UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of
1934
Date
of
report (Date of earliest event reported): October 4, 2006
Vail
Resorts, Inc.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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1-9614
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51-0291762
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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390
Interlocken Crescent, Suite 1000,
Broomfield,
Colorado
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80021
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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(303)
404-1800
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(Former
Name or Former Address, if Changed Since Last
Report)
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Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
Executive
Officer Compensation
On
October 4, 2006, the Board of Directors (“Board”) of Vail Resorts, Inc. granted
restricted share units (“RSUs”) and share appreciation rights (“SARs”), pursuant
to its 2002 Long Term Incentive and Share Award Plan, to certain of its named
executive officers and other key employees. Both the RSUs and SARs vest over
three years, commencing on the first anniversary of the grant date. The
SARs have an exercise price of $39.72. The number of RSUs and SARs granted
to the named executive officers who received a grant is as follows:
| Name | Title |
RSUs
|
SARs
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| Jeffrey W. Jones | Senior Executive Vice President and Chief Financial Officer |
2,996
|
24,021
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| William A. Jensen | Co-President - Mountain Division |
2,247
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20,018
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| Roger D. McCarthy | Co-President - Mountain Division |
2,247
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20,018
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| Martha Dugan Rehm | Executive Vice President and General Counsel |
1,498
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14,012
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Board
Member Compensation
In
addition, on October 4, 2006, the Board granted 2,809 RSUs to each non-executive
member of the Board. The RSUs received by Board members vest in full on the
first anniversary of the grant date.
The
total
of all grants made by the Board on October 4, 2006, was 85,638 RSUs and 168,520
SARs.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
A
list of
exhibits furnished herewith is contained on the Exhibit Index which immediately
precedes such exhibits and is incorporated herein by reference.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Vail
Resorts, Inc.
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Date:
October 10, 2006
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By:
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/s/
Martha D. Rehm
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Martha
D. Rehm
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Executive
Vice President and
General
Counsel
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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10.1
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Form
of Restricted Share [Unit] Agreement (previously filed as Exhibit
10.20 on
Form 10-K for the year ended July 31, 2006 filed on October 5, 2006
and
incorporated herein by reference.)
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10.2
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Form
of Share Appreciation Rights Agreement (previously filed as Exhibit
10.22
on Form 10-K for the year ended July 31, 2006 filed on October 5,
2006 and
incorporated herein by reference.)
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