Please wait

.5

LETTER TO CLIENTS

VAIL RESORTS, INC.

Offer to Exchange new 6.50% Senior Subordinated Notes due 2019
that have been registered under the Securities Act of 1933
for any and all outstanding
6.50% Senior Subordinated Notes due 2019
(CUSIP Nos. 91879QAJ8 and U90984AD4)

Pursuant to the Prospectus dated                        , 2011


THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON                        , 2011, UNLESS EXTENDED (SUCH TIME AND DATE, AS THE SAME MAY BE EXTENDED FROM TIME TO TIME, THE "EXPIRATION TIME"). TENDERS MAY BE WITHDRAWN AT ANY TIME AT OR PRIOR TO THE EXPIRATION TIME.


To our Clients:

        Enclosed for your consideration is the prospectus dated                        , 2011 (the "Prospectus") and the accompanying Letter of Transmittal (the "Letter of Transmittal") that together constitute the offer (the "Exchange Offer") by Vail Resorts, Inc., a Delaware corporation (the "Company"), to exchange up to $390,000,000 in aggregate principal amount of new 6.50% Senior Subordinated Notes due 2019 (the "Exchange Notes") that have been registered under the Securities Act of 1933, as amended (the "Securities Act"), for a like principal amount of outstanding 6.50% Senior Subordinated Notes due 2019 (the "Outstanding Notes"), upon the terms and subject to the conditions set forth in the Prospectus and the Letter of Transmittal. The Exchange Offer is being made pursuant to the registration rights agreement that the Company entered into with the initial purchasers in connection with the issuance of the Outstanding Notes. As set forth in the Prospectus, the terms of the Exchange Notes are substantially identical to the Outstanding Notes, except that the transfer restrictions, registration rights and additional interest provisions relating to the Outstanding Notes will not apply to the Exchange Notes. The Prospectus and the Letter of Transmittal more fully describe the Exchange Offer. Capitalized terms used but not defined herein have the meanings given to them in the Prospectus.

        This material is being forwarded to you as the beneficial owner of the Outstanding Notes carried by us in your account, but not registered in your name. A tender of such Outstanding Notes can be made only by us as the registered holder for your account and pursuant to your instructions. The enclosed Letter of Transmittal is furnished to you for your information only and cannot be used to tender Outstanding Notes.

        Accordingly, we request instructions as to whether you wish us to tender on your behalf the Outstanding Notes held by us for your account, pursuant to the terms and conditions set forth in the enclosed Prospectus and Letter of Transmittal.

        The Exchange Offer will expire at 5:00 p.m., New York City time, on                        , 2011, unless extended by the Company. If you desire to exchange your Outstanding Notes in the Exchange Offer, your instructions should be forwarded to us as promptly as possible in order to permit us to tender the Outstanding Notes on your behalf at or prior to the Expiration Time in accordance with the provisions of the Exchange Offer. Any Outstanding Notes tendered pursuant to the Exchange Offer may be withdrawn at any time at or prior to the Expiration Time.

        Your attention is directed to the following:


        Pursuant to the Letter of Transmittal, each holder of Outstanding Notes must represent to the Company that:

        Any person who is an affiliate of the Company, or is participating in the Exchange Offer for the purpose of distributing the Exchange Notes, must comply with the registration and prospectus delivery requirements of the Securities Act in connection with a resale transaction of the Exchange Notes acquired by such person and such person cannot rely on the position of the staff of the Securities and Exchange Commission enunciated in its series of interpretative no-action letters with respect to exchange offers.

        The enclosed "Instructions to Registered Holder from Beneficial Owner" form contains an authorization by you, as the beneficial owner of Outstanding Notes, for us to make, among other things, the foregoing representations on your behalf.

        We urge you to read the enclosed Prospectus and Letter of Transmittal in conjunction with the Exchange Offer carefully before instructing us to tender your Outstanding Notes. If you wish to tender any or all of the Outstanding Notes held by us for your account, please so instruct us by completing, executing, detaching and returning to us the instruction form attached hereto.

        None of the Outstanding Notes held by us for your account will be tendered unless we receive written instructions from you to do so. Unless a specific contrary instruction is given, your signature on the attached "Instructions to Registered Holder from Beneficial Holder" shall constitute an instruction to us to tender ALL of the Outstanding Notes held by us for your account.

2


VAIL RESORTS, INC.

Instructions to Registered Holder
from Beneficial Owner
of
6.50% Senior Subordinated Notes due 2019
(CUSIP Nos. 91879QAJ8 and U90984AD4)
for new 6.50% Senior Subordinated Notes due 2019
that have been registered under the Securities Act of 1933

        The undersigned hereby acknowledges receipt of the prospectus dated                        , 2011 (the "Prospectus") of Vail Resorts,  Inc., a Delaware corporation (the "Company"), and the accompanying Letter of Transmittal (the "Letter of Transmittal"), that together constitute the offer (the "Exchange Offer") to exchange up to $390,000,000 in aggregate principal amount of new 6.50% Senior Subordinated Notes due 2019 (the "Exchange Notes") that have been registered under the Securities Act of 1933, as amended (the "Securities Act"), for a like principal amount of outstanding 6.50% Senior Subordinated Notes due 2019 (the "Outstanding Notes"), upon the terms and subject to the conditions set forth in the Prospectus and the Letter of Transmittal.

        This will instruct you, the registered holder, as to the action to be taken by you relating to the Exchange Offer with respect to the Outstanding Notes held by you for the account of the undersigned, on the terms and subject to the conditions in the Prospectus and Letter of Transmittal.

        The aggregate face amount of the Outstanding Notes held by you for the account of the undersigned is (fill in the amount):

        $                   of the 6.50% Senior Subordinated Notes due 2019

        With respect to the Exchange Offer, the undersigned hereby instructs you (check appropriate box):

o
To TENDER the following Outstanding Notes held by you for the account of the undersigned (insert principal amount of Outstanding Notes to be tendered, if less than all):

        $                   of the 6.50% Senior Subordinated Notes due 2019

o
NOT to tender any Outstanding Notes held by you for the account of the undersigned.

        If the undersigned is instructing you to tender the Outstanding Notes held by you for the account of the undersigned, the undersigned agrees and acknowledges that you are authorized:


SIGN HERE

Name of Beneficial Owner:  

 



 

Signature:  

 



 

Capacity (full title)(1):  

 



 

Address:  

 



 

Telephone Number:  

 

Taxpayer Identification Number or Social Security Number:  

o
CHECK HERE IF YOU ARE A BROKER DEALER

Date:                   , 2011


(1)
Please provide if signature is by an attorney-in-fact, executor, administrator, trustee, guardian, officer of a corporation or other person acting in a fiduciary or representative capacity.

2