UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 7, 2004

WESTIN HOTELS LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)


Delaware	0-15097	91-1328985
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)


1111 Westchester Avenue, White Plains, New York		10604
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 323-5888

Not Applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):


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


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


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


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

TABLE OF CONTENTS


	Item 7.01. Regulation FD Disclosure.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Press Release

Item 7.01. Regulation FD Disclosure.

On December 7, 2004, the Registrant issued a press release announcing it has received the consent of a majority of its limited partners to the previously-announced sale of the Westin Michigan Avenue hotel, located in Chicago, Illinois, to JER Partners Acquisitions III, LLC. A copy of the press release, attached hereto as Exhibit 99.1, is being furnished pursuant to Regulation FD and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.


Exhibit No.		Description of Exhibit

99.1		Press release issued by Westin Hotels Limited Partnership dated December 7, 2004.

SIGNATURES

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.


WESTIN HOTELS LIMITED PARTNERSHIP

By:		WESTIN REALTY CORP.
		General Partner


By:		/s/ Alan M. Schnaid

		Alan M. Schnaid
		Vice President

Date: December 8, 2004

EXHIBIT INDEX


Exhibit No.		Description of Exhibit

99.1		Press release issued by Westin Hotels Limited Partnership dated December 7, 2004.

Table of Contents

Table of Contents

Table of Contents

Table of Contents

WESTIN HOTELS LTD PARTNERSHIP 8-K