SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Host Marriott Corp.
(Name of Issuer)
Class A Common
(Title of Class of Securities)
441078 10 2
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover
page shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934 ("Act")
or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
(Continued on following page(s))
<PAGE>
CUSIP No. 441078 10 2
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Dresdner Bank AG 13-2722082
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Frankfurt, Germany
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:
5 SOLE VOTING POWER 600
6 SHARED VOTING POWER 0
7 SOLE DISPOSITIVE POWER 600
8 SHARED DISPOSITIVE POWER 0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
20,076,300
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.3%
12
TYPE OF REPORTING PERSON*
BK, HC
<PAGE>
Item 1(a) Name of Issuer:
Host Marriott Corp.
Item 1(b) Address of Issuer's Principal Executive Offices:
10400 Fernwood Drive
Bethesda, MD 20817
Item 2(a) Name of Person Filing:
Dresdner Bank AG
Item 2(b) Address of Principal Business Office or, if none,
Residence:
Jurgen-Ponto-Platz 1
60301 Frankfurt, Germany
Item 2(c) Citizenship:
German Bank
Item 2(d) Title of Class of Securities:
Class A Common
Item 2(e) CUSIP Number:
441078 10 2
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(g) [X] Parent Holding Company in accordance with Section 240.13d-
1(b)(ii)(G) under the Securities Exchange Act of 1934. *See Exhibit A.
Item 4. Ownership.
See responses to Items 5, 6, 7, 8, 9, and 11 of Cover Page.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report
the fact that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five percent
of the class of securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Item 7. Identification and Classification of
the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company.
See Exhibit A.
Item 8. Identification and Classification of Members of the
Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities
referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do
not have the effect of changing or influencing the
control of the issuer of such securities and were not
acquired in connection with or as a participant in any
transaction having such purposes or effect.
By /s/ Alfred Schulze September 12, 1996
Alfred Schulze
Senior Vice President
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dresdner Bank AG
By /s Alfred Schulze September 12, 1996
Alfred Schulze
<PAGE>
EXHIBIT A
Dresdner Bank AG ("Dresdner") is an international
Banking organization headquartered in Frankfurt,
Germany. RCM Capital Management, L.L.C. ("RCM")
is a wholly owned subsidiary of Dresdner. RCM
is the successor to the business and operations
of RCM Capital Management, a California Limited Partnership, which
is an investment adviser
registered under Section 203 of the Investment
Advisers Act of 1940.
Dresdner has filed this Schedule 13G pursuant to Rule
13d-1(b)(ii)(G) under the Securities Exchange Act of
1934. Dresdner has beneficial ownership of the
securities reported on this Schedule 13G only to the
extent that Dresdner may be deemed to have beneficial
ownership of securities deemed to be beneficially owned
by RCM.
Dresdner is responsible for the timely filing
of Schedule 13G and any amendments thereto,
and for the completeness and accuracy of the
information concerning Dresdner contained
therein.
DRESDNER BANK AG
By /s/ Alfred Schulze September 12, 1996
Alfred Schulze
