AHT Ashford Hospitality Trust Inc

CUSIP NO. 044103109 13D Page 2 of 6


1 NAME OF REPORTING PERSON
 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 Montgomery J. Bennett

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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
 (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS PF/OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
 REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION

 United States
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 |
 NUMBER OF |
 |
 SHARES |7 SOLE VOTING POWER 4,567,082
 |------------------------------------------------------
 BENEFICIALLY |
 |
 OWNED BY |8 SHARED VOTING POWER 0
 |------------------------------------------------------
 EACH |
 |
 REPORTING |9 SOLE DISPOSITIVE POWER 4,567,082
 |------------------------------------------------------
 PERSON |
 |
 WITH |10 SHARED DISPOSITIVE POWER 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
 REPORTING PERSON

 4,567,082
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
 CERTAIN SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 5.1%
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14 TYPE OF REPORTING PERSON

 IN
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CUSIP NO. 044103109 13D Page 3 of 6


 Schedule 13D
 ------------

EXPLANATORY NOTE: As of December 31, 2008, the Reporting Person
owned approximately 5.1% of the issued and outstanding shares of
Common Stock. Such ownership position exceeded 5% of the total
issued and outstanding shares of Common Stock as a result of a
repurchase program instituted by the Issuer during 2008 which
reduced the total number of shares of Common Stock issued and
outstanding. Since the Reporting Person's holdings exceeded 5%
of the total issued and outstanding shares of Common Stock at
December 31, 2008, under Regulation 13d-1(d) the Reporting Person
is required to file with the Securities and Exchange Commission,
within 45 days of the end of the calendar year, a statement
containing the information required by Schedule 13G. As a result
of the Reporting Person's position as Chief Executive Officer of
the Issuer and a member of the Issuer's Board of Directors, the
Reporting Person has chosen to satisfy such filing requirement by
the submission of this Statement on Schedule 13D.

Item 1 Security and Issuer
 -------------------

 This Statement on Schedule 13D ("Statement") relates to the
common stock, par value $0.01 per share (the "Common Stock"), of
Ashford Hospitality Trust, Inc., a Maryland corporation (the
"Issuer") and is being filed by Montgomery J. Bennett (the
"Reporting Person"). The principal executive offices of the
Issuer are located at 14185 Dallas Parkway, Suite 1100, Dallas,
Texas 75254.

Item 2 Identity and Background
 -----------------------

 (a) NAME. The name of the Reporting Person is Montgomery J.
Bennett.

 (b) BUSINESS ADDRESS. The business address of the Reporting
Person is 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254.

 (c) OCCUPATION AND EMPLOYMENT. The Reporting Person is
currently Chief Executive Officer of the Issuer.

 (d) CRIMINAL PROCEEDINGS. During the last five years, the
Reporting Person has not been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).

 (e) CIVIL PROCEEDINGS. During the last five years, the
Reporting Person has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction as a
result of which the Reporting Person was or is subject to a
judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.

 (f) CITIZENSHIP. The Reporting Person is a citizen of the
United States.

CUSIP NO. 044103109 13D Page 4 of 6

Item 3 Source and Amount of Funds or Other Consideration
 -------------------------------------------------

 The holdings reported by the Reporting Person herein consist
of 1,298,554 shares of Common Stock held directly or indirectly
by the Reporting Person and 3,268,528 Units of limited
partnership interests ("Units," and together with the shares of
Common Stock held by the Reporting Person, the "Securities")) in
Ashford Hospitality Limited Partnership, the operating subsidiary
of the Issuer ("Partnership"). The Units are currently
convertible into cash or, at the option of the Issuer, shares of
Common Stock (currently on a 1-for-1 basis). The Securities
reported herein were acquired by the Reporting Person in business
transactions between the Issuer and the Reporting Person (or
entities affiliated with the Reporting Person), director stock
grants and personal funds.

Item 4 Purpose of Transaction
 ----------------------

 The Reporting Person acquired the Securities for investment
purposes and not with a view toward or having the effect of
directing control over the Issuer. As a result of the Reporting
Person's position as Chief Executive Officer of the Issuer and a
member of the Issuer's Board of Directors, the Reporting Person
may effect a measure of control over the Issuer. The Reporting
Person will continue to evaluate his ownership and voting
position in the Issuer and may consider the following future
courses of action: (i) continuing to hold the Securities for
investment; (ii) converting, at the option of the Company, some
or all of the Units into shares of Common Stock, (iii) disposing
of all or a portion of the Securities in open market sales or in
privately-negotiated transactions; or (iv) acquiring additional
shares of the Securities in the open market or in privately-
negotiated transactions. The Reporting Person has not as yet
determined which of the courses of action specified in this
paragraph he may ultimately take. The Reporting Person's future
actions with regard to this investment are dependent on his
evaluation of a variety of circumstances affecting the Issuer in
the future, including the market price of the Common Stock, the
Issuer's business and the Reporting Person's investment
portfolio.

Other than as set forth above, the Reporting Person does not have
any plans or proposals that would result in any of the following:

 (a) the acquisition by any person of additional securities of
 the Issuer, or the disposition of securities of the Issuer;

 (b) an extraordinary corporate transaction, such as a merger,
 reorganization or liquidation, involving the Issuer or any of its
 subsidiaries;

 (c) a sale or transfer of a material amount of assets of the
 Issuer or any of its subsidiaries;

 (d) any change in the present Board of Directors or management
 of the Issuer, including any plans or proposals to change the
 number or terms of Directors or to fill any existing vacancies on
 the Board of Directors;

 (e) any material change in the present capitalization or
 dividend policy of the Issuer;

 (f) any other material change in the Issuer's business or
 corporate structure;

 (g) changes in the Issuer's charter, bylaws or instruments
 corresponding thereto or other actions which may impede the
 acquisition of control of the Issuer by any person;

CUSIP NO. 044103109 13D Page 5 of 6

 (h) causing a class of securities of the Issuer to be delisted
 from a national securities exchange or to cease to be authorized
 to be quoted in an interdealer quotation system of a registered
 national securities association;

 (i) causing a class of equity securities of the Issuer to become
 eligible for termination of registration pursuant to Section
 12(g)(4) of the Securities Exchange Act of 1934, as amended; or

 (j) any action similar to any of those enumerated above.

Item 5 Interest in Securities of the Issuer
 ------------------------------------

 (a) AGGREGATE NUMBER AND PERCENTAGE OF SECURITIES. The
Reporting Person beneficially owns an aggregate of 4,567,082
shares of Common Stock (which includes 3,268,528 Units that are
presently convertible, at the option of the Issuer, into shares
of Common Stock), representing approximately 5.1% of the Issuer's
outstanding Common Stock. [FN-1]

 (b) POWER TO VOTE AND DISPOSE. The Reporting Person has the
sole voting and dispositive power over the Securities identified
in response to Item 5(a) above; provided, however, the Units may
only be converted into shares of Common Stock at the option of
the Issuer.

 (c) TRANSACTIONS WITHIN THE PAST 60 DAYS. The Reporting Person
has not effected any transactions in Securities within the 60-day
period immediately preceding the date hereof:

 (d) CERTAIN RIGHTS OF OTHER PERSONS. Not applicable.

 (e) DATE CASED TO BE A 5% OWNER. Not applicable.

Item 6 Contracts, Arrangements, Understandings or
 Relationships with respect to Securities of the Issuer
 ------------------------------------------------------

 Not applicable.

Item 7 Material to be filed as Exhibits
 --------------------------------

 None.




[FN-1] In addition to the Securities, the Reporting Person
 also directly holds 281,100 special long-term incentive
 partnership units ("LTIP Units") in the Partnership (of
 which 28,110 are currently vested but have not reached
 economic parity with the Units). The LTIP Units are not
 currently convertible into shares of Common Stock;
 however, upon achieving economic parity with the Units,
 the LTIP Units may be converted into Units, which would
 then be convertible into cash or, at the option of the
 Issuer, shares of Common Stock.

CUSIP NO. 044103109 13D Page 6 of 6




 SIGNATURE

 After reasonable inquiry and to the best of my knowledge and
belief, I hereby certify that the information set forth in this
statement is true, complete and correct.





Date: February 13, 2009

 /s/ MONTGOMERY J. BENNETT
 ---------------------------
 Montgomery J. Bennett