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.