Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Stedman Trent
2. Date of Event Requiring Statement (Month/Day/Year)
03/05/2009
3. Issuer Name and Ticker or Trading Symbol
STRATEGIC HOTELS & RESORTS, INC [BEE]
(Last)
(First)
(Middle)
799 CENTRAL AVE, SUITE 350, 
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HIGHLAND, IL 60035
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Series A Preferred Stock, $0.01 par value per share 526,800
I
See Footnotes (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stedman Trent
799 CENTRAL AVE, SUITE 350
HIGHLAND, IL 60035
    X    
NV North American Opportunity Fund
799 CENTRAL AVE, SUITE 350
HIGHLAND, IL 60035
    X    
Millennium Group LLC
799 CENTRAL AVE
SUITE 350
HIGHLAND PARK, IL 60035
    X    
HPP GP LLC
799 CENTRAL AVE, SUITE 350
HIGHLAND, IL 60035
    X    
Highland Park Partners Fund LP
799 CENTRAL AVE, SUITE 350
HIGHLAND, IL 60035
    X    

Signatures

/s/ Trent Stedman 03/16/2009
**Signature of Reporting Person Date

Millennium Group, LLC, by Trent Stedman, Member 03/16/2009
**Signature of Reporting Person Date

NV North American Opportunity fund, by: Millennium Group LLC, the investment manager, by Trent Stedman, sole member 03/16/2009
**Signature of Reporting Person Date

HPP GP LLC, by Trent Stedman, sole member 03/16/2009
**Signature of Reporting Person Date

Highland Park Partners Fund LP, by HPP GP LLC, the general partners, by Trent Stedman, sole member 03/16/2009
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) NV North American Opportunity Fund directly beneficially owns 268,400 shares of Series A Preferred Stock. Millennium Group LLC is the investment manager of NV North American Opportunity Fund. Highland Park Partners Fund LP directly beneficially owns 324,800 shares of Series A Preferred Stock. HPP GP LLC is the general partner of Highland Park Partners Fund LP. Trent Stedman is a member of Millennium Group LLC and is also the sole member of HPP GP LLC. Trent Stedman, by virtue of his relationship to NV North American Opportunity Fund, Millennium Group LLC, Highland Park Partners Fund LP, and HPP GP LLC, may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the shares of Series A Preferred Stock subject to this filing. The percentage of beneficial ownership of 13.22% (or 593,200 shares of Series A Preferred Stock) is based on 4,488,750 shares of Series A Preferred Stock outstanding as of February 27, 2009 (as set forth on th
(2) Subsequent to the acquisition on March 5, 2009, the Reporting Owners made six additional acquisitions of Series A Preferred Stock. Specifically, on March 6, 2009 the Reporting Owners acquired 9,900 shares of Series A Preferred Stock; on March 9, 2009, the Reporting Owners acquired 15,000 shares of Series A Preferred Stock; on March 10, 2009, the Reporting Owners acquired 15,600 shares of Series A Preferred Stock; on March 11, 2009, the Reporting Owners acquired 10,800 shares of Series A Preferred Stock; on March 12, 2009, the Reporting Owners acquired 9,700 shares of Series A Preferred Stock; and on March 13, 2009, the Reporting Owners acquired 5,400 shares of Series A Preferred Stock. These purchases are reflected in a Form 4 filed contemporaneously herewith.

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