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Hilton Reports Third Quarter Results - Strong Occupancy Levels Drive RevPAR Growth at Owned Hotels; All Hilton Brands Continue to Increase Market Share; Cost Controls Contribute to Solid Margins
23 October 2002

Hilton Small New

BEVERLY HILLS, Calif.-- Hilton Hotels Corporation [NYSE: HLT] today reported financial results for the third quarter and nine months ended September 30, 2002. Compared to the year-ago quarter, the following factors contributed to the company achieving solid quarterly earnings-per-share in a continued challenging environment: positive revenue-per-available-room (RevPAR) growth at the company's comparable owned hotels, driven by high occupancy levels at most of the company's owned city-center properties; market share increases for all brands in the Hilton family; solid margins; a decline in interest expense; favorable comparisons in late September versus the 2001 period, and a reduction in the provision for income taxes.

Factors adversely impacting the quarter, compared to the 2001 period, included: a general decline in average daily room rates (ADR); general weakness during the week of September 11; increased insurance costs, and an additional charge related to the Hilton Hawaiian Village.

Hilton reported third quarter net income of $48 million, versus $21 million in the 2001 quarter. Diluted net income per share was $.13, compared with $.06 in the third quarter 2001. Pro forma diluted EPS in the third quarter 2001 (including $.03 per share from the new accounting rules pertaining to non-amortization of goodwill and certain intangible assets) was $.09.

The following items combined to benefit the company's third quarter income by approximately $.02 per diluted share:

The company reported 2002 third quarter total revenue of $934 million compared with $942 million in the 2001 period. Total company earnings before interest, taxes, depreciation, amortization and non-cash items (EBITDA) was $224 million, compared with $237 million in the 2001 quarter. Revenue and EBITDA each increased 1 percent in the third quarter when excluding the impact of the following items: asset sales (primarily the 2001 CNL and Red Lion transactions); the purchase of the Hilton Waikoloa Village in 2002, the sale of Harrison Conference Centers, and the cash portion of the aforementioned remediation costs in Hawaii.

Total company EBITDA margin for the quarter was 32.0 percent (EBITDA as a percentage of revenue before "other revenue from managed and franchised properties").

Owned Hotel Results

Across all brands, EBITDA from the company's owned hotels totaled $137 million in the third quarter, with comparable EBITDA up 3.0 percent from the 2001 period. RevPAR from comparable owned properties increased 1.2 percent in the quarter; occupancy at these hotels showed an increase of 3.6 points to 73.7 percent, while average daily rate declined 3.7 percent to $141.13. EBITDA margins at these hotels, while impacted by increased insurance costs, remained solid for the quarter at 27.0 percent, equal to the 2001 quarter.

Third quarter comparisons to the first two quarters of 2002 continue to confirm the sequential quarterly improvement the company has anticipated for the year. Compared with the respective 2001 quarters, RevPAR at comparable owned hotels in the first and second quarters 2002 declined 15.3 percent and 6.1 percent, respectively, compared to the 1.2 percent increase in the third quarter 2002.

Consistent with the company's strategy of driving occupancy in a continued rate-sensitive environment, the third quarter RevPAR increase was fueled by strong occupancy levels at the company's owned hotels in many of its most important markets; the Boston, Chicago, Honolulu, New York, San Diego and Seattle (Airport) markets each reported occupancy in excess of 74 percent, with several solidly in the 80's. Additionally, solid RevPAR gains were reported at the company's owned hotels in Washington, D.C., Minneapolis, Charlotte and Portland (Oregon). The company's hotels in the San Francisco/San Jose and Phoenix markets continue to exhibit softness owing to a combination of demand pressure and the introduction of new competitive supply.

Owned-or-Operated Hotel Results

Comparable RevPAR at the company's owned-or-operated hotels increased 0.6 percent in the quarter, compared to the 2001 period, on an occupancy increase of 3.1 points to 71.4 percent, and a 3.6 percent decline in ADR to $121.06. Within the Hilton full-service brand, comparable owned-or-operated RevPAR increased 0.2 percent, with occupancy up 2.4 points to 72.5 percent, and ADR declining 3.1 percent to $140.84.

As with the owned hotels, comparisons to the 2002 first and second quarters continue to show sequential quarterly improvement. In the first and second quarters, comparable U.S. owned-or-operated RevPAR decreased 13.7 percent and 7.5 percent, respectively, compared to the 0.6 percent increase in the third quarter.

System-wide RevPAR; Management/Franchise Fees

System-wide RevPAR increased at each of the Hilton brands (including franchise properties) during the quarter as follows: Hilton Garden Inn, 4.3 percent; Embassy Suites, 2.9 percent; Hampton Inn, 1.9 percent; Hilton, 1.1 percent; Homewood Suites by Hilton, 0.6 percent, and Doubletree, 0.4 percent.

Management and franchise fees for the quarter totaled $83 million, a 5 percent increase from the 2001 period.

Brand Development/Market Share

Year-to-date August 2002 (the latest period for which data is available), each of the company's hotel brands has increased market share, with most commanding significant RevPAR premiums over their respective competitive sets. With 100 representing a brand's "fair share" of the market, the Hilton brands (according to data from Smith Travel Research) performed as follows for the first eight months of 2002: Embassy Suites, 123.7 (+3.8 pts.); Homewood Suites by Hilton, 118.2 (+5.3 pts.); Hampton Inn, 118.1 (+4.7 pts.); Hilton, 109.5 (+2.6 pts.); Hilton Garden Inn, 107.8 (+2.5 pts.), and Doubletree, 99.1 (+0.9 pts.)

Effective cross-selling among the Hilton family of brands, along with the benefits of the Hilton HHonors loyalty program, continues to contribute to the strong performance of the company's brands. Through the first nine months of 2002, cross-selling through Hilton Reservations Worldwide generated approximately $238 million in system-wide booked revenue, an increase of more than 20 percent over the same period a year ago. HHonors members comprise a combined 36 percent of the occupancy at all of the company's hotel brands.

During the quarter, two of the company's brands - Embassy Suites and Hilton Garden Inn - earned first place J.D. Power Awards for "Highest Customer Satisfaction." Embassy Suites was a winner for the fourth consecutive year, a first in the history of the J.D. Power Award in the lodging category.

In the third quarter, the company added 39 properties and 4,658 rooms to its system as follows: Hampton Inn, 18 hotels and 1,527 rooms; Hilton Garden Inn, 10 hotels and 1,377 rooms (including the company's 150th Garden Inn, located in Arlington, Virginia); Homewood Suites by Hilton, 6 hotels and 725 rooms (including four conversions from a non-Hilton brand); Doubletree, 2 hotels and 424 rooms (conversions in Key West, Florida and Charlotte, North Carolina); Embassy Suites, 1 hotel and 150 rooms; Hilton Grand Vacations, 1 property and 70 rooms; other, 1 hotel and 385 rooms (a property currently managed by the company and slated for re-flagging to the Hilton brand post-renovation).

Eighteen hotels and 3,851 rooms were removed from the system during the quarter, 13 due to Hilton's termination of its affiliation with the Camino Real chain in Mexico. At September 30, 2002, the company's system totaled 2,058 properties and 334,704 rooms.

The company's current development pipeline has approximately 365 hotels and 50,000 rooms either approved, in design or under construction.

Hilton Grand Vacations

The company's vacation ownership business, Hilton Grand Vacations Company, reported an EBITDA increase for the quarter of approximately 7 percent to $20 million. Strong sales at its property adjacent to the Hilton Hawaiian Village (currently approximately 46 percent sold), and an increase in average unit sales price across the HGVC system, contributed to this increase.

Sales began in June, and development continues on schedule, at the company's three most recently announced timeshare projects: in Las Vegas, Nevada at the north end of the Las Vegas Strip (estimated completion of the 295 units in Phase I: late 2003); in Orlando, Florida (estimated completion of the 96 units in Phases I and II: early 2004); and at the new 78-unit "Hilton Club" in midtown Manhattan's Hilton New York (estimated completion: year-end 2002.)

Twenty-two percent of unit sales in the third quarter were at these new venues which, due to the required method of accounting for construction period sales, limited the amount of reported revenue and EBITDA growth.

In addition, the following factors combined to adversely impact HGVC EBITDA by approximately $4.5 million in the third quarter: the sale of receivables in the second quarter 2002; revisions to final construction costs in Hawaii, and start-up costs in New York.

Corporate Finance

At September 30, 2002, Hilton had total debt of $4.4 billion (net of $325 million of debt allocated to Park Place Entertainment). As of September 30, 2002, approximately 30 percent of the company's debt was floating rate debt. Cash and equivalents totaled approximately $63 million at September 30, 2002. The company's average basic and diluted shares outstanding for the third quarter were 376 million and 402 million, respectively.

Consolidated interest expense declined 18 percent in the third quarter due to reduced debt balances and declining interest rates. Hilton's debt currently has an average life of 6.5 years, at an average cost of approximately 6.1 percent. At September 30, 2002, the company had approximately $620 million of available capacity under its various lines of credit.

The company's effective tax rate for the 2002 third quarter was approximately 8 percent, due to the aforementioned $15.6 million reduction in the provision for income taxes.

During the quarter, the company resolved a property insurance issue with the servicer of its 7.95 percent collateralized mortgage bonds due 2010. As reported in the second quarter 10-Q, the servicer of the bonds asserted that an event of default arose due to an exclusion from insurance coverage for terrorist acts. While Hilton disputed whether the insurance was required, the company decided to obtain insurance to resolve the dispute. The company's purchase of insurance with aggregate coverage of $250 million covering certain terrorist events has resolved the matter and cured the asserted default.

The company, as planned, anticipates total full-year 2002 capital spending of approximately $290 million as follows: approximately $180 million on maintenance capital expenditures and technology at its owned hotels; $60 million in master plan and return-on-investment projects, and $50 million on timeshare projects. By year-end 2002, the company expects that more than 80 percent of its owned rooms will have been newly renovated within the last five years.

Nine-Month Results

For the nine-month period ended September 30, 2002, Hilton reported net income of $158 million, compared to $162 million in the corresponding 2001 period. Diluted net income per share was $.42 versus $.44 in the 2001 period. Pro forma diluted EPS in the nine-month period in 2001 (including $.09 per share from the new accounting rules pertaining to non-amortization of goodwill and certain intangible assets) was $.53. Revenue for the nine-month period declined 7 percent compared to the 2001 period to $2.890 billion, while total company EBITDA declined 14 percent to $758 million. Revenue and EBITDA declined 4 percent and 9 percent, respectively, from the 2001 period when excluding the impact of the following items: asset sales, the Waikoloa acquisition, deferred timeshare sales in Hawaii in 2001, and the cash portion of the remediation efforts in Hawaii.

Outlook For Fourth Quarter 2002

For the remainder of 2002, the company expects continued pressure on room rates to impact RevPAR growth at its owned hotels, and expects a modest full-year decline in fee revenue. It is anticipated that these factors will be mitigated to a degree by solid EBITDA margins at Hilton's comparable owned hotels, though margins are expected to be adversely impacted by continued softness in room rates and higher insurance costs.

The company's current estimates for the fourth quarter 2002 are as follows:

Fourth Quarter 2002 Estimates

Total revenue                           Mid single digit % increase
Total EBITDA                            $235 million range
Owned hotel EBITDA                      $160 million range
Owned hotel EBITDA margins              30% range
Comparable owned hotel RevPAR           Approximately 10% increase
Diluted earnings per share              $.10 range

Based on the company's EBITDA guidance plus the proceeds from the sale of Harrison Conference Centers and timeshare receivables, and after all capital expenditures, interest, taxes, dividends, and the cash portion of the Waikoloa transaction, Hilton anticipates generating approximately $300 million of net cash flow in 2002.

Hilton also reconfirmed its previously issued estimate for new hotel openings in 2002. The company anticipates adding approximately 145 hotels and 18,000 rooms to its system in 2002, virtually all through franchising agreements and management contracts.

2003 Preliminary Outlook

With continuing uncertainty in the economic and political arenas, and visibility remaining low, the company noted the difficulty of providing accurate projections for its business in 2003. On a preliminary basis, however, the company provided the following general guidance for full-year 2003:

Preliminary 2003 Estimates

Total revenue                           $4.1 billion range
Total EBITDA                            $1.060 billion range
Owned hotel EBITDA                      Approximately $675 million
Owned hotel EBITDA margins              Low 30% range
Comparable owned hotel RevPAR           Low single digit % increase
Diluted earnings per share              Mid to high $.50 range

Total capital spending in 2003 is expected to be approximately $325 million, with approximately $175 million being spent on normal maintenance capital expenditures and technology, approximately $110 million on timeshare projects currently in development in Las Vegas and Orlando, and approximately $40 million on special projects at owned hotels.

Hilton anticipates adding 100 to 115 hotels and 12,000 to 15,000 rooms to its system in 2003, approximately half of which are expected to be Hampton Inns and another roughly 25 percent Hilton Garden Inns. Given the challenging environment for many operators and the market share leadership position of Hilton's brands, the company anticipates having the opportunity to convert several hotels to one of Hilton's brands in 2003 and beyond.

"Despite a business environment that remains generally challenging, we are delivering solid earnings for our shareholders by maximizing RevPAR at our owned hotels, controlling costs, growing our system, and tending to the needs of our customers -- whether they're travelers or our hotel owners -- and our team members," said Stephen F. Bollenbach, president and chief executive officer of Hilton Hotels Corporation.

"There are certain things within our control and in these areas we are doing well: managing our costs, maintaining our service levels, engendering customer and owner loyalty and enhancing the performance of our brands. In addition, we know for sure that there is limited introduction of new full-service supply, a factor that will benefit our owned hotels.

"While we have seen quarter-by-quarter improvement in our business, uncertainties abound, especially in the economy and the world political scene. Such external forces make this both a challenging time for our industry, and a difficult environment in which to predict future performance. But by tending to the basics of our business, as described above, we are reporting good results and continuing to outperform."

Mr. Bollenbach concluded: "With this as a foundation, we are making our way steadily through the tough times. When the economic picture brightens - which it will - bringing with it a return to full strength for the lodging business, we are very well-positioned to solidify our industry leadership position."

Note: This press release contains "forward-looking statements" within the meaning of federal securities law, including statements concerning business strategies and their intended results, and similar statements concerning anticipated future events and expectations that are not historical facts. The forward-looking statements in this press release are subject to numerous risks and uncertainties, including the effects of economic conditions; supply and demand changes for hotel rooms; competitive conditions in the lodging industry, relationships with clients and property owners; the impact of government regulations; and the availability of capital to finance growth, which could cause actual results to differ materially from those expressed in or implied by the statements herein.

                       HILTON HOTELS CORPORATION
                   Financial Highlights (Unaudited)
                (in millions, except per share amounts)

                         Three Months Ended      Nine Months Ended
                           September 30            September 30
                       2001  2002  % Change    2001    2002  % Change
                       ----- ----- --------- ------- ------- 
Revenue
       Owned hotels    $488  $502        3 % $1,650  $1,555       (6)%
       Leased hotels     43    27      (37)     133      86      (35)
       Management and
        franchise fees   79    83        5      270     251       (7)
       Other fees and
        income          101    88      (13)     335     280      (16)
                       ----- ----- --------- ------- ------- 
                        711   700       (2)   2,388   2,172       (9)
       Other revenue
        from managed
        and franchised
        properties (1)  231   234        1      718     718        
                       ----- ----- --------- ------- ------- 
                        942   934       (1)   3,106   2,890       (7)

Expenses
       Owned hotels     351   365        4    1,118   1,080       (3)
       Leased hotels     37    24      (35)     117      77      (34)
       Depreciation
        and
        amortization    100    86      (14)     294     258      (12)
       Impairment loss
        and related
        costs             -    10        -        -      20        
       Other operating
        expenses         80    71      (11)     258     223      (14)
       Corporate
        expense, net     16    17        6       48      47       (2)
                       ----- ----- --------- ------- ------- 
                        584   573       (2)   1,835   1,705       (7)
       Other expenses
        from managed
        and franchised
        properties (1)  231   234        1      718     718        
                       ----- ----- --------- ------- ------- 
                        815   807       (1)   2,553   2,423       (5)

Operating income        127   127        -      553     467      (16)

Interest and dividend
 income                  15     9      (40)      49      37      (24)
Interest expense        (95)  (78)     (18)    (298)   (252)     (15)
Net interest from
 unconsolidated
 affiliates              (3)   (5)      67      (12)    (15)      25
Net loss on asset
 dispositions             -    (1)       -       (1)    (16)       
                       ----- ----- --------- ------- ------- 
Income before taxes
 and minority interest   44    52       18      291     221      (24)
Provision for income
 taxes                  (22)   (4)     (82)    (123)    (58)     (53)
Minority interest, net   (1)    -        -       (6)     (5)     (17)
                       ----- ----- --------- ------- ------- 
Net income              $21   $48      129 %   $162    $158       (2)%
                       ===== ===== ========= ======= ======= =========

Net income per share (2)

Basic                  $.06  $.13      117 %   $.44    $.42       (5)%
                       ===== ===== ========= ======= ======= =========
Diluted                $.06  $.13      117 %   $.44    $.42       (5)%
                       ===== ===== ========= ======= ======= =========

Average shares - basic  369   376        2 %    369     373        1 %
                       ===== ===== ========= ======= ======= =========
Average shares 
 diluted                394   402        2 %    394     400        2 %
                       ===== ===== ========= ======= ======= =========

Reconciliation of
 Operating Income to
 EBITDA (3)

Operating income       $127  $127        - %   $553    $467      (16)%
       Pre-opening
        expense           1     -        -        3       1      (67)
       Non-cash items,
        net               -     1        -        -       3        
       Operating
        interest and
        dividend
        income            3     3        -       11       9      (18)
       Depreciation
        and
        amortization
        (4)             106    93      (12)     311     278      (11)
                       ----- ----- --------- ------- ------- 
EBITDA                 $237  $224       (5)%   $878    $758      (14)%
                       ===== ===== ========= ======= ======= =========


(1) Revenue and expenses from managed and franchised properties are
included in our reported results beginning January 1, 2002 in response
to a FASB staff announcement. These costs relate primarily to payroll
costs at managed properties where we are the employer. The 2001
revenue and expenses have been reclassified to conform with the 2002
presentation.

(2) EPS for the nine month period in 2002 differs from the sum of the
six month and third quarter EPS due to the required method of
computing the weighted average number of shares in the respective
periods.

(3) EBITDA is earnings before interest, taxes, depreciation,
amortization, pre-opening expense and non-cash items. EBITDA can be
computed by adding depreciation, amortization, pre-opening expense,
interest and dividend income from investments related to operating
activities and non-cash items to operating income.

(4) Includes proportionate share of unconsolidated affiliates.


                      HILTON HOTELS CORPORATION
                U.S. Owned-or-Operated Statistics (1)



                                            Three Months Ended
                                               September 30
                                         2001      2002   %/pt Change
                                      --------- --------- 

Hilton

   Occupancy                             70.1 %    72.5 %     2.4 pts
   Average Rate                       $145.34   $140.84      (3.1)  %
   RevPAR                             $101.93   $102.15       0.2   %

Doubletree

   Occupancy                             67.6 %    70.5 %     2.9 pts
   Average Rate                       $104.99   $101.33      (3.5)  %
   RevPAR                              $70.99    $71.42       0.6   %

Embassy Suites

   Occupancy                             67.0 %    71.6 %     4.6 pts
   Average Rate                       $127.66   $121.72      (4.7)  %
   RevPAR                              $85.49    $87.11       1.9   %

Other

   Occupancy                             65.8 %    68.4 %     2.6 pts
   Average Rate                        $93.56    $90.19      (3.6)  %
   RevPAR                              $61.58    $61.68       0.2   %


Total U.S. Owned-or-Operated

   Occupancy                             68.3 %    71.4 %     3.1 pts
   Average Rate                       $125.63   $121.06      (3.6)  %
   RevPAR                              $85.86    $86.40       0.6   %




                                             Nine Months Ended
                                              September 30
                                         2001      2002   %/pt Change
                                       -------- --------- 

Hilton

   Occupancy                             72.7 %    71.7 % (1.0) pts
   Average Rate                       $158.18   $149.36   (5.6)  %
   RevPAR                             $115.02   $107.13   (6.9)  %

Doubletree

   Occupancy                             69.8 %    68.5 % (1.3) pts
   Average Rate                       $111.78   $104.64   (6.4)  %
   RevPAR                              $78.04    $71.70   (8.1)  %

Embassy Suites

   Occupancy                             70.6 %    70.4 % (0.2) pts
   Average Rate                       $135.34   $125.57   (7.2)  %
   RevPAR                              $95.49    $88.37   (7.5)  %

Other

   Occupancy                             67.6 %    67.7 %  0.1 pts
   Average Rate                        $96.16    $91.46   (4.9)  %
   RevPAR                              $64.98    $61.95   (4.7)  %


Total U.S. Owned-or-Operated

   Occupancy                             71.0 %    70.1 % (0.9) pts
   Average Rate                       $134.79   $126.59   (6.1)  %
   RevPAR                              $95.64    $88.80   (7.2)  %


(1) Statistics are for comparable U.S. hotels, and include only those
hotels in the system as of September 30, 2002 and owned or operated by
Hilton since January 1, 2001.


                      HILTON HOTELS CORPORATION
                      System-wide Statistics (1)



                                            Three Months Ended
                                               September 30
                                         2001      2002   %/pt Change
                                      --------- --------- 

Hilton

   Occupancy                             67.8 %    70.3 %     2.5 pts
   Average Rate                       $124.63   $121.44      (2.6)  %
   RevPAR                              $84.45    $85.34       1.1   %

Hilton Garden Inn

   Occupancy                             65.4 %    69.8 %     4.4 pts
   Average Rate                        $99.64    $97.28      (2.4)  %
   RevPAR                              $65.13    $67.95       4.3   %

Doubletree

   Occupancy                             66.8 %    69.4 %     2.6 pts
   Average Rate                       $102.33    $99.04      (3.2)  %
   RevPAR                              $68.40    $68.69       0.4   %

Embassy Suites

   Occupancy                             67.2 %    71.9 %     4.7 pts
   Average Rate                       $123.00   $118.38      (3.8)  %
   RevPAR                              $82.70    $85.13       2.9   %

Homewood Suites by Hilton

   Occupancy                             71.8 %    75.2 %     3.4 pts
   Average Rate                        $97.88    $93.97      (4.0)  %
   RevPAR                              $70.24    $70.64       0.6   %

Hampton

   Occupancy                             69.8 %    71.4 %     1.6 pts
   Average Rate                        $78.64    $78.37      (0.3)  %
   RevPAR                              $54.90    $55.96       1.9   %

Other

   Occupancy                             61.1 %    63.9 %     2.8 pts
   Average Rate                       $128.49   $118.61      (7.7)  %
   RevPAR                              $78.54    $75.82      (3.5)  %




                                              Nine Months Ended
                                               September 30
                                         2001      2002   %/pt Change
                                       -------- --------- 

Hilton

   Occupancy                             70.2 %    69.3 %   (0.9) pts
   Average Rate                       $133.48   $126.97     (4.9)  %
   RevPAR                              $93.75    $88.01     (6.1)  %

Hilton Garden Inn

   Occupancy                             65.7 %    67.9 %    2.2 pts
   Average Rate                       $103.32    $97.61     (5.5)  %
   RevPAR                              $67.89    $66.31     (2.3)  %

Doubletree

   Occupancy                             69.1 %    67.7 %   (1.4) pts
   Average Rate                       $107.98   $101.72     (5.8)  %
   RevPAR                              $74.66    $68.82     (7.8)  %

Embassy Suites

   Occupancy                             70.2 %    70.9 %    0.7 pts
   Average Rate                       $128.61   $120.99     (5.9)  %
   RevPAR                              $90.22    $85.84     (4.9)  %

Homewood Suites by Hilton

   Occupancy                             72.8 %    74.3 %    1.5 pts
   Average Rate                       $100.44    $94.88     (5.5)  %
   RevPAR                              $73.16    $70.50     (3.6)  %

Hampton

   Occupancy                             68.7 %    69.0 %    0.3 pts
   Average Rate                        $77.96    $77.45     (0.7)  %
   RevPAR                              $53.57    $53.40     (0.3)  %

Other

   Occupancy                             62.9 %    60.4 %   (2.5) pts
   Average Rate                       $137.75   $121.18    (12.0)  %
   RevPAR                              $86.71    $73.21    (15.6)  %


(1) Statistics are for comparable hotels, and include only those
hotels in the system as of September 30, 2002 and owned, operated or
franchised by Hilton since January 1, 2001.




                       HILTON HOTELS CORPORATION
                 Supplementary Statistical Information


                                            September
                                    2001                2002
                                   Number of           Number of
                               Properties  Rooms   Properties  Rooms
                              
Hilton

 Owned                                40  28,227          39  28,981
 Leased                                1     499           1     499
 Joint Venture                         3   1,896           5   1,863
 Managed                              15  10,177          16  10,343
 Franchised                          169  44,857         170  45,791
                              ------------------- 
                                     228  85,656         231  87,477
Hilton Garden Inn

 Owned                                 1     162           1     162
 Joint Venture                         2     280           2     280
 Franchised                          111  15,336         151  20,866
                              ------------------- 
                                     114  15,778         154  21,308
Doubletree

 Owned                                10   3,435           9   3,156
 Leased                                7   2,333           6   2,151
 Joint Venture                        30   8,277          30   8,271
 Managed                              59  16,357          59  16,552
 Franchised                           49  11,408          50  11,440
                              ------------------- 
                                     155  41,810         154  41,570
Embassy Suites

 Owned                                 6   1,299           5   1,023
 Joint Venture                        22   6,063          24   6,581
 Managed                              60  15,396          61  15,589
 Franchised                           77  17,624          78  17,776
                              ------------------- 
                                     165  40,382         168  40,969
Homewood Suites by Hilton

 Owned                                 7     905           7     905
 Managed                              29   3,473          30   3,605
 Franchised                           68   7,225          80   8,650
                              ------------------- 
                                     104  11,603         117  13,160
Hampton

 Owned                                 1     133           1     133
 Managed                              27   3,570          26   3,431
 Franchised                        1,101 112,623       1,165 118,479
                              ------------------- 
                                   1,129 116,326       1,192 122,043

Timeshare                             25   2,911          26   3,039


Other

 Owned                                12   1,655           1     300
 Leased                               13   1,943           -       
 Joint Venture                         4   1,604           4   1,598
 Managed                              19   4,334          11   3,240
 Franchised                           33   6,067           -       
                              ------------------- 
                                      81  15,603          16   5,138

Total

 Owned                                77  35,816          63  34,660
 Leased                               21   4,775           7   2,650
 Joint Venture                        61  18,120          65  18,593
 Managed                             209  53,307         203  52,760
 Timeshare                            25   2,911          26   3,039
 Franchised                        1,608 215,140       1,694 223,002
                              

TOTAL PROPERTIES                   2,001 330,069       2,058 334,704
                              =======================================



                                      Change to
                          September 2001       December 2001
                             Number of           Number of
                         Properties  Rooms   Properties Rooms
                        ------------------- 
Hilton

 Owned                          (1)    754           1  1,462
 Leased                          -       -           -      
 Joint Venture                   2     (33)         (1)(1,241)
 Managed                         1     166           1    373
 Franchised                      1     934           1    820
                        ------------------- 
                                 3   1,821           2  1,414
Hilton Garden Inn

 Owned                           -       -           -      
 Joint Venture                   -       -           -      
 Franchised                     40   5,530          29  4,020
                        ------------------- 
                                40   5,530          29  4,020
Doubletree

 Owned                          (1)   (279)          -      
 Leased                         (1)   (182)          -      
 Joint Venture                   -      (6)          -     (6)
 Managed                         -     195          (2)  (318)
 Franchised                      1      32           5  1,006
                        ------------------- 
                                (1)   (240)          3    682
Embassy Suites

 Owned                          (1)   (276)          -      
 Joint Venture                   2     518           1    242
 Managed                         1     193           -   (182)
 Franchised                      1     152          (1)  (426)
                        ------------------- 
                                 3     587           -   (366)

Homewood Suites by Hilton

 Owned                           -       -           -      
 Managed                         1     132           1    132
 Franchised                     12   1,425          12  1,425
                        ------------------- 
                                13   1,557          13  1,557

Hampton

 Owned                           -       -           -      
 Managed                        (1)   (139)         (1)  (139)
 Franchised                     64   5,856          49  4,376
                        ------------------- 
                                63   5,717          48  4,237


Timeshare                        1     128           1    128


Other

 Owned                         (11) (1,355)         (3)  (338)
 Leased                        (13) (1,943)         (2)  (186)
 Joint Venture                   -      (6)          -     (6)
 Managed                        (8) (1,094)         (6)  (882)
 Franchised                    (33) (6,067)        (13)(3,043)
                        ------------------- 
                               (65)(10,465)        (24)(4,455)

Total

 Owned                         (14) (1,156)         (2) 1,124
 Leased                        (14) (2,125)         (2)  (186)
 Joint Venture                   4     473           - (1,011)
 Managed                        (6)   (547)         (7)(1,016)
 Timeshare                       1     128           1    128
 Franchised                     86   7,862          82  8,178
                        ------------------- 

TOTAL PROPERTIES                57   4,635          72  7,217
                        =================== ==================

CONTACT
Marc A. Grossman
Phone: 310 205-4030
Email: marc_grossman@hilton.com

ORGANIZATION
Hospitality NetHilton Worldwide
www.hiltonworldwide.com
7930 Jones Branch Drive, Suite 1100
USA - McLean, VA 22102

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