PHH CORP
424B3, 1997-06-10
AUTO RENTAL & LEASING (NO DRIVERS)
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Pricing Supplement Dated June 6, 1997                         Rule 424 (b) (3)
(To Prospectus dated June 5, 1997 and                         File No. 333-27715
 Prospectus Supplement dated June 5, 1997)

                                 PHH CORPORATION
                                Medium-Term Notes

<TABLE>
<CAPTION>
<S><C>
- -------------------------------------------------------------------------------------------
Principal Amount:              $200,000,000                   Trade date:          June 6, 1997
Currency or Currency  Unit:    US Dollars                     Original Issue Date: June 11, 1997
Issue Price:                   99.99%                         Agent's Discount or Commission: 0.01%
Net Proceeds to Issuer:        $199,980,000                   Agent (s): Merrill Lynch & Co.
Maturity Date:                 June 11, 1998                  CUSIP Number: 69332H DX 1
- -------------------------------------------------------------------------------------------
Interest:
     Fixed Rate:
     Floating Rate:
         Base Rate:  [ ]  Commercial Paper Rate       [ ]  CD Rate    [ ]  Federal Funds Effective Rate
                     [X]  LIBOR      [ ]  Treasury Rate      [ ] Prime Rate  [ ]  Other
                          (  ) Reuters Page:                                      (see attached)
                                              -------------
                          (X) Telerate Page:   3750
                                              -------------
Spread:                    Minus 0.01%

Initial Interest Rate:     5.6775%

Interest Reset Dates:      Monthly, on the 11th of each month commencing July 11, 1997

Interest Determination Date: Two London Banking Days prior to Interest Reset Date

Interest Payment Dates:    Monthly, on the 11th of each month commencing July 11, 1997

Index Maturity:            1  month

Day Count Convention:      [X]  Actual/360               [ ]  Actual/Actual               [   ]  30/360

Option to Receive Payments in Specified Currency:    [ ]  Yes       [ ]  No

Redemption:
         [X]  The Notes may not be redeemed prior to maturity, except as set forth in the Prospectus.
         [ ]  The Notes may be redeemed prior to maturity.
     Initial Redemption Date:
     Initial Redemption Price:                   %
     Annual Redemption Price Reduction:                   % until Redemption Price is 100% of the Principal Amount.
                                        ------------------

Repayment:
         [X]  The Notes may not be repaid prior to maturity, except as set forth in the Prospectus.
         [ ]  The Notes may be repaid prior to maturity at the option of the holder of the Notes.
     Repayment Date:
     Repayment Price:      %

Discount Note:    [ ]  Yes                [X]  No
     Total Amount of OID:
     Yield to Maturity:
     Initial Accrual Period:

Form:    [X]  Global       [ ]  Certificated

Agent's Capacity: [ ]  Agent      [X]  Principal

If as Principal:
         [X]     The Agent  proposes  to offer  the Notes  from time to time for
                 resale  in  negotiated  transactions  or  otherwise,  at market
                 prices  prevailing at the time of resale,  at prices related to
                 such prevailing market prices or at negotiated prices.
         [ ]     The Agent proposes to offer the Notes at a fixed initial public
                 offering price of __________________% of Principal Amount.

If as Agent:
         The Notes are being offered at a fixed initial public offering price of
         ______________________% of Principal Amount.
Other Terms:
</TABLE>

<PAGE>

PHH Corporation   11333 McCormick Road   Telephone
                  Hunt Valley, MD        410 771 3600
                  21031 1000



                                  June 9, 1997





Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC  20549


RE:      PHH CORPORATION REGISTRATION NO.  333-27715



Gentlemen:

On  behalf  of PHH  Corporation  and  pursuant  to Rule  424 (b) (3)  under  the
Securities Act of 1933 as amended,  we are transmitting  herewith for filing one
copy of the Pricing  Supplement dated June 6, 1997 to the Prospectus  Supplement
and Prospectus dated June 5, 1997 of PHH Corporation.


                                Very Truly Yours,

                                /s/ Mark E. Johnson
                                -------------------

                                Mark E. Johnson
                                Assistant Treasurer






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