Hilton Announces Extension of Expiration Date and Pricing Date for Tender Offers for Outstanding Debt Securities

Business Wire, Oct 4, 2007

BEVERLY HILLS, Calif. -- Hilton Hotels Corporation (NYSE:HLT) ("Hilton") announced today that it has extended the offer expiration date and price determination date for its previously announced tender offers for any and all of its 7.625% Notes due 2008, 7.200% Notes due 2009, 8.250% Notes due 2011, 7.625% Notes due 2012 and 7.500% Notes due 2017 (collectively, the "Notes"), 7.430% Chilean Inflation-Indexed (UF) Notes due 2009 (the "CLP Notes") and 8.000% Quarterly Interest Bonds due 2031 (the "Bonds" and, together with the Notes and the CLP Notes, the "Securities").

The offer expiration date will now be 8:00 a.m., New York City time, on October 24, 2007, unless extended or earlier terminated by Hilton in its sole discretion (as the same may be modified, the "Offer Expiration Date"). As indicated in the Offer to Purchase referred to below, it is expected that the Offer Expiration Date will be extended as necessary to coincide with the date that the Merger referred to below becomes effective. In addition, Hilton announced that the price determination date applicable to the tender offers for the Notes will now be 11:00 a.m., New York City time, on October 19, 2007, unless extended or earlier terminated by Hilton in its sole discretion.

Hilton announced that the changes to the offer expiration date and the price determination date have no effect on the consent payment deadline applicable to the Bonds, which deadline remains 5:00 p.m., New York City time, on October 9, 2007, unless extended or terminated by Hilton (as the same may be modified, the "Consent Payment Deadline"). Hilton has previously indicated that it is likely that the Bonds will be called for redemption at $25 per $25 principal amount of Bonds, plus accrued and unpaid interest, concurrent with the completion of the Merger in the event that the requisite consents are not obtained with respect to the Bonds.

Hilton further announced that holders of the CLP Notes who have validly tendered their CLP Notes will receive CLP65,560.95 for each CLP50,000 original principal amount payable in U.S. dollars based on the Observed Exchange Rate, as defined in the Officer's Certificate for the CLP Notes, which is published at or about 5:00 p.m. (Santiago, Chile time) on the second business day prior to the Offer Expiration Date for the CLP Notes purchased pursuant to the tender offer for such securities, namely October 22, 2007, if the tender offer for the CLP Notes is not extended.

Holders of the Bonds must tender their securities at or prior to the Consent Payment Deadline in order to be eligible to receive the total consideration offered for the Bonds of $25.125 per $25 principal amount. Holders of the Bonds that are tendered after the Consent Payment Deadline and at or prior to the Offer Expiration Date will only be eligible to receive the tender offer consideration offered for the Bonds of $24.125 per $25 principal amount. Holders whose Bonds are accepted for payment in the tender offer for the Bonds will also receive accrued and unpaid interest in respect of such purchased Bonds from the last interest payment date for such Bonds preceding the payment date for purchased Bonds to, but not including, such payment date.

Holders of the Notes and the CLP Notes (collectively, the "Consented Securities") who have not already tendered their Consented Securities may do so at any time at or prior to the Offer Expiration Date, but such holders will only be eligible to receive the applicable tender offer consideration, which is an amount, paid in cash, equal to the applicable total consideration less the applicable consent payment, for their Consented Securities.

As of 5:00 p.m., New York City time, on October 4, 2007, the Company had received tenders in respect of the following principal amounts of Securities:

Series of Securities                 Principal Amount Tendered

7.625% Notes due 2008                $361.6 million (approx. 90.4%)
7.200% Notes due 2009                $122.2 million (approx. 61.1%)
8.250% Notes due 2011                $289.3 million (approx. 96.4%)
7.625% Notes due 2012                $369.3 million (approx. 98.5%)
7.500% Notes due 2017                $139.0 million (approx. 69.5%)
7.430% Chilean Inflation-Indexed
         (UF) Notes due 2009         CLP67.7 billion (100%)
8.000% Quarterly Interest Bonds
         due 2031                    $91.4 million (approx. 45.7%)

Hilton's tender offers and consent solicitations for the Securities are being made pursuant to the terms of Hilton's Offer to Purchase and Consent Solicitation Statement dated September 12, 2007 (the "Offer to Purchase") and the related Consent and Letter of Transmittal (the "Letter of Transmittal"), as previously amended and as amended hereby. The tender offers and consent solicitations are being conducted in connection with the previously announced merger agreement that provides for the acquisition of Hilton by BH Hotels LLC, an entity controlled by investment funds affiliated with The Blackstone Group L.P. (such transaction referred to herein as the "Merger"). The completion of the Merger is a condition to the completion of the tender offers and consent solicitations. However, the completion of the tender offers and consent solicitations is not a condition to completion of the Merger.