X0303 4 2011-06-02 0 0001394159 Orbitz Worldwide, Inc. OWW 0001070844 SCHWARZMAN STEPHEN A C/O THE BLACKSTONE GROUP 345 PARK AVENUE NEW YORK NY 10154 0 0 1 0 Common Stock, par value $.01 per share 2011-06-02 4 A 0 40059.86 0 A 183935.0358 I See footnotes Common Stock, par value $.01 per share 2011-06-02 4 A 0 41993784 0 A 225928.8198 I See footnotes Common Stock, par value $.01 per share 55046598 I See footnote Represents restricted stock units ("RSUs") granted under the Orbitz Worldwide, Inc. Non-Employee Directors Deferred Compensation Plan to Robert L. Friedman. Each RSU represents a right to receive one share of Orbitz Worldwide, Inc. (the "Company") common stock, par value $0.01 per share (the "Common Stock"), on the date which is 200 days immediately following the date upon which Mr. Friedman's service as a member of the Company's Board of Directors terminates for any reason. The RSUs are immediately vested and non-forfeitable. The grant of RSUs is part of Mr. Friedman's compensation as a non-employee member of the Company's Board of Directors. The RSUs were issued to Blackstone Management Partners L.L.C. ("BMP"), the investment advisor to certain of the Blackstone entities for which the BCP Funds (defined below) serve as alternative investment vehicles. Represents RSUs granted under the Orbitz Worldwide, Inc. Non-Employee Directors Deferred Compensation Plan to Martin Brand. Each RSU represents a right to receive one share of Common Stock, on the date which is 200 days immediately following the date upon which Mr. Brand's service as a member of the Company's Board of Directors terminates for any reason. The RSUs are immediately vested and non-forfeitable. The grant of RSUs is part of Mr. Brand's compensation as a non-employee member of the Company's Board of Directors. The restricted stock units were issued to BMP, the investment advisor to certain of the Blackstone entities for which the BCP Funds (defined below) serve as alternative investment vehicles. These RSUs are held by BMP. Stephen A. Schwarzman is the chief executive officer and controlling person of BMP and, as such, may be deemed to be a beneficial owner of such RSUs. Mr. Schwarzman disclaims beneficial ownership in the RSUs issued to BMP except to the extent of his pecuniary interest in such RSUs. TDS Investor (Cayman) GP Ltd. ("TDS Cayman GP") is the general partner of TDS Investor (Cayman) L.P. ("TDS Cayman"). Blackstone Capital Partners (Cayman) V L.P., Blackstone Capital Partners (Cayman) V-A L.P., BCP (Cayman) V-S L.P. and BCP V Co-Investors (Cayman) L.P. (collectively, the "BCP Funds"), Blackstone Family Investment Partnership (Cayman) V L.P. and Blackstone Participation Partnership (Cayman) V L.P. (collectively, the "Blackstone Funds") and Blackstone Family Investment Partnership (Cayman) V-SMD L.P. collectively have voting control over TDS Cayman GP and collectively have investment and voting control over the shares of Common Stock that are directly and indirectly beneficially owned by TDS Cayman. Blackstone Management Associates (Cayman) V L.P. ("BMA") is a general partner of each of the BCP Funds. Blackstone LR Associates (Cayman) V Ltd. ("BLRA") and BCP V GP L.L.C. ("BCP V GP") are general partners of BMA and each of the Blackstone Funds. As a general partner of each of the BCP Funds, BMA may be deemed to be a beneficial owner of such shares of Common Stock. As a general partner of the Blackstone Funds and BMA, BLRA and BCP V GP may also be deemed to be beneficial owners of such shares of Common Stock. Mr. Schwarzman is a director and controlling person of BLRA and chief executive officer and controlling person of BCP V GP and, as such, may be deemed to be a beneficial owner of such shares of Common Stock. Mr. Schwarzman disclaims beneficial ownership of any such shares of Common Stock except to the extent of his pecuniary interest in such shares of Common Stock. /s/ Stephen A. Schwarzman 2011-06-06