SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Capuano Anthony

(Last) (First) (Middle)
10400 FERNWOOD ROAD

(Street)
BETHESDA MD 20817

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/13/2009
3. Issuer Name and Ticker or Trading Symbol
MARRIOTT INTERNATIONAL INC /MD/ [ MAR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP - Lodging Development
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common - Restricted Stock Units 54,324 D
Class A Common Stock 4,723 D
Class A Common Stock - Deferred Stock Bonus Award 212 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights (1) 08/07/2018 Class A Common Stock 24,092 27.46 D
Stock Appreciation Rights (2) 02/13/2016 Class A Common Stock 8,008 34.46 D
Stock Appreciation Rights (3) 02/19/2018 Class A Common Stock 25,300 35.54 D
Explanation of Responses:
1. Stock Appreciation Rights, settled in Class A Common Stock and vesting in four equal installments beginning August 7, 2008.
2. Stock Appreciation Right, settled in Class A Common Stock and vesting in four equal annual installments beginning with the first anniversary of February 13, 2006.
3. Stock Appreciation Right, settled in Class A Common Stock and vesting in four equal annual installments beginning with the first anniversary of February 19, 2008.
Remarks:
capuanopoa.TXT
Bancroft S. Gordon, Attorney-In-Fact 04/15/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY

	POWER OF ATTORNEY

	Know all men by these presents, that the undersigned hereby constitutes
  and appoints each of Bancroft S. Gordon and his successor as Secretary of
Marriott
 International, Inc. (the "Company"), Edward A. Ryan and his successor as the
Company's General Counsel, W. David Mann and his successor as the Company's
 Associate General Counsel for Corporate Transactions, Finance and Corporate
Governance, and Ward R. Cooper and his successor as the Company's Assistant
General Counsel for Corporate Governance the undersigned's true and lawful
 attorney-in-fact to:

       	(1)	execute for and on behalf of the undersigned, in the
 undersigned's capacity as an officer of Marriott International, Inc. (the
 "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
 Exchange Act of 1934 and the rules thereunder;

       	(2)	do and perform any and all acts for and on behalf of the
  undersigned which may be necessary or desirable to execute any such Form 3, 4
or
 5 and timely file such form with the United States Securities and Exchange
 Commission and any stock exchange or similar authority; and

(3) take any and all other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney
shall be in such form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact, acting
individually, full power and authority to do and perform any and every act and
thing whatsoever requisite, necessary, or proper to be done in the exercise of
any of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all that
such attorney-in-fact, or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this power of attorney and
the rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

	This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company's Secretary.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 13 day of April, 2009.


				Signature:      ___________________________
				Printed name:	Anthony G. Capuano