SEC Filing | Host Hotels & Resorts Inc.

View:

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MCHALE JUDITH A

(Last)

(First)

(Middle)

6903 ROCKLEDGE DRIVE

SUITE 1500

(Street)

BETHESDA

20817

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HOST MARRIOTT CORP/ [ HMT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/30/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted-Annual Director Stock Award								8,792.013	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Employee Director Def. Stock Units	$0	11/30/2005		A		406.108		11/30/2005⁽¹⁾	11/30/2015⁽¹⁾	Common Stock	406.108	$17.955	406.108	D
Non-Employee Director Def. Stock Units	$0							01/31/2003⁽¹⁾	01/31/2013⁽¹⁾	Common Stock	231.9109		231.9109	D
Non-Employee Director Def. Stock Units	$0							02/28/2003⁽¹⁾	02/28/2013⁽¹⁾	Common Stock	179.4688		179.4688	D
Non-Employee Director Def. Stock Units	$0							03/31/2003⁽¹⁾	03/31/2013⁽¹⁾	Common Stock	182.615		182.615	D
Non-Employee Director Def. Stock Units	$0							04/30/2003⁽¹⁾	04/30/2013⁽¹⁾	Common Stock	158.5289		158.5289	D
Non-Employee Director Def. Stock Units	$0							05/30/2003⁽¹⁾	05/31/2013⁽¹⁾	Common Stock	283.9296		283.9296	D
Non-Employee Director Def. Stock Units	$0							06/30/2003⁽¹⁾	06/30/2013⁽¹⁾	Common Stock	138.9661		138.9661	D
Non-Employee Director Def. Stock Units	$0							07/31/2003⁽¹⁾	07/31/2013⁽¹⁾	Common Stock	250.6265		250.6265	D
Non-Employee Director Def. Stock Units	$0							08/29/2003⁽¹⁾	08/29/2013⁽¹⁾	Common Stock	124.9375		124.9375	D
Non-Employee Director Def. Stock Units	$0							08/31/2004⁽¹⁾	08/31/2013⁽¹⁾	Common Stock	66.8241		66.8241	D
Non-Employee Director Def. Stock Units	$0							09/30/2003⁽¹⁾	09/30/2013⁽¹⁾	Common Stock	239.8295		239.8295	D
Non-Employee Director Def. Stock Units	$0							10/29/2004⁽¹⁾	10/29/2013⁽¹⁾	Common Stock	60.3147		60.3147	D
Non-Employee Director Def. Stock Units	$0							10/31/2003⁽¹⁾	10/31/2013⁽¹⁾	Common Stock	117.9245		117.9245	D
Non-Employee Director Def. Stock Units	$0							11/28/2003⁽¹⁾	11/28/2013⁽¹⁾	Common Stock	281.7854		281.7854	D
Non-Employee Director Def. Stock Units	$0							12/31/2003⁽¹⁾	12/31/2013⁽¹⁾	Common Stock	122.7998		122.7998	D
Non-Employee Director Def. Stock Units	$0							01/30/2004⁽¹⁾	01/30/2014⁽¹⁾	Common Stock	59.125		59.125	D
Non-Employee Director Def. Stock Units	$0							02/27/2004⁽¹⁾	02/27/2014⁽¹⁾	Common Stock	150.0346		150.0346	D
Non-Employee Director Def. Stock Units	$0							03/31/2004⁽¹⁾	03/31/2014⁽¹⁾	Common Stock	70.1322		70.1322	D
Non-Employee Director Def. Stock Units	$0							04/30/2004⁽¹⁾	04/30/2014⁽¹⁾	Common Stock	74.4989		74.4989	D
Non-Employee Director Def. Stock Units	$0							05/28/2004⁽¹⁾	05/28/2014⁽¹⁾	Common Stock	175.6101		175.6101	D
Non-Employee Director Def. Stock Units	$0							06/30/2004⁽¹⁾	06/30/2014⁽¹⁾	Common Stock	71.8976		71.8976	D
Non-Employee Director Def. Stock Units	$0							07/30/2004⁽¹⁾	07/30/2014⁽¹⁾	Common Stock	91.9355		91.9355	D
Non-Employee Director Def. Stock Units	$0							11/30/2004⁽¹⁾	11/30/2014⁽¹⁾	Common Stock	117.2295		117.2295	D
Non-Employee Director Def. Stock Units	$0							12/31/2004⁽¹⁾	12/31/2014⁽¹⁾	Common Stock	51.1951		51.1951	D
Non-Employee Director Def. Stock Units	$0							01/31/2005⁽¹⁾	01/31/2015⁽¹⁾	Common Stock	220.3902		220.3902	D
Non-Employee Director Def. Stock Units	$0							02/28/2005⁽¹⁾	02/28/2015⁽¹⁾	Common Stock	529.0598		529.0598	D
Non-Employee Director Def. Stock Units	$0							03/31/2005⁽¹⁾	03/31/2015⁽¹⁾	Common Stock	212.2031		212.2031	D
Non-Employee Director Def. Stock Units	$0							04/29/2005⁽¹⁾	04/29/2015⁽¹⁾	Common Stock	212.7129		212.7129	D
Non-Employee Director Def. Stock Units	$0							05/31/2005⁽¹⁾	05/31/2015⁽¹⁾	Common Stock	508.4327		508.4327	D
Non-Employee Director Def. Stock Units	$0							06/30/2005⁽¹⁾	06/30/2015⁽¹⁾	Common Stock	202.0924		202.0924	D

Explanation of Responses:

1. The stock units were accrued under the Host Marriott Corporation Non-Employee Directors' Deferred Stock Compensation Plan and are to be settled in Host Marriott common stock in a lump sum or equal annual installments over a period not to exceed ten (10) years upon the reporting person's termination of service as a Director.

	By: Elizabeth A. Abdoo For: Judith A. McHale	12/02/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.