View:
May 11,
2009
Chanda
DeLong
U.S.
Securities and Exchange Commission
Division
of Corporation Finance, Group 5
100 F.
Street, N.E. Stop 3561
Washington,
DC 20549
|
RE:
|
Vail
Resorts, Inc. — Commission File No. 001-09614
Form
10-K: For the Fiscal Year Ended July 31, 2008
Definitive
Proxy Statement on Schedule 14A
|
Dear Ms.
DeLong:
As you
know, we have filed via Edgar our responses (the “Response Letter”) to the
comments of the Securities and Exchange Commission (the “Commission”) staff (the
“Staff”) in the letter from the Staff dated April 27, 2009, regarding the Annual
Report on Form 10-K filed by Vail Resorts, Inc. (the “Company”) for the fiscal
year ended July 31, 2008 (the “Form 10-K”) and Definitive Proxy Statement on
Schedule 14A. As a supplement to the Response Letter, we delivered an
internal copy of the specific 2008 VRDC performance goals referenced in our
Response Letter. The supplemental materials have not been filed
electronically and are qualified in all respects by our response in the Response
Letter.
The
supplemental materials and the information contained therein remain the property
of the Company. Pursuant to Rule 12b-4 of the Securities Exchange Act
of 1934, as amended, we request that at the conclusion of the Commission’s
comment process, you return all copies of the supplemental materials to the
undersigned. As discussed at length in the Response Letter, we
believe that the public disclosure of the 2008 VRDC performance goals, other
than the previously disclosed real estate Reported EBITDA target, would cause
substantial competitive harm to us, as determined pursuant to the criteria set
forth in Instruction 4 to Item 402(b) of Regulation S-K (the same standard that
would apply when a registrant requests confidential treatment of confidential
trade secrets or confidential commercial or financial information pursuant to
Rule 406 of the Securities Act of 1933, as amended, and Rule 24b-2 of the
Securities Exchange Act of 1934, as amended, each of which incorporates the
criteria for non-disclosure when relying upon Exemption 4 of the Freedom of
Information Act (“FOIA”) (5 U.S.C. 552(b)(4) and Rule 80(b)(4) (17 C.F.R.
200.80(b)(4)) thereunder). Accordingly, the return
of the supplemental materials is consistent with the protection of investors and
shareholders of the Company and the provisions of FOIA.
If you
have any further questions or require additional information, please do not
hesitate to contact me at 303-404-1802.
Sincerely,
/s/
Jeffrey W. Jones
Jeffrey
W. Jones
Senior
Executive Vice President and
Chief
Financial Officer