Cendant Corporation 9 West 57th Street New York, New York 10019 (212) 413-1800 February 23, 2001 Ms. Suzanne Hayes Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Cendant Corporation Form S-3, filed February 14, 2000 Registration Number 333-30314 Dear Ms. Hayes: Pursuant to Rule 477 of the Securities Act of 1933, as amended, Cendant Corporation hereby requests that the Registration Statement on Form S-3, File Number 333-30314, relating to shares of common stock of Cendant Corporation (the "Move.com stock"), be withdrawn, effective immediately. As a result of the sale of the Move.com business, Cendant Corporation no longer intends to sell the Move.com stock. Cendant Corporation further advises that no Move.com stock sought to be registered pursuant to the Registration Statement referenced above have been sold. Please contact Vincent J. Pisano at (212) 735-2718, should you require further information or have any questions. Very truly yours, /s/ Eric J. Bock ---------------------- Senior Vice President, Law and Corporate Secretary cc: Securities and Exchange Commission Paula Dubberly Donna Di Silvio Hugh Miller Skadden, Arps, Slate, Meagher & Flom LLP Vincent J. Pisano