MHGC Morgans Hotel Grp. Co.

Morgans Hotel Group Co. 2006 Omnibus Stock Incentive Plan

(Full title of the plan)

Richard Szymanski

Chief Financial Officer

Morgans Hotel Group Co.

475 Tenth Avenue

New York, New York 10018

(Name and address of agent for service)

(212) 277-4100

(Telephone number, including area code, of agent for service)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

On May 9, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with SBEEG Holdings, LLC, a Delaware limited liability company (“Trousdale”), and Trousdale Acquisition Sub Inc., a Delaware corporation (“Sub-S”) and a wholly owned subsidiary of Trousdale. Pursuant to the Merger Agreement, on November 30, 2016, Sub-S merged with and into the Company, and the Company continued as the surviving corporation (the “Merger”).

As a result of the Merger, the Company has terminated all offerings of its securities pursuant to its existing registration statements, including the Registration Statements. Accordingly, the Company is filing this Post-Effective Amendment to the Registration Statements pursuant to Rule 478 under the Securities Act of 1933, as amended, to hereby terminate the effectiveness of the Registration Statements, and in accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of this Post-Effective Amendment, any of the securities that had been registered but remain unsold at the termination of the offering, the Company hereby removes from registration all such securities, if any. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such securities.