~~UNITED~~8-K ~~STATES~~FILING

~~SECURITIES~~Item ~~AND~~1.01. Entry ~~EXCHANGE~~into ~~COMMISSION~~a Material Definitive Agreement.

~~Washington~~On April 1, D2013 the General Partner of CRI Hotel Income Partners, L.CP., ~~20549~~a Delaware limited partnership (the “Partnership”), adopted, subject to partner approval, a Plan of Liquidation and Dissolution for the Partnership (the “Plan of Liquidation”). On June 14, 2013, the partners of the Partnership approved the Plan of Liquidation. Under the Plan of Liquidation, the General Partner of the Partnership will (1) seek to sell the assets of the Partnership and use the sales proceeds and/or other Partnership funds to pay all expenses in connection with such sales, (2) pay or make provision for payment of all Partnership obligations and liabilities, including accrued fees and unpaid loans to the General Partner and (3) distribute the remaining assets as set forth in the Partnership’s Agreement of Limited Partnership, dated as of September 23, 1986, as the same may be amended. The Plan of Liquidation is attached as Exhibit 2.1 to this Form 8-K and is incorporated by reference herein in its entirety.

~~_______________________~~Item 5.07. Submission of Matters to a Vote of Security Holders.

~~FORM~~Plan ~~8-K~~of Liquidation: As described in further detail in the Partnership’s proxy statement dated May 28, 2013, the Partnership solicited the consent of the holders of the Partnership’s beneficial assignee certificates (the “BAC Holders”) to approve the Plan of Liquidation. As of April 30, 2013, the record date, 868,862 BACs were issued and outstanding. The following are the results of the vote, which was closed by the General Partner of the Partnership on June 14, 2013:

~~_______________________~~BAC Holders holding 501,277 (57.69%) BACs voted for the proposal.

~~CURRENT~~BAC ~~REPORT~~Holders holding 840 (0.10%) BACs voted against the proposal.

~~Pursuant~~BAC toHolders ~~Section 13~~holding OR0 15(d0.00%) ofBACs abstained.

~~The~~Since ~~Securities~~BAC ~~Exchange~~Holders ~~Act~~of record holding a majority (57.69%) of ~~1934~~the BACs outstanding as of the record date voted for the proposal, the dissolution and liquidation of the Partnership has been approved and ratified by the BAC Holders and the Partnership will proceed with the liquidation and dissolution of the Partnership in accordance with the Plan of Liquidation.

~~Date~~Amendment to the Partnership Agreement: As described in further detail in the Partnership’s proxy statement dated May 28, 2013, the Partnership solicited the consent of ~~Report~~the ~~(Date~~holders of ~~earliest~~the ~~event~~Partnership’s ~~reported~~beneficial assignee certificates (the “BAC Holders”): ~~November~~to 8approve an Amendment to the Partnership Agreement to provide for an Incentive Fee to the General Partner. As of April 30, ~~2012~~ 2013, the record date, 868,862 BACs were issued and outstanding. The following are the results of the vote, which was closed by the General Partner of the Partnership on June 14, 2013:

~~CRI~~BAC ~~HOTEL~~Holders ~~INCOME~~holding ~~PARTNERS~~447,979 L(51.P56%) BACs voted for the proposal.

~~(Exact~~BAC ~~name~~Holders ofholding ~~registrant~~37,568 as(4.33%) ~~specified~~BACs invoted ~~its~~against ~~charter)~~the proposal.

~~_______________________~~BAC Holders holding 16,540 (1.90%) BACs abstained.

Delaware		33-11096		52-1500621
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

Since BAC Holders of record holding a majority (51.56%) of the BACs outstanding as of the record date voted for the proposal, the Amendment to the Partnership Agreement has been approved and ratified by the BAC Holders.

~~11200~~Item ~~Rockville~~8.01. Other ~~Pike~~Events

~~Rockville~~On June 20, MD2013, the Partnership mailed a letter to all of its BAC Holders which alerts the BAC Holders that the Plan of Liquidation and the Amendment to the Partnership Agreement has been approved. A copy of the letter is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.

~~(Address~~Item of9.01. Financial ~~principal~~Statements ~~executive~~and ~~offices)~~Exhibits.

~~Registrant’s telephone number, including area code:~~(c) Exhibits

~~301-468-9200~~ Number

~~[ ]~~2.1 Plan of Liquidation and Dissolution of CRI Hotel Income Partners, L.P.

~~(Former~~99.1 ~~name~~Letter orto ~~former~~BAC ~~address,~~holders ifdated ~~changed~~June ~~since~~20, ~~last report)~~2013.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 4.01 Changes in Registrant’s Certifying Accountant.

CRI Hotel Income Partners, L. P. (the “Company”) was informed by Reznick Group, P.C. (“Reznick Group”), the Company’s independent registered public accounting firm, that it has entered into a business combination with J. H. Cohn, LLP (J. H. Cohn). In connection with the business combination J.H. Cohn legally changed its name to CohnReznick LLP (“CohnReznick”) and continues to be registered with the PCAOB. On November 8, 2012, Reznick Group resigned as the Company’s independent registered public accounting firm. The Audit Committee of the Company’s Board of Directors has appointed CohnReznick as the Company’s independent registered public accounting firm effective November 8, 2012.

Reznick Group’s reports on the Company’s financial statements for the fiscal years ended December 31, 2011 and 2010 and through the subsequent interim period November 8, 2012 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

During the two fiscal years ended December 31, 2011 and 2010, and the subsequent interim period through November 8, 2012, there were (i) no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Reznick Group on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of Reznick Group would have caused Reznick Group to make reference thereto in its reports on the Company’s financial statements for such years, and (ii) no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

During the two fiscal years ended December 31, 2011 and 2010 and the subsequent interim period through November 8, 2012, neither the Company, nor anyone on its behalf, consulted CohnReznick regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the financial statements of the Company, and no written report or oral advice was provided to the Company by CohnReznick that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

The Company provided Reznick Group with a copy of this Form 8-K and requested that Reznick Group provide the Company with a letter addressed to the Securities and Exchange Commission stating whether or not Reznick Group agrees with the above disclosures. A copy of the Reznick Group’s letter, dated November 8, 2012, is attached as Exhibit 16.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibits are filed with this report:

Exhibit No. Description

16.1 Letter to the Securities and Exchange Commission from Reznick Group, P.C., dated November 8, 2012.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CRI HOTEL INCOME PARTNERS, L.P.
	(Registrant)
	by:	CRICO Hotel Associates I, L.P.
		General Partner
		by:	C.R.I., Inc.
			Managing General Partner
			by:	/s/ H. William Willoughby
November 8, 2012				H. William Willoughby
DATE				Director, President, Secretary,
				Principal Financial Officer and
				Principal Accounting Officer

Exhibit Index

Exhibit No. Description

16.1 Letter to the Securities and Exchange Commission from Reznick Group, P.C., dated November 8, 2012.

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