SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Sweeney Stender E (Last) (First) (Middle) 6 SYLVAN WAY (Street) PARSIPPANY NJ 07054 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/24/2006	3. Issuer Name and Ticker or Trading Symbol CENDANT CORP [ CD ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	37,500(1)	I	Held by NQ Deferred Compensation Plan
Common Stock	1,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Award represents an incentive grant of the number of shares equal to $75,000 divided by the fair market value of a share of Common Stock as of the close of business on August 24, 2006. All shares subject to the Award are required to be deferred into the 1999 Non-Employee Directors Deferred Compensation Plan and converted into deferred stock units thereunder. All such deferred stock units are immediately vested, however, they will remain deferred until termination of service as a director in accordance with the terms of the plan, at which time they will be distributed in the form of shares of Common Stock. No monetary consideration was paid by the reporting person. The number of shares will be adjusted to reflect the one-for-ten reverse stock split, which is expected to become effective on September 5, 2006.

Remarks:

	Jean M. Sera, by Power of Attorney for Stender E. Sweeney	08/28/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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