

Important Information Regarding Calculation of Stockholder’s Tax Basis

As a result of the completion of the spinoff of Vistana Signature Experiences, Starwood stockholders are required to allocate the aggregate tax basis in their Starwood common stock held immediately before the Distribution among such shares and the shares of Vistana common stock treated as being received by such stockholders in the Distribution.

For additional information, please refer to the following document:

PDF Form 8937: Report of Organizational Actions Affecting Basis of Securities

The information contained herein and in form 8937 and the attachment to the form does not constitute tax advice and does not purport to be complete or to describe tax consequences that may apply to particular categories of Starwood stockholders, including stockholders who are not U.S. holders (as defined in the Form S-4 referenced below) and who owned, for U.S. federal income tax purposes, more than five percent of the outstanding Starwood common stock. Starwood does not provide tax advice to its stockholders, or to SLC Operating Limited Partnership unitholders who received shares of Vistana common stock.

For additional information on the effect of the Merger on a stockholder's tax basis in Vistana common stock (and ILG common stock received in exchange therefor), see the Form 8937 (and the attachment thereto) with respect to the Merger posted on ILG’s website at www.iilg.com in the Investor Relations section.

Sale of Hotel Portfolio to Host

On April 10, 2006, Host Marriott Corporation acquired 28 properties from Starwood Hotels & Resorts Worldwide, Inc. in a stock and cash transaction. An additional seven hotels located in Europe and Asia were deferred pending the receipt of necessary approvals and lapse of certain notice periods. The total value of the transaction (including the seven deferred hotels) was approximately $4.23 billion including debt assumption.

As part of the structure of the sale, Host Hotels & Resorts, Inc. acquired, among other things, the REIT (Class B shares) portion of Starwood Hotels & Resorts Worldwide, Inc. On April 7, 2006, the REIT and C Corp shares (Common stock or Class A shares) were depaired (separated) and the C Corp stock is now the only Starwood Hotels & Resorts Worldwide, Inc. stock that remains publicly held.

Immediately after the transaction closed, Starwood Hotels & Resorts Worldwide, Inc. shareholders continued to own Starwood Hotels & Resorts Worldwide, Inc. common stock, which began trading separately from the Class B share under the symbol "HOT" under a new CUSIP number, 85590A401. More information on the transaction is available in the following press releases:

Starwood Hotels & Resorts Worldwide, Inc Announces Intent to De-List Class B Shares from the New York Stock Exchange in Connection with the Host Marriott Transaction (April 7, 2006)

Starwood Hotels & Resorts Worldwide, Inc. Announces Depair of Paired Shares in Connection with the Host Transaction (April 7, 2006)

Starwood Hotels & Resorts Worldwide, Inc. Announces Closing of Sale of Hotel Portfolio to Host (April 10, 2006)

Questions Related to the Host Transaction

What was the distribution of cash and shares of Host (NYSE: HST)?

On April 10, 2006, Starwood Hotels & Resorts Worldwide, Inc. shareholders received 0.6122 shares of Host Hotels & Resorts, Inc. stock (NYSE: HST) and 50.3 cents in cash (or approximately $13.07 in value based on HST stock price as of Friday, April 7, 2006, the last trading day before the transaction was completed) for each Class B share they owned.

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How do I know if I own(ed) Class B shares of Starwood Hotels & Resorts Worldwide, Inc.?

Prior to the close of the Host Hotels & Resorts, Inc. transaction on April 10, 2006, Starwood Hotels & Resorts, Worldwide, Inc. stock traded on the NYSE as two securities: one share of stock in our C Corp (common stock or Class A shares) and one share of stock in our REIT (Class B shares). The shares traded as a "unit" (pair) with the price quoted on the stock exchange being the price for both securities combined. If you purchased your HOT stock prior to April 10, 2006 and continue to hold a certificate with the CUSIP number 85590A203, then you owned one share of stock in our REIT (Class B shares), which would have converted into Host Hotels & Resorts, Inc. (HST) stock and cash on April 10, 2006.

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Is this transaction taxable to HOT shareholders?

Yes, this transaction is taxable to shareholders. The tax will be based on the consideration received for the Class B shares (approximately $13.07 in value based on HST stock price as of Friday, April 7, 2006, the last trading day prior to the closing of the transaction) and your tax basis in such Class B shares.

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How do I calculate the tax basis for the Host Hotels & Resorts, Inc. shares I received on April 10, 2006?

Click here to see the 2006 tax summary provided to shareholders. The letter on page 3 describes the conversion details to determine the tax basis in paired shares attributable to Class B shares.

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UNEXCHANGED SHARES / PREDECESSOR INVESTMENTS

ITT Corporation

Original shareholders in ITT Corporation with questions on the tax treatment of the merger with Starwood Hotels & Resorts Worldwide, Inc. in 1998, the original cost basis and/or how to exchange ITT stock for Starwood Hotels & Resorts Worldwide, Inc. stock may refer to the letter to shareholders dated February 24, 1998. Historical ITT stock prices are available at http://www.ITT.com. In order to exchange shares, please contact our transfer agent, American Stock Transfer & Trust Company, at (800) 350-6202 orinfo@amstock.com.

Vistana

Shareholders in Vistana with questions on the tax treatment of the acquisition may refer to the letter to shareholders dated October 1, 1999.

Hotel Investors Trust

To exchange Hotel Investors Trust shares for Starwood Hotels & Resorts Worldwide, Inc. shares, please contact our transfer agent, American Stock Transfer & Trust Company, at (800) 350-6202 or info@amstock.com.