Marriott International, Inc.
10400 Fernwood Road
Bethesda, Maryland 20817
(301) 380-3000
February 16, 2016
VIA EDGAR CORRESPONDENCE
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: |
Jennifer Gowetski, Special Counsel, Office of Real Estate and Commodities | |
Jaime John, Accounting Branch Chief | ||
Kristi Marrone, Staff Accountant | ||
Sandra B. Hunter, Staff Attorney | ||
Re: |
Marriott International, Inc. | |
Registration Statement on Form S-4 (File No. 333-208684) |
Dear Mses. Gowetski, John, Marrone and Hunter:
This letter is sent on behalf of Marriott International, Inc. (the Company) in connection with the above-referenced Registration Statement on Form S-4 (the Registration Statement) filed with the Securities and Exchange Commission (the Commission) by the Company pursuant to the Securities Act of 1933, as amended (the Securities Act). Pursuant to Rule 461 promulgated under the Securities Act, the Company hereby requests that the effective date of the Registration Statement be accelerated to 4:00 p.m., Eastern Time, on February 17, 2016, or as soon thereafter as practicable.
The Company hereby acknowledges that:
| should the Commission or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement; |
| the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Sincerely, | ||
MARRIOTT INTERNATIONAL, INC. | ||
By: | /s/ Edward A. Ryan | |
Name: |
Edward A. Ryan | |
Title: |
Executive Vice President and General Counsel |
cc: |
Stephen I. Glover, Esq., Gibson, Dunn & Crutcher LLP | |
Jonathan L. Corsico, Esq., Gibson, Dunn & Crutcher LLP |
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