Exhibit (5)(b)





                               October 31, 1997


Marriott International, Inc.
10400 Fernwood Road
Bethesda, Maryland 20817

Ladies and Gentlemen:

     We have acted as counsel for Marriott International, Inc., a Delaware
corporation (the "Company"), with respect to an Amendment No. 1 to Registration
Statement on Form S-8, Registration No. 33-66624 ("Amendment No. 1") offering
26,348,130 shares of Common Stock of the Company to be offered to employees
under the Company's 1996 Comprehensive Stock Incentive Plan (the "Plan").  This
Amendment No. 1 is being filed with the Securities and Exchange Commission on
the date hereof.

     The remaining 7,651,870 shares of common stock of the Company that are
registered under such Registration Statement are offered under the Marriott
International, Inc. 1993 Comprehensive Stock Incentive Plan.

     In connection with our services as counsel for the Company with respect to
Amendment No. 1, we have examined, among other things, such federal and state
laws and such documents, certificates, telegrams, and corporate or other records
as we deemed necessary or appropriate for the purposes of preparation of this
opinion.

     Based on the foregoing examination, we hereby advise that in our opinion:

     (1) The Plan has been duly adopted by the Board of Directors and duly
         approved by the stockholders of the Company and is now legally
         effective;

     (2) The 26,348,130 shares of stock included in the Registration Statement
         for issuance under the Plan, when issued under the Plan in accordance
         with the terms and provisions thereof, will be legally issued, fully
         paid, and non-assessable; and

     (3) The opinion contained in the preceding paragraph is based on the
         assumption that, at the time such shares of stock are issued, the
         Registration Statement (including

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Marriott International, Inc.
October 31, 1997
Page 2

     Amendment No. 1 thereto) will then be effective and all applicable state
     securities laws will have been complied with.

     We hereby consent to the filing of this opinion as an exhibit to Amendment
     No. 1.

                              Very truly yours,



                              MARRIOTT INTERNATIONAL, INC.
                              LAW DEPARTMENT


                              By: /s/ Joseph Ryan
                                 -------------------------
                                      Joseph Ryan
                                      General Counsel


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