8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  ------------


                                    Form 8-K
              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                  ------------


                       January 14, 1998 (January 7, 1998)
               (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)

         6 Sylvan Way
     Parsippany, New Jersey                                              07054
(Address of principal executive office)                               (Zip Code)





                                 (973) 428-9700
              (Registrant's telephone number, including area code)



                                      None
       (Former name, former address and former fiscal year, if applicable)













Item 5.        Other Events

On  January  7,  1998,  Cendant   Corporation  (the  "Company")   completed  the
acquisition of Jackson Hewitt,  Inc.  ("Jackson  Hewitt") for approximately $480
million  in cash,  or $68 per  share of common  stock of  Jackson  Hewitt,  Inc.
Jackson  Hewitt is the second  largest  tax  preparation  service  system in the
United States with locations in 41 states. Jackson Hewitt franchises a system of
approximately  2,050 offices that  specialize  in  computerized  preparation  of
federal and state  individual  income tax returns.  The information set forth in
the press releases  attached  hereto as Exhibits 99.1 and 99.2 are  incorporated
herein by reference in their entirety.



Item 7.        Exhibits

Exhibit
   No.         Description

99.1           Press Release: Cendant Completes Acquisition of Jackson Hewitt
               Inc. for $480 million in Cash dated January 8, 1998.

99.2           Press Release: Cendant Corporation Completes Tender Offer for
               Jackson Hewitt Inc. dated January 6, 1998.






                                    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/     James E. Buckman
                                               James E. Buckman
                                               Senior Executive Vice President
                                               and General Counsel


Date: January 14, 1998































                                HFS INCORPORATED
                           CURRENT REPORT ON FORM 8-K
                 Report Dated January 14, 1998 (January 7, 1998)


                                  EXHIBIT INDEX


Exhibit No.       Description

99.1              Press Release: Cendant Completes Acquisition of Jackson Hewitt
                  Inc. for $480 million in Cash dated January 8, 1998.

99.2              Press Release: Cendant Corporation Completes Tender Offer for
                  Jackson Hewitt Inc. dated January 6, 1998.

EX-99.1

EXHIBIT 99.1

NEWS RELEASE


                  CENDANT CORPORATION COMPLETES ACQUISITION OF
                  JACKSON HEWITT INC. FOR $480 MILLION IN CASH


         Stamford, CT and Parsippany,  NJ, January 8, 1998 - Cendant Corporation
(NYSE:  CD) announced today that it has acquired all remaining shares of Jackson
Hewitt Inc. by means of a cash merger effective January 7, 1998,  completing its
previously  disclosed  acquisition  of  Jackson  Hewitt for  approximately  $480
million in cash.  Jackson Hewitt is the second largest tax  preparation  service
system in the United States with locations in 41 states.  The company franchises
a  system  of  approximately  2,050  offices  that  specialize  in  computerized
preparation of federal and state individual income tax returns.

         Cendant  Corporation  is a global  provider  of consumer  and  business
services, and operates in three principal segments:  Membership, Travel and Real
Estate  Services.  In Membership  Services,  Cendant  provides access to travel,
shopping,  auto,  dining  and  other  services  through  more  than  73  million
memberships worldwide. In Travel Services,  Cendant is the leading franchisor of
hotels and rental car  agencies  worldwide,  the  premier  provider  of vacation
exchange  services and the second  largest  fleet  management  company.  In Real
Estate Services,  Cendant is the world's premier  franchisor of residential real
estate brokerage offices, a major provider of mortgage services to consumers and
a global  leader in  corporate  employee  relocation.  A pioneer in  interactive
shopping,  Cendant is a major  online  commerce  facilitator,  with more than $1
billion yearly sales through its netMarket(R) and other interactive services.

EX-99.2

EXHIBIT 99.2

NEWS RELEASE


                   CENDANT CORPORATION COMPLETES TENDER OFFER
                             FOR JACKSON HEWITT INC.


         Stamford, CT and Parsippany,  NJ, January 6, 1998 - Cendant Corporation
(NYSE:  CD)  announced  today that it has  completed  its  tender  offer for all
outstanding  shares of Jackson  Hewitt Inc.  (JTAX)  common  stock at $68.00 per
share. The tender offer expired at 5:00 p.m. yesterday.  Cendant Corporation has
been advised by the depositary for the tender offer that as of the expiration of
the offer  approximately  6,442,154  shares of JTAX  common  stock were  validly
tendered and not withdrawn  (including  86,674 shares  tendered  pursuant to the
procedures  for  guaranteed  delivery),   representing  95.6%  of  total  shares
outstanding.  As previously announced,  Cendant Corporation plans to acquire the
remaining Jackson Hewitt common stock at $68.00 per share through a cash merger,
expected to be completely shortly.

         Jackson Hewitt is the second largest tax preparation  service system in
the United States with locations in 41 states.  The company  franchises a system
of  approximately  2,050 offices that specialize in computerized  preparation of
federal and state individual income tax returns.  There are over 114 million tax
returns filed  annually in the United States with more than 50 percent  prepared
by a paid service.  The Jackson Hewitt system currently has a 1 percent share of
total tax returns.  H&R is the country's largest tax preparation  service with a
12 percent market share.

         Cendant  Corporation  is a global  provider  of consumer  and  business
services, and operates in three principal segments:  Membership, Travel and Real
Estate  Services.  In Membership  Services,  Cendant  provides access to travel,
shopping,  auto,  dining  and  other  services  through  more  than  73  million
memberships worldwide. In Travel Services,  Cendant is the leading franchisor of
hotels and rental car  agencies  worldwide,  the  premier  provider  of vacation
exchange  services and the second  largest  fleet  management  company.  In Real
Estate Services,  Cendant is the world's premier  franchisor of residential real
estate brokerage offices, a major provider of mortgage services to consumers and
a global  leader in  corporate  employee  relocation.  A pioneer in  interactive
shopping,  Cendant is a major  online  commerce  facilitator,  with more than $1
billion yearly sales through its netMarket(R) and other interactive services.