Exhibit 12
                      Cendant Corporation and Subsidiaries
                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                              (Dollars in millions)


In  connection  with the  Company's  discovery  and  announcement  of accounting
irregularities,  previously  reported  information for periods prior to December
31, 1994 should not be relied upon.  Accordingly,  the  computation  of Ratio of
Earnings to Fixed  Charges is presented  for years  subsequent  to and including
December 31, 1995.




                                                                           Year Ended December 31,
                                                              ------------------------------------------------
                                                                1998          1997         1996         1995
                                                              ---------    ---------    ---------    ---------  
                                                                                         
Income from continuing operations before
   income taxes, minority interest, extraordinary gain
   and cumulative effect of accounting change                 $   291.7    $   229.2    $   518.6    $   312.9
Plus: Fixed charges                                               674.5        407.3        323.6        289.4
Less: Equity income (loss) in unconsolidated affiliates            13.5         51.3           -            -
       Capitalized interest                                         -             -           0.6           -
       Minority interest in mandatorily preferred
         securities                                                80.4           -            -            -
                                                              ---------    ---------    ---------    ---------

Earnings available to cover fixed charges                     $   872.3    $   585.2    $   841.6    $   602.3
                                                              =========    =========    =========    =========

Fixed charges (1):
Interest, including amortization of deferred
   financing costs                                            $   509.0    $   379.0    $   299.9    $   270.4
Capitalized interest                                                -              -          0.6            -
Other charges, financing costs                                     27.9            -           -             -
Minority interest in mandatorily preferred securities              80.4            -           -             -
Interest portion of rental payment                                 57.2         28.3         23.1         19.0
                                                              ---------    ---------    ---------    ---------

Total fixed charges                                           $   674.5    $   407.3    $   323.6    $   289.4
                                                              =========    =========    =========    =========

Ratio of earnings to fixed charges (2)                            1.29x        1.44x        2.60x        2.08x
                                                              =========    =========    =========    =========


- ---------------
(1)     Fixed charges consist of interest expense on all indebtedness (including
        amortization of deferred  financing  costs) and the portion of operating
        lease rental  expense  that is  representative  of the  interest  factor
        (deemed to be one-third of operating lease rentals).

(2)     For the years ended December 31, 1998, 1997, 1996 and 1995,  income from
        continuing   operations   before   income  taxes,   minority   interest,
        extraordinary  gain and cumulative  effect of accounting change includes
        non-recurring  other charges of $810.4  million  (exclusive of financing
        costs of $27.9  million),  $704.1  million,  $109.4  million  and  $97.0
        million, respectively.  Excluding such charges, the ratio of earnings to
        fixed charges for the years ended December 31, 1998, 1997, 1996 and 1995
        is 2.49x, 3.17x, 2.94x and 2.42x, respectively.