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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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OCTOBER 21, 2002 (OCTOBER 21, 2002)
(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 ORGANIZATION) IDENTIFICATION NUMBER)
9 WEST 57TH STREET
NEW YORK, NY 10019
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
(212) 413-1800
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS
EARNINGS RELEASE
On October 21, 2002, we reported our third quarter 2002 results, which
included our Consolidated Condensed Statements of Cash Flows for the
nine months ended September 30, 2002 and 2001 and our Consolidated
Schedules of Free Cash Flows for the nine months ended September 30,
2002 and 2001. We also announced that our Board of Directors authorized
a share repurchase program of $200 million. Our third quarter 2002
results and the share repurchase program announcement are discussed in
more detail in the press release attached hereto as Exhibit 99.1, which
is incorporated by reference in its entirety.
Free cash flow is a measure used by management to evaluate liquidity and
financial condition. Free cash flow represents cash available for the
repayment of debt and other corporate purposes such as acquisitions and
investments. The Company has provided the Consolidated Schedules of Free
Cash Flows as it reflects the measure by which management evaluates the
performance of its cash flows. Such measure of performance may not be
comparable to similarly titled measures used by other companies and is
not a measurement recognized under generally accepted accounting
principles. Therefore, free cash flow should not be construed as a
substitute for income or cash flow from operations in measuring
operating results or liquidity. The Consolidated Schedules of Free Cash
Flows for the nine months ended September 30, 2002 and 2001 should be
read in conjunction with the Company's Consolidated Condensed Statements
of Cash Flows and Consolidated Condensed Statements of Operations
attached hereto, as well as the Company's Consolidated Statements of
Cash Flows and Consolidated Statements of Operations included within the
Company's Annual Report on Form 10-K/A for the year ended December 31,
2001 filed with the Securities and Exchange Commission on August 19,
2002.
ITEM 7. EXHIBITS
See Exhibit Index.
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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/ Tobia Ippolito
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Tobia Ippolito
Executive Vice President, Finance and
Chief Accounting Officer
Date: October 21, 2002
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CENDANT CORPORATION
CURRENT REPORT ON FORM 8-K
EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
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99.1 Press Release: Cendant Reports Results for Third Quarter 2002;
Announces Increased Share Repurchase Program
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