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): May 7, 1999

                               Vail Resorts, Inc.
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             (Exact name of registrant as specified in its charter)

                                    Delaware
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                 (State or other jurisdiction of incorporation)


        1-9614                              51-0291762
- --------------------------     -------------------------------------------
(Commission File Number)            (IRS Employer Identification No.)

137 Benchmark Road, Avon, Colorado                        81620
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(Address of principal executive offices)               (Zip code)

Registrant's telephone number, including area code (970) 476-5601

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          (Former name or former address, if changed since last report)





Item 5.  Other Events

     On May 7, 1999, Vail Resorts, Inc. issued the announcement attached hereto
as Exhibit 1, which is incorporated herein by reference.

Item 7.  Exhibits

1.       Press Release dated May 7, 1999





                                    SIGNATURE


     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.

Dated:  May 10, 1999                VAIL RESORTS, INC.



                                    By: /s/ Ingrid Keiser
                                        ------------------------------
                                        Ingrid Keiser
                                        Assistant General Counsel
                                        and Assistant Secretary




                                  EXHIBIT INDEX


Number   Description

1.       Press Release dated May 7, 1999



                                                                       Exhibit 1

                    Contact:Eric Resnick
                    Managing Director of Strategic Planning/Investor Relations
                    Vail Resorts, Inc.
                    970-845-2490

       FOR IMMEDIATE RELEASE


                    Theresa Schillero
                    Miriam Adler -- Financial Media Contact
                    Morgen-Walke Associates
                    (212) 850-5600


             VAIL RESORTS ANNOUNCES PRICING OF PRIVATE DEBT OFFERING
             - Offering Increases to $200 Million from $150 Million -

     Vail, CO, May 7, 1999 -- Vail Resorts, Inc. (NYSE:MTN) today announced the
pricing of its $200 million private debt offering. The offering is expected to
close on May 11, 1999.

     The debt placement, which was originally scheduled to raise $150 million,
consists of 8 3/4% senior subordinated notes due in 2009. The net proceeds to
the Company from the offering will be used to repay a portion of the
indebtedness under the Company's existing credit facility, thereby increasing
the amount available for future borrowing.

     The notes have not been registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements.

     Vail Resorts, Inc. is the premier mountain resort operator in North
America. The Company operates the Colorado mountain resorts of Vail,
Breckenridge, Keystone, and Beaver Creek.

                                       ***

Statements in this press release, other than statements of historical
information, are forward looking statements that are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those projected. Readers
are cautioned not to place undue reliance on these forward-looking statements
which speak only as of the date hereof. Such risks and uncertainties include,
but are not limited to, general business and economic conditions; competitive
factors in the ski and resort industry; and the weather. Investors are also
directed to other risks discussed in documents filed by the Company with the
Securities and Exchange Commission. 

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