SEC FORM 3/A

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Avril Matthew E

(Last)

(First)

(Middle)

STARWOOD HOTELS & RESORTS WORLDWIDE, INC

1111 WESTCHESTER AVENUE

(Street)

WHITE PLAINS

10604

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2008

3. Issuer Name and Ticker or Trading Symbol
STARWOOD HOTEL & RESORTS WORLDWIDE INC [ HOT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Hotel Group

5. If Amendment, Date of Original Filed (Month/Day/Year)
09/04/2008

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	68,680⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to Purchase Common Stock	⁽²⁾	02/10/2013	Common Stock	19,857	$48.392	D
Option to Purchase Common Stock	⁽³⁾	02/07/2014	Common Stock	46,107	$48.801	D
Option to Purchase Common Stock	⁽⁴⁾	02/28/2015	Common Stock	20,723	$65.145	D
Option to Purchase Common Stock	⁽⁵⁾	02/28/2016	Common Stock	22,220	$48.605	D

Explanation of Responses:

1. This amendment on Form 3/A to the Form 3 filed on September 4, 2008 (the "Original Form 3") is made to correct in Table I the amount of securities beneficially owned. The corrected amount reflects 5,246 shares incorrectly reported as deferred stock units on Table 2 of the Original Form 3. Except for the foregoing, no new or revised transactions or holdings are being reported. All other information in the Original Form 3 remains the same.

2. This option vests in four equal installments beginning on 2/10/2006.

3. This option vests in four equal installments beginning on 2/07/2007.

4. This option vests in four equal installments beginning on 2/28/2008.

5. This option vests in four equal installments beginning on 2/28/2009.

Remarks:

	Kenneth S. Siegel	10/08/2010
	** 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 5 (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.
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