SPINOFF: Cendant Corp (CD) to Realogy (H) and Wyndham Worldwide (WYN)

Issue:

Cendant Corp. issued two spinoff stocks on August 1, 2006

Cause:

This is a transaction where Cendant Corporation [CD] spun off two companies, Realogy Corporation [H] and Wyndham Worldwide Corporation [WYN] to its shareholders. On 8/1/06, each CD shareholder received 1 share of H for every 4 shares of CD and 1 share of WYN for every 5 shares of CD. The market prices of H and WYN were $26.10 and $31.85 respectively on 8/1/06. This is a non-taxable reorganization. The original cost of CD will be allocated between all three companies as of 8/1/06. You can get the details of the tax treatment of this transaction at http://www.cendant.com/investors/cd-wyn-real_tbi.html.

Resolution:

Although the software form for spinoffs allows multiple companies to spun off, this transaction should be entered as two separate spinoffs. It is extremely important that the transactions be entered in the order indicated below.

Part 1 - Realogy (H)

a. Go to ACCOUNTING > SECURITIES > SPINOFF. Enter 8/1/06 as the date, and 1 for the number of daughter companies.

b. Click on CONTINUE.

c. Click on the button for Remaining Basis Percentage and enter 57.5 in the percentage box.

d. In row 1, enter H for the symbol of the new company. Enter the number of shares of H received, including fractional shares, and 26.10 for the price per share. Enter the amount of cash, if any, received in lieu of fractional shares.

e. Click SUBMIT, then continue.

Part 2- Wyndham Worldwide Corporation (WYN)

a. Go to ACCOUNTING > SECURITIES > SPINOFF. Enter 8/1/06 as the date, and 1 for the number of daughter companies.

b. Click on CONTINUE.

c. Click on the button for Remaining Basis Percentage and enter 27.8261 in the percentage box.

d. In row 1, enter WYN for the symbol of the new company. Enter the number of shares of WYN received, including fractional shares, and 31.85 for the price per share. Enter the amount of cash, if any, received in lieu of fractional shares.

e. Click SUBMIT, then continue.

That will take care of the transaction. When you have finished, 42.5% of the original cost of CD should have been allocated to H, and 41.5% should have been allocated to WYN. The cost basis of Cendant should be 16% of the original amount.

After the above spinoff was accomplished, on September 5, 2006, Cendant effected a reverse, 1 for 10, stock split, and changed their name and stock ticker. For instructions on how to enter a stock split, see http://www.iclub.com/support/kb/default.asp?page=normal_split

Then edit the security profile for Cendant, and change the name to Avis Budget Group, Inc. and the stock ticker to CAR.