MARRIOTT INTERNATIONAL INC /MD/ — Director's Dealing 2012

Mar 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MARRIOTT INTERNATIONAL INC /MD/ (MAR)
CIK: 0001048286
Period of Report: 2012-03-20

Reporting Person: Marriott Stephen G (13D Group Owning more than 10%)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-20	Class A Common Stock	S	3000.0000	$37.7000	Disposed	13682.0000	Indirect
2012-03-20	Class A Common Stock	S	12000.0000	$37.7000	Disposed	54847.0000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	759908.0000	Direct
Class A Common Stock	725822.0000	Indirect
Class A Common Stock	558254.0000	Indirect
Class A Common Stock	10710082.0000	Indirect
Class A Common Stock	44702.0000	Indirect
Class A Common Stock	9076188.0000	Indirect
Class A Common Stock	13220.0000	Indirect
Class A Common Stock	16682.0000	Indirect
Class A Common Stock	290000.0000	Indirect
Class A Common Stock	80675.0000	Indirect
Class A Common Stock	76266.0000	Indirect
Class A Common Stock	2445.0000	Indirect
Class A Common Stock	2445.0000	Indirect
Class A Common Stock	2445.0000	Indirect
Class A Common Stock	850.0000	Indirect

Footnotes

F1: Represents the weighted average sale price. The highest price at which shares were sold was $37.74 and the lowest price at which shares were sold was $37.68.

F2: The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.