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* Toner Paul (Last) (First) (Middle) 390 INTERLOCKEN CRESCENT (Street) BROOMFIELD CO 80021 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/11/2009	3. Issuer Name and Ticker or Trading Symbol VAIL RESORTS INC [ MTN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP & COO RockResorts & VRHosp	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)
Common Stock	888	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
Restricted Share Unit	04/01/2010(2)	04/01/2011(2)	Common Stock	251	0(1)	D
Restricted Share Unit	04/04/2010(3)	04/04/2011(3)	Common Stock	800	0(1)	D
Restricted Share Unit	09/23/2009(4)	09/23/2011(4)	Common Stock	993	0(1)	D
Restricted Share Unit	03/10/2010(5)	03/10/2012(5)	Common Stock	509	0(1)	D
Restricted Share Unit	07/31/2009(6)	07/31/2009(6)	Common Stock	0	0(1)	D

Explanation of Responses:

1. Each Restricted Share Unit represents a contingent right to receive one share of common stock.

2. On April 1, 2008, Reporting Person was granted 377 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date. On April 1, 2009, the first tranche vested,126 shares were issued.

3. On April 4, 2008, Reporting Person was granted 1,201 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date. On April 4, 2009, the first tranche vested,401 shares were issued.

4. On September 23, 2008, Reporting Person was granted 993 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.

5. On March 10, 2009, Reporting Person was granted 509 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.

6. On July 31, 2009, Reporting Person was granted 524 Restricted Share Units which vested immediately on the grant date. On July 31, 2009, 524 shares vested, 163 shares were withheld for taxes and 361 shares were issued.

	Paul G. Toner	09/18/2009
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY


               Know all by these presents that the undersigned hereby con-
stitutes and appoints each of Fiona E. Arnold, Sean Arend and Kay Guthrie
and their assigns, the undersigned's true and lawful attorney-in-fact to:
                (1)  execute for and on behalf of the undersigned, in the un-
dersigned's capacity as an officer and/or director of Vail Resorts, Inc. (the
"Company"), Forms 3, 4 and 5 (or any analogous form), including amend-
ments, 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 complete and execute
any such Forms 3, 4 and 5 (or any analogous form) and timely file such
form with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and
               (3)  take any other action of any type whatsoever in connec-
tion 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 under-
signed, 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 attor-
ney-in-fact may approve in such attorney-in-fact's discretion.
               The undersigned hereby grants to each such attorney-in-fact
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 (or any
analogous form) with respect to the undersigned's holdings of and transac-
tions in securities issued by the Company, unless earlier revoked by the un-
dersigned in a signed writing delivered to the foregoing attorneys-in-fact.
               IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 17th day of September 2009.

               				/s/ Paul G. Toner
               				     Paul G. Toner


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