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 16, 1999 (July 15, 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
       New York, NY                                                10019
(Address of principal                                            (Zip Code)
   executive office)




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



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















Item 5.  Other Events

         Dutch Auction Preliminary Results.  Cendant Corporation (the "Company")
today announced the preliminary  results of its Dutch Auction  self-tender offer
for 50 million shares, which expired Thursday,  July 15, 1999 at 12:00 midnight,
New York City time.

         The  preliminary  count by the depositary for the offer  indicated that
approximately  56.1 million shares were tendered  (including  approximately  7.7
million shares in the form of guaranteed deliveries) and not withdrawn at prices
of $22.25  per share or lower.  Shares  tendered  in excess of this  price,  and
shares not accepted because of proration, will be promptly returned. The Company
expects to purchase 50 million shares at $22.25 per share.

         For a more  detailed  description  of  the  terms  of the  transaction,
reference is made to Exhibit 99.1, which is incorporated  herein by reference in
its entirety.



Item 7.   Exhibits

Exhibit
   No.         Description
- ------         ----------------------------------------------------------------

99.1           Press Release:  Cendant Corporation Announces Preliminary Results
               of Its Dutch Auction Self-Tender Offer, dated July 16, 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/     James E.  Buckman
                                                 James E.  Buckman
                                                 Vice Chairman
                                                 and General Counsel


Date: July 16, 1999




























                               CENDANT CORPORATION
                           CURRENT REPORT ON FORM 8-K
                   Report Dated July 16, 1999 (July 15, 1999)


                                  EXHIBIT INDEX


Exhibit No.       Description
- -----------       --------------------------------------------------------------

99.1              Press Release:  Cendant  Corporation  Announces  Preliminary
                  Results of Its Dutch Auction Self-Tender Offer,
                  dated July 16, 1999.