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 ------------ February 4, 1999 (February 4, 1999) (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 Identification Number) organization) 9 West 57th Street - 37th Floor New York, NY 10019 (Address of principal (Zip Code) executive office) (212) 413-1800 (Registrant's telephone number, including area code) None (Former name, former address and former fiscal year, if applicable) Item 5. Other Events UK Secretary of State for Trade and Industry Requires Divestiture of Green Flag Unit before Cendant and RAC Motoring Services Merger Can Proceed. On February 4, 1998, we announced that the UK Secretary of State for Trade and Industry had cleared our proposed acquisition of RAC Motoring Services on the condition that we divest our Green Flag breakdown assistance business. We do not regard that proposed condition as reasonably acceptable or commercially feasible and therefore it is our intention not to proceed with the acquisition of RAC Motoring Services. Reference is made to the press release dated February 4, 1999 attached hereto as Exhibit 99.1, which is incorporated herein by reference in its entirety. Item 7. Exhibits Exhibit No. Description - ------- ----------- 99.1 Press release: UK Secretary of State for Trade and Industry Requires Divestiture of Green Flag Unit before Cendant and RAC Motoring Services Merger Can Proceed, dated February 4, 1999. 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/ Eric J. Bock Eric J. Bock Vice President, Legal Date: February 4, 1999 CENDANT CORPORATION CURRENT REPORT ON FORM 8-K Report Dated February 4, 1999 (February 4, 1999) EXHIBIT INDEX Exhibit No. Description - ------- ----------- 99.1 Press release: UK Secretary of State for Trade and Industry Requires Divestiture of Green Flag Unit before Cendant and RAC Motoring Services Merger Can Proceed, dated February 4, 1999.