PAUL, WEISS, RIFKIND, WHARTON & GARRISON
1285 Avenue of the Americas
New York, New York 10019-6064
June 10, 1999
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Amy Moorhus
Re: MeriStar Hotels & Resorts, Inc. (the "Company") Withdrawal of
Registration Statement on Form S-3 (File No. 333-76721)
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Ladies and Gentlemen:
Pursuant to Rule 259 under the Securities Act of 1933, as amended, we
hereby request the consent of the Securities and Exchange Commission to the
withdrawal of the above-referenced Registration Statement (the "Registration
Statement") effective immediately. The Company has elected to withdraw the
Registration Statement in light of discussions with the Staff as to its
eligibility for the use of such Registration Statement at the present time. No
offers or sales of securities were made under the Registration Statement.
Should you have any questions concerning the foregoing, please contact
me or Richard S. Borisoff, Esq. of this firm. My telephone number is (212) 373-
3049 and Mr. Borisoff's telephone number is (212) 373-3153.
On behalf of the Company, please accept our thanks for your assistance
and cooperation.
Regards,
/s/ Paul J. Lanzon
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Paul J. Lanzon
cc: Christopher L. Bennett, Esq.
