[CENDANT LOGO]

                      CENDANT CLOSES UPPER DECS (SM) OFFERING

JULY 30, 2001, NEW YORK, NY - Cendant Corporation (NYSE:CD) today announced that
it has closed the previously announced public offering of $750 million of Upper
DECS SM , consisting of senior notes and forward purchase contracts to purchase
Cendant common stock. Cendant has granted the underwriter, Salomon Smith Barney,
an option for up to an additional $112.5 million of Upper DECS SM to cover
over-allotments, if any. Pursuant to the forward purchase contracts, Cendant
will issue common stock in August 2004. The net proceeds from this offering will
be used for general corporate purposes.

The senior notes will bear interest at an annual rate of 6.75% and the forward
purchase contracts have an annual interest rate of 1.00%, payable quarterly in
years one through three. The senior notes have a five-year maturity and the
interest rate in years four and five will be based on a remarketing at the time
the forward purchase contracts mature. The forward purchase contracts call for
the holder to purchase the minimum of 1.7593 shares and a maximum of 2.3223
shares of Cendant common stock per Upper DECS (SM) based upon the average of the
closing price per share of Cendant common stock for a 20 consecutive day trading
period ending in mid August 2004. This represents a maximum common stock
purchase price of $28.42 per share or a 32% premium to the $21.53 closing price
of Cendant common stock on July 19, 2001.

A registration statement related to this offering has been filed with the
Securities and Exchange Commission and has become effective.

Cendant Corporation is primarily a provider of travel and residential real
estate services. With approximately 57,000 employees, New York City-based
Cendant provides these services to businesses and consumers in over 100
countries.

This press release does not constitute an offer to sell or a solicitation of an
offer to buy the securities described herein, nor shall there be any sale of
these securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities law of any such jurisdiction. The offering may be made only
by means of a prospectus or related prospectus supplement, copies of which may
be obtained from Salomon Smith Barney.

(SM) Service mark of Salomon Smith Barney, Inc.

                                      # # #


MEDIA CONTACT:               INVESTOR CONTACTS:
Elliot Bloom                 Denise Gillen                       Sam Levenson
212-413-1832                 212-413-1833                        212-413-1834