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

                                  ------------


                          July 14, 1998 (July 14, 1998)
               (Date of Report (date of earliest event reported))


                               Cendant Corporation
             (Exact name of Registrant as specified in its charter)


          Delaware                         1-10308                  06-0918165
(State or other jurisdiction         (Commission File No.)      (I.R.S. Employer
of incorporation or organization)                         Identification Number)

        6 Sylvan Way
    Parsippany, New Jersey                                          07054
(Address of principal executive office)                           (Zip Code)





                                 (973) 428-9700
              (Registrant's telephone number, including area code)



                                      None
       (Former name, former address and former fiscal year, if applicable)














Item 5.   Other

On July 14, 1998, Cendant Corporation announced that it believes that accounting
irregularities  at the former CUC  International  Inc. ("CUC") were greater than
those  initially  discovered  by Cendant  management  in April of this year.  In
addition,  Cendant's  investigation now confirms that accounting  irregularities
existed  in  CUC's  financial  statements in  years  prior  to 1997 and that, in
addition  to 1997,  1996 and 1995  results  will be  restated  to  correct  the
irregularities.

Cendant  now  believes  its  restatement  will  lower  1997  net  income  before
merger-related  and one-time  charges by 22 to 28 cents per share.  On April 15,
Cendant made a preliminary  estimate,  pending  completion of its investigation,
that  the  impact  would be  between  11 and 13 cents  per  share.  Prior to any
restatement, Cendant reported 1997 earnings per share before one-time charges of
$1.00.  Between  16 and 19  cents  of the 22  and 28  cent  1997  impact  of the
restatement will result from the correction of accounting irregularities.
The information  set forth in the press release  attached hereto as Exhibit 99.1
is incorporated herein by reference in its entirety.

Item 7.   Exhibits

Exhibit
   No.            Description

99.1              Press Release: Cendant Revises Estimate of Accounting 
                  Irregularities, dated July 14, 1998.

                                                  





                                    SIGNATURE



     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/ James E. Buckman
                                James E. Buckman
                                Senior Executive Vice President
                                and General Counsel


Date: July 14, 1998



























                                                     





                               CENDANT CORPORATION
                           CURRENT REPORT ON FORM 8-K
                   Report Dated July 14, 1998 (July 14, 1998)


                                  EXHIBIT INDEX


Exhibit No.       Description

99.1              Press Release: Cendant Revises Estimate of Accounting
                  Irregularities, dated July 14, 1998.