Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  MARRIOTT J W JR
2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2011
3. Issuer Name and Ticker or Trading Symbol
Marriott Vacations Worldwide Corp [VAC]
(Last)
(First)
(Middle)
10400 FERNWOOD ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
13D Group Owning More Than 10%
5. If Amendment, Date Original Filed(Month/Day/Year)
11/30/2011
(Street)

BETHESDA, MD 20817
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.

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 of Derivative Security: 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
Stock Appreciation Rights   (1) 02/19/2018 Common Stock 44,730 $ 20.41 D  
Stock Appreciation Rights   (1) 02/16/2020 Common Stock 27,858 $ 15.5 D  
Stock Appreciation Rights   (1) 02/17/2021 Common Stock 19,023 $ 23.46 D  
Stock Options   (2) 11/06/2012 Common Stock 13,760 $ 8.77 D  
Stock Options   (2) 11/06/2012 Common Stock 13,760 $ 8.91 D  
Stock Options   (2) 11/05/2013 Common Stock 38,400 $ 8.1 D  
Stock Options   (2) 11/04/2014 Common Stock 60,000 $ 9.52 D  
Stock Options   (2) 02/19/2012 Common Stock 80,000 $ 10.82 D  
Stock Options   (2) 02/06/2013 Common Stock 113,000 $ 8.68 D  
Stock Options   (2) 02/05/2014 Common Stock 65,880 $ 13.1 D  
Stock Options   (2) 02/10/2015 Common Stock 24,600 $ 18.47 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MARRIOTT J W JR
10400 FERNWOOD ROAD
BETHESDA, MD 20817
    X   13D Group Owning More Than 10%

Signatures

/s/ Catherine Meeker, Attorney-In-Fact 12/19/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the legal and structural separation of the issuer from Marriott International, Inc. (the "Spin-Off")) and vest in four equal installments over the four-year period following the date such Marriott International, Inc. award was initially granted.
(2) Issued under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan pursuant to the anti-dilution provisions of an award granted to the reporting person under the Marriott International, Inc. Stock and Cash Incentive Plan, which award has substantially the same terms as the Marriott International, Inc. award to which it relates (other than with respect to the exercise price and the number and type of shares covered thereby, which were adjusted based on the distribution ratio in the Spin-Off) and is fully vested based on service prior to the Spin-Off.
 
Remarks:
This amended Form 3 is being filed solely to add the exercise prices of the reporting person's derivative securities disclosed on the original Form 3 filed on November 30, 2011.  The exercise prices had not been determined at the time of the original filing.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.