ITEM 2.02 Results of Operation and Financial Condition.

On September 22, 2009, Marriott International, Inc. (the "Company") approved revised business plans for its Timeshare segment in response to the difficult business conditions that its timeshare, luxury fractional, and luxury residential real estate development businesses continue to experience. On September 23, 2009, the Company issued a press release describing those plans and discussing pre-tax impairment charges, which are predominantly non-cash, totaling approximately $760 million that the Company will record in the third quarter of 2009 as a result of those plans. The press release also mentions that the Company expects that systemwide revenue per available room ("REVPAR") in North America for its third quarter will be higher than previously anticipated.

The Company has attached its September 23, 2009 press release as Exhibit 99 to this report and incorporates the press release in this report by reference.

ITEM 2.06 Material Impairments.

The Company also incorporates the information set forth in Item 2.02 above and in the attached press release by reference in this Item 2.06.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is furnished with this report:

Exhibit 99 Press release dated September 23, 2009 announcing Timeshare segment charges and third quarter 2009 REVPAR expectations.

---