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MARRIOTT INTERNATIONAL INC /MD/ Director's Dealing 2012

Apr 27, 2012

29930_dirs_2012-04-27_61fd1c49-908c-49f6-a205-0de2fab21ce4.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARRIOTT INTERNATIONAL INC /MD/ (MAR)
CIK: 0001048286
Period of Report: 2012-04-25

Reporting Person: McPherson Amy (Pres Mgn Dir European Ldg)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-04-25 Class A Common Stock M 19800.0000 $22.8100 Acquired 82859.0000 Direct
2012-04-25 Class A Common Stock M 10080.0000 $32.1600 Acquired 92939.0000 Direct
2012-04-25 Class A Common Stock M 6176.0000 $15.1000 Acquired 99115.0000 Direct
2012-04-25 Class A Common Stock S 6176.0000 $38.6400 Disposed 92939.0000 Direct
2012-04-25 Class A Common Stock S 10080.0000 $38.6900 Disposed 82859.0000 Direct
2012-04-25 Class A Common Stock S 15794.0000 $38.6700 Disposed 67065.0000 Direct
2012-04-25 Class A Common Stock S 19800.0000 $38.6700 Disposed 47265.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-04-25 Stock Option (Right to buy) $22.8100 M 19800.0000 Disposed 2014-02-05 Class A Common Stock (19800.0000) Direct
2012-04-25 Stock Option (Right to buy) $15.1000 M 6176.0000 Disposed 2013-02-06 Class A Common Stock (6176.0000) Direct
2012-04-25 Stock Option (Right to buy) $32.1600 M 10080.0000 Disposed 2015-02-10 Class A Common Stock (10080.0000) Direct

Footnotes

F1: Represents the weighted average sale price. The highest price at which shares were sold was $38.67 and the lowest price at which shares were sold was $38.62.

F2: Represents the weighted average sale price. The highest price at which shares were sold was $38.73 and the lowest price at which shares were sold was $38.66.

F3: Represents the weighted average sale price. The highest price at which shares were sold was $38.72 and the lowest price at which shares were sold was $38.66.

F4: Represents the weighted average sale price. The highest price at which shares were sold was $38.72 and the lowest price at which shares were sold was $38.65.

F5: The options vest in four equal installments on each of the first four anniversaries of the February 5, 2004 grant date.

F6: The options vest in four equal installments on each of the first four anniversaries of the February 6, 2003 grant date.

F7: The options vest in four equal installments on each of the first four anniversaries of the February 10, 2005 grant date.