SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHIN GTON, D.C. 20549
       DIVISION OF
CORPORATION FINANCE
 November 6, 2012

Via E -mail
Thomas Singer
Chief Financial Officer
InterContinental Hotels Group PLC
Broadwater Park
Denham , Buckinghamshire UB9 5HR
United Kingdom

 Re: InterContinental Hotels Group PLC
  Form 20 -F for the Fiscal Year Ended December 31,  2011
  Filed March 29, 2012
  File No. 1 -10409

Dear Mr. Singer:

We have limited our review of your filing to your contacts with countries that have been
identified as state sponsors of terrorism, and we have the following comments.  Our review with
respect to this issue does not preclude further review by the Assistant Director group with respect
to other issues.   At this juncture, we are asking you to provide us with information so we may
better understand your disclosure.

Please respond to this lette r within ten business days by providing the requested
information, or by advising us when you will provide the requested response.  If you do not
believe our comments apply to your facts and circumstances, please tell us why in your response.

After revi ewing the information you provide in response to these comments, we may
have additional comments.

General
1. In your letter to the staff dated September 29, 2009, you stated that you had entered into
agreements with respect to two hotels planned for Damascus , Syria, under the
InterContinental and Holiday Inn brands.  According to transcript excerpts published on
May 10, 2011, your Chief Financial Officer stated during  a quarterly earnings call that you
had two hotels in Syria in the pipeline.  You state on your w ebsite that you have
temporarily suspended providing services to the InterContinental Damascus.  Also, on
page 13 and elsewhere in your Form 20 -F, you disclose that you operate in the Middle
East, a region that include s both Syria and  Iran.  Your Form 20 -F does not include
disclosure regarding operations associated with Syria or Iran.

Thomas Singer
InterContinental Hotels Group PLC
November 6, 2012
Page 2

 As you know, Syria and Iran are designated by the State Department as state sponsors of
terrorism, and are subject to U.S. economic sanctions and export controls.  Please
describe to us the nature and extent of your past, current, and anticipated contacts with
Syria and Iran, whether through direct or indirect arrangements, since your letter to us
dated September 29, 2009.  Your response should describe any services, informa tion, and
equipment that you have provided or intend to provide to Syria and Iran, directly or
indirectly, and any agreements, arrangements, or other contacts with the governments of
those countries or entities they control.

2. Please discuss for us the mate riality of your contacts with Syria and Iran, and whether
those contacts constitute a material investment risk for your security holders.  You should
address materiality in quantitative terms, including the approximate dollar amounts of
any associated reve nues, assets, and liabilities for the last three fiscal years and the
subsequent interim period .  Also, address materiality in terms of qualitative factors that a
reasonable investor would deem important in making an investment decision, including
the pote ntial impact of corporate activities upon a company’s reputation and share value.
As you know, various state and municipal governments, universities, and other investors
have proposed or adopted divestment or similar initiatives regarding investment in
companies that do business with U.S. -designated state sponsors of terrorism.  Your
materiality analysis should address the potential impact of the investor sentiment
evidenced by such actions directed toward companies that have operations associated
with Syr ia or Iran.

We urge all persons who are responsible  for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.  Since the company and its management are
in possession of all facts relating to the company’s disclosure, they are responsible for the
accuracy and adequacy of the disclosures they have made.

In responding to our comments, please provide a written stateme nt from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any actio n with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

Thomas Singer
InterContinental Hotels Group PLC
November 6, 2012
Page 3

Please contact Pradip Bhaumik, Special Coun sel, at (202) 551 -3333 or me at (202) 551 -
3470 if you have any questions about the comments or our review.

         Sincerely,

         /s/ Cecilia Blye

         Cecilia Blye, Chief
         Office of Global Security Risk

cc:  Michael McTiernan
  Assistant Director
 Division of Corporation Finance