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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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February 4, 1998 (February 4, 1998)
(Date of Report (date of earliest event reported))
Cendant Corporation
(Exact name of Registrant as specified in its charter)
Delaware 1-10308 06-0918165
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification Number)
6 Sylvan Way
Parsippany, New Jersey 07054
(Address of principal executive office) (Zip Code)
(973) 428-9700
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if applicable)
Item 5. Other Events
On December 17, 1997, Cendant Corporation (the "Company"), formerly named CUC
International Inc. ("CUC") completed a merger with HFS Incorporated ("HFS") (the
"Merger") which was accounted for as a pooling of interests.
To qualify for pooling of interests accounting, the Securities and Exchange
Commission in its Accounting Series Release No. 135 ("ASR No. 135") prohibits
affiliates of a company that is a party to a business combination from selling
any common stock received in such business combination accounted for as a
pooling of interests until such time as financial results covering at least 30
days of post-merger combined operations have been published, other than sales in
a de minimis amount. In accordance with ASR No. 135 and certain provisions of
the Agreement and Plan of Merger dated as of May 27, 1997, between CUC and HFS,
the combined results of operations for the month ended January 31, 1998 were as
follows:
Net revenue $ 450,635
Net income $ 70,586
The above results have been prepared and published only for purposes of
complying with the above contractual requirements and with pooling of interests
accounting requirements and therefore are not indicative or predictive of
results for any interim period or for the calendar year ended December 31, 1998.
SIGNATURES
Pursuant to 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 hereunto duly authorized.
CENDANT CORPORATION
By: /s/ Scott E. Forbes
Scott E. Forbes
Senior Vice President-Finance
and Chief Accounting Officer
Date: February 4, 1998