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Cendant Corporation Reports Third Quarter Results

4 November 1998

Cendant Corporation Reports Third Quarter Results
                         Adjusted EPS $0.24 vs. $0.20
                         Reported EPS $0.14 vs. $0.23

    PARSIPPANY, N.J., Nov. 4 -- Cendant Corporation
today reported third quarter results.  Revenues from continuing operations
were $1.46 billion, a 23% increase over $1.19 billion in 1997.  Adjusted
earnings from continuing operations were $0.24 per share, up 20% from
$0.20 per share in the third quarter of 1997.
    Adjusted third quarter 1998 results reflect the impact of $0.06 per share
for the cost of the Company's investigation of previously disclosed accounting
irregularities at the former CUC International including the severance payment
to the Company's former chairman and $0.04 per share with respect to the non-
cash write-off of the Company's equity investment in NetGrocer and the
goodwill associated with the National Library of Poetry.  Adjusted 1997
results reflect $0.03 per share from the reduction in the Company's ownership
of Avis-Rent-A-Car from 100% in 1997 to 20% in 1998 and certain one-time
gains.
    "Once again, the Travel and Real Estate businesses performed extremely
well," said Henry R. Silverman, chairman, president and chief executive
officer.  "As recently announced, we have restructured the management and
reporting relationships of the former CUC businesses and anticipate
significant improvement in future periods.  Together with continued superior
performance from our Travel and Real Estate segments, we are confident that
the Cendant growth story remains intact, and anticipate increases in operating
earnings per share in the fourth quarter of 1998 and in fiscal 1999."
    Third quarter EBITDA benefited from a 39% improvement in the Travel
segment, to $209.2 million in 1998 from $150.5 million in 1997, and a 51%
increase in the Real Estate segment to $197.0 million in 1998 from
$130.8 million in 1997, reflecting increases in all lines of business within
these segments.  Alliance Marketing reported EBITDA of $29.7 million in
1998 compared with $73.9 million in 1997, a 60% decrease primarily due to
the non-cash write-down of intangible assets in the National Library of Poetry
business and higher marketing expenses, including a higher level of investment
in the Company's Interactive Membership Services unit, which were incurred in
the current period without a corresponding revenue benefit under the new
accounting policy.  EBITDA in the Company's Other segment was a loss of
$28.7 million in 1998, excluding investigation costs, compared with income of
$57.9 million in 1997, driven primarily by the reduction of the Company's
interest in Avis-Rent-A-Car and the write-off of NetGrocer.  Net income in the
Other segment was affected by a $26.6 million after tax increase in interest
expense and minority interest, due to the Company's 1998 acquisitions of
Harpur Group, Jackson Hewitt and National Parking Corp., and additional
investments in NRT Incorporated.
    Statements about future results made in this release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform act of 1995.  These statements are based on current
expectations and the current economic environment.  The Company cautions that
these statements are not guarantees of future performance.  They involve a
number of risks and uncertainties that are difficult to predict.  Actual
results could differ materially from those expressed or implied in the
forward-looking statements.  Important assumptions and other important factors
that could cause actual results to differ materially from those in the
forward-look statements are specified in the Company's Annual Report on Form
10-K/A for the year ended December 31, 1997.
    Cendant is the world's premier provider of consumer and business services.
The Company operates in three principal segments: Travel Services, Real Estate
Services and Alliance Marketing.  In Travel Services, Cendant is the leading
franchisor of hotels and rental car agencies worldwide; the largest provider
of vacation exchange services; a leading fleet management company; the UK's
largest private car park operator; and a leading motorist assistance group in
the UK.  In Real Estate Services, Cendant is the world's largest franchisor of
residential real estate brokerage offices, a major provider of mortgage
services to consumers and a global leader in corporate employee relocation.
In Alliance Marketing, Cendant provides access to insurance, travel, shopping,
auto, and other services, primarily through direct marketing to customers of
its affinity partners.  Headquartered in Parsippany, NJ, the Company has more
than 40,000 employees and operates in over 100 countries.

    Third Quarter Financial Results - As Reported
    (Dollars in millions, except per share amounts)

                                       1998            1997         % change
    Revenues                        1,457.8         1,186.5            23
    Expenses (1)                    1,247.0           845.8            47
    Income before income
     taxes and minority interest      210.8           340.7           (38)

    Income from continuing
     operations                       123.1           203.0           (40)
    Loss from discontinued
     operations (2)                  (12.1)             (.4)           --
    Net income                        111.0           202.6           (46)

    EBITDA - continuing
     operations (3)                   330.7           413.1           (20)

    Earnings per share - diluted
    Continuing operations               .14             .23           (39)
    Discontinued operations           (.01)              --            --
    Net income                          .13             .23           (43)

    Earnings per share - basic
    Continuing operations               .14             .25           (44)
    Discontinued operations           (.01)              --            --
    Net income                          .13             .25           (48)

    Weighted average
     shares - diluted                 877.3           889.0            --

    (1) 1998 includes $76.4 million of costs associated with the investigation
        of previously disclosed irregularities at the former CUC International
        including the severance payment to the Company's former chairman and
        $50.0 million with respect to the non-cash write-off of the Company's
        equity investment in NetGrocer and the goodwill associated with the
        National Library of Poetry.
    (2) Discontinued operations include Hebdo Mag classified advertising unit
        and the Cendant Software unit.
    (3) Earnings before interest, taxes, depreciation and amortization.

    Third Quarter Financial Results - As Adjusted
    (Dollars in millions, except per share amounts)
    The following 1998 results were adjusted for a third quarter pre-tax
    charge of $76.4 million, or $0.06 per share after tax, associated with
    the investigation of previously disclosed accounting irregularities and
    related charges at the former CUC International and a third quarter
    non-cash pre-tax charge of $50.0 million, or $0.04 per share after tax,
    associated with the write-off of the Company's investment in NetGrocer
    and the goodwill associated with the National Library of Poetry.  The
    following 1997 results were adjusted to exclude $0.03 per share reflecting
    the reduction in the Company's ownership of Avis-Rent-A-Car from 100% in
    1997 to 20% in 1998, and certain one-time gains.

                                       1998            1997         % change
    Revenues                        1,457.8         1,111.1            31
    Expenses                        1,120.6           822.6            36
    Income before income
     taxes and minority interest      337.2           288.5            17

    Income from continuing
     operations                       203.9           171.9            19
    Loss from discontinued
     operations (1)                  (12.1)             (.4)           --
    Net income                        191.8           171.5            12

    EBITDA - continuing
     operations (2)                   457.1           359.8            27

    Earnings per share - diluted
    Continuing operations               .24             .20            20
    Discontinued operations           (.01)              --            --
    Net income                          .23             .20            15

    Earnings per share - basic
    Continuing operations               .24             .21            14
    Discontinued operations           (.01)              --            --
    Net income                          .23             .21            10

    Weighted average
     shares - diluted                 877.3           889.0            --

    (1) Discontinued operations include Hebdo Mag classified advertising unit
        and the Cendant Software unit.
    (2) Earnings before interest, taxes, depreciation and amortization.

    Nine Months Ended September 30 Financial Results - As Reported
    (Dollars in millions, except per share amounts)

                                       1998            1997        % change
    Revenues                        3,865.1         3,139.8            23
    Expenses (1)                    3,095.8         2,654.1            17
    Income before income
     taxes and minority interest      769.3           485.7            58

    Income from continuing
     operations before cumulative
      effect of accounting change     461.9           247.3            87
    Cumulative effect of
     accounting change                   --          (283.1)           --
    Loss from discontinued
     operations (2)                  (25.0)           (12.2)         (104)
    Net income                        436.9           (48.0)            --

    EBITDA - continuing
     operations (3)                 1,083.4           697.4            55

    Earnings per share - diluted
    Continuing operations               .53             .29            83
    Discontinued operations           (.03)            (.01)           (2)
    Income before cumulative
     effect of accounting change        .50             .28            79
    Cumulative effect of
     accounting change                   --            (.32)           --
    Net income                          .50            (.04)           --

    Earnings per share - basic
    Continuing operations               .55             .31            77
    Discontinued operations           (.03)            (.02)          (50)
    Income before cumulative
     effect of accounting change        .52             .29            79
    Cumulative effect of
     accounting change                   --            (.35)           --
    Net income                          .52            (.06)           --

    Weighted average
     shares - diluted                 895.0           877.1            --

    (1) 1998 includes $108.6 million of costs associated with the
        investigation of previously disclosed irregularities at the former CUC
        International including the severance payment to the Company's former
        chairman and $50.0 million with respect to the non-cash write-off of
        the Company's equity investment in NetGrocer and the goodwill
        associated with the National Library of Poetry.The nine months ended
        September 30, 1998 also includes a net credit of $24.4 million to
        merger related costs and other unusual charges primarily as a result
        of changes to the original estimate of costs to be incurred.
    (2) Discontinued operations includes Hebdo Mag classified advertising
        unit and the Cendant Software unit.
    (3) Earnings before interest, taxes, depreciation and amortization.

    Segment Results -- As Reported
    (Dollars in Millions)

    Third Quarter Ended September 30, 1998
                                                     Revenues
                                       1998            1997        % change

    Travel                            564.4           354.9            59
    Real Estate                       360.0           281.2            28
    Alliance Marketing                499.1           437.6            14
    Other                              34.3           112.8            (70)

    Continuing Operations (1)       1,457.8         1,186.5            23

    Discontinued Operations (3)       184.6           142.0            30

    Total                           1,642.4         1,328.5            24

    Third Quarter Ended September 30, 1998

                               EBITDA (2)                     EBITDA Margin
                     1998         1997     % change         1998        1997
    Travel          209.2        150.5           39           37          42
    Real Estate     196.9        130.8           51           55          47
    Alliance
     Marketing       29.7         73.9          (60)           6          17
    Other          (105.1)        57.9           --           --          51

    Continuing
    Operations (1)  330.7        413.1          (20)          23          35

    Discontinued
    Operations (3)   (2.8)        11.4          125           (2)          8

    Total           327.9        424.5          (23)          20          32

    Nine Months Ended September 30, 1998
                                                   Revenues
                                       1998            1997         % change
    Travel                          1,415.4         1,015.0            40
    Real Estate                       993.9           726.7            37
    Alliance Marketing              1,248.3         1,123.9            11
    Other                             207.5           274.2            (24)

    Continuing Operations (1)       3,865.1         3,139.8            23

    Discontinued Operations (3)       548.1           407.2            35

    Total                           4,413.2         3,547.0            24


    Nine Months Ended September 30, 1998

                            EBITDA (2)                         EBITDA Margin
                     1998         1997     % change         1998        1997
    Travel          595.3        384.3           55           42          38
    Real Estate     490.3        237.6          106           49          33
    Alliance
     Marketing       18.3        136.6          (87)           2          12
    Other          (20.5)        (61.1)         (67)         (10)        (22)

    Continuing
    Operations (1)1,083.4        697.4           55           28          22

    Discontinued
    Operations (3)   22.3         18.7           20            4           5

    Total         1,105.7        716.1           54           25          20

    (1) 1998 includes $76.4 million and $108.6 million of costs associated
        with the investigation of previously disclosed irregularities at the
        former CUC International including the severance payment to the
        Company's former chairman for the three months and nine months,
        respectively.  The three months and nine months ended September 30,
        1998 also includes $50.0 million with respect to the non-cash write-
        off of the Company's equity investment in NetGrocer and the goodwill
        associated with the National Library of Poetry.  The nine months ended
        September 30, 1998 also includes a net credit of $24.4
        million to merger related costs and other unusual charges primarily as
        a result of changes to the original estimate of costs to be incurred.
    (2) Earnings before interest, taxes, depreciation and amortization.
    (3) Discontinued operations includes Hebdo Mag classified advertising
        unit and the Cendant Software unit.

    Segment Revenues - As Reported
    (Dollars in Millions)
                                                        Nine Months Ended
                          3Q Ended September 30            September 30
                                              %                           %
                        1998       1997  Change     1998      1997   Change
    Travel
    Lodging            137.5      124.5      10    349.3     322.4        8
    Timeshare          106.7       86.9      23    307.1     265.9       16
    Car Rental          47.0       41.4      14    140.2     114.5       23
    Fleet               94.8       73.9      28    287.5     244.6       18
    Other              178.4       28.2     532    331.3      67.6      390
    Total Travel       564.4      354.9      59  1,415.4   1,015.0       40

    Real Estate
    Franchise          126.7       98.3      29    342.5     237.4       44
    Relocation         130.8      112.0      17    340.7     308.2       11
    Mortgage            79.9       51.6      55    251.8     127.8       97
    Other               22.6       19.3      17     58.9      53.3       10
    Total Real Estate  360.0      281.2      28    993.9     726.7       37

    Alliance Marketing
    Individual         201.6      171.0      18    548.5     493.7       11
    Insurance
     Wholesale         135.5      118.5      14    406.3     349.1       16
    Lifestyle          162.0      148.1       9    293.5     281.1        4
    Total Alliance
     Marketing         499.1      437.6      14  1,248.3   1,123.9       11

    Other               34.3      112.8     (70)   207.5     274.2     (24)

    Total
    Continuing       1,457.8    1,186.5      23  3,865.1   3,139.8       23

    Discontinued
     Operations
    Hebdo Mag           65.2       51.3      27    202.4     145.8       39
    Software           119.4       90.7      32    345.7     261.4       32
    Total              184.6      142.0      30    548.1     407.2       35

    Total
    Company          1,642.4    1,328.5      24  4,413.2   3,547.0       24