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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CENDANT CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 06-0918165
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State of incorporation of Organization I.R.S. Employer Identification No.:
Cendant Corporation
9 West 57th Street
New York, NY 10019
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(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of registration of a class of
securities pursuant to securities pursuant to Section
Section 12(b) of the 12(g) of the Exchange Act and is
Exchange Act and is effective effective pursuant to the
pursuant to the general general Instruction A. (d)
Instruction A. (c) please check please check the following box. ( )
the following box. (X)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
New Growth PRIDES New York Stock Exchange
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The classes of securities to be registered hereby are the New
Growth PRIDES of Cendant Corporation, a Delaware corporation.
For a description of the New Growth PRIDES, reference is made to
Amendment No. 1 to the Registration Statement on Form S-3 of Cendant
Corporation, among other registrants (Registration No. 333-78447), filed
with the Securities and Exchange Commission on July 12, 1999 (as so amended,
the "Registration Statement"), and the form of a prospectus for the New
Growth PRIDES, included therein, which description is incorporated herein
by reference. Definitive copies of the prospectus and of a prospectus
supplement describing the New Growth PRIDES will be filed pursuant to Rule
424(b) under the Securities Act of 1933, as amended, and shall be
incorporated by reference into this Registration Statement on Form 8-A.
Item 2. Exhibits
1. Form of Purchase Contract Agreement, between Cendant
Corporation and The First National Bank of Chicago, as
Purchase Contract Agent (incorporated herein by reference to
Exhibit 4.8 to the Registration Statement).
2. Form of Pledge Agreement, among Cendant Corporation, The
Chase Manhattan Bank, as Collateral Agent, and The First
National Bank of Chicago, as Purchase Contract Agent
(incorporated herein by reference to Exhibit 4.9 to the
Registration Statement).
3. Form of Growth PRIDES (incorporated herein by reference to
Exhibit 4.14 to the Registration Statement).
4. Form of Amended and Restated Declaration of Trust, between
James E. Buckman and Michael P. Monaco as Regular Trustees,
Cendant Corporation and Wilmington Trust Company as
Institutional Trustee (incorporated herein by reference to
Exhibit 4.6 to the Registration Statement).
5. Form of Preferred Security (incorporated herein by reference
to Exhibit 4.12 to the Registration Statement).
6. Form of Second Supplemental Indenture, among Cendant
Corporation and The Bank of Nova Scotia Trust Company of New
York as Indenture Trustee (incorporated herein by reference
to Exhibit 4.10 to the Registration Statement).
7. Form of Senior Debenture (incorporated herein by reference
to Exhibit 4.11 to the Registration Statement).
8. Form of Preferred Securities Guarantee Agreement, among
Wilmington Trust Company as Institutional Trustee and
Cendant Corporation (incorporated herein by reference to
Exhibit 4.7 to the Registration Statement).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registration has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
CENDANT CORPORATION
Dated: July 13, 1999 By: /s/ James E. Buckman
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James E. Buckman
Senior Executive Vice President
and General Counsel