SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
Form 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the fiscal year ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from __________ to __________
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Commission File No. 1-11402
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Cendant Corporation
Employee Savings Plan
(Full title of the Plan)
Cendant Corporation
(Name of issuer of the securities held pursuant to the Plan)
9 West 57th Street
New York, New York 10019
(Address of principal executive office)
<PAGE>
Cendant Corporation
Employee Savings Plan
Financial Statements for the Years Ended
December 31, 1998 and 1997
INDEX
Description
Independent Auditors' Report
Statements of Net Assets Available for Benefits
as of December 31, 1998 and 1997
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 1998 and 1997
Notes to Financial Statements
Item 27a -Schedule of Assets Held for Investment Purposes
as of December 31, 1998
Item 27d - Schedule of Reportable Transactions for the Year
ended December 31, 1998
Schedules required under the Employee Retirement Income Security Act of 1974
("ERISA"), other than the schedules listed above, are omitted because of the
absence of the conditions under which they are required.
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Trustees and Participants of
Cendant Corporation Employee Savings Plan
Parsippany, NJ 07054
We have audited the accompanying statements of net assets available for benefits
of the Cendant Corporation Employee Savings Plan (the "Plan") as of December 31,
1998 and 1997, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1998 and 1997, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of (1) assets
held for investment purposes as of December 31, 1998 and (2) reportable
transactions for the year ended December 31, 1998 are presented for the purpose
of additional analysis and are not a required part of the basic financial
statements but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974.
/s/ Deloitte & Touche LLP
Parsippany, New Jersey
June 28, 1999
<PAGE>
Cendant Corporation Employee Savings Plan
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1998 and 1997
<TABLE>
<CAPTION>
1998 1997
--------------- ---------------
<S> <C> <C>
ASSETS
Investments, at fair value $ 237,215,840 $ 76,862,504
Interest and dividends receivable 45,216 25,420
Contributions receivable from:
Participants 132,332 172,325
Employer 45,365 38,414
--------------- ---------------
NET ASSETS AVAILABLE FOR BENEFITS $ 237,438,753 $ 77,098,663
=============== ===============
</TABLE>
-See notes to financial statements-
<PAGE>
Cendant Corporation Employee Savings Plan
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1998 and 1997
<TABLE>
<CAPTION>
1998 1997
--------------- ---------------
<S> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Contributions:
Participants $ 17,950,966 $ 6,447,240
Employer 7,083,449 1,459,001
Rollovers 155,518,084 35,596,085
--------------- ---------------
Total contributions 180,552,499 43,502,326
--------------- ---------------
Investment income:
Net (depreciation)appreciation in fair value of investments (13,637,397) 3,463,920
Interest and dividends 6,741,369 3,288,012
--------------- ---------------
Total investment (losses) income (6,896,028) 6,751,932
---------------- ---------------
Total additions 173,656,471 50,254,258
--------------- ---------------
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 13,303,410 4,008,906
Trustee fees 12,971 8,199
--------------- ---------------
Total deductions 13,316,381 4,017,105
--------------- ---------------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 160,340,090 46,237,153
--------------- ---------------
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR 77,098,663 30,861,510
--------------- ---------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR $ 237,438,753 $ 77,098,663
=============== ===============
</TABLE>
-See notes to financial statements-
<PAGE>
Cendant Corporation Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN
The following description of the Cendant Corporation Employee Savings Plan
(the "Plan") provides only general information. Participants should refer
to the Plan agreement for a more complete description of the Plan's
provisions.
The Plan, established July 2, 1990 and amended and restated as of January
1, 1998, is a defined contribution plan established for certain eligible
employees of Cendant Corporation ("Cendant" or the "Company") that provides
Internal Revenue Code Section 401(k) employee salary deferral benefits and
additional employer contributions for the Company's employees. In December
1997, HFS Incorporated merged with and into and CUC International Inc.
("CUC"), and the resultant merged company was renamed Cendant Corporation.
Each of the existing employee savings plans of the merged companies are
currently being maintained. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"). In connection
with the amendment and restatement, effective January 1, 1998, certain
provisions of the Plan were revised, including eligibility requirements,
Company matching contributions and the vesting of Plan benefits. The Plan
was also amended various times during 1997 and 1998 to allow for existing
plans of companies acquired by Cendant to be combined into the Plan (see
"Rollovers").
The following is a summary of certain Plan provisions:
a. Eligibility - Each regular employee (as defined in the Plan) of the
Company is eligible to participate in the Plan on the entry date
following both attainment of age 18 and completion of six months of
service.
b. Employee contributions - An employee may elect to make pre-tax
contributions up to fifteen percent of annual compensation up to a
maximum of $10,000 and $9,500 for 1998 and 1997, respectively.
c. Employer contributions - The Company makes contributions to the Plan
equal to one hundred percent (100%) of all eligible employees' salary
deferral up to three percent (3%) of the employee compensation. An
additional discretionary employer contribution may be made, equal to up
to fifty percent (50%) of the employees' salary deferral contributions
over three percent (3%) of the employees' compensation, up to a maximum
of six percent (6%) of the employees' compensation.
d. Rollovers - All employees, upon commencement of employment, are
provided the option of making a rollover contribution into the Plan in
accordance with Internal Revenue Service ("IRS") regulations.
In April 1997, the Company acquired PHH Corporation ("PHH")by merger.
PHH is a leading provider of mortgage, relocation and fleet management
services. On May 1, 1998, the PHH Corporation Employee Investment Plan
(the "PHH Plan") which, at such time, was comprised of $152.2 million
in assets, was merged into the Plan (the "Plan Merger"). Coincident
with the Plan Merger, PHH Plan participants became participants in the
Plan. Accordingly, the transfer of each of the participants' PHH Plan
assets that existed at the transfer date were invested in comparable
investment categories in proportionate amounts within the Plan and
maintained the same vesting schedule as was in effect under the PHH
Plan. Effective as of the date of the Plan Merger, investment options
for participants under the PHH Plan were terminated and all future
contributions were invested in options available under the Plan and are
subject to the provisions of the Plan.
In connection with companies previously acquired by Cendant, plan
assets associated with the qualified plans of Century 21 of Eastern
Pennsylvania Inc., Century 21 of the MidAtlantic States, Inc. and
portions of the Coldwell Banker Corporation Plan were merged into the
Plan. Also, in 1997 the Company sold a majority of its interest in the
car rental operations of Avis, Inc. by offering stock in its
subsidiary, Avis Rent A Car, Inc. ("ARAC"), to the public but retained
the business consistent with its service provider profile, including
the subsidiary of Avis, Inc. that provides reservation and technology
services to ARAC ("Wizcom"). In 1997, the account balances of Wizcom
employees were transferred from the ARAC 401-k plan into the Plan. As a
result of the aforementioned plan transfers, $152.2 million and $34.4
million of assets were merged into the Plan in 1998 and 1997,
respectively, and are included in Contributions - Rollovers in the
Statements of Changes in Net Assets Available for Benefits for the
years ended December 31, 1998 and 1997.
e. Vesting Schedule - Employer contributions credited to accounts of
employees who commenced employment on or subsequent to January 1, 1998
shall vest according to the following schedule:
Years of Vested
Service Interest
-------- --------
Fewer than 1 0%
1 34%
2 67%
3 100%
Employer contributions credited to accounts of employees who commenced
employment prior to January 1, 1998 shall continue to be 100% vested in
such contributions.
f. Termination - Although the Company has not expressed any intention to
do so, the Company reserves the right to modify, suspend, amend or
terminate the Plan in whole or in part at any time subject to the
provisions of ERISA. If the Plan is terminated, the amounts credited to
the employer contribution accounts of all participants become fully
vested.
g. Loan Provision - Employees may borrow up to the lesser of $50,000 or
fifty percent of their vested balance, provided the vested balance is
at least one thousand dollars. Interest is charged at a commercial rate
and is secured by the vested balance. Loan repayments must be made
through payroll deductions over a term not to exceed five years unless
the proceeds of the loan are used to purchase the principal residence
of the employee, in which case the term is not to exceed fifteen years.
The loans bear interest at a rate commensurate with the prime sale plus
one percent. Principal and interest is paid ratably through monthly
payroll deductions.
h. Benefits Payable - Participants are entitled to withdraw all or any
portion of their after-tax contributions. Participants may make full or
partial withdrawals of funds in any of their accounts upon attaining
age 59 1/2 for for financial hardship, as defined in the Plan before
that age. Distributions to terminated employees are recorded in each
fund's financial statements when paid. Amounts payable to
participants who have terminated participation in the Plan were
approximately $1.3 million and $1.0 million at December 31, 1998 and
1997, respectively. These amounts will be reflected as liabilities in
the Plan's Form 5500 in accordance with Department of Labor
Regulations.
i. Forfeited Accounts - At December 31, 1998, forfeited nonvested accounts
totaled $7,097. These accounts will be used to reduce future employer
contributions.
<PAGE>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Basis of Presentation - The accompanying financial statements are
prepared on an accrual basis of accounting. All administrative costs of the
Plan, other than costs incurred to maintain participant loan accounts, were
paid by the Company.
b. Valuation of Investments - The Plan's investments are stated at fair
value. Securities traded on a national securities exchange are valued at
the last reported sales price on the last business day of the plan year.
The shares of registered investment companies are valued at the quoted
market price which represent the net asset value of shares held by the Plan
at year-end. Loans to participants are valued at cost, which approximates
fair value. Purchases and sales of securities are recorded on a trade-date
basis. Dividends are recorded on the ex-dividend date.
The change between the fair value and the cost of investments which are
held at each statement date is reflected as net (depreciation) appreciation
in fair value of investments in the statement of changes in net assets
available for benefits. The net realized gains (losses) on investments
is the difference between the proceeds received, after fees and expenses,
and the average cost of the investments sold.
The Plan's group annuity contract is valued at contract value. Contract
value represents contributions made under the contract, plus interest, less
funds used to pay benefits to participants.
c. Use of Estimates - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect reported amounts and related
disclosures. Actual results could differ from those estimates.
3. INVESTMENTS
Participants direct their contributions into any of the investment options
made available by the Plan. Participants may change their investment
allocations between funds on a daily basis.
The investment options available to participants as of December 31, 1998
consisted of the following:
a. Cendant Corporation Common Stock Fund - Participants may elect to
invest up to 50% of their account balance in the Company's common
stock which is an equity security publicly traded on the New York
Stock Exchange under the symbol "CD".
b. Merrill Lynch Equity Index Trust - This trust seeks investment
results that mirror those of the Standard & Poor's 500 Composite
Stock Price Index ("S&P 500"). The S&P 500 stocks will make up all,
or nearly all, of the fund assets. Trust assets of 5% to 10% may be
S&P 500 index futures and/or index Options.
c. Cendant Stable Value Fund - Certain contributions in this fund are
invested under contracts with major insurance companies providing a
high level of security for principal and a fixed rate of return.
Contributions made to this fund are invested in the Merrill Lynch
Retirement Preservation Trust which invests in high quality fixed
interest instruments. The fund is designed to provide the investor
with a defined rate of return and low risk of principal.
d. Merrill Lynch Corporate Bond Fund Inter-Term - This mutual fund
invests in corporate debt securities, primarily through high-quality
investment grade securities.
<PAGE>
e. Merrill Lynch Growth Fund - This mutual fund invests in securities
that are selling at discounts from price-to-book value ratios and
have dividend yields greater than the stock market average or
historic yields. Large capitalization issues will be emphasized, but
the fund has flexibility to invest in small capitalization companies
with similar value. The fund may invest up to 20% of total assets in
foreign securities.
f. Merrill Lynch Capital Fund - This mutual fund allows management to
shift emphasis based on its evaluation of changes in economic and
market trends. The fund's portfolio may be invested substantially in
equity securities, corporate bonds or money market securities. Over
longer periods, a major portion of the fund's portfolio will consist
of equity securities of larger market capitalization companies. The
fund may invest up to 25% of its total assets in foreign securities.
g. AIM Charter Fund - This balanced mutual fund seeks growth of capital
and current income by investing primarily in dividend-paying common
stocks. A significant portion of assets may also be held in cash or
other income-producing securities, including U.S. government
securities or debt securities.
h. Templeton Foreign Fund - This mutual fund seeks long-term capital
growth through investing in stocks and debt obligations of companies
and governments outside the United States.
i. AIM Weingarten Fund - This growth mutual fund seeks capital growth
by investing primarily in common stocks of leading U.S. companies
which have displayed strong earnings momentum or a significant
upsurge in earnings.
j. MFS Emerging Growth Fund - This mutual fund invests primarily in
common stocks of companies that are early in their life cycles and
have the potential to become major enterprises. The fund may also
invest in more established companies whose earning growth is
expected to accelerate due to new management, new products or
changes in consumer demand.
k. AIM Constellation Fund - This mutual fund seeks capital appreciation
by investing primarily in common stocks with emphasis on
medium-sized and smaller emerging growth companies.
l. Putnam New Opportunity Fund - This mutual fund seeks above-average
capital appreciation from rapidly growing sectors of the economy.
Fund management searches for companies with strong and expanded
earnings, committed management, freedom from excessive government
regulation, and substantial insider equity holdings.
m. Kobrick Capital Fund - This mutual fund seeks maximum capital
appreciation by investing primarily in equity securities of
companies with a wide range of capitalizations, including
undervalued special situations and emerging growth companies. The
fund may invest up to 35% of its total assets in other types of
securities, including corporate bonds.
n. Kobrick Emerging Growth Fund - This mutual fund seeks growth of
capital by investing in the equity securities of emerging growth
companies, primarily with small capitalizations. The fund may invest
up to 35% of its total assets in other types of securities,
including corporate bonds, or in larger, more mature companies.
<PAGE>
o. Kobrick Growth Fund - This mutual fund seeks to provide long-term
growth of capital by investing in the equity securities of large
capitalization companies. The fund may invest up to 35% of its total
assets in other types of securities, including corporate bonds, or
in small capitalization and emerging growth companies.
Participants should refer to each fund's prospectus for a more complete
description of the risks associated with each fund.
4. INVESTMENTS EXCEEDING 5% OF NET ASSETS
The following investments represent five percent or more of the Plan's net
assets available for benefits as of December 31, 1998 and 1997.
<TABLE>
<CAPTION>
1998 1997
--------------- --------------
<S> <C> <C>
Cendant Corporation Common Stock Fund $ 59,213,751 $ 9,484,939
Merrill Lynch Equity Index Trust 30,815,254 -
Cendant Stable Value Fund 40,344,312 9,164,634
AIM Charter Fund 40,914,605 6,624,132
AIM Constellation Fund - 5,789,319
Cash Fund - 23,485,046
Merrill Lynch Growth Fund - 4,796,664
Merrill Lynch Capital Fund - 3,870,574
--------------- --------------
$ 171,287,922 $ 63,215,308
=============== ==============
</TABLE>
5. INTERNAL REVENUE SERVICE STATUS
The Plan is qualified under section 401(a) of the Internal Revenue Code of
1986 (the "Code") and is exempt from taxation under section 501(a) of the
Code. The Plan received a favorable IRS determination letter dated May 21,
1996. The Plan has been amended since receiving the determination letter.
However, the Plan administrator believes that the Plan is currently
designed and being operated in compliance with the applicable requirements
of the Code and the related trust was tax exempt as of the financial
statement dates. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
<PAGE>
6. OTHER EVENTS
Company litigation
In April 1998, the Company publicly announced that it had discovered
accounting irregularities in the former business units of CUC. Such
discovery prompted investigations into such matters by the Company and the
Audit Committee of its Board of Directors. As a result of the findings from
the investigations, the Company restated its previously reported financial
results for 1997, 1996 and 1995. Since such announcement, more than 70
lawsuits claiming to be class actions, two lawsuits claiming to be brought
derivatively on the Company's behalf and several individual lawsuits have
been filed in various courts against the Company and other defendants. The
Court has ordered consolidation of many of the actions.
The Securities and Exchange Commission ("SEC") and the United States
Attorney for the District of New Jersey are conducting investigations
relating to the matters referenced above. The SEC advised the Company that
its inquiry should not be construed as an indication by the SEC or its
staff that any violations of law have occurred.
The Company does not believe it is feasible to predict or determine the
final outcome or resolution of these proceedings or to estimate the amounts
or potential range of loss with respect to these proceedings and
investigations. In addition, the timing of the final resolution of these
proceedings and investigations is uncertain. The possible outcomes or
resolutions of these proceedings and investigations could include
judgements against the Company or settlements and could require substantial
payments by the Company. However, the Company does not expect the outcome
from these proceedings to have any material adverse impact on the Plan. The
aforementioned matters resulted in a significant decline in the per share
price of the Company common stock and a corresponding diminution of the
Cendant Corporation common stock fund. At December 31, 1997 the closing per
share price of Company common stock was $34.375 compared to $ 19.125 at
December 31, 1998.
Termination of Proposed Acquisitions
During 1998, the Company terminated the pending acquisitions of American
Bankers Insurance Group, Inc., Royal Automobile Club Motoring Services and
Providian Auto and Home Insurance Company.
7. INVESTMENT CONTRACTS WITH INSURANCE COMPANIES
The Cendant Stable Value Fund primarily invested in investment contracts
providing a guaranteed return on principal invested over a specified time
period. Thereafter, contributions to such fund are invested in the Merrill
Lynch Retirement Preservation Trust. The crediting interest rates at
December 31, 1998 for various investment contracts ranged from 5.6% to 7.7%
and the average yields of the Cendant Stable Value Fund for the 1998 and
1997 plan years were 6.2% and 6.0%, respectively. All investment contracts
in the Cendant Stable Value Fund are fully benefit-responsive and are
recorded at contract value, which equals principal plus accrued interest.
The Cendant Stable Value Fund at December 31, 1998 and 1997 was $40,344,312
and $9,164,634, respectively, which approximated the fair value.
8. PARTY-IN-INTEREST
A portion of the Plan's investments are shares in a fund managed by Merrill
Lynch (see Note 3). Merrill Lynch is the custodian of these investments as
defined by the Plan and, therefore, these transactions qualify as
party-in-interest transactions.
<PAGE>
9. SUBSEQUENT EVENTS
Divestiture
On May 22, 1999, the Company, through its wholly-owned subsidiary, PHH,
executed an agreement with ARAC pursuant to which ARAC will acquire the net
assets of the Company's Fleet management segment for consideration of $1.8
billion. The transaction is subject to customary regulatory approvals and
is expected to close on or about June 30, 1999. The Company has not yet
determined what impact the disposition of its Fleet management segment
will have on the Plan assets.
Business Combinations
In January 1998, the Company completed the acquisition of Jackson Hewitt,
Inc. ("Jackson Hewitt"). Jackson Hewitt operates the second largest tax
preparation service franchise system in the United States.
In April 1998, the Company completed the acquisition of Credentials
Services International, Inc. ("CSI"). CSI is a service which provides
members with access to their personal credit information.
Plan transfers
During 1999, in connection with companies previously acquired by Cendant,
the Company completed the transfer of assets from the existing plans of
such acquired companies, including Electronic Realty Associates, Inc. and
CSI. In addition, during 1999, the accumulated plan benefits of the
reservation center employees of Avis, Inc. were transferred into the Plan.
The resulting plan transfers accounted for plan assets of $8.6 million
being merged into the Plan.
The Company expects to merge other existing qualified plans into the Plan
during 1999, including the plan assets of the Jackson Hewitt 401(k) Plan.
10. PLAN SUMMARY BY FUND
The following tables represent the statements of net assets available for
benefits, summarized by fund, as of December 31, 1998 and 1997 and the
statements of changes in net assets available for benefits for the years
ended December 31, 1998 and 1997.
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1998
<TABLE>
<CAPTION>
Merrill
Cendant Merrill Lynch Merrill Merrill
Corporation Lynch Cendant Corporate Lynch Lynch
Cash Company Equity Stable Bond Fund Growth Capital
Fund Stock Fund Index Trust Value Fund Inter-Term Fund Fund Subtotal
------- ----------- ----------- ----------- ---------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value $22,278 $59,213,751 $30,815,254 $40,344,312 $4,924,429 $6,194,947 $11,588,892 $153,103,863
Interest and dividends
receivable - - - - - - - -
Contributions receivable from:
Participants - - - - - - - -
Employer - - - - - - - -
------- ----------- ----------- ----------- ---------- ---------- ----------- ------------
Net assets available for benefits $22,278 $59,213,751 $30,815,254 $40,344,312 $4,924,429 $6,194,947 $11,588,892 $153,103,863
======= =========== =========== =========== ========== ========== =========== ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (Continued)
DECEMBER 31, 1998
<TABLE>
<CAPTION>
AIM Templeton AIM MFS AIM Putnam New Kobrick
Charter Foreign Weingarten Emerging Constellation Opportunity Capital
Subtotal Fund Fund Fund Growth Fund Fund Fund Fund Subtotal
------------ ----------- ---------- ---------- ----------- ----------- ----------- --------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments, at
fair value $153,103,863 $40,914,605 $6,976,956 $6,452,656 $ 4,653,525 $ 7,570,616 $ 9,772,062 $ 384,951 $229,829,234
Interest and
dividends
receivable - - - - - - - - -
Contributions
receivable from:
Participants - - - - - - - - -
Employer - - - - - - - - -
------------ ----------- ---------- ---------- ----------- ----------- ----------- ---------- ------------
Net assets available
for benefits $153,103,863 $40,914,605 $6,976,956 $6,452,656 $ 4,653,525 $ 7,570,616 $ 9,772,062 $ 384,951 $229,829,234
============ =========== ========== ========== =========== =========== =========== ========== ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (Concluded)
DECEMBER 31, 1998
<TABLE>
<CAPTION>
Kobrick Accrued
Emerging Kobrick Employee Amounts
Subtotal Growth Fund Growth Fund Loans Unallocated Total
------------- ------------- -------------- ------------- ------------ -------------
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value $ 229,829,234 $ 187,472 $ 41,368 $ 7,158,291 $ (525) $ 237,215,840
Interest and
dividends receivable - - - - 45,216 45,216
Contributions receivable from:
Participants - - - - 132,332 132,332
Employer - - - - 45,365 45,365
------------- ------------- -------------- ------------- ------------ -------------
Net assets available for
benefits $ 229,829,234 $ 187,472 $ 41,368 $ 7,158,291 $ 222,388 $ 237,438,753
============= ============= ============== ============= ============ =============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Cendant AIM AIM AIM
Stable Value Charter Weingarten Constellation
Fund Fund Fund Fund Subtotal
----------- ----------- ----------- ------------ -----------
<S> <C> <C> <C> <C> <C>
Assets
Investments, at fair value $ 9,164,634 $ 6,624,132 $ 3,071,778 $ 5,789,319 $24,649,863
Interest and
dividends receivable - - - - -
Contributions receivable from:
Participants - - - - -
Employer - - - - -
----------- ----------- ----------- ------------ -----------
Net assets available for
benefits $ 9,164,634 $ 6,624,132 $ 3,071,778 $ 5,789,319 $24,649,863
=========== =========== =========== ============ ===========
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (Continued)
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Cendant
Templeton Corporation Accrued
Foreign Common Employee Amounts
Subtotal Fund Stock Fund Loans Unallocated Subtotal
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value $24,649,863 $ 2,211,423 $ 9,484,939 $ 2,698,894 $ - $39,045,119
Interest and dividends receivable - - - - 25,420 25,420
Contributions receivable from:
Participants - - - - 172,325 172,325
Employer - - - - 38,414 38,414
----------- ----------- ----------- ----------- ----------- -----------
Net assets available for
benefits $24,649,863 $ 2,211,423 $ 9,484,939 $ 2,698,894 $ 236,159 $39,281,278
=========== =========== =========== =========== =========== ===========
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (Concluded)
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Merrill
MFS Merrill Merrill Lynch Putnam
Emerging Lynch Lynch Corporate New
Cash Growth Growth Capital Bond Fund Opportunity
Subtotal Fund Fund Fund Fund Inter-Term Fund Total
------------ ----------- ---------- ------------ ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments,
at fair value $ 39,045,119 $23,485,046 $1,459,126 $ 4,796,664 $ 3,870,574 $ 1,497,531 $ 2,708,444 $76,862,504
Interest and
dividends receivable 25,420 - - - - - - 25,420
Contributions receivable
from:
Participants 172,325 - - - - - - 172,325
Employer 38,414 - - - - - - 38,414
------------ ----------- ---------- ------------ ----------- ----------- ----------- -----------
Net assets available
for benefits $ 39,281,278 $23,485,046 $1,459,126 $ 4,796,664 $ 3,870,574 $ 1,497,531 $ 2,708,444 $77,098,663
============ =========== ========== =========== =========== =========== =========== ===========
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
Merrill
Cendant Lynch
Corporation Merrill Corporate
Company Lynch Cendant Bond Fund Merrill
Cash Stock Equity Stable Inter- Lynch Capital
Fund Fund Index Trust Value Fund Term Growth Fund Fund Subtotal
------------ ----------- ----------- ----------- --------- ------------ ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Participants $ (119,638) $ 816,789 $ 1,527,535 $ 4,111,475 $ 580,744 $ 1,568,701 $ 1,485,509 $ 9,971,115
Employer (4,239) 248,506 603,390 1,809,807 194,686 642,725 649,157 4,144,032
Rollovers (23,312,386) 68,289,564 26,613,973 26,127,756 2,178,948 4,950,099 6,741,596 111,589,550
------------ ---------- ---------- ---------- --------- ---------- ----------- ------------
Total contributions (23,436,263) 69,354,859 28,744,898 32,049,038 2,954,378 7,161,525 8,876,262 125,704,697
------------ ---------- ---------- ---------- --------- ---------- ----------- ------------
Investment income:
Net (depreciation)
appreciation in
fair value of
plan assets - (19,409,831) 2,794,907 - 38,141 (2,097,480) (431,958) (19,106,221)
Interest and dividends - 16,421 46,851 2,053,878 225,581 159,995 741,510 3,244,236
------------ ------------ ---------- ---------- --------- ---------- ----------- ------------
Total investment
(losses) income - (19,393,410) 2,841,758 2,053,878 263,722 (1,937,485) 309,552 (15,861,985)
------------ ------------ ---------- ---------- --------- ----------- ----------- ------------
Total additions (23,436,263) 49,961,449 31,586,656 34,102,916 3,218,100 5,224,040 9,185,814 109,842,712
------------ ----------- ---------- ---------- --------- ---------- ----------- ------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to
participants 26,490 2,234,314 901,134 3,508,305 359,805 903,631 866,099 8,799,778
Trustee fees 15 2,124 545 3,736 400 915 756 8,491
----------- ----------- ---------- ---------- --------- ---------- ----------- -----------
Total deductions 26,505 2,236,438 901,679 3,512,041 360,205 904,546 866,855 8,808,269
----------- ----------- ---------- ---------- --------- ---------- ----------- -----------
INTERFUND TRANSFERS - 2,003,801 130,277 588,803 569,003 (2,921,211) (600,641) (229,968)
----------- ----------- ---------- ---------- --------- ----------- ------------ -----------
NET (DECREASE) INCREASE
IN NET ASSETS
AVAILABLE FOR BENEFITS (23,462,768) 49,728,812 30,815,254 31,179,678 3,426,898 1,398,283 7,718,318 100,804,475
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING
OF YEAR 23,485,046 9,484,939 - 9,164,634 1,497,531 4,796,664 3,870,574 52,299,388
----------- ----------- ----------- ---------- ---------- ---------- ----------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $ 22,278 $59,213,751 $30,815,254 $40,344,312 $4,924,429 $ 6,194,947 $11,588,892 $153,103,863
=========== =========== =========== =========== ========== =========== =========== ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
(Continued)
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
MFS
AIM Templeton Emerging AIM Putnam New
Charter Foreign Weingarten Growth Constellation Opportunity
Subtotal Fund Fund Fund Fund Fund Fund Subtotal
------------ ---------- ---------- ---------- ---------- ------------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Participants $ 9,971,115 $ 2,937,745 $ 920,026 $ 855,539 $ 894,648 $ 941,527 $1,441,601 $ 17,962,201
Employer 4,144,032 1,239,193 343,010 267,400 275,184 328,182 469,919 7,066,920
Rollovers 111,589,550 28,651,662 7,699,747 157,776 397,837 346,428 2,146,694 150,989,694
------------ ----------- --------- ---------- ---------- ----------- ---------- ------------
Total contributions 125,704,697 32,828,600 8,962,783 1,280,715 1,567,669 1,616,137 4,058,214 176,018,815
------------ ----------- --------- ---------- --------- ----------- --------- ------------
Investment income:
Net (depreciation)
appreciation in fair
value of plan assets (19,106,221) 3,824,629 (2,032,625) 961,776 566,368 921,069 1,137,369 (13,727,635)
Interest and dividends 3,244,236 1,725,868 806,370 375,903 49,937 203,722 314,975 6,721,011
------------ ----------- --------- ---------- --------- ---------- --------- ------------
Total investment
(losses) income (15,861,985) 5,550,497 (1,226,255) 1,337,679 616,305 1,124,791 1,452,344 (7,006,624)
------------ ----------- --------- ---------- --------- ---------- --------- ------------
Total additions 109,842,712 38,379,097 7,736,528 2,618,394 2,183,974 2,740,928 5,510,558 169,012,191
------------ ----------- --------- ---------- --------- ---------- --------- ------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to
participants 8,799,778 2,111,231 484,556 417,456 150,543 915,118 363,158 13,241,840
Trustee fees 8,491 1,745 513 538 393 794 495 12,969
------------ ----------- --------- ---------- --------- ---------- --------- ------------
Total deductions 8,808,269 2,112,976 485,069 417,994 150,936 915,912 363,653 13,254,809
------------ ----------- ----------- ---------- --------- ---------- --------- ------------
INTERFUND TRANSFERS (229,968) (1,975,648) (2,485,926) 1,180,478 1,161,361 (43,719) 1,916,713 (476,709)
------------- ------------ --------- ---------- --------- ---------- ---------- ------------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 100,804,475 34,290,473 4,765,533 3,380,878 3,194,399 1,781,297 7,063,618 155,280,673
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING
OF YEAR 52,299,388 6,624,132 2,211,423 3,071,778 1,459,126 5,789,319 2,708,444 74,163,610
------------ ----------- ---------- ---------- ---------- ---------- --------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $153,103,863 $40,914,605 $6,976,956 $6,452,656 $4,653,525 $7,570,616 $9,772,062 $229,444,283
============ =========== ========== ========== ========== ========== ========== ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
(Concluded)
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
Kobrick
Kobrick Emerging Kobrick Accrued
Capital Growth Growth Employee Conversion Amounts
Subtotal Fund Fund Fund Loans Loans Unallocated Total
------------ -------- -------- -------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Employer $ 17,962,201 $ 14,780 $ 8,008 $ 5,970 $ - $ - $(39,993) $ 17,950,966
Participants 7,066,920 4,969 2,797 1,811 - - 6,952 7,083,449
Rollovers 150,989,694 - - - - 4,526,172 2,218 155,518,084
------------ -------- -------- -------- ----------- ---------- -------- -----------
Total contributions 176,018,815 19,749 10,805 7,781 - 4,526,172 (30,823) 180,552,499
------------ -------- -------- -------- ----------- ---------- -------- -----------
Investment income:
Net (depreciation) appreciation
in fair value of plan assets (13,727,635) 59,246 23,641 7,351 - - - (13,637,397)
Interest and dividends 6,721,011 467 89 7 - - 19,795 6,741,369
------------ -------- -------- -------- ---------- ---------- -------- -----------
Total investment
(losses) income (7,006,624) 59,713 23,730 7,358 - - 19,795 (6,896,028)
------------ -------- -------- -------- ---------- ---------- -------- ------------
Total additions 169,012,191 79,462 34,535 15,139 - 4,526,172 (11,028) 173,656,471
------------ -------- -------- -------- ---------- ---------- -------- -----------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants 13,241,840 (1,422) (4,056) 273 (4,459,397) 4,526,172 - 13,303,410
Trustee fees 12,969 - - 2 - - - 12,971
------------ -------- -------- -------- ----------- ---------- -------- -----------
Total deductions 13,254,809 (1,422) (4,056) 275 (4,459,397) 4,526,172 - 13,316,381
------------ -------- -------- -------- ----------- ---------- -------- -----------
INTERFUND TRANSFERS (476,709) 304,067 148,881 26,504 - - (2,743) -
------------ -------- -------- -------- --------- ---------- --------- -----------
NET INCREASE (DECREASE) IN NET
ASSETS AVAILABLE FOR BENEFITS 155,280,673 384,951 187,472 41,368 4,459,397 - (13,771) 160,340,090
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 74,163,610 - - - 2,698,894 - 236,159 77,098,663
------------ -------- -------- -------- ---------- ---------- -------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $229,444,283 $384,951 $187,472 $ 41,368 $7,158,291 $ - $222,388 $237,438,753
============ ======== ======== ======== ========== ========== ======== ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Cendant
Corporation
Cendant AIM AIM AIM Common
Stable Charter Weingarten Constellation Stock
Value Fund Fund Fund Fund Fund Subtotal
---------- ----------- ---------- ------------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Participants $ 889,078 $ 624,073 $ 439,731 $ 812,166 $ 91,196 $ 2,856,244
Employer 236,678 154,821 96,763 192,336 19,213 699,811
Rollovers 1,552,307 2,705,402 71,159 110,452 - 4,439,320
---------- ----------- ---------- ----------- ----------- -----------
Total contributions 2,678,063 3,484,296 607,653 1,114,954 110,409 7,995,375
---------- ----------- ---------- ----------- ----------- -----------
Investment income:
Net (depreciation) appreciation in
fair value of plan assets (918) 112,252 151,011 214,787 3,864,027 4,341,159
Interest and dividends 608,367 758,432 444,559 433,174 2,388 2,246,920
---------- ---------- ---------- ----------- ----------- -----------
Total investment income 607,449 870,684 595,570 647,961 3,866,415 6,588,079
---------- ---------- ---------- ----------- ----------- -----------
Total additions 3,285,512 4,354,980 1,203,223 1,762,915 3,976,824 14,583,454
---------- ---------- ---------- ----------- ----------- -----------
DEDUCTIONS FROM NET ASSETS
ATTRIBUTE TO:
Benefits paid to participants 1,419,063 380,262 277,607 516,175 1,962 2,595,069
Trustee fees 1,842 771 543 1,110 - 4,266
---------- ---------- ---------- ----------- ----------- -----------
Total deductions 1,420,905 381,033 278,150 517,285 1,962 2,599,335
---------- ---------- ---------- ----------- ----------- -----------
INTERFUND TRANSFERS (873,032) (394,532) 38,080 (76,574) 5,510,077 4,204,019
----------- ---------- ---------- ------------ ----------- -----------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 991,575 3,579,415 963,153 1,169,056 9,484,939 16,188,138
NET ASSETS AVAILABLE FOR
BENEFITS-BEGINNING OF YEAR 8,173,059 3,044,717 2,108,625 4,620,263 - 17,946,664
---------- ---------- ---------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS-END OF YEAR $9,164,634 $6,624,132 $3,071,778 $ 5,789,319 $ 9,484,939 $34,134,802
========== ========== ========== =========== =========== ===========
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
(Continued)
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Templeton Accrued
Foreign HFS Employee Amounts
Subtotal Fund Stock Fund Loans Unallocated Subtotal
------------ ----------- ----------- ---------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Participants $ 2,856,244 $ 403,505 $ 1,003,999 $ - $ (289,820) $ 3,973,928
Employer 699,811 86,250 198,722 - (56,621) 928,162
Rollovers 4,439,320 94,703 130,637 1,428,138 - 6,092,798
------------ ----------- ----------- ---------- ------------- ------------
Total contributions 7,995,375 584,458 1,333,358 1,428,138 (346,441) 10,994,888
------------ ----------- ----------- ---------- -------------- ------------
Investment income:
Net appreciation (depreciation)
in fair value of plan assets 4,341,159 (129,210) (1,241,882) - - 2,970,067
Interest and dividends 2,246,920 225,900 18,417 10,783 2,502,020
------------ ----------- ----------- ---------- ------------- ------------
Total investment
income (losses) 6,588,079 96,690 (1,223,465) - 10,783 5,472,087
------------ ----------- ------------ ---------- ------------- ------------
Total additions 14,583,454 681,148 109,893 1,428,138 (335,658) 16,466,975
------------ ----------- ----------- ---------- -------------- ------------
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
Benefits paid to participants 2,595,069 164,514 572,010 124,250 - 3,455,843
Trustee fees 4,266 435 1,837 122 - 6,660
------------ ----------- ----------- ---------- ------------- ------------
Total deductions 2,599,335 164,949 573,847 124,372 - 3,462,503
------------ ----------- ----------- ---------- ------------- ------------
INTERFUND TRANSFERS 4,204,019 270,132 (5,230,312) 271,349 - (484,812)
------------ ----------- ------------ ---------- ------------- -------------
NET INCREASE (DECREASE) IN
NET ASSETS AVAILABLE FOR
BENEFITS 16,188,138 786,331 (5,694,266) 1,575,115 (335,658) 12,519,660
------------ ----------- ------------ ---------- -------------- -------------
NET ASSETS AVAILABLE
FOR BENEFITS-BEGINNING
OF YEAR 17,946,664 1,425,092 5,694,266 1,123,779 571,817 26,761,618
------------ ----------- ----------- ---------- ------------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS-END OF YEAR $ 34,134,802 $ 2,211,423 $ - $2,698,894 $ 236,159 $ 39,281,278
============ =========== =========== ========== ============= ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
(Concluded)
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Merrill
Lynch
Merrill Merrill Corporate Putnam
Emerging Lynch Lynch Fund New
Cash Growth Growth Capital Inter- Opportunity
Subtotal Fund Fund Fund Fund Term Fund Total
----------- ---------- ----------- ----------- --------- ---------- --------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Contributions:
Participants $ 3,973,928 $ 82,699 $ 376,513 $ 689,676 $ 389,772 $ 250,490 $ 684,162 $ 6,447,240
Employer 928,162 4,208 70,293 151,819 93,614 55,955 154,950 1,459,001
Rollovers 6,092,798 23,313,409 147,735 2,696,733 2,972,949 102,094 270,367 35,596,085
----------- ---------- ----------- ----------- --------- ---------- --------- -----------
Total contributions 10,994,888 23,400,316 594,541 3,538,228 3,456,335 408,539 1,109,479 43,502,326
----------- ---------- ----------- ----------- --------- ---------- --------- -----------
Investment income
Net appreciation (depreciation)
in fair value of plan assets 2,970,067 - 142,206 (82,287) 38,435 21,408 374,091 3,463,920
Interest and dividends 2,502,020 - 17,428 427,209 197,839 79,828 63,688 3,288,012
----------- --------- ----------- ----------- --------- ---------- --------- -----------
Total investment income 5,472,087 - 159,634 344,922 236,274 101,236 437,779 6,751,932
----------- ---------- ----------- ----------- --------- ---------- --------- -----------
Total additions 16,466,975 23,400,316 754,175 3,883,150 3,692,609 509,775 1,547,258 50,254,258
----------- ---------- ----------- ----------- --------- ---------- --------- -----------
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
Benefits paid to participants 3,455,843 42,699 61,767 122,145 60,669 113,973 151,810 4,008,906
Trustee fees 6,660 - 213 468 250 225 383 8,199
----------- --------- ----------- ----------- --------- ---------- --------- -----------
Total deductions 3,462,503 42,699 61,980 122,613 60,919 114,198 152,193 4,017,105
----------- --------- ----------- ----------- --------- ---------- --------- -----------
NET TRANSFERS (484,812) (16,434) 212,305 147,881 (46,119) 112,581 74,598 -
----------- ---------- ----------- ----------- ---------- ---------- --------- -----------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 12,519,660 23,341,183 904,500 3,908,418 3,585,571 508,158 1,469,663 46,237,153
NET ASSETS AVAILABLE FOR
BENEFITS-BEGINNING
OF YEAR 26,761,618 143,863 554,626 888,246 285,003 989,373 1,238,781 30,861,510
----------- ---------- ----------- ----------- --------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS-END OF YEAR $39,281,278 $23,485,046 $ 1,459,126 $ 4,796,664 $3,870,574 $1,497,531 $2,708,444 $77,098,663
=========== =========== =========== =========== ========== ========== ========== ===========
</TABLE>
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
<TABLE>
<CAPTION>
Contract or
Number of Current
Description Units/Shares Cost Value
- -------------------------------------- ------------ ------------- --------------
<S> <C> <C> <C>
Cendant Corporation Common Stock Fund 3,066,164 $ 39,107,080 $ 59,213,751
Merrill Lynch Equity Index Trust 367,189 27,865,456 30,815,254
Cendant Stable Value Fund 40,348,634 40,349,153 40,344,312
Kobrick Capital Fund 25,664 325,605 384,951
Kobrick Emerging Growth Fund 13,439 163,886 187,472
Kobrick Growth Fund 3,006 33,964 41,368
MFS Emerging Growth Fund 104,339 3,989,220 4,653,525
AIM Charter Fund 2,744,105 37,013,882 40,914,605
Merrill Lynch Growth Fund 288,003 7,878,563 6,194,947
AIM Constellation Fund 248,054 6,343,307 7,570,616
Putnam New Opportunity Fund 167,244 8,320,533 9,772,062
Templeton Foreign Fund 831,580 8,507,161 6,976,956
Merrill Lynch Capital Fund 336,788 11,964,489 11,588,892
Merrill Lynch Corp Bond Fund Inter-Term 421,973 4,887,137 4,924,429
AIM Weingarten Fund 259,978 5,435,252 6,452,656
Loan Fund 7,158,291 7,158,291 7,158,291
Cash Fund 22,278 22,278
Other (525) (525) (525)
------------ ------------- --------------
Total 56,383,926 $209,364,732 $237,215,840
========== ============ ============
</TABLE>
<PAGE>
CENDANT CORPORATION EMPLOYEE SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
Purchases Sales
Identity of Description Purchase Number of Selling Number of Net Gain
Party Involved of Asset Price Transactions Price Transactions or (Loss)
- ---------------------------------- --------------------- ------------ ------------- ---------- ------------ ---------
<S> <C> <C> <C> <C> <C> <C>
A series of transactions in excess
of 5% of the beginning value of
plan assets
Cendant Corporation Common Stock Common Stock $ 36,808,618 484 $ - - $ -
Fund 2,734,508 - 3,175,040 665 440,532
Merrill Lynch Equity Index Trust Common/Collective Trust 31,321,364 353 - - -
3,455,907 - 3,301,016 244 (154,891)
Cendant Stable Value Fund Common/Collective Trust 40,924,322 940 - - -
9,740,362 - 9,740,323 741 (39)
MFS Emerging Growth Fund Mutual Fund 3,444,318 464 - - -
806,891 - 816,286 284 9,395
AIM Charter Fund Mutual Fund 36,635,307 641 - - -
6,062,091 - 6,169,465 616 107,374
Merrill Lynch Growth Fund Mutual Fund 8,109,162 461 - - -
5,182,611 - 4,613,398 478 (569,213)
AIM Constellation Fund Mutual Fund 2,611,883 474 - - -
1,640,035 - 1,751,655 400 111,620
Putnam New Opportunity Fund Mutual Fund 7,748,332 524 - - -
1,812,730 - 1,822,084 357 9,354
Templeton Foreign Fund Mutual Fund 10,508,637 478 - - -
4,286,015 - 3,710,479 468 (575,536)
Merrill Lynch Capital Fund Mutual Fund 10,656,247 475 - - -
2,522,420 - 2,484,750 426 (37,670)
Merrill Lynch Corp Bond Fund
Inter-Term Mutual Fund 4,321,501 457 - - -
923,993 - 925,695 353 1,702
AIM Weingarten Fund Mutual Fund 3,352,304 489 - - -
871,505 - 933,201 366 61,696
Loan Fund Loans 6,384,627 182 - - -
2,687,867 - 2,687,867 211 -
</TABLE>
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Committee has duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
Cendant Corporation
Employee Savings Plan
By: /s/ David M. Johnson
David M. Johnson
Plan Committee Member
Cendant Corporation Employee
Date: June 28, 1999 Savings Plan
EXHIBIT INDEX
Exhibit No.
- ----------
23.1 Consent of Deloitte & Touche LLP
<PAGE>
Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
333-42549 of Cendant Corporation on Form S-8 of our report dated June 28, 1999,
appearing in this Annual Report on Form 11-K of Cendant Corporation Employee
Savings Plan for the year ended December 31, 1998.
/s/ Deloitte & Touche LLP
Parsippany, NJ
June 28, 1999
