SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  ------------


                                    Form 8-K
              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                  ------------


                          July 15, 1998 (July 14, 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

On July 14, 1998,  Cendant  Corporation  supplied  supplemental  information  in
connection with its announcement earlier that day regarding the investigation of
accounting irregularities and accounting errors at the former CUC International.

The  supplemental  information is set forth in the press release attached hereto
as Exhibit 99.1 which is  incorporated  herein by  reference in its  entirety.On
July 15, 1998, the Company  reaffirmed its intention to complete the acquisition
of American Bankers Insurance Group, Inc. The Company expects the transaction to
close during the fourth quarter, following conclusion of the regulatory process.
The press release  relating to the foregoing is attached  hereto as Exhibit 99.2
and is incorporated herein by reference in its entirety.

Item 7.   Exhibits

Exhibit
   No.            Description

99.1              Press Release: Cendant Provides Additional Information 
                  Relating to Restatement for 1997 and 1996 and 1995, dated July
                  14, 1998.

99.2              Press Release: Cendant Reaffirms Intention to Complete ABI 
                  Transaction, dated July 15, 1998.

                                                       





                                    SIGNATURE



     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/     James E. Buckman
                                         James E. Buckman
                                         Senior Executive Vice President
                                         and General Counsel


Date: July 15, 1998



























                                                       





                               CENDANT CORPORATION
                           CURRENT REPORT ON FORM 8-K
                   Report Dated July 15, 1998 (July 14, 1998)


                                  EXHIBIT INDEX


Exhibit No.       Description

99.1              Press  Release:   Cendant  Provides   Additional   Information
                  Relating to Restatement for 1997 and 1996 and 1995, dated July
                  14, 1998.

99.2              Press Release: Cendant Reaffirms Intention to Complete ABI 
                  Transaction,  dated July 15, 1998.




EXHIBIT 99.1

                                                           FOR IMMEDIATE RELEASE


               CENDANT PROVIDES ADDITIONAL INFORMATION RELATING TO
                         RESTATEMENTS FOR 1996 AND 1995


Parsippany,  NJ and Stamford,  CT, July 14, 1998C Cendant Corporation  (NYSE:CD)
today  supplied  supplemental  information in connection  with its  announcement
earlier today  regarding the  investigation  of  accounting  irregularities  and
accounting errors at the former CUC International.

Cendant  said that 1996 and 1995 will be impacted by many of the same items that
affected 1997. These items include the improper use of merger reserves, improper
revenue  recognition  and delayed  recognition of membership  cancellations.  In
addition,  Cendant said, CUC also overstated its quarterly  results by recording
fictitious revenues.

The amounts that are expected to be restated from accounting irregularities are,
on a pre-tax  basis,  approximately  $150  million for 1996 and $100 million for
1995.  The Company noted there may also be  accounting  errors found in 1996 and
1995, but that information is not yet available.

Certain matters discussed in the news release are forward-looking statements, as
defined  in  the  Private  Securities   Litigation  Reform  Act  of  1995.  Such
forward-looking  statements  are subject to a number of known and unknown  risks
and  uncertainties  including,  but not  limited  to,  the  outcome of the Audit
Committee's investigation; uncertainty as to the Company's future profitability;
the Company's ability to develop and implement operational and financial systems
to manage rapidly growing operations;  competition in the Company's existing and
potential  future  lines of business;  the  Company's  ability to integrate  and
operate  successfully  acquired  businesses and the risks  associated  with such
businesses;  the Company's  ability to obtain  financing on acceptable  terms to
finance the Company's  growth strategy and for the Company to operate within the
limitations  imposed by  financing  arrangements;  uncertainty  as to the future
profitability  of acquired  businesses;  and other  factors.  Other  factors and
assumptions  not identified  above were also involved in the derivation of these
forwardlooking  statements,  and the  failure  of such other  assumptions  to be
realized  as well as other  factors  may also  cause  actual  results  to differ
materially  from those  projected.  The Company  assumes no obligation to update
these  forward-looking   statements  to  reflect  actual  results,   changes  in
assumptions  or  changes  in  other  factors   affecting  such   forward-looking
statements.








Cendant  (NYSE:CD)  is the world's  premier  provider of consumer  and  business
services.  Cendant  operates in three principal  segments:  Alliance  Marketing,
Travel and Real Estate Services.  Headquartered in Stamford,  CT and Parsippany,
NJ, the company has more than 40,000  employees,  operates in over 100 countries
and makes approximately 100 million customer contacts annually.

Media Contacts:
Elliot Bloom                                         Jim Fingeroth/Thomas Davies
(973) 496-8414                                       Kekst and Company
                                                     (212) 521-4800

Investor Contact:
David M.  Johnson
(973) 496-7909







EXHIBIT 99.2

                                                           FOR IMMEDIATE RELEASE

             CENDANT REAFFIRMS INTENTION TO COMPLETE ABI TRANSACTION

PARSIPPANY, NJ, and STAMFORD, CT, July 15, 1998 -- Cendant Corporation (NYSE:CD)
today  reaffirmed its intention to complete the acquisition of American  Bankers
Insurance  Group,  Inc.  (NYSE:ABI).  Cendant  expects the  transaction to close
during the fourth quarter, following conclusion of the regulatory process.

Henry R. Silverman, President and Chief Executive Officer of Cendant, reiterated
his confidence in the validity of the strategic  rationale for the  acquisition,
especially the anticipated  synergies in cross-marketing  Cendant's products and
services with ABI.

In March, Cendant and ABI reached an agreement under which Cendant would acquire
ABI  for  cash  and  stock  valued  at $67  per  ABI  share,  for  an  aggregate
consideration of approximately $3.1 billion. Under the agreement,  Cendant would
acquire 51% of ABI through a cash  tender  offer,  followed by a merger in which
Cendant  would  deliver  Cendant  shares with a value of $67 for each  remaining
share of ABI common stock outstanding.

Cendant  (NYSE:CD)  is the world's  premier  provider of consumer  and  business
services.  Cendant  operates in three principal  segments:  Alliance  Marketing,
Travel and Real Estate Services.  Headquartered in Stamford,  CT and Parsippany,
NJ, the company has more than 40,000  employees,  operates in over 100 countries
and makes approximately 100 million customer contacts annually.

Certain matters discussed in the news release are forward-looking statements, as
defined  in  the  Private  Securities   Litigation  Reform  Act  of  1995.  Such
forward-looking  statements  are subject to a number of known and unknown  risks
and  uncertainties  including,  but not  limited  to,  the  outcome of the Audit
Committee's investigation; uncertainty as to the Company's





future profitability; the Company's ability to develop and implement operational
and financial systems to manage rapidly growing  operations;  competition in the
Company's existing and potential future lines of business; the Company's ability
to  integrate  and  operate  successfully  acquired  businesses  and  the  risks
associated with such  businesses;  the Company's  ability to obtain financing on
acceptable terms to finance the Company's growth strategy and for the Company to
operate within the limitations imposed by financing arrangements; uncertainty as
to the future  profitability of acquired  businesses;  and other factors.  Other
factors  and  assumptions  not  identified  above  were  also  involved  in  the
derivation  of these  forwardlooking  statements,  and the failure of such other
assumptions  to be  realized  as well as other  factors  may also  cause  actual
results  to differ  materially  from those  projected.  The  Company  assumes no
obligation to update these forward-looking statements to reflect actual results,
changes   in   assumptions   or  changes  in  other   factors   affecting   such
forward-looking statements.

Media Contacts:
Elliot Bloom                                Jim Fingeroth/Thomas Davies
(973) 496-8414                              Kekst and Company
                                            (212) 521-4800
Investor Contact:
David Johnson
(973) 496-7909