View Filing Data

Resort management and other services

$ 169

$ 141

$ 310

$ 273

117

116

Financing

Rental

128

110

Other

176

173

421

383

811

757

EXPENSES

101

Resort management and other services

148

152

Financing

Rental

112

100

Other

General and administrative

Litigation settlement

(1)

Organizational and separation related

176

173

Impairment reversals on equity investment

377

376

738

734

Gains and other income

INCOME BEFORE INCOME TAXES

Provision for income taxes

(14)

(4)

(25)

(12)

NET INCOME

$ 30

^[1]

$ 5

^[2]

$ 49

^[1]

$ 13

^[2]

Basic earnings per share

$ 0.87

^[1]

$ 0.16

^[2]

$ 1.40

^[1]

$ 0.39

^[2]

Shares used in computing basic earnings per share

35.4

^[1]

34.3

^[2]

35.3

^[1]

34.2

^[2]

Diluted earnings per share

$ 0.85

^[1]

$ 0.15

^[2]

$ 1.35

^[1]

$ 0.37

^[2]

Shares used in computing diluted earnings per share

36.6

^[1]

36.1

^[2]

36.6

^[1]

35.9

^[2]

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

Interim Consolidated Statements Of Comprehensive Income (Loss) - USD ($)
$ in Millions

3 Months Ended

6 Months Ended

Jun. 14, 2013

Jun. 15, 2012

Jun. 14, 2013

Jun. 15, 2012

Other comprehensive loss, net of tax:

$ 30

^[1]

$ 5

^[2]

$ 49

^[1]

$ 13

^[2]

Total other comprehensive loss, net of tax

(6)

(1)

(2)

(6)

(1)

(2)

COMPREHENSIVE INCOME (LOSS)

$ 30

$ (1)

$ 48

$ 11

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Net Income
-URI http://asc.fasb.org/extlink&oid=6518256

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=31042434&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.19)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.18)
-URI http://asc.fasb.org/extlink&oid=26872669&loc=d3e20235-122688

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 225
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04.22)
-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=28358780&loc=d3e565-108580

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 19
-Article 5

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

Interim Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 14, 2013	Dec. 28, 2012
ASSETS
Cash and cash equivalents	$ 104	$ 103
Restricted cash (including $42 and $31 from VIEs, respectively)	64	68
Accounts and contracts receivable (including $5 and $5 from VIEs, respectively)	101	100
Vacation ownership notes receivable (including $699 and $727 from VIEs, respectively)	988	1,056
Inventory	869	888
Property and equipment	252	261
Other	133	137
Total Assets	2,511	2,613
LIABILITIES AND EQUITY
Accounts payable	81	113
Advance deposits	46	64
Accrued liabilities (including $2 and $1 from VIEs, respectively)	152	181
Deferred revenue	21	32
Payroll and benefits liability	74	82
Liability for Marriott Rewards customer loyalty program	134	159
Deferred compensation liability	37	45
Mandatorily redeemable preferred stock of consolidated subsidiary	40	40
Debt (including $643 and $674 from VIEs, respectively)	647	678
Other	48	38
Deferred taxes	41	42
Total Liabilities	1,321	1,474
Contingencies and Commitments (Note 7)
Preferred stock-$.01 par value; 2,000,000 shares authorized; none issued or outstanding
Common stock-$.01 par value; 100,000,000 shares authorized; 35,369,314 and 35,026,533 shares issued and outstanding, respectively
Additional paid-in capital	1,119	1,116
Accumulated other comprehensive income	20	21
Retained earnings	51	2
Total Equity	1,190	1,139
Total Liabilities and Equity	$ 2,511	$ 2,613

Interim Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Jun. 14, 2013	Dec. 28, 2012
Restricted cash	$ 64	$ 68
Accounts and contracts receivable	101	100
Vacation ownership notes receivable	988	1,056
Accrued liabilities	152	181
Debt	$ 647	$ 678
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	35,369,314	35,026,533
Common stock, shares outstanding	35,369,314	35,026,533
Variable Interest Entity
Restricted cash	$ 42	$ 31
Accounts and contracts receivable	5	5
Vacation ownership notes receivable	699	727
Accrued liabilities	2	1
Debt	$ 643	$ 674

Interim Consolidated Statements Of Cash Flows - USD ($)
$ in Millions

6 Months Ended

Jun. 14, 2013

Jun. 15, 2012

OPERATING ACTIVITIES

Adjustments to reconcile net income to net cash provided by operating activities:

$ 49

^[1]

$ 13

^[2]

Depreciation

Amortization of debt issuance costs

Impairment reversals on equity investment

Share-based compensation

Deferred income taxes

(1)

(16)

Impairment charges

(2)

Gain on disposal of property and equipment, net

(1)

Net change in assets and liabilities:

Accounts and contracts receivable

(1)

Notes receivable originations

(100)

(99)

Notes receivable collections

148

Accounts payable, advance deposits and accrued liabilities

Other assets

(83)

(52)

Liability for Marriott Rewards customer loyalty program

(25)

(31)

Deferred revenue

(10)

Payroll and benefit liabilities

(7)

Deferred compensation liability

(8)

(2)

Net cash provided by operating activities

106

INVESTING ACTIVITIES

Capital expenditures for property and equipment (excluding inventory)

(7)

Decrease in restricted cash

Dispositions

Net cash provided by investing activities

FINANCING ACTIVITIES

Borrowings from securitization transactions

111

Repayment of debt related to securitization transactions

(142)

(136)

Borrowings on Revolving Corporate Credit Facility

Repayments on Revolving Corporate Credit Facility

(25)

(15)

Proceeds from stock option exercises

Payment of withholding taxes on vesting of restricted stock units

(4)

(3)

Net cash used in financing activities

(33)

(136)

Effect of changes in exchange rates on cash and cash equivalents

(2)

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

(27)

CASH AND CASH EQUIVALENTS, beginning of period

103

110

CASH AND CASH EQUIVALENTS, end of period

$ 104

$ 83

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

Summary of Significant Accounting Policies

6 Months Ended

Jun. 14, 2013

Summary of Significant Accounting Policies

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Our Business

Marriott Vacations Worldwide Corporation (“Marriott Vacations Worldwide,” “we” or “us,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity) is the exclusive worldwide developer, marketer, seller and manager of vacation ownership and related products under the Marriott Vacation Club and Grand Residences by Marriott brands. We are also the exclusive worldwide developer, marketer and seller of vacation ownership and related products under the Ritz-Carlton Destination Club brand, and we have the non-exclusive right to develop, market and sell whole ownership residential products under the Ritz-Carlton Residences brand. The Ritz-Carlton Hotel Company, L.L.C. (“Ritz-Carlton”), a subsidiary of Marriott International, Inc. (“Marriott International”), generally provides on-site management for Ritz-Carlton branded properties.

Our business is grouped into three reportable segments: North America, Europe and Asia Pacific. We operate 63 properties in the United States and nine other countries and territories.

We generate most of our revenues from four primary sources: selling vacation ownership products, managing our resorts, financing consumer purchases, and renting vacation ownership inventory.

Our Spin-Off from Marriott International, Inc.

On November 21, 2011, the spin-off of Marriott Vacations Worldwide (the “Spin-Off”) from Marriott International, Inc. (“Marriott International”) was completed. In the Spin-Off, Marriott International’s vacation ownership operations and related residential business were separated from Marriott International through a special tax-free dividend to Marriott International’s shareholders of all of the issued and outstanding common stock of our company. As a result of the Spin-Off, we became an independent company, and our common stock is listed on the New York Stock Exchange under the symbol “VAC.” Following the Spin-Off, we and Marriott International have operated independently, and neither company has any ownership interest in the other.

In order to provide for an orderly transition to our status as an independent, publicly owned company and to govern the ongoing relationship between us and Marriott International, we and Marriott International entered into material agreements pertaining to the provision by each company to the other of certain services, and the rights and obligations of each company, following the Spin-Off. These agreements also provide for each company to indemnify the other against certain liabilities arising from our respective businesses. The agreements include a License, Services, and Development Agreement with Marriott International and its subsidiary Marriott Worldwide Corporation and a License, Services, and Development Agreement with Ritz-Carlton under which we are granted the exclusive right, for the terms of the agreements, to use certain Marriott and Ritz-Carlton marks and intellectual property in our vacation ownership business, the exclusive right to use the Grand Residences by Marriott marks and intellectual property in our residential real estate business and the non-exclusive right to use certain Ritz-Carlton marks and intellectual property in our residential real estate business.

Principles of Consolidation and Basis of Presentation

The interim consolidated financial statements presented herein and discussed below include 100 percent of the assets, liabilities, revenues, expenses and cash flows of Marriott Vacations Worldwide, all entities in which Marriott Vacations Worldwide has a controlling voting interest (“subsidiaries”), and those variable interest entities for which Marriott Vacations Worldwide is the primary beneficiary in accordance with the consolidation accounting guidance. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation. The interim consolidated financial statements reflect our financial position, results of operations and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”).

We refer throughout to (i) our Interim Consolidated Financial Statements as our “Financial Statements,” (ii) our Interim Consolidated Statements of Operations as our “Statements of Operations,” (iii) our Interim Consolidated Balance Sheets as our “Balance Sheets” and (iv) our Interim Consolidated Statements of Cash Flows as our “Cash Flows.”

Unless otherwise specified, each reference to a particular quarter in these Financial Statements means the twelve weeks ended on the date shown in the following table, rather than the corresponding calendar quarter:


Fiscal Year		Quarter-End Date
2013 Second Quarter		June 14, 2013
2013 First Quarter		March 22, 2013
2012 Second Quarter		June 15, 2012
2012 First Quarter		March 23, 2012

In our opinion, our Financial Statements reflect all normal and recurring adjustments necessary to present fairly our financial position and the results of our operations and cash flows for the periods presented. Interim results may not be indicative of fiscal year performance because of, among other reasons, seasonal and short-term variations.

These Financial Statements have not been audited. We have condensed or omitted certain information and footnote disclosures normally included in financial statements presented in accordance with GAAP. Although we believe our footnote disclosures are adequate to make the information presented not misleading, you should read these interim Financial Statements in conjunction with the audited annual Consolidated Financial Statements and notes to those Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2012, subject to the restatement of certain items noted below.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, cost of vacation ownership products, inventory valuation, property and equipment valuation, loan loss reserves, Marriott Rewards customer loyalty program liability, self-insured medical plan reserves, equity-based compensation, income taxes, loss contingencies and exit and disposal activities reserves. Actual amounts may differ from these estimated amounts.

We have reclassified certain prior year amounts to conform to our 2013 presentation.

Restatement of Prior Financial Statements

During the course of an internal review of certain sales documentation processes related to the sale of certain vacation ownership interests in properties associated with our Europe segment, we determined that the documentation we provided for certain sales of vacation ownership products was not strictly compliant. As a result, in accordance with applicable European regulation, the period of time during which purchasers of such interests may rescind their purchases was extended. We record revenues from the sale of vacation ownership products once the rescission period has ended. Originally, we recorded revenues from these sales of vacation ownership products based on the rescission periods in effect assuming compliant documentation had been provided to the purchasers rather than the extended periods. As a result, we recognized revenue in incorrect periods between fiscal years 2010 and 2013 and misstated revenues in our previously filed consolidated financial statements.

The documentation issue described above was limited to sales documentation provided to purchasers of certain interests in properties associated with our Europe segment. We have taken corrective measures and compliant documentation is now being provided to purchasers. In addition, we have provided compliant documentation to purchasers for whom the extended rescission period had not yet expired. The cumulative impact of these items through December 28, 2012 was a reduction in reported income before income taxes of $12 million. The cumulative impact of these items through March 22, 2013 was a reduction in reported income before income taxes of $11 million. However, as compliant documentation has since been provided, the extended rescission period for most of the purchases at issue ended during the second quarter of 2013, with sales having a net pre-tax impact of $1 million actually having been rescinded. As a result, approximately $9 million and $10 million of this cumulative impact is reflected as an increase in pre-tax income for the twelve and twenty-four weeks ended June 14, 2013, respectively, with approximately $1 million expected to be reflected in our results for the third quarter of 2013.

The consolidated restated financial statements will include certain other corrections related to the timing of recording adjustments to previously reported deferred tax balances. Certain deferred tax assets were determined to not be realizable in future years and thus were eliminated, albeit in the incorrect fiscal year for the years ended December 28, 2012, December 30, 2011 and December 31, 2010. These corrections were identified while we were developing internal processes relating to deferred taxes after we became a standalone public company. In addition to the adjustments required as a result of the errors described above, the restated consolidated financial statements will include certain previously unrecorded immaterial adjustments to our financial statements for fiscal years 2010 and 2011 relating to cost reimbursements, which previously were recorded on a net basis.

The adjustments necessary to correct all of the errors have no impact on previously reported cash flows from operations and do not have a material impact on our balance sheet as of any date. In accordance with applicable accounting guidance, an adjustment to the financial statements for each individual period presented is required to reflect the correction of the period-specific effects of the errors described above, if material. Based on our evaluation of relevant quantitative and qualitative factors, we determined the identified misstatements are not material to our individual prior period consolidated financial statements; however, the cumulative correction of the prior period errors would be material to our current year consolidated financial statements. Consequently, we will restate the consolidated Statements of Operations for the years ended December 28, 2012 and December 30, 2011, and the Statements of Operations for the periods ended March 22, 2013 and March 23, 2012. We have restated the accompanying consolidated Balance Sheet as of December 28, 2012 and the Statement of Operations for the twelve and twenty-four weeks ended June 15, 2012. We have also restated the opening December 29, 2012 balances presented in our shareholders’ equity table as of June 14, 2013 (included in Footnote No. 12, “Shareholders’ Equity”) appearing herein, from amounts previously reported, to correct the prior period misstatements.

The cumulative impact of these misstatements on our 2012 annual and interim consolidated statements of cash flows is inconsequential as the impact on individual line items within operating activities is not material and had no impact on net cash provided by (used in) operating, investing or financing activities. However, we will restate the 2012 statement of cash flows when disclosed in our Annual Report on Form 10-K for the fiscal year ended January 3, 2014 to reflect changes to individual line items within operating activities.

The impact of these adjustments on the financial statements is detailed in the tables below.


	For the Twelve Weeks Ended March 22, 2013
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	140		$	1		$	141
TOTAL REVENUES	$	389		$	1		$	390

INCOME BEFORE INCOME TAXES	$	29		$	1		$	30
NET INCOME	$	18		$	1		$	19

Basic earnings per share	$	0.52		$	0.01		$	0.53
Diluted earnings per share	$	0.50		$	0.01		$	0.51

	As of December 28, 2012
*($ in millions)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED BALANCE SHEETS
Inventory	$	881		$	7		$	888
Other	$	135		$	2		$	137
TOTAL ASSETS	$	2,604		$	9		$	2,613

Advance deposits	$	42		$	22		$	64
Deferred taxes	$	43		$	(1	)	$	42
TOTAL LIABILITIES	$	1,453		$	21		$	1,474

Retained earnings (deficit)	$	14		$	(12	)	$	2
TOTAL EQUITY	$	1,151		$	(12	)	$	1,139
TOTAL LIABILITIES AND EQUITY	$	2,604		$	9		$	2,613

	For the Year Ended December 28, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	627		$	(9	)	$	618
TOTAL REVENUES	$	1,648		$	(9	)	$	1,639

Cost of vacation ownership products	$	205		$	(2	)	$	203
Marketing and sales	$	330		$	(1	)	$	329
TOTAL EXPENSES	$	1,623		$	(3	)	$	1,620

INCOME BEFORE INCOME TAXES	$	37		$	(6	)	$	31
Provision for income taxes	$	(21	)	$	(3	)	$	(24	)
NET INCOME	$	16		$	(9	)	$	7

Basic earnings per share	$	0.46		$	(0.27	)	$	0.19
Diluted earnings per share	$	0.44		$	(0.26	)	$	0.18


	For the Twelve Weeks Ended June 15, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	145		$	(4	)	$	141
TOTAL REVENUES	$	387		$	(4	)	$	383

Cost of vacation ownership products	$	51		$	(1	)	$	50
TOTAL EXPENSES	$	377		$	(1	)	$	376

INCOME BEFORE INCOME TAXES	$	12		$	(3	)	$	9
NET INCOME	$	8		$	(3	)	$	5

Basic earnings per share	$	0.25		$	(0.09	)	$	0.16
Diluted earnings per share	$	0.24		$	(0.09	)	$	0.15

	For the Twenty-Four Weeks Ended June 15, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	279		$	(6	)	$	273
TOTAL REVENUES	$	763		$	(6	)	$	757

Cost of vacation ownership products	$	99		$	(2	)	$	97
TOTAL EXPENSES	$	736		$	(2	)	$	734

INCOME BEFORE INCOME TAXES	$	29		$	(4	)	$	25
NET INCOME	$	17		$	(4	)	$	13

Basic earnings per share	$	0.50		$	(0.11	)	$	0.39
Diluted earnings per share	$	0.48		$	(0.11	)	$	0.37

	For the Year Ended December 30, 2011
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	634		$	(7	)	$	627
Cost reimbursements	$	331		$	18		$	349
TOTAL REVENUES	$	1,613		$	11		$	1,624

Cost of vacation ownership products	$	242		$	(3	)	$	239
Marketing and sales	$	342		$	(1	)	$	341
Cost reimbursements	$	331		$	18		$	349
TOTAL EXPENSES	$	1,833		$	14		$	1,847

LOSS BEFORE INCOME TAXES	$	(214	)	$	(3	)	$	(217	)
Benefit for income taxes	$	36		$	9		$	45
NET LOSS	$	(178	)	$	6		$	(172	)

Basic loss per share	$	(5.29	)	$	0.17		$	(5.12	)
Diluted loss per share	$	(5.29	)	$	0.17		$	(5.12	)


	For the Year Ended December 31, 2010
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	635		$	(6	)	$	629
Cost reimbursements	$	318		$	14		$	332
TOTAL REVENUES	$	1,584		$	8		$	1,592

Cost of vacation ownership products	$	245		$	(2	)	$	243
Marketing and sales	$	344		$	(1	)	$	343
Cost reimbursements	$	318		$	14		$	332
TOTAL EXPENSES	$	1,496		$	11		$	1,507

INCOME BEFORE INCOME TAXES	$	112		$	(3	)	$	109
Provision for income taxes	$	(45	)	$	(5	)	$	(50	)
NET INCOME	$	67		$	(8	)	$	59

Basic earnings per share	$	2.00		$	(0.26	)	$	1.74
Diluted earnings per share	$	2.00		$	(0.26	)	$	1.74

The cumulative effect of the prior period misstatements of approximately $12 million was recorded as a reduction to retained earnings in our accompanying consolidated balance sheet as of December 28, 2012 and the opening December 28, 2012 balances presented in our stockholders’ equity disclosure as of June 14, 2013. The cumulative effect of the prior period misstatements of approximately $9 million will be presented in our Annual Report on Form 10-K for the fiscal year ended January 3, 2014 as a reduction to retained earnings as of January 1, 2011.

New Accounting Standards

Accounting Standards Update No. 2013-02 – “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” (“ASU No. 2013-02”)

ASU No. 2013-02, which we adopted in the first quarter of 2013, amends existing guidance by requiring that additional information be disclosed about items reclassified (“reclassification adjustments”) out of accumulated other comprehensive income. The additional information includes a separate statement of the total change for each component of other comprehensive income (for example unrealized gains or losses on available-for-sale securities or foreign currency items) and separate disclosure of both current-period other comprehensive income and reclassification adjustments. Entities are also required to present, either on the face of the income statement or in the notes to the financial statements, significant amounts reclassified out of accumulated other comprehensive income as separate line items of net income but only if the entire amount reclassified must be reclassified to net income in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity must cross-reference to other disclosures that provide additional detail about those amounts. The adoption of this update did not have a material impact on our Financial Statements.

Income Taxes

6 Months Ended

Jun. 14, 2013

Income Taxes

2. INCOME TAXES

Marriott Vacations Worldwide files U.S. consolidated federal and state tax returns, as well as separate tax filings for non-U.S. jurisdictions. On November 21, 2011, we entered into a Tax Sharing and Indemnification Agreement with Marriott International (as subsequently amended, the “Tax Sharing and Indemnification Agreement”), which governs the allocation of responsibility for federal, state, local and foreign income and other taxes related to taxable periods prior to and subsequent to the Spin-Off between Marriott International and Marriott Vacations Worldwide. Under this agreement, if any part of the Spin-Off fails to qualify for the tax treatment stated in the ruling Marriott International received from the U.S. Internal Revenue Service (the “IRS”) in connection with the Spin-Off, taxes imposed will be allocated between Marriott International and Marriott Vacations Worldwide and each will indemnify and hold harmless the other from and against the taxes so allocated. We had unrecognized tax benefits of less than $1 million at both June 14, 2013 and December 28, 2012 relating to contested tax assessments, which, if realized, would have impacted our effective tax rate.

Marriott Vacations Worldwide has joined in the Marriott International U.S. Federal tax consolidated filing for all years prior to 2011 and the portion of 2011 up to the date of the Spin-Off. The IRS has examined Marriott International’s federal income tax returns, and it has settled all issues related to the timeshare business for the tax years through the Spin-Off. Although we do not anticipate that a significant impact to our unrecognized tax benefit balance will occur during the next fiscal year as a result of audits by other tax jurisdictions, the amount of our liability for unrecognized tax benefits could change as a result of these audits. Pursuant to the Tax Sharing and Indemnification Agreement, Marriott International is liable and shall pay the relevant tax authority for all taxes related to our taxable income prior to the Spin-Off. Our tax years subsequent to the Spin-Off are subject to examination by relevant tax authorities.

Vacation Ownership Notes Receivable

6 Months Ended

Jun. 14, 2013

Vacation Ownership Notes Receivable

3. VACATION OWNERSHIP NOTES RECEIVABLE

The following table shows the composition of our vacation ownership notes receivable balances, net of reserves:


*($ in millions)*	June 14, 2013		December 28, 2012
Vacation ownership notes receivable — securitized	$	699	$	727
Vacation ownership notes receivable — non-securitized
Eligible for securitization⁽¹⁾		116		127
Not eligible for securitization⁽¹⁾		173		202

Subtotal		289		329

Total vacation ownership notes receivable	$	988	$	1,056

⁽¹⁾	Refer to Footnote No. 4, “Financial Instruments,” for a discussion of the eligibility of our vacation ownership notes receivable for securitization.

The following tables show future principal payments, net of reserves, as well as interest rates for our securitized and non-securitized vacation ownership notes receivable:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable			Securitized Vacation Ownership Notes Receivable			Total
2013	$	49		$	53		$	102
2014		52			94			146
2015		41			97			138
2016		28			100			128
2017		24			92			116
Thereafter		95			263			358

Balance at June 14, 2013	$	289		$	699		$	988

Weighted average stated interest rate at June 14, 2013		11.5	%		13.0	%		12.5	%
Range of stated interest rates at June 14, 2013		0.0% to 19.5	%		6.0% to 18.7	%		0.0% to 19.5	%

We reflect interest income associated with vacation ownership notes receivable in our Statements of Operations in the Financing revenues caption. The following table summarizes interest income associated with vacation ownership notes receivable:


*($ in millions)*	Twelve Weeks Ended				Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013		June 15, 2012		June 14, 2013		June 15, 2012
Interest income associated with vacation ownership notes receivable — securitized	$	23	$	25	$	47	$	53
Interest income associated with vacation ownership notes receivable — non-securitized		8		8		16		15

Total interest income associated with vacation ownership notes receivable	$	31	$	33	$	63	$	68

We record an estimate of expected uncollectibility on all notes receivable from vacation ownership purchasers as a reduction of revenues from the sale of vacation ownership products at the time we recognize profit on a vacation ownership product sale. We fully reserve for all defaulted vacation ownership notes receivable in addition to recording a reserve on the estimated uncollectible portion of the remaining vacation ownership notes receivable. For those vacation ownership notes receivable that are not in default, we assess collectability based on pools of vacation ownership notes receivable because we hold large numbers of homogeneous vacation ownership notes receivable. We use the same criteria to estimate uncollectibility for non-securitized vacation ownership notes receivable and securitized vacation ownership notes receivable because they perform similarly. We estimate uncollectibility for each pool based on historical activity for similar vacation ownership notes receivable.

The following table summarizes the activity related to our vacation ownership notes receivable reserve for the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable Reserve			Securitized Vacation Ownership Notes Receivable Reserve			Total
Balance at year-end 2012	$	93		$	54		$	147
Provision for loan losses		15			3			18
Securitizations		(11	)		11			—
Clean-up calls ⁽¹⁾		4			(4	)		—
Write-offs		(23	)		—			(23	)
Defaulted notes receivable repurchase activity ⁽²⁾		11			(11	)		—

Balance at June 14, 2013	$	89		$	53		$	142

⁽¹⁾	Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations.

⁽²⁾	Decrease in securitized vacation ownership notes receivable reserve and increase in non-securitized vacation ownership notes receivable reserve was attributable to the transfer of the reserve when we voluntarily repurchased the vacation ownership notes receivable.

Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. We consider loans over 150 days past due to be in default. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all principal, interest, fees and penalties owed and fully reinstate the note. We write off uncollectible vacation ownership notes receivable against the reserve once we receive title of the vacation ownership products through the foreclosure or deed-in-lieu process or, in Europe or Asia Pacific, when revocation is complete. For both non-securitized and securitized vacation ownership notes receivable, we estimated average remaining default rates of 7.20 percent and 7.42 percent as of June 14, 2013 and December 28, 2012, respectively. A 0.5 percentage point increase in the estimated default rate would have resulted in an increase in our allowance for credit losses of $5 million as of June 14, 2013 and $6 million as of December 28, 2012.

The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
Investment in notes receivable on non-accrual status at June 14, 2013	$	74	$	9	$	83
Investment in notes receivable on non-accrual status at December 28, 2012	$	73	$	11	$	84
Average investment in notes receivable on non-accrual status during the twenty-four weeks ended June 14, 2013	$	74	$	10	$	84
Average investment in notes receivable on non-accrual status during the twenty-four weeks ended June 15, 2012	$	87	$	12	$	99

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of June 14, 2013:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
31–90 days past due	$	11	$	17	$	28
91–150 days past due		8		8		16
Greater than 150 days past due		66		1		67

Total past due		85		26		111
Current		293		726		1,019

Total vacation ownership notes receivable	$	378	$	752	$	1,130

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 28, 2012:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
31–90 days past due	$	14	$	19	$	33
91–150 days past due		7		8		15
Greater than 150 days past due		66		3		69

Total past due		87		30		117
Current		335		751		1,086

Total vacation ownership notes receivable	$	422	$	781	$	1,203

Financial Instruments

6 Months Ended

Jun. 14, 2013

Financial Instruments

4. FINANCIAL INSTRUMENTS

The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with current guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts and contracts receivable and Accounts payable, which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments.


	At June 14, 2013						At December 28, 2012
*($ in millions)*	Carrying Amount			Fair Value⁽¹⁾			Carrying Amount			Fair Value⁽¹⁾
Vacation ownership notes receivable — securitized	$	699		$	862		$	727		$	895
Vacation ownership notes receivable — non-securitized		289			315			329			361

Total financial assets	$	988		$	1,177		$	1,056		$	1,256

Non-recourse debt associated with vacation ownership notes receivable securitizations	$	(539	)	$	(567	)	$	(674	)	$	(711	)
Warehouse credit facility		(104	)		(106	)		—			—
Other debt		(4	)		(4	)		(4	)		(4	)
Mandatorily redeemable preferred stock of consolidated subsidiary		(40	)		(45	)		(40	)		(46	)
Liability for Marriott Rewards customer loyalty program		(134	)		(129	)		(159	)		(150	)
Other liabilities		—			—			(1	)		(1	)

Total financial liabilities	$	(821	)	$	(851	)	$	(878	)	$	(912	)

⁽¹⁾	Fair value of financial instruments has been determined using Level 3 inputs.

Vacation Ownership Notes Receivable

We estimate the fair value of our securitized vacation ownership notes receivable using a discounted cash flow model. We believe this is comparable to the model that an independent third party would use in the current market. Our model uses default rates, prepayment rates, coupon rates and loan terms for our securitized vacation ownership notes receivable portfolio as key drivers of risk and relative value, that when applied in combination with pricing parameters, determine the fair value of the underlying vacation ownership notes receivable.

We bifurcate our non-securitized vacation ownership notes receivable into two pools as follows:


*($ in millions)*	At June 14, 2013				At December 28, 2012
*($ in millions)*	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable — eligible for securitization	$	116	$	142	$	127	$	159
Vacation ownership notes receivable — not eligible for securitization		173		173		202		202

Total vacation ownership notes receivable — non-securitized	$	289	$	315	$	329	$	361

We estimate the fair value of the portion of our non-securitized vacation ownership notes receivable that we believe will ultimately be securitized in the same manner as securitized vacation ownership notes receivable. We value the remaining non-securitized vacation ownership notes receivable at their carrying value, rather than using our pricing model. We believe that the carrying value of these particular vacation ownership notes receivable approximates fair value because the stated interest rates of these loans are consistent with current market rates and the reserve for these vacation ownership notes receivable appropriately accounts for risks in default rates, prepayment rates and loan terms.

Non-Recourse Debt Associated with Securitized Vacation Ownership Notes Receivable

We internally generate cash flow estimates by modeling all bond tranches for our active vacation ownership notes receivable securitization transactions, with consideration for the collateral specific to each tranche. The key drivers in our analysis include default rates, prepayment rates, bond interest rates and other structural factors, which we use to estimate the projected cash flows. In order to estimate market credit spreads by rating, we obtain indicative credit spreads from investment banks that actively issue and facilitate the market for timeshare securities and determine an average credit spread by rating level of the different tranches. We then apply those estimated market spreads to swap rates in order to estimate an underlying discount rate for calculating the fair value of the active bonds payable.

Warehouse Credit Facility

We internally generate cash flow estimates by modeling all funding activity for our non-recourse warehouse credit facility (the “Warehouse Credit Facility”) with consideration given to the collateral pledged to date. The key drivers in our analysis include default rates, prepayment rates, bond interest rates and structural factors, which we use to estimate the projected cash flows. The discount rate used to calculate the fair value of these cash flows is composed of the market swap rate for the specific average life of the cash flows plus a credit spread. Because the Warehouse Credit Facility debt is not traded in the market, we use a credit spread which is the average of indicative credit spreads obtained from investment banks on our securitized debt for the particular rating that the Warehouse Credit Facility is structured to achieve.

Mandatorily Redeemable Preferred Stock of Consolidated Subsidiary

We estimate the fair value of the mandatorily redeemable preferred stock of our consolidated subsidiary using a discounted cash flow model. We believe this is comparable to the model that an independent third party would use in the current market. Our model includes an assessment of our subsidiary’s credit risk and the instrument’s contractual dividend rate.

Liability for Marriott Rewards Customer Loyalty Program

We determine the carrying value of the future redemption obligation of our liability for the Marriott Rewards customer loyalty program based on statistical formulas that project the timing of future redemption of Marriott Rewards Points based on historical levels, including estimates of the number of Marriott Rewards Points that will eventually be redeemed and the “breakage” for points that will never be redeemed. We estimate the fair value of the future redemption obligation by adjusting the contractual discount rate to an estimate of that of a market participant with similar nonperformance risk.

Other Liabilities

We estimate the fair value of our other liabilities that are financial instruments using expected future payments discounted at risk-adjusted rates. These liabilities represent guarantee costs and reserves and deposit liabilities. The carrying values of our guarantee costs and reserves approximate their fair values. We estimate the fair value of our deposit liabilities primarily by discounting future payments at a risk-adjusted rate.

Earnings Per Share

6 Months Ended

Jun. 14, 2013

Earnings Per Share

5. EARNINGS PER SHARE

Basic earnings per common share is calculated by dividing net income attributable to common shareholders by the weighted average number of shares of common stock issued and outstanding during the reporting period. Diluted earnings per common share is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per common share by application of the treasury stock method using average market prices during the period.

The table below illustrates the reconciliation of the earnings and number of shares used in our calculation of basic and diluted earnings per share.


	Twelve Weeks Ended				Twenty-Four Weeks Ended
*(in millions, except per share amounts)*	June 14, 2013 ⁽¹⁾		June 15, 2012 ⁽²⁾		June 14, 2013 ⁽¹⁾		June 15, 2012 ⁽²⁾
Computation of Basic Earnings Per Share
Net income	$	30	$	5	$	49	$	13
Weighted average shares outstanding		35.4		34.3		35.3		34.2

Basic earnings per share	$	0.87	$	0.16	$	1.40	$	0.39

Computation of Diluted Earnings Per Share
Net income	$	30	$	5	$	49	$	13

Weighted average shares outstanding		35.4		34.3		35.3		34.2
Effect of dilutive securities
Employee stock options and SARs		0.7		1.1		0.7		1.0
Restricted stock units		0.5		0.7		0.6		0.7

Shares for diluted earnings per share		36.6		36.1		36.6		35.9

Diluted earnings per share	$	0.85	$	0.15	$	1.35	$	0.37

⁽¹⁾	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

⁽²⁾	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

For the twelve-week period and the twenty-four-week period ended June 14, 2013, and for the twelve-week period ended June 15, 2012, we have not excluded any stock options or stock appreciation rights (“SARs”) from our calculation of diluted earnings per share as no exercise prices were greater than the average market prices for the applicable period.

In accordance with the applicable accounting guidance for calculating earnings per share, for the twenty-four week period ended June 15, 2012, we have not included 40,086 stock options and SARs, with exercise prices ranging from $26.37 to $28.19, in our calculation of diluted earnings per share because the exercise prices were greater than the average market prices for the applicable periods.

Inventory

6 Months Ended

Jun. 14, 2013

Contingencies and Commitments

6. INVENTORY

The following table shows the composition of our inventory balances:


*($ in millions)*	At June 14, 2013		At December 28, 2012
Finished goods ⁽¹⁾	$	425	$	491
Work-in-progress		168		120
Land and infrastructure		269		270

Real estate inventory		862		881
Operating supplies and retail inventory		7		7

	$	869	$	888

⁽¹⁾	Represents completed inventory that is either registered or unregistered and available for sale in its current form.

We value vacation ownership and residential products at the lower of cost or fair market value less costs to sell, in accordance with applicable accounting guidance, and we record operating supplies at the lower of cost (using the first-in, first-out method) or market value.

Contingencies and Commitments

6 Months Ended

Jun. 14, 2013

7. CONTINGENCIES AND COMMITMENTS

Guarantees

We have historically issued guarantees to certain lenders in connection with the provision of third-party financing for our sales of vacation ownership products for the North America and Asia Pacific segments. The terms of guarantees to lenders generally require us to fund if the purchaser fails to pay under the term of its note payable. Prior to the Spin-Off, Marriott International guaranteed our performance under these arrangements, and subsequent to the Spin-Off continues to hold a standby letter of credit related to the Asia Pacific segment guarantee. If Marriott International is required to fund any draws by lenders under this letter of credit it would seek recourse from us. Marriott International no longer guarantees our performance with respect to third-party financing for sales of products in the North America segment. We are entitled to recover any funding to third-party lenders related to these guarantees through reacquisition and resale of the vacation ownership product. Our commitments under these guarantees expire as notes mature or are repaid. The terms of the underlying notes extend to 2022.

The following table shows the maximum potential amount of future fundings for financing guarantees where we are the primary obligor and the carrying amount of the liability for expected future fundings.


*($ in millions)*	Maximum Potential Amount of Future Fundings at June 14, 2013		Liability for Expected Future Fundings at June 14, 2013
Segment
Asia Pacific	$	15	$	—
North America		3		—

Total guarantees where we are the primary obligor	$	18	$	—

We included our liability of less than $1 million for expected future fundings for guarantees in our Balance Sheet at June 14, 2013 in the Other caption within Liabilities.

In addition to the guarantees we describe in the preceding paragraphs, in conjunction with financing obtained for specific projects or properties owned by joint ventures in which we are a party, we may provide industry standard indemnifications to the lender for loss, liability or damage occurring as a result of the actions of the other joint venture owners or our own actions.

Commitments and Letters of Credit

In addition to the guarantees we note in the preceding paragraphs, as of June 14, 2013, we had the following commitments outstanding:

•

We have various contracts for the use of information technology hardware and software that we use in the normal course of business. Our commitments under these contracts were $35 million, of which we expect $5 million, $10 million, $10 million, $5 million and $5 million will be paid in 2013, 2014, 2015, 2016 and 2017, respectively.

•

Commitments to subsidize vacation ownership associations were $3 million, which we expect will be paid in 2013.

•

Other purchase commitments of $1 million (approximately €1 million) that we expect to fund during 2014.

Surety bonds issued as of June 14, 2013 totaled $89 million, the majority of which were requested by federal, state or local governments related to our operations.

Prior to the Spin-Off, Marriott International also guaranteed our performance using letters of credit under certain agreements necessary to operate our Europe segment. Subsequent to the Spin-Off, Marriott International continues to hold less than $1 million of standby letters of credit related to these guarantees. If Marriott International is required to fund any draws under these letters of credit it would seek recourse from us.

Additionally, as of June 14, 2013, we had $4 million of letters of credit outstanding under our four-year $200 million revolving credit facility (the “Revolving Corporate Credit Facility”).

Loss Contingencies

In 2012, we agreed to settle two lawsuits in which certain of our subsidiaries were defendants. The plaintiffs in the lawsuits, residential unit owners at The Ritz-Carlton Club and Residences, San Francisco (the “RCC San Francisco”), a project within our North America segment, questioned the adequacy of disclosures made prior to 2008, when our business was part of Marriott International, regarding bonds issued for that project under California’s Mello-Roos Community Facilities Act of 1982 (the “Mello-Roos Act”) and their payment obligations with respect to such bonds. In March 2013, we agreed to settle a third lawsuit in which another residential unit owner at the RCC San Francisco had asserted similar claims. As a result of these matters, we recorded a charge of $41 million in the year ended December 28, 2012. In addition, as a result of the agreement to settle the third lawsuit in the twenty-four weeks ended June 14, 2013 we reversed $1 million of previously recognized expense. An additional lawsuit was recently filed against us primarily related to disclosure provided to a purchaser of a residential unit at the RCC San Francisco. We dispute the material allegations in the complaint and intend to defend this action vigorously. Given the early stages of the action, we cannot estimate a range of the potential liability, if any, at this time.

Two additional lawsuits are pending against us primarily relating to disclosure provided to purchasers of fractional interests at the RCC San Francisco. The first was filed on December 21, 2012, by Jon Benner, an owner of fractional interests in the RCC San Francisco, in Superior Court for the State of California, County of San Francisco against us and certain of our subsidiaries on behalf of a putative class consisting of all owners of fractional interests at the RCC San Francisco who allegedly did not receive proper notice of their payment obligations under the Mello-Roos Act. The plaintiff alleges that the disclosures made about bonds issued for the project under this Act and the payment obligations of fractional interest purchasers with respect to such bonds were inadequate, and this and other alleged statutory violations constitute intentional and negligent misrepresentation, fraud and fraudulent concealment. The relief sought includes damages in an unspecified amount, rescission of the purchases, restitution and disgorgement of profits. This lawsuit has been referred to a judicial referee. This lawsuit is distinct from the other lawsuits described above relating to the RCC San Francisco because the disclosure process for the sale of fractional interests differs from that applicable to the sale of whole-ownership units. We dispute the material allegations in the complaint and intend to defend this action vigorously. Given the early stages of the action, we cannot estimate a range of the potential liability, if any, at this time.

On March 29, 2013, a second lawsuit relating to disclosures provided to fractional interest purchasers at RCC San Francisco was filed against certain of our subsidiaries in San Francisco Superior Court by Elisabeth Gani. Ms. Gani alleges that the issuance of bonds pursuant to the Mello-Roos Act on October 31, 2007 constituted a material change that we were obligated to disclose under the California timeshare act. She demands rescission, punitive and exemplary damages and seeks to represent a class of all RCC San Francisco fractional interest purchasers who closed on purchases of their fractional interests subsequent to October 31, 2007. This lawsuit has been consolidated with the lawsuit filed by Jon Benner described above, which, as noted, has been referred to a judicial referee. We dispute the material allegations in the Gani complaint and intend to defend this action vigorously. Given the early stages of the action, we cannot estimate a range of the potential liability, if any, at this time.

On December 11, 2012, Steven B. Hoyt and Bradley A. Hoyt, purchasers of fractional interests in two Ritz-Carlton Club projects, filed suit in the United States District Court for the District of Minnesota against us, certain of our subsidiaries and The Ritz-Carlton Hotel Company, L.L.C. on behalf of a putative class consisting of all purchasers of fractional interests at Ritz-Carlton Club projects. The plaintiffs allege that program changes beginning in 2009 caused an actionable decrease in the value of the fractional interests purchased. The relief sought includes declaratory and injunctive relief, damages in an unspecified amount, rescission of the purchases, restitution, disgorgement of profits, interest and attorneys’ fees. In response to our motion to dismiss the original complaint, plaintiffs filed an amended complaint. We dispute the material allegations in the amended complaint and intend to continue to defend this action vigorously. Given the early procedural stages of the action and the inherent uncertainties of litigation, we cannot estimate a range of the potential liability, if any, at this time.

On January 30, 2013, Krishna and Sherrie Narayan and other owners of 12 residential units at the resort formerly known as The Ritz-Carlton Residences, Kapalua Bay (“Kapalua Bay”) were granted leave by the Court to file an amended complaint related to a suit originally filed in Circuit Court for Maui County, Hawaii in June 2012 against us, certain of our subsidiaries, Marriott International, certain of its subsidiaries, and the joint venture in which we have an equity investment that developed and marketed vacation ownership and residential products at Kapalua Bay (the “Joint Venture”). In the original complaint, the plaintiffs alleged that defendants mismanaged funds of the owners association (the “Kapalua Bay Association”), created a conflict of interest by permitting their employees to serve on the Kapalua Bay Association’s board, and failed to disclose documents to which the plaintiffs were allegedly entitled. The amended complaint alleges breach of fiduciary duty, violations of the Hawaii Unfair and Deceptive Trade Practices Act and the Hawaii condominium statute, intentional misrepresentation and concealment, unjust enrichment and civil conspiracy. The relief sought in the amended complaint includes injunctive relief, repayment of all sums paid to us and our subsidiaries and Marriott International and its subsidiaries, compensatory and punitive damages, and treble damages under the Hawaii Unfair and Deceptive Trade Practices Act. We dispute the material allegations in the amended complaint and continue to defend this action vigorously. Given that the Court recently granted the plaintiffs leave to file the amended complaint and the inherent uncertainties of litigation, we cannot estimate a range of potential liability, if any, at this time.

On September 26, 2012, we filed an arbitration demand against the Kapalua Bay Association for reimbursement of amounts advanced on behalf of the Kapalua Bay Association pursuant to the terms of the management agreement under which one of our subsidiaries provided services to the Kapalua Bay Association. Effective December 31, 2012, the management agreement was terminated as discussed in Footnote No. 11, “Variable Interest Entities.” On April 15, 2013, the Kapalua Bay Association filed a counterclaim against certain of our subsidiaries in the arbitration proceeding. In the counterclaim, the Kapalua Bay Association alleges breach of contract, misrepresentation, breach of fiduciary duty, unfair and deceptive trade practices and unjust enrichment. The relief sought consists of unspecified damages. We dispute the material allegations in the counterclaim and intend to defend this action vigorously. Given the early stage of the proceeding and the inherent uncertainties of arbitration, we cannot estimate a range of potential liability, if any, at this time.

On June 19, 2013, Earl C. and Patricia A. Charles, owners of a fractional interest at Kapalua Bay, together with owners of 38 other fractional interests at Kapalua Bay, filed an amended complaint in the Circuit Court of the Second Circuit for the State of Hawaii against us, certain of our subsidiaries, Marriott International, certain of its subsidiaries, the Joint Venture, and other entities that have equity investments in the Joint Venture. The amended complaint supersedes a prior complaint that was not served on any defendant. The plaintiffs allege that the defendants failed to disclose the financial condition of the Joint Venture and the commitment of the defendants to the Joint Venture and that defendants’ actions constituted fraud and violated the Hawaii Unfair and Deceptive Trade Practices Act, the Hawaii Condominium Property Act and the Hawaii Time Sharing Plans statute. The relief sought includes compensatory and punitive damages, attorneys’ fees, pre-judgment interest, declaratory relief, rescission and treble damages under the Hawaii Unfair and Deceptive Trade Practices Act. We dispute the material allegations in the amended complaint and intend to defend this action vigorously. Given that the Court recently granted the plaintiffs leave to file the amended complaint and the inherent uncertainties of litigation, we cannot estimate a range of potential liability, if any, at this time.

Other

We estimate the cash outflow associated with completing the phases of our existing portfolio of vacation ownership projects currently under development will be approximately $121 million, of which $16 million is included within liabilities on our Balance Sheet. This estimate is based on our current development plans, which remain subject to change, and we expect the phases currently under development will be completed by 2016.

Debt

6 Months Ended

Jun. 14, 2013

Mandatorily Redeemable Preferred Stock of Consolidated Subsidiary

8. DEBT

The following table provides detail on our debt balances:


*($ in millions)*	At June 14, 2013		At December 28, 2012
Vacation ownership notes receivable securitizations, interest rates ranging from 2.6% to 7.2% (weighted average interest rate of 4.2%) ⁽¹⁾	$	539	$	674
Warehouse credit facility (effective interest rate of 2.4%) ⁽¹⁾		104		—
Other		4		4

	$	647	$	678

⁽¹⁾	Interest rates are as of June 14, 2013.

See Footnote No. 11, “Variable Interest Entities,” for a discussion of the collateral for the non-recourse debt associated with the securitized vacation ownership notes receivable and the Warehouse Credit Facility. All of our other debt was, and to the extent currently outstanding, is recourse to us but unsecured. The Warehouse Credit Facility currently terminates on September 10, 2014 and if not renewed, any amounts outstanding thereunder would become due and payable 13 months after termination, at which time all principal and interest collected with respect to the vacation ownership notes receivable held in the Warehouse Credit Facility would be redirected to the lenders to pay down the outstanding debt under the facility. We generally expect to securitize our vacation ownership notes receivable, including those vacation ownership notes receivable held in the Warehouse Credit Facility, in the asset backed securities market once a year.

Although no cash borrowings were outstanding under our Revolving Corporate Credit Facility as of June 14, 2013, any amounts that are borrowed under that facility, as well as obligations with respect to letters of credit issued pursuant to that facility, are secured by a perfected first priority security interest in substantially all of our assets and the assets of the guarantors of that facility, in each case including inventory, subject to certain exceptions.

The following table shows scheduled future principal payments for our debt:


*($ in millions)* Year	Vacation Ownership Notes Receivable Securitizations ⁽¹⁾		Warehouse Credit Facility ⁽¹⁾		Other Debt		Total
2013	$	47	$	7	$	—	$	54
2014		83		13		—		96
2015		88		84		—		172
2016		93		—		—		93
2017		69		—		—		69
Thereafter		159		—		4		163

Balance at June 14, 2013	$	539	$	104	$	4	$	647

⁽¹⁾	The vacation ownership notes receivable securitizations and the Warehouse Credit Facility are non-recourse to us.

As the contractual terms of the underlying securitized vacation ownership notes receivable determine the maturities of the non-recourse debt associated with them, actual maturities may occur earlier than shown above due to prepayments by the vacation ownership notes receivable obligors.

We paid cash for interest, net of amounts capitalized, of $17 million in the twenty-four weeks ended June 14, 2013 and $21 million in the twenty-four weeks ended June 15, 2012.

Debt Associated with Vacation Ownership Notes Receivable Securitizations

Each of our securitized vacation ownership notes receivable pools is subject to various triggers relating to the performance of the underlying vacation ownership notes receivable. If a pool of securitized vacation ownership notes receivable fails to perform within the pool’s established parameters (default or delinquency thresholds vary by transaction), transaction provisions effectively redirect the monthly excess spread we would otherwise receive from that pool (related to the interests we retained) to accelerate the principal payments to investors based on the subordination of the different tranches until the performance trigger is cured. During the twenty-four weeks ended June 14, 2013, and as of June 14, 2013, no pools were out of compliance with performance triggers. As of June 14, 2013, we had 6 securitized vacation ownership notes receivable pools outstanding.

Revolving Corporate Credit Facility

On June 12, 2013, we entered into a First Amendment (the “Credit Agreement Amendment”) to the credit agreement that we amended and restated in November 2012 with a syndicate of banks led by JP Morgan Chase Bank (as amended, the “Revolving Corporate Credit Facility”). Pursuant to the Revolving Corporate Credit Facility, the maximum ratio of consolidated total debt to consolidated adjusted EBITDA (as defined in the Revolving Corporate Credit Facility) that we are required to maintain will be 6 to 1 through the end of the first quarter of 2013, then will decrease to 5.75 to 1 through the end of the first quarter of 2014, and to 5.25 to 1 thereafter. Prior to the Credit Agreement Amendment, the ratio we were required to maintain was 6 to 1 through the end of the first quarter of 2013, then 5.25 to 1 through the end of the 2014 fiscal year, and 4.75 to 1 thereafter. In addition, the Credit Agreement Amendment provides for certain amendments to the definitions of “Consolidated Adjusted EBITDA” and “Consolidated Total Debt” that will provide us with additional flexibility.

In addition to the changes described above, the Credit Agreement Amendment also includes modifications intended to comply with certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) regarding the guarantee of foreign exchange and interest rate swap transactions by certain of our subsidiaries that guarantee our obligations under the Revolving Corporate Credit Facility (the “Guarantors”). On June 12, 2013, we also entered into a First Amendment to the guarantee and collateral agreement that we amended and restated in November 2012 (the “Guarantee and Collateral Agreement”), which modified the Guarantee and Collateral Agreement to comply with the provisions of the Dodd-Frank Act described above.

Mandatorily Redeemable Preferred Stock of Consolidated Subsidiary

6 Months Ended

Jun. 14, 2013

9. MANDATORILY REDEEMABLE PREFERRED STOCK OF CONSOLIDATED SUBSIDIARY

In October 2011, our subsidiary, MVW US Holdings, Inc. (“MVW US Holdings”) issued $40 million of its mandatorily redeemable Series A (non-voting) preferred stock to Marriott International as part of Marriott International’s internal reorganization prior to the Spin-Off. Subsequently, Marriott International sold all of this preferred stock to third-party investors. For the first five years after issuance, the Series A preferred stock will pay an annual cash dividend equal to the five-year U.S. Treasury Rate as of October 19, 2011, plus a spread of 10.958 percent, for a total annual cash dividend rate of 12 percent. On the fifth anniversary of issuance, the annual cash dividend rate will be reset to the five-year U.S. Treasury Rate in effect on such date plus the same 10.958 percent spread. The Series A preferred stock is mandatorily redeemable by MVW US Holdings upon the tenth anniversary of the date of issuance but can be redeemed at our option after five years. The Series A preferred stock has an aggregate liquidation preference of $40 million plus any accrued and unpaid dividends and an additional premium if liquidation occurs during the first five years after the issuance of the preferred stock. As of June 14, 2013, 1,000 shares of Series A preferred stock were authorized, of which 40 shares were issued and outstanding. The dividends are recorded as a component of Interest expense as the Series A preferred stock is treated as a liability for accounting purposes.

Share-Based Compensation

6 Months Ended

Jun. 14, 2013

Share-Based Compensation

10. SHARE-BASED COMPENSATION

A total of 6 million shares are authorized for issuance under the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan (the “Marriott Vacations Worldwide Stock Plan”). As of June 14, 2013, approximately 2 million shares were available for grants under the Marriott Vacations Worldwide Stock Plan.

For share-based awards with service-only vesting conditions, we measure compensation expense related to share-based payment transactions with our employees and non-employee directors at fair value on the grant date and recognize this expense in the Statement of Operations over the vesting period during which the employees provide service in exchange for the award. For share-based arrangements with performance vesting conditions, we recognize compensation expense once it is probable that the corresponding performance condition will be achieved.

We recorded share-based compensation expense related to award grants to our officers, directors and employees of $4 million and $3 million for the twelve weeks ended June 14, 2013 and June 15, 2012, respectively, and $6 million for each of the twenty-four weeks ended June 14, 2013 and June 15, 2012. Our deferred compensation liability related to unvested awards held by our employees totaled $19 million and $14 million at June 14, 2013 and December 28, 2012 respectively.

Restricted Stock Units (“RSUs”)

We granted 199,895 RSUs to our employees and non-employee directors during the twenty-four weeks ended June 14, 2013. The RSUs granted to employees generally vest over four year periods in annual installments commencing one year after the date of the grant. The RSUs granted to non-employee directors were vested at the date of the grant. RSUs granted in the twenty-four weeks ended June 14, 2013 had a weighted average grant-date fair value of $40.43.

During the twenty-four weeks ended June 14, 2013, we granted RSUs with performance vesting conditions to members of management. The number of RSUs earned, if any, will be determined following the end of a three-year performance period based upon our cumulative achievement over that period of specific quantitative operating financial measures. For the RSUs with performance-based vesting criteria issued during the twenty-four weeks ended June 14, 2013, the maximum amount of RSUs that may vest under the performance-based RSUs is approximately 72,000.

Stock Appreciation Rights (“SARs”)

We granted 66,422 SARs to our employees during the twenty-four weeks ended June 14, 2013. These SARs had a weighted average grant-date fair value of $21.68 and a weighted average exercise price of $39.93. SARs generally expire ten years after the date of grant and both vest and may be exercised in cumulative installments of one quarter of the number of SARs granted at the end of each of the first four years following the date of grant.

We use the Black-Scholes model to estimate the fair value of the stock options or SARs granted. For SARs granted under the Marriott Vacations Worldwide Stock Plan in the twenty-four weeks ended June 14, 2013, the expected stock price volatility was calculated based on the historical volatility from the stock prices of a group of identified peer companies. The average expected life was calculated using the simplified method. The risk-free interest rate was calculated based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life assumed at the date of grant. The expected annual dividend per share was $0 based on our expected dividend rate.

The following table outlines the assumptions used to estimate the fair value of grants during the twenty-four weeks ended June 14, 2013:


Expected volatility	57.55	%
Dividend yield	0.00	%
Risk-free rate	1.02	%
Expected term (in years)	6.25

Variable Interest Entities

6 Months Ended

Jun. 14, 2013

Variable Interest Entities

11. VARIABLE INTEREST ENTITIES

In accordance with the applicable accounting guidance for the consolidation of variable interest entities, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a variable interest entity. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a variable interest entity because we are its primary beneficiary.

Variable Interest Entities Related to Our Vacation Ownership Notes Receivable Securitizations

We periodically securitize, without recourse, through bankruptcy remote special purpose entities, notes receivable originated in connection with the sale of vacation ownership products. These vacation ownership notes receivable securitizations provide funding for us and transfer the economic risks and substantially all the benefits of the loans to third parties. In a vacation ownership notes receivable securitization, various classes of debt securities that the special purpose entities issue are generally collateralized by a single tranche of transferred assets, which consist of vacation ownership notes receivable. We service the vacation ownership notes receivable. With each vacation ownership notes receivable securitization, we may retain a portion of the securities, subordinated tranches, interest-only strips, subordinated interests in accrued interest and fees on the securitized vacation ownership notes receivable or, in some cases, overcollateralization and cash reserve accounts.

We created these entities to serve as a mechanism for holding assets and related liabilities, and the entities have no equity investment at risk, making them variable interest entities. We continue to service the vacation ownership notes receivable, transfer all proceeds collected to these special purpose entities, and retain rights to receive benefits that are potentially significant to the entities. Accordingly, we concluded that we are the entities’ primary beneficiary and, therefore, consolidate them.

The following table shows consolidated assets, which are collateral for the obligations of these variable interest entities, and consolidated liabilities included in our Balance Sheet at June 14, 2013:


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Consolidated Assets:
Vacation ownership notes receivable, net of reserves	$	581	$	118	$	699
Interest receivable		4		1		5
Restricted cash		35		7		42

Total	$	620	$	126	$	746

Consolidated Liabilities:
Interest payable	$	2	$	—	$	2
Debt		539		104		643

Total	$	541	$	104	$	645

The noncontrolling interest balance was zero. The creditors of these entities do not have general recourse to us.

The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during the twelve weeks ended June 14, 2013:


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	19	$	4	$	23
Interest expense to investors	$	6	$	—	$	6
Debt issuance cost amortization	$	—	$	1	$	1

The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	41	$	6	$	47
Interest expense to investors	$	12	$	1	$	13
Debt issuance cost amortization	$	1	$	1	$	2

The following table shows cash flows between us and the vacation ownership notes receivable securitization variable interest entities during the twenty-four weeks ended June 14, 2013 and June 15, 2012:


	Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012
Cash inflows:
Principal receipts	$	79		$	84
Interest receipts		42			47

Total		121			131

Cash outflows:
Principal to investors		(72	)		(75	)
Voluntary repurchases of defaulted vacation ownership notes receivable		(11	)		(17	)
Voluntary clean-up call		(51	)		(30	)
Interest to investors		(11	)		(14	)

Total		(145	)		(136	)

Net Cash Flows	$	(24	)	$	(5	)

The following table shows cash flows between us and the Warehouse Credit Facility variable interest entity during the twenty-four weeks ended June 14, 2013 and June 15, 2012:


	Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012
Cash inflows:
Net proceeds from vacation ownership notes receivable securitization	$	109		$	—
Principal receipts		12			15
Interest receipts		5			8

Total		126			23

Cash outflows:
Principal to investors		(8	)		(13	)
Voluntary repurchases of defaulted vacation ownership notes receivable		—			(1	)
Interest to investors		(1	)		(1	)

Total		(9	)		(15	)

Net Cash Flows	$	117		$	8

Under the terms of our vacation ownership notes receivable securitizations, we have the right at our option to repurchase defaulted vacation ownership notes receivable at the outstanding principal balance. The transaction documents typically limit such repurchases to 15 to 20 percent of the transaction’s initial vacation ownership notes receivable principal balance. Our maximum exposure to loss relating to the entities that own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance on the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral.

Other Variable Interest Entities

We have an equity investment in, and notes receivable due from a variable interest entity that previously developed and marketed vacation ownership and residential products in Hawaii pursuant to a joint venture arrangement. We concluded that the entity is a variable interest entity because the equity investment at risk is not sufficient to permit the entity to finance its activities without additional support from other venture parties. We determined that we are not the primary beneficiary of this entity, as power to direct the activities that most significantly impact the entity’s economic performance is shared among the variable interest holders and, therefore, we do not consolidate the entity. We provided a completion guarantee in favor of the project lenders for which the joint venture has delivered a completed operational project. Although we have not received a release of the guarantee, we do not believe we have any exposure for funding under the guarantee. In 2009, we fully impaired our equity investment in the entity and in certain notes receivable due from the entity. In 2010, the continued application of equity losses to our investment in the remaining outstanding notes receivable balance reduced its carrying value to zero. In addition, the venture was unable to pay promissory notes that matured on December 31, 2010 and August 1, 2011. Subsequently, the lenders issued a notice of default to the venture. The lenders initiated foreclosure proceedings with respect to unsold interests in the project. A foreclosure auction was held and, on January 31, 2013, a bid was accepted and confirmed. The sale has been completed, and on June 13, 2013, we received $7 million of cash as a partial repayment of our previously fully reserved receivables due from the entity.

We gave notice of breach or termination of various agreements, including management agreements with the owners’ associations at the project, marketing and sales agreements with the venture, and other agreements pursuant to which we provided services to the venture and, as we were unable to reach agreement with the owners’ associations with respect to our continued provision of services, termination of these agreements was effective on December 31, 2012. During the twelve weeks ended June 14, 2013, we recorded $7 million of expense to increase our accrual for remaining costs expected to be incurred relating to our interests in this joint venture exclusive of any outstanding litigation matters discussed in Footnote No. 7, “Contingencies and Commitments.” Including reserves for outstanding receivables, at June 14, 2013, we have an accrual of $16 million for potential future funding, representing our remaining expected exposure to loss related to our involvement with this entity. In addition, several owners at the project have filed suit against several parties involved in the project, including us and certain of our subsidiaries, which could result in additional exposures which are not estimable at this time.

Shareholders' Equity

6 Months Ended

Jun. 14, 2013

Shareholders' Equity

12. SHAREHOLDERS’ EQUITY

The following table details changes in shareholders’ equity during the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Additional Paid-In Capital		Accumulated Other Comprehensive Income			Retained Earnings		Total Equity
Balance at year-end 2012	$	1,116	$	21		$	2	$	1,139
Net income		—		—			49		49
Foreign currency translation adjustments		—		(1	)		—		(1	)
Amounts related to share-based compensation		3		—			—		3

Balance at June 14, 2013	$	1,119	$	20		$	51	$	1,190

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Business Segments

6 Months Ended

Jun. 14, 2013

Business Segments

13. BUSINESS SEGMENTS

We define our reportable segments based on the way in which the chief operating decision maker, currently our chief executive officer, manages the operations of the Company for purposes of allocating resources and assessing performance. We operate in three reportable business segments:

•

In our North America segment, we develop, market, sell and manage vacation ownership and related products under the Marriott Vacation Club and Grand Residences by Marriott brands. We also develop, market and sell vacation ownership and related products under the Ritz-Carlton Destination Club brand, as well as whole ownership residential products under the Ritz-Carlton Residences brand.

•

In our Europe segment, we develop, market, sell and manage vacation ownership products in several locations in Europe.

•

In our Asia Pacific segment, we develop, market, sell and manage the Marriott Vacation Club, Asia Pacific, a right-to-use points program we introduced in 2006 that we specifically designed to appeal to vacation preferences of the Asian market, as well as a weeks-based right-to-use product.

Effective December 29, 2012, we combined the reporting of the financial results of the former Luxury segment with the North America segment based upon our decision to scale back separate development activity for the Luxury market and to aggregate future marketing and sales of both upscale tier and luxury tier inventory. Existing service standards and on-site management remain unaffected by our reporting changes. Prior year amounts have been recast for consistency with the current year’s presentation.

We evaluate the performance of our segments based primarily on the results of the segment without allocating corporate expenses or income taxes. We do not allocate corporate interest expense or other financing expenses to our segments. During the twelve weeks ended March 22, 2013, we reviewed the allocation of general and administrative expenses to our reportable segments as a result of the realignment of our management structure. Based on this review, we determined to no longer allocate certain general and administrative expenses to our reportable segments. This change, which was effective December 29, 2012, had no impact on our Financial Statements for any prior period. Prior period reportable segment information has been adjusted to reflect the change in reportable segment reporting.

We include interest income specific to segment activities within the appropriate segment. We allocate other gains and losses and equity in earnings or losses from our joint ventures to each of our segments as appropriate. Corporate and other represents that portion of our revenues and other gains or losses that are not allocable to our segments.

Revenues


	Twelve Weeks Ended				Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013		June 15, 2012		June 14, 2013		June 15, 2012
North America	$	359	$	338	$	712	$	675
Europe		46		24		68		43
Asia Pacific		16		21		31		39

Total segment revenues		421		383		811		757
Corporate and other		—		—		—		—

	$	421	$	383	$	811	$	757

Net Income


	Twelve Weeks Ended						Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012			June 14, 2013			June 15, 2012
North America	$	84		$	67		$	162		$	137
Europe		11			(3	)		12			(4	)
Asia Pacific		2			2			5			3

Total segment financial results		97			66			179			136
Corporate and other		(53	)		(57	)		(105	)		(111	)
Provision for income taxes		(14	)		(4	)		(25	)		(12	)

	$	30		$	5		$	49		$	13

Assets


	At Period-End
*($ in millions)*	June 14, 2013		December 28, 2012
North America	$	2,155	$	2,223
Europe		107		122
Asia Pacific		83		85

Total segment assets		2,345		2,430
Corporate and other		166		183

	$	2,511	$	2,613

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Organizational and Separation Related Charges

Organizational and Separation Related Charges

6 Months Ended

Jun. 14, 2013

14. ORGANIZATIONAL AND SEPARATION RELATED CHARGES

Since the Spin-Off, Marriott International has continued to provide us with certain information technology and other administrative services pursuant to transition services agreements. In connection with our continued organizational and separation related activities, we have incurred certain expenses to complete our separation from Marriott International. These costs primarily relate to establishing our own information technology systems and services, independent payroll functions and reorganizing certain existing administrative organizations to support our stand-alone public company needs. We expect these efforts to continue through 2014. Organizational and separation related charges as reflected in our Statements of Operations, were $2 million and $4 million for the twelve weeks ended June 14, 2013 and June 15, 2012, respectively, and $3 million and $6 million for the twenty-four weeks ended June 14, 2013 and June 15, 2012, respectively. In addition, $2 million of additional separation related charges was capitalized to Property and equipment on our Balance Sheets during the twenty-four weeks ended June 14, 2013.

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 14, 2013

Business Operations

Our Business

Our business is grouped into three reportable segments: North America, Europe and Asia Pacific. We operate 63 properties in the United States and nine other countries and territories.

We generate most of our revenues from four primary sources: selling vacation ownership products, managing our resorts, financing consumer purchases, and renting vacation ownership inventory.

Our Spin-Off from Marriott International, Inc.

Our Spin-Off from Marriott International, Inc.

Principles of Consolidation and Basis of Presentation

Principles of Consolidation and Basis of Presentation


Fiscal Year		Quarter-End Date
2013 Second Quarter		June 14, 2013
2013 First Quarter		March 22, 2013
2012 Second Quarter		June 15, 2012
2012 First Quarter		March 23, 2012

We have reclassified certain prior year amounts to conform to our 2013 presentation.

New Accounting Standards

New Accounting Standards

Accounting Standards Update No. 2013-02 – “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” (“ASU No. 2013-02”)

Vacation Ownership Notes Receivable Reserve Policy

Loan Delinquency Policy

Inventory Policy

Compensation Related Costs Policy

Disclosure of accounting policy for major classes of inventories, bases of stating inventories (for example, lower of cost or market), methods by which amounts are added and removed from inventory classes (for example, FIFO, LIFO, or average cost), loss recognition on impairment of inventories, and situations in which inventories are stated above cost. If inventory is carried at cost, this disclosure includes the nature of the cost elements included in inventory.

+ References + Details

Each Reference to Particular Year in These Financial Statements Means Fiscal Year Ended on Date Shown

Disclosure of accounting policy for trade and other accounts receivables. This disclosure may include the basis at which such receivables are carried in the entity's statements of financial position (for example, net realizable value), how the entity determines the level of its allowance for doubtful accounts, when impairments, charge-offs or recoveries are recognized, and the entity's income recognition policies for such receivables, including its treatment of related fees and costs, its treatment of premiums, discounts or unearned income, when accrual of interest is discontinued, how the entity records payments received on nonaccrual receivables and its policy for resuming accrual of interest on such receivables. If the enterprise holds a large number of similar loans, disclosure may include the accounting policy for the anticipation of prepayments and significant assumptions underlying prepayment estimates for amortization of premiums, discounts, and nonrefundable fees and costs.

+ References + Details

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 14, 2013


Fiscal Year		Quarter-End Date
2013 Second Quarter		June 14, 2013
2013 First Quarter		March 22, 2013
2012 Second Quarter		June 15, 2012
2012 First Quarter		March 23, 2012

Summary of Restatement of Previously Reported Financial Statements

The impact of these adjustments on the financial statements is detailed in the tables below.


	For the Twelve Weeks Ended March 22, 2013
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	140		$	1		$	141
TOTAL REVENUES	$	389		$	1		$	390

INCOME BEFORE INCOME TAXES	$	29		$	1		$	30
NET INCOME	$	18		$	1		$	19

Basic earnings per share	$	0.52		$	0.01		$	0.53
Diluted earnings per share	$	0.50		$	0.01		$	0.51

	As of December 28, 2012
*($ in millions)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED BALANCE SHEETS
Inventory	$	881		$	7		$	888
Other	$	135		$	2		$	137
TOTAL ASSETS	$	2,604		$	9		$	2,613

Advance deposits	$	42		$	22		$	64
Deferred taxes	$	43		$	(1	)	$	42
TOTAL LIABILITIES	$	1,453		$	21		$	1,474

Retained earnings (deficit)	$	14		$	(12	)	$	2
TOTAL EQUITY	$	1,151		$	(12	)	$	1,139
TOTAL LIABILITIES AND EQUITY	$	2,604		$	9		$	2,613

	For the Year Ended December 28, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	627		$	(9	)	$	618
TOTAL REVENUES	$	1,648		$	(9	)	$	1,639

Cost of vacation ownership products	$	205		$	(2	)	$	203
Marketing and sales	$	330		$	(1	)	$	329
TOTAL EXPENSES	$	1,623		$	(3	)	$	1,620

INCOME BEFORE INCOME TAXES	$	37		$	(6	)	$	31
Provision for income taxes	$	(21	)	$	(3	)	$	(24	)
NET INCOME	$	16		$	(9	)	$	7

Basic earnings per share	$	0.46		$	(0.27	)	$	0.19
Diluted earnings per share	$	0.44		$	(0.26	)	$	0.18


	For the Twelve Weeks Ended June 15, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	145		$	(4	)	$	141
TOTAL REVENUES	$	387		$	(4	)	$	383

Cost of vacation ownership products	$	51		$	(1	)	$	50
TOTAL EXPENSES	$	377		$	(1	)	$	376

INCOME BEFORE INCOME TAXES	$	12		$	(3	)	$	9
NET INCOME	$	8		$	(3	)	$	5

Basic earnings per share	$	0.25		$	(0.09	)	$	0.16
Diluted earnings per share	$	0.24		$	(0.09	)	$	0.15

	For the Twenty-Four Weeks Ended June 15, 2012
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	279		$	(6	)	$	273
TOTAL REVENUES	$	763		$	(6	)	$	757

Cost of vacation ownership products	$	99		$	(2	)	$	97
TOTAL EXPENSES	$	736		$	(2	)	$	734

INCOME BEFORE INCOME TAXES	$	29		$	(4	)	$	25
NET INCOME	$	17		$	(4	)	$	13

Basic earnings per share	$	0.50		$	(0.11	)	$	0.39
Diluted earnings per share	$	0.48		$	(0.11	)	$	0.37

	For the Year Ended December 30, 2011
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	634		$	(7	)	$	627
Cost reimbursements	$	331		$	18		$	349
TOTAL REVENUES	$	1,613		$	11		$	1,624

Cost of vacation ownership products	$	242		$	(3	)	$	239
Marketing and sales	$	342		$	(1	)	$	341
Cost reimbursements	$	331		$	18		$	349
TOTAL EXPENSES	$	1,833		$	14		$	1,847

LOSS BEFORE INCOME TAXES	$	(214	)	$	(3	)	$	(217	)
Benefit for income taxes	$	36		$	9		$	45
NET LOSS	$	(178	)	$	6		$	(172	)

Basic loss per share	$	(5.29	)	$	0.17		$	(5.12	)
Diluted loss per share	$	(5.29	)	$	0.17		$	(5.12	)


	For the Year Ended December 31, 2010
*($ in millions, except per share data)*	As Previously Reported			Adjustment			As Restated
CONSOLIDATED STATEMENTS OF OPERATIONS
Sale of vacation ownership products	$	635		$	(6	)	$	629
Cost reimbursements	$	318		$	14		$	332
TOTAL REVENUES	$	1,584		$	8		$	1,592

Cost of vacation ownership products	$	245		$	(2	)	$	243
Marketing and sales	$	344		$	(1	)	$	343
Cost reimbursements	$	318		$	14		$	332
TOTAL EXPENSES	$	1,496		$	11		$	1,507

INCOME BEFORE INCOME TAXES	$	112		$	(3	)	$	109
Provision for income taxes	$	(45	)	$	(5	)	$	(50	)
NET INCOME	$	67		$	(8	)	$	59

Basic earnings per share	$	2.00		$	(0.26	)	$	1.74
Diluted earnings per share	$	2.00		$	(0.26	)	$	1.74

Vacation Ownership Notes Receivable (Tables)

6 Months Ended

Jun. 14, 2013

Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves

The following table shows the composition of our vacation ownership notes receivable balances, net of reserves:


*($ in millions)*	June 14, 2013		December 28, 2012
Vacation ownership notes receivable — securitized	$	699	$	727
Vacation ownership notes receivable — non-securitized
Eligible for securitization⁽¹⁾		116		127
Not eligible for securitization⁽¹⁾		173		202

Subtotal		289		329

Total vacation ownership notes receivable	$	988	$	1,056

⁽¹⁾	Refer to Footnote No. 4, “Financial Instruments,” for a discussion of the eligibility of our vacation ownership notes receivable for securitization.

Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable

The following tables show future principal payments, net of reserves, as well as interest rates for our securitized and non-securitized vacation ownership notes receivable:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable			Securitized Vacation Ownership Notes Receivable			Total
2013	$	49		$	53		$	102
2014		52			94			146
2015		41			97			138
2016		28			100			128
2017		24			92			116
Thereafter		95			263			358

Balance at June 14, 2013	$	289		$	699		$	988

Weighted average stated interest rate at June 14, 2013		11.5	%		13.0	%		12.5	%
Range of stated interest rates at June 14, 2013		0.0% to 19.5	%		6.0% to 18.7	%		0.0% to 19.5	%

Interest Income Associated With Vacation Ownership Notes Receivable

The following table summarizes interest income associated with vacation ownership notes receivable:


*($ in millions)*	Twelve Weeks Ended				Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013		June 15, 2012		June 14, 2013		June 15, 2012
Interest income associated with vacation ownership notes receivable — securitized	$	23	$	25	$	47	$	53
Interest income associated with vacation ownership notes receivable — non-securitized		8		8		16		15

Total interest income associated with vacation ownership notes receivable	$	31	$	33	$	63	$	68

Recorded Investment in Non-accrual Notes Receivable that are Ninety Days or More Past Due

The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
Investment in notes receivable on non-accrual status at June 14, 2013	$	74	$	9	$	83
Investment in notes receivable on non-accrual status at December 28, 2012	$	73	$	11	$	84
Average investment in notes receivable on non-accrual status during the twenty-four weeks ended June 14, 2013	$	74	$	10	$	84
Average investment in notes receivable on non-accrual status during the twenty-four weeks ended June 15, 2012	$	87	$	12	$	99

Aging of Recorded Investment in Principal, Before Reserves, in Vacation Ownership Notes Receivable

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of June 14, 2013:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
31–90 days past due	$	11	$	17	$	28
91–150 days past due		8		8		16
Greater than 150 days past due		66		1		67

Total past due		85		26		111
Current		293		726		1,019

Total vacation ownership notes receivable	$	378	$	752	$	1,130

The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 28, 2012:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable		Securitized Vacation Ownership Notes Receivable		Total
31–90 days past due	$	14	$	19	$	33
91–150 days past due		7		8		15
Greater than 150 days past due		66		3		69

Total past due		87		30		117
Current		335		751		1,086

Total vacation ownership notes receivable	$	422	$	781	$	1,203

Vacation Ownership

Notes Receivable Reserves

The following table summarizes the activity related to our vacation ownership notes receivable reserve for the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Non-Securitized Vacation Ownership Notes Receivable Reserve			Securitized Vacation Ownership Notes Receivable Reserve			Total
Balance at year-end 2012	$	93		$	54		$	147
Provision for loan losses		15			3			18
Securitizations		(11	)		11			—
Clean-up calls ⁽¹⁾		4			(4	)		—
Write-offs		(23	)		—			(23	)
Defaulted notes receivable repurchase activity ⁽²⁾		11			(11	)		—

Balance at June 14, 2013	$	89		$	53		$	142

⁽¹⁾	Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations.

⁽²⁾	Decrease in securitized vacation ownership notes receivable reserve and increase in non-securitized vacation ownership notes receivable reserve was attributable to the transfer of the reserve when we voluntarily repurchased the vacation ownership notes receivable.

Financial Instruments (Tables)

6 Months Ended

Jun. 14, 2013

Carrying Values and Estimated Fair Values of Financial Assets and Liabilities


	At June 14, 2013						At December 28, 2012
*($ in millions)*	Carrying Amount			Fair Value⁽¹⁾			Carrying Amount			Fair Value⁽¹⁾
Vacation ownership notes receivable — securitized	$	699		$	862		$	727		$	895
Vacation ownership notes receivable — non-securitized		289			315			329			361

Total financial assets	$	988		$	1,177		$	1,056		$	1,256

Non-recourse debt associated with vacation ownership notes receivable securitizations	$	(539	)	$	(567	)	$	(674	)	$	(711	)
Warehouse credit facility		(104	)		(106	)		—			—
Other debt		(4	)		(4	)		(4	)		(4	)
Mandatorily redeemable preferred stock of consolidated subsidiary		(40	)		(45	)		(40	)		(46	)
Liability for Marriott Rewards customer loyalty program		(134	)		(129	)		(159	)		(150	)
Other liabilities		—			—			(1	)		(1	)

Total financial liabilities	$	(821	)	$	(851	)	$	(878	)	$	(912	)

⁽¹⁾	Fair value of financial instruments has been determined using Level 3 inputs.

Non-Securitized Vacation Ownership Notes Receivable

Carrying Values and Estimated Fair Values of Financial Assets and Liabilities

We bifurcate our non-securitized vacation ownership notes receivable into two pools as follows:


*($ in millions)*	At June 14, 2013				At December 28, 2012
*($ in millions)*	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Vacation ownership notes receivable — eligible for securitization	$	116	$	142	$	127	$	159
Vacation ownership notes receivable — not eligible for securitization		173		173		202		202

Total vacation ownership notes receivable — non-securitized	$	289	$	315	$	329	$	361

Earnings Per Share (Tables)

6 Months Ended

Jun. 14, 2013

Reconciliation of Earnings and Number of Shares Used in Calculation of Basic and Diluted Earnings Per Share

The table below illustrates the reconciliation of the earnings and number of shares used in our calculation of basic and diluted earnings per share.


	Twelve Weeks Ended				Twenty-Four Weeks Ended
*(in millions, except per share amounts)*	June 14, 2013 ⁽¹⁾		June 15, 2012 ⁽²⁾		June 14, 2013 ⁽¹⁾		June 15, 2012 ⁽²⁾
Computation of Basic Earnings Per Share
Net income	$	30	$	5	$	49	$	13
Weighted average shares outstanding		35.4		34.3		35.3		34.2

Basic earnings per share	$	0.87	$	0.16	$	1.40	$	0.39

Computation of Diluted Earnings Per Share
Net income	$	30	$	5	$	49	$	13

Weighted average shares outstanding		35.4		34.3		35.3		34.2
Effect of dilutive securities
Employee stock options and SARs		0.7		1.1		0.7		1.0
Restricted stock units		0.5		0.7		0.6		0.7

Shares for diluted earnings per share		36.6		36.1		36.6		35.9

Diluted earnings per share	$	0.85	$	0.15	$	1.35	$	0.37

⁽¹⁾	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

⁽²⁾	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

Inventory (Tables)

6 Months Ended

Jun. 14, 2013

Composition of Inventory

The following table shows the composition of our inventory balances:


*($ in millions)*	At June 14, 2013		At December 28, 2012
Finished goods ⁽¹⁾	$	425	$	491
Work-in-progress		168		120
Land and infrastructure		269		270

Real estate inventory		862		881
Operating supplies and retail inventory		7		7

	$	869	$	888

⁽¹⁾	Represents completed inventory that is either registered or unregistered and available for sale in its current form.

Contingencies and Commitments (Tables)

6 Months Ended

Jun. 14, 2013

Maximum Potential Amount of Future Fundings for Financing Guarantees and Carrying Amount of Liability for Expected Future Fundings


*($ in millions)*	Maximum Potential Amount of Future Fundings at June 14, 2013		Liability for Expected Future Fundings at June 14, 2013
Segment
Asia Pacific	$	15	$	—
North America		3		—

Total guarantees where we are the primary obligor	$	18	$	—

Debt (Tables)

6 Months Ended

Jun. 14, 2013

Debt Balances

The following table provides detail on our debt balances:


*($ in millions)*	At June 14, 2013		At December 28, 2012
Vacation ownership notes receivable securitizations, interest rates ranging from 2.6% to 7.2% (weighted average interest rate of 4.2%) ⁽¹⁾	$	539	$	674
Warehouse credit facility (effective interest rate of 2.4%) ⁽¹⁾		104		—
Other		4		4

	$	647	$	678

⁽¹⁾	Interest rates are as of June 14, 2013.

Scheduled Future Principal Payments for Debt

The following table shows scheduled future principal payments for our debt:


*($ in millions)* Year	Vacation Ownership Notes Receivable Securitizations ⁽¹⁾		Warehouse Credit Facility ⁽¹⁾		Other Debt		Total
2013	$	47	$	7	$	—	$	54
2014		83		13		—		96
2015		88		84		—		172
2016		93		—		—		93
2017		69		—		—		69
Thereafter		159		—		4		163

Balance at June 14, 2013	$	539	$	104	$	4	$	647

⁽¹⁾	The vacation ownership notes receivable securitizations and the Warehouse Credit Facility are non-recourse to us.

Share-Based Compensation (Tables)

6 Months Ended

Jun. 14, 2013

Assumptions Used to Estimate Fair Value of Grants

The following table outlines the assumptions used to estimate the fair value of grants during the twenty-four weeks ended June 14, 2013:


Expected volatility	57.55	%
Dividend yield	0.00	%
Risk-free rate	1.02	%
Expected term (in years)	6.25

Variable Interest Entities (Tables)

6 Months Ended

Jun. 14, 2013

Classifications of Consolidated VIE Assets and Liabilities


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Consolidated Assets:
Vacation ownership notes receivable, net of reserves	$	581	$	118	$	699
Interest receivable		4		1		5
Restricted cash		35		7		42

Total	$	620	$	126	$	746

Consolidated Liabilities:
Interest payable	$	2	$	—	$	2
Debt		539		104		643

Total	$	541	$	104	$	645

Interest Income and Expense Recognized As a Result of Our Involvement with Variable Interest Entities

The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during the twelve weeks ended June 14, 2013:


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	19	$	4	$	23
Interest expense to investors	$	6	$	—	$	6
Debt issuance cost amortization	$	—	$	1	$	1

The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	41	$	6	$	47
Interest expense to investors	$	12	$	1	$	13
Debt issuance cost amortization	$	1	$	1	$	2

Note Receivable Securities

Cash Flows Between Company and Variable Interest Entities


	Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012
Cash inflows:
Principal receipts	$	79		$	84
Interest receipts		42			47

Total		121			131

Cash outflows:
Principal to investors		(72	)		(75	)
Voluntary repurchases of defaulted vacation ownership notes receivable		(11	)		(17	)
Voluntary clean-up call		(51	)		(30	)
Interest to investors		(11	)		(14	)

Total		(145	)		(136	)

Net Cash Flows	$	(24	)	$	(5	)

Cash Flows Between Company and Variable Interest Entities

The following table shows cash flows between us and the Warehouse Credit Facility variable interest entity during the twenty-four weeks ended June 14, 2013 and June 15, 2012:


	Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012
Cash inflows:
Net proceeds from vacation ownership notes receivable securitization	$	109		$	—
Principal receipts		12			15
Interest receipts		5			8

Total		126			23

Cash outflows:
Principal to investors		(8	)		(13	)
Voluntary repurchases of defaulted vacation ownership notes receivable		—			(1	)
Interest to investors		(1	)		(1	)

Total		(9	)		(15	)

Net Cash Flows	$	117		$	8

Changes in Shareholders' Equity

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Shareholders' Equity (Tables)

6 Months Ended

Jun. 14, 2013

The following table details changes in shareholders’ equity during the twenty-four weeks ended June 14, 2013:


*($ in millions)*	Additional Paid-In Capital		Accumulated Other Comprehensive Income			Retained Earnings		Total Equity
Balance at year-end 2012	$	1,116	$	21		$	2	$	1,139
Net income		—		—			49		49
Foreign currency translation adjustments		—		(1	)		—		(1	)
Amounts related to share-based compensation		3		—			—		3

Balance at June 14, 2013	$	1,119	$	20		$	51	$	1,190

Business Segments (Tables)

6 Months Ended

Jun. 14, 2013

Revenues

Revenues


	Twelve Weeks Ended				Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013		June 15, 2012		June 14, 2013		June 15, 2012
North America	$	359	$	338	$	712	$	675
Europe		46		24		68		43
Asia Pacific		16		21		31		39

Total segment revenues		421		383		811		757
Corporate and other		—		—		—		—

	$	421	$	383	$	811	$	757

Net Income (Loss)

Net Income


	Twelve Weeks Ended						Twenty-Four Weeks Ended
*($ in millions)*	June 14, 2013			June 15, 2012			June 14, 2013			June 15, 2012
North America	$	84		$	67		$	162		$	137
Europe		11			(3	)		12			(4	)
Asia Pacific		2			2			5			3

Total segment financial results		97			66			179			136
Corporate and other		(53	)		(57	)		(105	)		(111	)
Provision for income taxes		(14	)		(4	)		(25	)		(12	)

	$	30		$	5		$	49		$	13

Assets

Assets


	At Period-End
*($ in millions)*	June 14, 2013		December 28, 2012
North America	$	2,155	$	2,223
Europe		107		122
Asia Pacific		83		85

Total segment assets		2,345		2,430
Corporate and other		166		183

	$	2,511	$	2,613

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions	3 Months Ended		6 Months Ended	8 Months Ended	12 Months Ended
	Jun. 14, 2013 USD ($) Property Location	Mar. 22, 2013 USD ($)	Jun. 14, 2013 USD ($) Property Location Segment Line	Sep. 06, 2013 USD ($)	Dec. 28, 2012 USD ($)	Dec. 31, 2010 USD ($)
Significant Accounting Policies [Line Items]
Number of business segments \| Segment			3
Number of properties \| Property	63		63
Number of primary sources of revenues generated \| Line			4
Description of the impact of the adjustment on previously reported cash flows and balance sheet			The adjustments necessary to correct all of the errors have no impact on previously reported cash flows from operations and do not have a material impact on our balance sheet as of any date.
Cumulative impact of restatement on reported net income tax					$ 12	$ 9
Operations located outside the United States
Significant Accounting Policies [Line Items]
Number of countries and territories in which company operates \| Location	9		9
Europe
Significant Accounting Policies [Line Items]
Cumulative impact of restatement on reported net income	$ 9	$ 11	$ 10		$ 12
Sales rescinded			$ 1
Europe \| Subsequent Event
Significant Accounting Policies [Line Items]
Cumulative impact of restatement on reported net income				$ 1

Each Reference to Particular Year in Financial Statements Means Fiscal Year Ended on Date Shown (Detail)	Jun. 14, 2013
Fiscal Year 2013 \| Second Quarter
Quarterly Financial Information [Line Items]
Quarter-End Date	Jun. 14, 2013
Fiscal Year 2013 \| First Quarter
Quarterly Financial Information [Line Items]
Quarter-End Date	Mar. 22, 2013
Fiscal Year 2012 \| Second Quarter
Quarterly Financial Information [Line Items]
Quarter-End Date	Jun. 15, 2012
Fiscal Year 2012 \| First Quarter
Quarterly Financial Information [Line Items]
Quarter-End Date	Mar. 23, 2012

Summary of Restatement of Previously Reported Financial Statements (Detail) - USD ($)
$ / shares in Units, $ in Millions

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 14, 2013

Mar. 22, 2013

Jun. 15, 2012

Jun. 14, 2013

Jun. 15, 2012

Dec. 28, 2012

Dec. 30, 2011

Dec. 31, 2010

Error Corrections and Prior Period Adjustments Restatement [Line Items]

Retained earnings (deficit)

$ 869

$ 888

Other

133

137

Total Assets

2,511

2,613

Advance deposits

Deferred taxes

TOTAL LIABILITIES

1,321

1,474

TOTAL EQUITY

1,190

1,139

TOTAL LIABILITIES AND EQUITY

2,511

2,613

169

$ 141

310

$ 273

618

$ 627

$ 629

176

173

349

332

421

390

383

811

757

1,639

1,624

1,592

101

203

239

243

148

152

329

341

343

176

173

349

332

INCOME (LOSS) BEFORE INCOME TAXES

377

376

738

734

1,620

1,847

1,507

(217)

109

(Provision) Benefit for income taxes

(24)

(50)

NET INCOME (LOSS)

$ 30

^[1]

$ 19

$ 5

^[2]

$ 49

^[1]

$ 13

^[2]

$ 7

$ (172)

$ 59

Basic earnings (loss) per share

$ 0.87

^[1]

$ 0.53

$ 0.16

^[2]

$ 1.40

^[1]

$ 0.39

^[2]

$ 0.19

$ (5.12)

$ 1.74

Diluted earnings (loss) per share

$ 0.85

^[1]

$ 0.51

$ 0.15

^[2]

$ 1.35

^[1]

$ 0.37

^[2]

$ 0.18

$ (5.12)

$ 1.74

As Previously Reported

Error Corrections and Prior Period Adjustments Restatement [Line Items]

$ 881

135

2,604

1,453

Retained earnings (deficit)

TOTAL EQUITY

1,151

TOTAL LIABILITIES AND EQUITY

2,604

$ 140

$ 145

$ 279

627

$ 634

$ 635

331

318

389

387

763

1,648

1,613

1,584

205

242

245

330

342

344

331

318

INCOME (LOSS) BEFORE INCOME TAXES

377

736

1,623

1,833

1,496

(214)

112

(Provision) Benefit for income taxes

(21)

(45)

NET INCOME (LOSS)

$ 18

$ 8

$ 17

$ 16

$ (178)

$ 67

Basic earnings (loss) per share

$ 0.52

$ 0.25

$ 0.50

$ 0.46

$ (5.29)

$ 2.00

Diluted earnings (loss) per share

$ 0.50

$ 0.24

$ 0.48

$ 0.44

$ (5.29)

$ 2.00

Adjustment

Error Corrections and Prior Period Adjustments Restatement [Line Items]

$ 7

(1)

Retained earnings (deficit)

(12)

TOTAL EQUITY

(12)

TOTAL LIABILITIES AND EQUITY

$ 1

$ (4)

$ (6)

(9)

$ (7)

$ (6)

(4)

(6)

(9)

(1)

(2)

(3)

(2)

(1)

INCOME (LOSS) BEFORE INCOME TAXES

(1)

(2)

(3)

(3)

(4)

(6)

(3)

(Provision) Benefit for income taxes

(3)

(5)

NET INCOME (LOSS)

$ 1

$ (3)

$ (4)

$ (9)

$ 6

$ (8)

Basic earnings (loss) per share

$ 0.01

$ (0.09)

$ (0.11)

$ (0.27)

$ 0.17

$ (0.26)

Diluted earnings (loss) per share

$ 0.01

$ (0.09)

$ (0.11)

$ (0.26)

$ 0.17

$ (0.26)

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	6 Months Ended
	Jun. 14, 2013	Dec. 28, 2012
Income Taxes [Line Items]
Income Tax Examination Description	Marriott Vacations Worldwide has joined in the Marriott International U.S. Federal tax consolidated filing for all years prior to 2011 and the portion of 2011 up to the date of the Spin-Off. The IRS has examined Marriott International's federal income tax returns, and it has settled all issues related to the timeshare business for the tax years through the Spin-Off.
Maximum
Income Taxes [Line Items]
Unrecognized tax benefits that, if recognized, would impact the effective tax rate	$ 1	$ 1

Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

Accounts, Notes, Loans and Financing Receivable [Line Items]

$ 988

$ 1,056

Accounts, Notes, Loans and Financing Receivable [Line Items]

Eligible for Securitization

699

727

Accounts, Notes, Loans and Financing Receivable [Line Items]

Not Eligible for Securitization

^[1]

116

127

Accounts, Notes, Loans and Financing Receivable [Line Items]

Non-Securitized Vacation Ownership Notes Receivable

^[1]

173

202

Accounts, Notes, Loans and Financing Receivable [Line Items]

Financing Receivable, Allowance for Credit Losses [Line Items]

$ 289

$ 329

[1]	Refer to Footnote No. 4, "Financial Instruments," for a discussion of the eligibility of our vacation ownership notes receivable for securitization.

Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable (Detail) $ in Millions	Jun. 14, 2013 USD ($)
Future Minimum Payments Receivable [Line Items]
2013	$ 102
2014	146
2015	138
2016	128
2017	116
Thereafter	358
Notes receivable	$ 988
Weighted average stated interest rate	12.50%
Range of stated interest rates, minimum	0.00%
Range of stated interest rates, maximum	19.50%
Non-Securitized Vacation Ownership Notes Receivable
Future Minimum Payments Receivable [Line Items]
2013	$ 49
2014	52
2015	41
2016	28
2017	24
Thereafter	95
Notes receivable	$ 289
Weighted average stated interest rate	11.50%
Range of stated interest rates, minimum	0.00%
Range of stated interest rates, maximum	19.50%
Securitized Vacation Ownership Notes Receivable
Future Minimum Payments Receivable [Line Items]
2013	$ 53
2014	94
2015	97
2016	100
2017	92
Thereafter	263
Notes receivable	$ 699
Weighted average stated interest rate	13.00%
Range of stated interest rates, minimum	6.00%
Range of stated interest rates, maximum	18.70%

Interest Income Associated With Vacation Ownership Notes Receivable (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 14, 2013	Jun. 15, 2012	Jun. 14, 2013	Jun. 15, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income associated with vacation ownership notes receivable	$ 31	$ 33	$ 63	$ 68
Securitized Vacation Ownership Notes Receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income associated with vacation ownership notes receivable	23	25	47	53
Non-Securitized Vacation Ownership Notes Receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income associated with vacation ownership notes receivable	$ 8	$ 8	$ 16	$ 15

Notes Receivable Reserves (Detail)
$ in Millions

6 Months Ended

Jun. 14, 2013

USD ($)

$ 147

Defaulted notes receivable repurchase activity

Securitizations

Clean-up calls

^[1]

Write-offs

(23)

^[2]

Non-Securitized Vacation Ownership Notes Receivable

142

Financing Receivable, Allowance for Credit Losses [Line Items]

Defaulted notes receivable repurchase activity

Securitizations

(11)

Clean-up calls

^[1]

Write-offs

(23)

^[2]

Financing Receivable, Allowance for Credit Losses [Line Items]

Defaulted notes receivable repurchase activity

Securitizations

Clean-up calls

(4)

^[1]

Write-offs

(11)

^[2]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

$ 53

[1]	Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations.
[2]	Decrease in securitized vacation ownership notes receivable reserve and increase in non-securitized vacation ownership notes receivable reserve was attributable to the transfer of the reserve when we voluntarily repurchased the vacation ownership notes receivable.

Vacation Ownership Notes Receivable - Additional Information (Detail) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 14, 2013	Dec. 28, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Estimated average remaining default rates for notes receivable	7.20%	7.42%
Estimated default rate increases that would have resulted an increase in allowance for credit losses	0.50%
Allowance for credit losses that would have been increased	$ 5	$ 6

Recorded Investment in Non-accrual Notes Receivable that are Ninety Days or More Past Due (Detail) - USD ($) $ in Millions	6 Months Ended
	Jun. 14, 2013	Jun. 15, 2012	Dec. 28, 2012
Financing Receivable, Recorded Investment, Past Due [Line Items]
Investment in notes receivable on non-accrual status	$ 83		$ 84
Average investment in notes receivable on non-accrual status	84	$ 99
Non-Securitized Vacation Ownership Notes Receivable
Financing Receivable, Recorded Investment, Past Due [Line Items]
Investment in notes receivable on non-accrual status	74		73
Average investment in notes receivable on non-accrual status	74	87
Securitized Vacation Ownership Notes Receivable
Financing Receivable, Recorded Investment, Past Due [Line Items]
Investment in notes receivable on non-accrual status	9		$ 11
Average investment in notes receivable on non-accrual status	$ 10	$ 12

Aging of Recorded Investment in Principal, Before Reserves, in Vacation Ownership Notes Receivable (Detail) - USD ($) $ in Millions	Jun. 14, 2013	Dec. 28, 2012
Financing Receivable, Recorded Investment, Past Due [Line Items]
31-90 days past due	$ 28	$ 33
91-150 days past due	16	15
Greater than 150 days past due	67	69
Total past due	111	117
Current	1,019	1,086
Total vacation ownership notes receivable	1,130	1,203
Non-Securitized Vacation Ownership Notes Receivable
Financing Receivable, Recorded Investment, Past Due [Line Items]
31-90 days past due	11	14
91-150 days past due	8	7
Greater than 150 days past due	66	66
Total past due	85	87
Current	293	335
Total vacation ownership notes receivable	378	422
Securitized Vacation Ownership Notes Receivable
Financing Receivable, Recorded Investment, Past Due [Line Items]
31-90 days past due	17	19
91-150 days past due	8	8
Greater than 150 days past due	1	3
Total past due	26	30
Current	726	751
Total vacation ownership notes receivable	$ 752	$ 781

Carrying Values and Estimated Fair Values of Financial Assets and Liabilities (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

$ 988

$ 1,056

Mandatorily redeemable preferred stock of consolidated subsidiary

(647)

(678)

(40)

Liability for Marriott Rewards customer loyalty program

(134)

(159)

(48)

(38)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

^[1],[2]

(104)

Other Debt

(4)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Non-Securitized Vacation Ownership Notes Receivable

699

727

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

289

329

Carrying Amount

Mandatorily redeemable preferred stock of consolidated subsidiary

988

1,056

(40)

Liability for Marriott Rewards customer loyalty program

(134)

(159)

Total financial liabilities

(1)

(821)

(878)

Carrying Amount | Non-Recourse Debt

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Warehouse Credit Facility

(539)

(674)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Other Debt

(104)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Securitized Vacation Ownership Notes Receivable

(4)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Non-Securitized Vacation Ownership Notes Receivable

699

727

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

289

329

Fair Value

Mandatorily redeemable preferred stock of consolidated subsidiary

^[3]

1,177

1,256

^[3]

(45)

(46)

Liability for Marriott Rewards customer loyalty program

^[3]

(129)

(150)

Total financial liabilities

^[3]

(1)

^[3]

(851)

(912)

Fair Value | Non-Recourse Debt

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value | Warehouse Credit Facility

^[3]

(567)

(711)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

^[3]

(106)

Fair Value | Other Debt

Fair Value | Securitized Vacation Ownership Notes Receivable

^[3]

(4)

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value | Non-Securitized Vacation Ownership Notes Receivable

^[3]

862

895

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

^[3]

$ 315

$ 361

[1]	Interest rates are as of June 14, 2013.
[2]	The vacation ownership notes receivable securitizations and the Warehouse Credit Facility are non-recourse to us.
[3]	Fair value of financial instruments has been determined using Level 3 inputs.

Carrying Values and Estimated Fair Values of Financial Assets and Liabilities - Non-securitized Notes Receivable (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

Non-Securitized Vacation Ownership Notes Receivable

$ 988

$ 1,056

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

289

329

Carrying Amount

Carrying Amount | Non-Securitized Vacation Ownership Notes Receivable

988

1,056

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Non-Securitized Vacation Ownership Notes Receivable | Eligible for Securitization

289

329

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Carrying Amount | Non-Securitized Vacation Ownership Notes Receivable | Not Eligible for Securitization

116

127

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

173

202

Fair Value

Fair Value | Non-Securitized Vacation Ownership Notes Receivable

^[1]

1,177

1,256

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value | Non-Securitized Vacation Ownership Notes Receivable | Eligible for Securitization

^[1]

315

361

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair Value | Non-Securitized Vacation Ownership Notes Receivable | Not Eligible for Securitization

142

159

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Computation of Basic Earnings Per Share

$ 173

$ 202

[1]	Fair value of financial instruments has been determined using Level 3 inputs.

Reconciliation of Earnings and Number of Shares Used in Calculation of Basic and Diluted Earnings Per Share (Detail) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 14, 2013

^[1]

Mar. 22, 2013

Jun. 15, 2012

^[2]

Jun. 14, 2013

^[1]

Jun. 15, 2012

^[2]

Dec. 28, 2012

Dec. 30, 2011

Dec. 31, 2010

Weighted average shares outstanding

$ 30

$ 19

$ 5

$ 49

$ 13

$ 7

$ (172)

$ 59

35.4

34.3

35.3

34.2

Basic earnings per share

$ 0.87

$ 0.53

$ 0.16

$ 1.40

$ 0.39

$ 0.19

$ (5.12)

$ 1.74

Computation of Diluted Earnings Per Share

Weighted average shares outstanding

$ 30

$ 19

$ 5

$ 49

$ 13

$ 7

$ (172)

$ 59

35.4

34.3

35.3

34.2

Effect of dilutive securities

Employee stock options and SARs

0.7

1.1

0.7

1.0

Restricted stock units

0.5

0.7

0.6

0.7

Shares for diluted earnings per share

36.6

36.1

36.6

35.9

Diluted earnings per share

$ 0.85

$ 0.51

$ 0.15

$ 1.35

$ 0.37

$ 0.18

$ (5.12)

$ 1.74

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

Reconciliation of Earnings and Number of Shares Used in Calculation of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) - shares	3 Months Ended		6 Months Ended
	Jun. 14, 2013	Jun. 15, 2012	Jun. 14, 2013	Jun. 15, 2012
Performance-based awards
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares)	229,000	157,000	229,000	157,000

Earnings Per Share - Additional Information (Detail) - SARs and Stock Options	6 Months Ended
	Jun. 15, 2012 $ / shares shares
Earnings Per Share Disclosure [Line Items]
Shares excluded from the calculation of diluted earnings per share (in shares) \| shares	40,086
Minimum
Earnings Per Share Disclosure [Line Items]
Stock options and SARs not included in the calculation of diluted earning per share because exercise prices exceeded market prices, exercise prices	$ 26.37
Maximum
Earnings Per Share Disclosure [Line Items]
Stock options and SARs not included in the calculation of diluted earning per share because exercise prices exceeded market prices, exercise prices	$ 28.19

Composition of Inventory (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

Inventory [Line Items]

Finished goods

^[1]

$ 425

$ 491

Work-in-progress

168

120

Land and infrastructure

269

270

Real estate inventory

862

881

Operating supplies and retail inventory

$ 869

$ 888

[1]	Represents completed inventory that is either registered or unregistered and available for sale in its current form.

Contingencies and Commitments - Additional Information (Detail) € in Millions, $ in Millions	1 Months Ended		3 Months Ended	6 Months Ended		12 Months Ended
	Jun. 14, 2013 USD ($)	Jan. 30, 2013 Plaintiff	Jun. 15, 2012 USD ($)	Jun. 14, 2013 USD ($)	Jun. 15, 2012 USD ($)	Dec. 28, 2012 USD ($)	Jun. 14, 2013 EUR (€)
Commitments and Contingencies Disclosure [Line Items]
Surety bonds issued	$ 89			$ 89
Letters of credit outstanding	4			4
Litigation settlement, expense			$ 2	(1)	$ 2	$ 41
Reversal of litigation charge				1
Number of plaintiffs in lawsuits \| Plaintiff		12
Marriott International \| Maximum
Commitments and Contingencies Disclosure [Line Items]
Standby Letters Of Credit	1			1
Project Completion Guarantee \| Vacation Ownership
Commitments and Contingencies Disclosure [Line Items]
Estimated cash outflow associated with completing all phases of existing portfolio of projects	121			121
Liabilities related to projects	$ 16			$ 16
Project estimated completion year				2016
Extended Term
Commitments and Contingencies Disclosure [Line Items]
Underlying notes extended expiration year				2022
Revolving Credit Facility
Commitments and Contingencies Disclosure [Line Items]
Revolving credit facility, maturity term	4 years
Revolving credit facility amount	$ 200			$ 200
Commitments
Commitments and Contingencies Disclosure [Line Items]
Commitments to subsidize vacation ownership associations	3			3
Other Purchase Commitment
Commitments and Contingencies Disclosure [Line Items]
Unfunded purchase commitments	1			1			€ 1
Information technology hardware and software
Commitments and Contingencies Disclosure [Line Items]
Contractual Commitments Future Minimum Payments due in 2013	35			35
Contractual Commitments Future Minimum Payments due in 2014	5			5
Contractual Commitments Future Minimum Payments due in 2015	10			10
Contractual Commitments Future Minimum Payments due in 2016	10			10
Contractual Commitments Future Minimum Payments due in 2017	5			5
Contractual Commitments Future Minimum Payments Due	5			5
Primary Obligor
Commitments and Contingencies Disclosure [Line Items]
Liability for Expected Future Fundings
Primary Obligor \| Other Liabilities \| Maximum
Commitments and Contingencies Disclosure [Line Items]
Liability for Expected Future Fundings	$ 1			$ 1

Maximum Potential Amount of Future Fundings for Financing Guarantees and Carrying Amount of Liability for Expected Future Fundings (Detail) - Primary Obligor $ in Millions	Jun. 14, 2013 USD ($)
Guarantor Obligations [Line Items]
Maximum Potential Amount of Future Fundings	$ 18
Liability for Expected Future Fundings
Asia Pacific
Guarantor Obligations [Line Items]
Maximum Potential Amount of Future Fundings	15
Liability for Expected Future Fundings
North America
Guarantor Obligations [Line Items]
Maximum Potential Amount of Future Fundings	3
Liability for Expected Future Fundings

Debt Balances (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

$ 647

$ 678

^[1]

539

^[2]

674

^[1],[2]

104

Other Debt

$ 4

[1]	Interest rates are as of June 14, 2013.
[2]	The vacation ownership notes receivable securitizations and the Warehouse Credit Facility are non-recourse to us.

Debt Balances (Parenthetical) (Detail)

Jun. 14, 2013

^[1]

Debt, weighted average interest rate

4.20%

Debt effective interest rate

2.40%

Minimum | Securitized Vacation Ownership Notes Receivable

Debt, stated interest rate

2.60%

Maximum | Securitized Vacation Ownership Notes Receivable

Debt, stated interest rate

7.20%

[1]	Interest rates are as of June 14, 2013.

Debt - Additional Information (Detail) $ in Millions	1 Months Ended	6 Months Ended
Debt - Additional Information (Detail) $ in Millions	Jun. 12, 2013	Jun. 14, 2013 USD ($) Loan	Jun. 15, 2012 USD ($)
Debt Disclosure [Line Items]
Cash paid for interest, net of amounts capitalized \| $		$ 17	$ 21
Number of notes receivable pools under performance triggers \| Loan		0
Number of notes receivable pools outstanding \| Loan		6
Revolving Credit Facility
Debt Disclosure [Line Items]
Amount borrowed under revolving corporate credit facility \| $		$ 0
Revolving Credit Facilities
Debt Disclosure [Line Items]
Credit facility covenant description	Pursuant to the Revolving Corporate Credit Facility, the maximum ratio of consolidated total debt to consolidated adjusted EBITDA (as defined in the Revolving Corporate Credit Facility) that we are required to maintain will be 6 to 1 through the end of the first quarter of 2013, then will decrease to 5.75 to 1 through the end of the first quarter of 2014, and to 5.25 to 1 thereafter. Prior to the Credit Agreement Amendment, the ratio we were required to maintain was 6 to 1 through the end of the first quarter of 2013, then 5.25 to 1 through the end of the 2014 fiscal year, and 4.75 to 1 thereafter.
Revolving Credit Facilities \| Amended Credit Agreement \| Through the end of the first quarter of 2013
Debt Disclosure [Line Items]
Debt to EBITDA ratio	6
Revolving Credit Facilities \| Amended Credit Agreement \| through the end of the first quarter of 2014
Debt Disclosure [Line Items]
Debt to EBITDA ratio	5.75
Revolving Credit Facilities \| Amended Credit Agreement \| Thereafter
Debt Disclosure [Line Items]
Debt to EBITDA ratio	5.25
Revolving Credit Facilities \| Prior To Amendment \| Through the end of the first quarter of 2013
Debt Disclosure [Line Items]
Debt to EBITDA ratio	6
Revolving Credit Facilities \| Prior To Amendment \| through the end of the first quarter of 2014
Debt Disclosure [Line Items]
Debt to EBITDA ratio	5.25
Revolving Credit Facilities \| Prior To Amendment \| Thereafter
Debt Disclosure [Line Items]
Debt to EBITDA ratio	4.75

Scheduled Future Principal Payments for Debt (Detail) - USD ($)
$ in Millions

Jun. 14, 2013

Dec. 28, 2012

Long Term Debt Maturities Repayments Of Principal [Line Items]

$ 54

172

163

647

$ 678

Long Term Debt Maturities Repayments Of Principal [Line Items]

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

159

^[2]

539

^[1]

674

Long Term Debt Maturities Repayments Of Principal [Line Items]

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

Long Term Debt Maturities Repayments Of Principal [Line Items]

^[1],[2]

104

Other Debt

$ 4

[1]	The vacation ownership notes receivable securitizations and the Warehouse Credit Facility are non-recourse to us.
[2]	Interest rates are as of June 14, 2013.

Mandatorily Redeemable Preferred Stock Of Consolidated Subsidiary - Additional Information (Detail) - Series A Preferred Stock - Non-voting - USD ($) $ in Millions	1 Months Ended
	Oct. 31, 2011	Jun. 14, 2013
Financial Instruments Subject to Mandatory Redemption by Settlement Terms [Line Items]
Series A preferred stock issued value	$ 40
Preferred stock dividend payment terms	Subsequently Marriott International sold all of this preferred stock to third-party investors. For the first five years after issuance, the Series A preferred stock will pay an annual cash dividend equal to the five-year U.S. Treasury Rate as of October 19, 2011, plus a spread of 10.958 percent, for a total annual cash dividend rate of 12 percent. On the fifth anniversary of issuance, the annual cash dividend rate will be reset to the five-year U.S. Treasury Rate in effect on such date plus the same 10.958 percent spread.
Series A preferred stock, basic point	10.958%
Series A preferred stock, dividend rate	12.00%
Preferred Stock Redemption Terms	The Series A preferred stock is mandatorily redeemable by MVW US Holdings upon the tenth anniversary of the date of issuance but can be redeemed at our option after five years. The Series A preferred stock has an aggregate liquidation preference of $40 million plus any accrued and unpaid dividends and an additional premium if liquidation occurs during the first five years after the issuance of the preferred stock.
Series A preferred stock, aggregate liquidation preference value	$ 40
Series A preferred stock, share authorized		1,000
Series A preferred stock, share issued		40
Series A preferred stock, share outstanding		40

Share Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 14, 2013	Jun. 15, 2012	Jun. 14, 2013	Jun. 15, 2012	Dec. 28, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deferred compensation costs related to unvested awards	$ 19		$ 19		$ 14
Expected annual dividend per share			$ 0
Officers and Key Management Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense related to award grants	$ 4	$ 3	$ 6	$ 6
Marriott Vacations Worldwide Stock and Cash Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance under the plan	6,000,000		6,000,000
Shares available for grants under the plan	2,000,000		2,000,000
Restricted stock units \| Employees and Non Employee Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock awards, granted			199,895
Stock awards, weighted average grant date fair value			$ 40.43
Restricted stock units \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock awards, vesting period			4 years
Performance Based Restricted Stock Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock awards, vesting period			3 years
Maximum amount of RSU subject to vesting			72,000
Stock Appreciation Rights (SARs) \| Non Employee Director
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock awards, granted			66,422
Stock awards, vesting period			4 years
Stock awards, expiration from grant date			10 years
Stock awards, weighted average grant date fair value			$ 21.68
Stock awards, weighted average exercise price	$ 39.93		$ 39.93

Assumptions Used to Estimate Fair Value of Grants (Detail)	6 Months Ended
	Jun. 14, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	57.55%
Dividend yield	0.00%
Risk-free rate	1.02%
Expected term (in years)	6 years 3 months

Classifications of Consolidated VIE Assets and Liabilities (Detail) $ in Millions	Jun. 14, 2013 USD ($)
Variable Interest Entity [Line Items]
VIE Assets	$ 746
VIE Liabilities	645
Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
VIE Assets	699
Interest Receivable
Variable Interest Entity [Line Items]
VIE Assets	5
Restricted Cash
Variable Interest Entity [Line Items]
VIE Assets	42
Interest Payable
Variable Interest Entity [Line Items]
VIE Liabilities	2
Debt
Variable Interest Entity [Line Items]
VIE Liabilities	643
Securitized Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
VIE Assets	620
VIE Liabilities	541
Securitized Vacation Ownership Notes Receivable \| Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
VIE Assets	581
Securitized Vacation Ownership Notes Receivable \| Interest Receivable
Variable Interest Entity [Line Items]
VIE Assets	4
Securitized Vacation Ownership Notes Receivable \| Restricted Cash
Variable Interest Entity [Line Items]
VIE Assets	35
Securitized Vacation Ownership Notes Receivable \| Interest Payable
Variable Interest Entity [Line Items]
VIE Liabilities	2
Securitized Vacation Ownership Notes Receivable \| Debt
Variable Interest Entity [Line Items]
VIE Liabilities	539
Warehouse Credit Facility
Variable Interest Entity [Line Items]
VIE Assets	126
VIE Liabilities	104
Warehouse Credit Facility \| Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
VIE Assets	118
Warehouse Credit Facility \| Interest Receivable
Variable Interest Entity [Line Items]
VIE Assets	1
Warehouse Credit Facility \| Restricted Cash
Variable Interest Entity [Line Items]
VIE Assets	7
Warehouse Credit Facility \| Interest Payable
Variable Interest Entity [Line Items]
VIE Liabilities
Warehouse Credit Facility \| Debt
Variable Interest Entity [Line Items]
VIE Liabilities	$ 104

Variable Interest Entities - Additional Information (Detail) - USD ($)	6 Months Ended
	Jun. 14, 2013	Dec. 28, 2012
Variable Interest Entity [Line Items]
Noncontrolling interest	$ 0
Vacation ownership notes receivable	$ 988,000,000	$ 1,056,000,000
Minimum
Variable Interest Entity [Line Items]
Limit to repurchasing defaulted mortgage notes at the outstanding principal balance	15.00%
Maximum
Variable Interest Entity [Line Items]
Limit to repurchasing defaulted mortgage notes at the outstanding principal balance	20.00%
Variable Interest Entity
Variable Interest Entity [Line Items]
Maximum Loss Exposure, Determination Methodology	Our maximum exposure to loss relating to the entities that own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance on the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral.
Vacation ownership notes receivable	$ 699,000,000	$ 727,000,000
Variable Interest Entity, Not Primary Beneficiary \| Equity Investment And Loan Receivable
Variable Interest Entity [Line Items]
Maximum Loss Exposure, Determination Methodology	We have an accrual of $16 million for potential future funding, representing our remaining expected exposure to loss related to our involvement with this entity.
Vacation ownership notes receivable	$ 0
Accrued liability for additional funding	16,000,000
Notes receivable due from the entity	7,000,000
Increase in litigation matters cost expected to be incurred in joint venture interest	$ 7,000,000

Interest Income and Expense Recognized As a Result of Our Involvement with Variable Interest Entities (Detail) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 14, 2013	Jun. 14, 2013	Jun. 15, 2012
Variable Interest Entity [Line Items]
Debt issuance cost amortization		$ 3	$ 3
Variable Interest Entity
Variable Interest Entity [Line Items]
Interest income	$ 23	47
Interest expense to investors	6	13
Debt issuance cost amortization	1	2
Variable Interest Entity \| Securitized Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
Interest income	19	41
Interest expense to investors	6	12
Debt issuance cost amortization		1
Variable Interest Entity \| Warehouse Credit Facility
Variable Interest Entity [Line Items]
Interest income	4	6
Interest expense to investors		1
Debt issuance cost amortization	$ 1	$ 1

Cash Flows Between Company and Variable Interest Entities (Detail) - USD ($) $ in Millions	6 Months Ended
	Jun. 14, 2013	Jun. 15, 2012
Securitized Vacation Ownership Notes Receivable
Variable Interest Entity [Line Items]
Principal receipts	$ 79	$ 84
Interest receipts	42	47
Total	121	131
Principal to investors	(72)	(75)
Voluntary repurchases of defaulted vacation ownership notes receivable	(11)	(17)
Voluntary clean-up call	(51)	(30)
Interest to investors	(11)	(14)
Total	(145)	(136)
Net Cash Flows	(24)	(5)
Warehouse Credit Facility
Variable Interest Entity [Line Items]
Net proceeds from vacation ownership notes receivable securitization	109
Principal receipts	12	15
Interest receipts	5	8
Total	126	23
Principal to investors	(8)	(13)
Voluntary repurchases of defaulted vacation ownership notes receivable		(1)
Interest to investors	(1)	(1)
Total	(9)	(15)
Net Cash Flows	$ 117	$ 8

Changes in Shareholder's Equity (Detail) - USD ($)
$ in Millions

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 14, 2013

Mar. 22, 2013

Jun. 15, 2012

Jun. 14, 2013

Jun. 15, 2012

Dec. 28, 2012

Dec. 30, 2011

Dec. 31, 2010

$ 1,139

$ 30

^[1]

$ 5

^[2]

^[1]

$ 13

^[2]

$ 7

$ (172)

$ 59

$ (6)

(1)

$ (2)

Additional Paid-In Capital

1,190

1,139

1,116

Accumulated Other Comprehensive Income

1,119

1,116

(1)

Retained (Deficit) Earnings

$ 2

$ 51

$ 2

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

Business Segments - Additional Information (Detail)	6 Months Ended
Business Segments - Additional Information (Detail)	Jun. 14, 2013 Segment
Segment Reporting Disclosure [Line Items]
Number of business segments	3

Revenues (Detail) - USD ($) $ in Millions	3 Months Ended			6 Months Ended		12 Months Ended
Revenues (Detail) - USD ($) $ in Millions	Jun. 14, 2013	Mar. 22, 2013	Jun. 15, 2012	Jun. 14, 2013	Jun. 15, 2012	Dec. 28, 2012	Dec. 30, 2011	Dec. 31, 2010
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	$ 421	$ 390	$ 383	$ 811	$ 757	$ 1,639	$ 1,624	$ 1,592
North America
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	359		338	712	675
Europe
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	46		24	68	43
Asia Pacific
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	16		21	31	39
Total reportable segment
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue	421		383	811	757
Corporate and Other
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue

Net Income (Loss) (Detail) - USD ($)
$ in Millions

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 14, 2013

Mar. 22, 2013

Jun. 15, 2012

Jun. 14, 2013

Jun. 15, 2012

Dec. 28, 2012

Dec. 30, 2011

Dec. 31, 2010

Provision for income taxes

$ 44

$ 30

$ 9

$ 74

$ 25

$ 31

$ (217)

$ 109

(14)

(4)

(25)

(12)

(45)

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

^[1]

$ 19

^[2]

^[1]

^[2]

$ 7

$ (172)

$ 59

North America

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

162

137

Europe

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

(3)

(4)

Asia Pacific

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

Total reportable segment

Segment Reporting, Reconciliation of Net Income (Loss) Segment to Consolidated [Line Items]

179

136

Corporate and Other

$ (53)

$ (57)

$ (105)

$ (111)

[1]	The computations of diluted earnings per share excludes approximately 229,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.
[2]	The computations of diluted earnings per share excludes approximately 157,000 shares of common stock, the maximum issuable upon the vesting of certain performance-based awards, because the performance conditions required for such shares to vest were not achieved by the end of the reporting period.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.