X0202 4 2007-06-30 0 0000047580 HILTON HOTELS CORP HLT 0001167826 CROWN A STEVEN HILTON HOTELS CORPORATION 9336 CIVIC CENTER DRIVE BEVERLY HILLS CA 90210 1 0 0 0 Common Stock 2007-06-30 4 A 0 617 33.47 A 2818966 D Common Stock 2007-06-30 4 A 0 9 33.47 A 2818975 D Acquired pursuant to election to receive shares of Hilton common stock in lieu of quarterly director retainer fees under the Hilton Hotels Corporation Director's Stock and Deferred Retainer Plan ("Deferred Retainer Plan"). Includes stock units attributable to participant's account under the Deferred Retainer Plan. Stock units settle for common stock on a one-for-one basis upon the participant's retirement from the Board. The Crown Fund, a partnership of which Mr. Crown is a partner, owns 239,888 shares of common stock. Henry Crown and Company (Not Incorporated), a partnership of which Mr. Crown and trusts of which he is a beneficiary are partners, owns 600,000 shares of common stock. Areljay, L.P., the partners of which include a corporation of which Mr. Crown is a director, officer and shareholder and a trust of which he is a beneficiary, owns 1,935,340 shares of common stock. Mr. Crown's spouse owns 10,000 shares of common stock. Mr. Crown disclaims beneficial ownership of the shares held by the Crown Fund, Henry Crown and Company (Not Incorporated), Areljay, L.P., and his spouse, except to the extent of his beneficial interest in such shares. Represents stock units attributed to participant's account under the Deferred Retainer Plan. A. Steven Crown, by Bryan S. White, Attorney-in-Fact 2007-07-02