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* Barkin Michael Z (Last) (First) (Middle) 390 INTERLOCKEN CRESCENT, SUITE 1000 (Street) BROOMFIELD CO 80021 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/08/2013	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) EVP & Chief Financial Officer	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)

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	07/30/2013(1)	07/30/2015(1)	Common Stock	1,713	0	D
Restricted Share Unit	09/21/2013(2)	09/21/2015(2)	Common Stock	834	0	D
Share Appreciation Right	07/30/2013(3)	07/30/2022(3)	Common Stock	1,457	50.11	D
Share Appreciation Right	09/21/2013(4)	09/21/2022(4)	Common Stock	7,891	54.07	D

Explanation of Responses:

1. On July 30, 2012, Reporting Person was granted 1,713 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.

2. On September 21, 2012, Reporting Person was granted 834 Restricted Share Units which vest in three equal annual installments commencing on the first anniversary of the grant date.

3. On July 30, 2012, Reporting Person was granted 1,457 Share Appreciation Rights which vest in three equal annual installments commencing on the first anniversary of the grant date and expire 10 years from the grant date.

4. On September 21, 2012, Reporting Person was granted 7,891 Share Appreciation Rights which vest in three equal annual installments commencing on the first anniversary of the grant date and expire 10 years from the grant date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	Adam Averbach, Attorney-in-fact for Michael Z. Barkin	04/09/2013
	** 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).
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POWER OF ATTORNEY


     Know all by these presents that the undersigned hereby constitutes and
appoints each of Fiona E. Arnold, Adam Averbach and Mila Birnbaum and their
assigns, the undersigned's true and lawful attorney-in-fact to:
      (1)  execute for and on behalf of the undersigned, in the under-
signed's capacity as an executive officer of Vail Resorts, Inc. (the "Com-
pany"), Forms 3, 4 and 5 (or any analogous form), including amendments, 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 under-
signed 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 connection 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
attorney-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 re-
quisite, 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 analog-
ous form) with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned
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 9th day of April 2013.
                             /s/ Michael Z. Barkin
                             ---------------------
                             Michael Z. Barkin