<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER , 2000
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
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
------------
NOVEMBER 28, 2000 (OCTOBER 25, 2000)
Date of report (Date of earliest event reported)
CENDANT CORPORATION
(Exact name of Registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 1-10308 06-0918165
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification Number)
9 WEST 57TH STREET 10019
NEW YORK, NY (Zip Code)
(Address of principal executive office)
</TABLE>
212-413-1800
(Registrant's telephone number, including area code)
--------------------------------------------------------------------------------
<PAGE>
ITEM 5. OTHER EVENTS.
As previously announced, Cendant Corporation ("Cendant") will
distribute 100% of the stock of a new company incorporating its
individual membership segment and its loyalty business to Cendant's CD
common stockholders in a tax free spin-off. Cendant expects the
process, which includes formation of the company, registration of its
shares, and distribution of the shares to shareholders, to be completed
by mid-2001. In connection with the planned spin-off, the account
balances and activities of Cendant's individual membership segment were
segregated and reported as a discontinued operation for financial
reporting purposes. This filing is being provided to reflect the
individual membership segment as a discontinued operation in the
Company's consolidated financial statements at December 31, 1999 and
1998 and for each of the three years in the period ended December 31,
1999 (see Exhibit 99.1).
ITEM 7. FINANCIAL STATEMENTS.
(c) Exhibits.
See Exhibit Index.
1
<PAGE>
SIGNATURES
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/ David M. Johnson
David M. Johnson
Senior Executive Vice President
and
Chief Financial Officer
By: /s/ John T. McClain
John T. McClain
Senior Vice President, Finance and
Corporate Controller
Date: November 28, 2000
2
<PAGE>
CENDANT CORPORATION
CURRENT REPORT ON FORM 8-K
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
-------------- ------------------------------------------------------------------------------------------
<S> <C>
12.1 Restated Statement Re: Computation of Consolidated Ratio of Earnings to Fixed Charges
23.1 Consent of Deloitte & Touche, LLP
99.1 Restated Selected Financial Data
99.2 Restated Management's Discussion and Analysis of Results of Operations
99.3 Restated Audited Consolidated Financial Statements of Cendant Corporation at December 31,
1999 and 1998 and for each of the three years in the period ended December 31, 1999
27.1(a) Restated Financial Data Schedule for the year ended December 31, 1999
27.1(b) Restated Financial Data Schedule for the year ended December 31, 1998
27.1(c) Restated Financial Data Schedule for the year ended December 31, 1997
</TABLE>
3
