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

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


                        October 5, 1998 (October 5, 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

Termination  of Providian  Acquisition  Agreement.  On October 5, 1998,  Cendant
Corporation  (the  "Company")  announced that it had terminated its agreement to
acquire  Providian Auto and Home Insurance  Company and its subsidiaries from an
Aegon N.V. subsidiary. The termination date in the acquisition agreement for the
Providian  companies had  previously  passed on September 30, 1998.  The Company
noted that several  representations  and covenants in the acquisition  agreement
had not been  fulfilled and that the conditions to closing had not been met. 


Item 7.   Exhibits

Exhibit
   No.    Description

99.1      Press Release: Cendant Corporation Terminates Agreement to Acquire
          Providian Insurance Companies, dated October 5, 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:  October 5, 1998



























                                                       





                               CENDANT CORPORATION
                           CURRENT REPORT ON FORM 8-K
                 Report Dated October 5, 1998 (October 5, 1998)


                                  EXHIBIT INDEX


Exhibit
   No.    Description

99.1      Press Release: Cendant Corporation Terminates Agreement to Acquire 
          Providian Insurance Companies, dated October 5, 1998.






EXHIBIT 99.1

                                                           FOR IMMEDIATE RELEASE


               CENDANT CORPORATION TERMINATES AGREEMENT TO ACQUIRE
                          PROVIDIAN INSURANCE COMPANIES



PARSIPPANY, NJ, October 5, 1998 -- Cendant Corporation (NYSE:CD) today announced
it has  terminated  its agreement to acquire  Providian  Auto and Home Insurance
Company and its subsidiaries from an Aegon N.V. subsidiary. The termination date
in Cendant's  agreement to acquire the Providian companies had previously passed
on September 30, 1998. Cendant noted that several  representations and covenants
in the  acquisition  agreement  had not been  fulfilled  and the  conditions  to
closing had not been met.  Cendant stated that it did not pursue an extension of
the termination date of the agreement because the Providian  companies no longer
met Cendant's acquisition criteria.

Cendant  (NYSE:CD)  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.



Media Contact:                                       Investor Contact:
Elliot Bloom                                         Dennis L. Gillen
VP, Corporate Communications                         VP, Investor Relations
973-496-8414                                         973-496-7303