SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Under Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 1997 --------------------- MARRIOTT INTERNATIONAL, INC. ----------------------------------------------------------------- (Exact name of registrant as specified in its charter) 1-12188 --------------------- (Commission File No.) Delaware 52-0936594 - ------------------------ --------------------------------- (State of incorporation) (IRS Employer Identification No.) 10400 Fernwood Road, Bethesda, Maryland 20817 ------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (301) 380-3000 ---------------- -------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On March 31, 1997, the Registrant announced that it had completed the acquisition of Renaissance Hotel Group N.V. ("Renaissance") through a public tender offer that expired at 12:01 a.m. on March 29. Of the 30,100,000 Renaissance common shares outstanding at the time of the Registrant's tender offer, 30,083,887 shares were tendered and purchased by a subsidiary of the Registrant for $30 per share in cash. The attached news release, which is incorporated by reference herein, provides additional information regarding the consummation of this transaction. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits Exhibit 99 News Release dated March 31, 1997. SIGNATURES Under the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MARRIOTT INTERNATIONAL, INC. By: /s/ Stephen E. Riffee ----------------------------- Stephen E. Riffee Vice President, Finance and Chief Accounting Officer Date: April 14, 1997