PARSIPPANY, N.J., July 27, 2016 /PRNewswire/ -- Wyndham Worldwide Corporation (NYSE:WYN) today announced results for the three months ended June 30, 2016.

Second quarter revenues were $1.4 billion, flat compared with the prior year period. In constant currency and excluding acquisitions, revenues increased 1%.

Net income for the second quarter of 2016 was $156 million, or $1.39 per diluted share, compared with $159 million, or $1.33 per diluted share, for the second quarter of 2015. Adjusted net income for the second quarter of 2016 was $156 million, or $1.40 per diluted share, compared with $159 million, or $1.32 per diluted share, for the second quarter of 2015. Net income was impacted by higher interest expense and depreciation, as well as a higher tax rate, which offset growth in EBITDA. EPS benefited from the Company's share repurchase program. Full reconciliations of adjusted net income and adjusted EPS appear on table 7 of this press release.

Second quarter EBITDA was $340 million, compared with $332 million in the prior year period, an increase of 2%. On a currency-neutral basis and excluding acquisitions, adjusted EBITDA increased 3%. Full reconciliations of EBITDA to net income appear on Table 2 of this press release.

"In the second quarter, we continued to execute our strategy to drive growth and free cash flow while maintaining our disciplined capital allocation framework to enhance shareholder value," said Stephen P. Holmes, chairman and CEO. "We are looking ahead - making sure we continually innovate and invest for the future in order to ensure strong, continued growth in the years to come."

For the six months ended June 30, 2016, net cash provided by operating activities was $706 million, compared with $737 million in the prior year period. The decrease reflects unfavorable currency movements of $35 million, including a $24 million devaluation of the Venezuelan bolivar in the first quarter of 2016.

Free cash flow was $616 million for the six months ended June 30, 2016, compared with $625 million for the same period in 2015, reflecting the changes in net cash provided by operating activities highlighted above in addition to the favorable timing of capital expenditures. The Company defines free cash flow as net cash provided by operating activities less capital expenditures as illustrated in Table 4 of this press release.

SECOND QUARTER 2016 BUSINESS UNIT RESULTS

Hotel Group
Revenues were $334 million in the second quarter of 2016, flat compared with the second quarter 2015. Revenues reflected growth in royalties and the Company's Wyndham Rewards credit card program, offset by the absence of pass-through revenues associated with the Company's franchisee conference in the second quarter of 2015.

EBITDA grew 5% to $101 million, reflecting growth in royalties and the Company's Wyndham Rewards credit card program, and expense management.

Second quarter domestic RevPAR increased 2.0%. In constant currency, total system-wide RevPAR declined by 0.6% compared with the second quarter of 2015, which reflects continued weakness in domestic and Canadian oil markets and higher unit growth in lower RevPAR countries such as China.

As of June 30, 2016, the Company's hotel system consisted of approximately 7,880 properties and over 683,300 rooms, a 2.2% net room increase compared with the second quarter of 2015. The development pipeline included over 1,000 hotels and approximately 128,000 rooms, of which 61% were international and 66% were new construction.

Destination Network (formerly Vacation Exchange and Rentals)
Revenues were $384 million in the second quarter of 2016, flat compared with the second quarter of 2015. In constant currency and excluding acquisitions, revenues increased 1%.

Exchange revenues were $159 million. In constant currency, exchange revenues grew 1% as the average number of members increased 0.7% and exchange revenue per member increased 0.3%.

Vacation rental revenues were $202 million. In constant currency and excluding the impact of acquisitions, vacation rental revenues were up 1%, reflecting a 4.0% increase in transaction volume, partially offset by a 3.3% decrease in average net price per vacation rental reflecting faster growth in our more moderate product offerings.

EBITDA for the second quarter of 2016 was $85 million, a 1% increase compared with the second quarter of 2015. On a currency-neutral basis and excluding the impact of acquisitions, EBITDA increased 2% compared with the prior year period, largely reflecting growth in rental transactions and exchange members.

Vacation Ownership
Revenues were $705 million in the second quarter of 2016, a 1% increase over the second quarter of 2015.

Net VOI sales declined by 2%, as higher gross VOI sales volume was offset by an increase in the provision for loan losses, which was in line with the Company's expectations.

Gross VOI sales were $518 million in the second quarter of 2016, an increase of 3% compared with the second quarter of 2015. Results reflect tour flow growth of 3.4%, partially offset by a volume per guest (VPG) decline of 0.8% in constant currency, reflecting higher sales to new owners. The number of new owners added increased 13% from the second quarter of 2015.

EBITDA for the second quarter of 2016 was $187 million, an increase of 3% compared with the second quarter of 2015, reflecting higher gross VOI sales, a lower cost of sales and higher management fees, partially offset by an increase in the provision for loan losses.

OTHER ITEMS


    --  The Company repurchased 2.1 million shares of common stock for $150
        million during the second quarter of 2016.  From July 1 through July 26,
        2016, the Company repurchased an additional 0.6 million shares for $42
        million.
    --  Reported net interest expense in the second quarter of 2016 was $32
        million, compared with $28 million in the second quarter of 2015,
        reflecting increased debt levels including the $350 million 5.10% bond
        issued in September 2015 and the absence of a fixed-to-floating interest
        rate swap terminated in 2015.
    --  Depreciation and amortization in the second quarter of 2016 was $63
        million, compared with $58 million in the second quarter of 2015,
        reflecting new projects that were placed into service.

Balance Sheet Information as June 30, 2016:


    --  Cash and cash equivalents of $478 million, compared with $171 million at
        December 31, 2015, reflecting higher seasonal cash collections at the
        Company's vacation rental businesses
    --  Vacation ownership contract receivables, net, of $2.7 billion, unchanged
        from December 31, 2015
    --  Vacation ownership and other inventory of $1.3 billion, unchanged from
        December 31, 2015
    --  Securitized vacation ownership debt of $2.0 billion, compared with $2.1
        billion at December 31, 2015
    --  Long-term debt of $3.4 billion, compared with $3.1 billion at December
        31, 2015. The remaining borrowing capacity on the revolving credit
        facility, net of commercial paper borrowings, was $1.1 billion as of
        June 30, 2016, compared with $1.4 billion at December 31, 2015.

A schedule of debt is included in Table 12 of this press release.

OUTLOOK

Note to Editors: The guidance excludes possible future share repurchases, while analysts' estimates often include share repurchases. This results in discrepancies between Company guidance and database consensus forecasts.

Full reconciliations of the outlook for adjusted EBITDA, adjusted net income and adjusted EPS to GAAP results appear in Table 10 of this press release.

The Company provides the following guidance for the full year 2016:


    --  Revenues of approximately $5.650 - $5.800 billion.
    --  Adjusted net income of approximately $635 - $651 million.
    --  Adjusted EBITDA of approximately $1.375 - $1.400 billion.
    --  Adjusted diluted EPS of approximately $5.68 - $5.82 based on a diluted
        share count of 112 million.

The Company will post guidance information on its website following the conference call.

CONFERENCE CALL INFORMATION
Wyndham Worldwide Corporation will hold a conference call with investors to discuss the Company's results, outlook and guidance on Wednesday, July 27, 2016 at 8:30 a.m. ET. Listeners can access the webcast live through the Company's website at http://www.wyndhamworldwide.com/investors/. The conference call may also be accessed by dialing 888-632-3384 and providing the pass code "WYNDHAM." Listeners are urged to call at least 10 minutes prior to the scheduled start time. An archive of this webcast will be available on the website for approximately 90 days beginning at 12:00pm ET on July 27, 2016. A telephone replay will be available for approximately 10 days beginning at 12:00pm ET on July 27, 2016 at 800-723-0394.

PRESENTATION OF FINANCIAL INFORMATION
Financial information discussed in this press release includes non-GAAP measures, which include or exclude certain items. These non-GAAP measures differ from reported GAAP results and are intended to illustrate what management believes are relevant period-over-period comparisons and are helpful to investors as an additional tool for further understanding and assessing the Company's ongoing core operating performance. Exclusion of items in the Company's non-GAAP presentation should not be considered an inference that these items are unusual, infrequent or non-recurring. A reconciliation of reported GAAP results to the comparable non-GAAP information appears in the financial tables section of the press release. A reconciliation of forecasted adjusted EBITDA and adjusted EPS to the most directly comparable GAAP measures is provided in Table 10 of this press release.

ABOUT WYNDHAM WORLDWIDE
Wyndham Worldwide (NYSE: WYN) is one of the largest global hospitality companies, providing travelers with access to a collection of trusted hospitality brands in hotels, vacation ownership, and unique accommodations including vacation exchange, holiday parks, and managed home rentals. With a collective inventory of more than 120,000 places to stay across 100 countries on six continents, Wyndham Worldwide and its 38,000 associates welcomes people to experience travel the way they want. This is enhanced by Wyndham Rewards®, the Company's re-imagined guest loyalty program across its businesses, which is making it simpler for members to earn more rewards and redeem their points faster. For more information, please visit www.wyndhamworldwide.com.

FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, conveying management's expectations as to the future based on plans, estimates and projections at the time the Company makes the statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements contained in this press release include statements related to the Company's revenues, earnings, cash flow and related financial and operating measures.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Factors that could cause actual results to differ materially from those in the forward-looking statements include general economic conditions, the performance of the financial and credit markets, the economic environment for the hospitality industry, the impact of war, terrorist activity or political strife, operating risks associated with the hotel, vacation exchange and rentals and vacation ownership businesses, as well as those described in the Company's Annual Report on Form 10-K, filed with the SEC on February 12, 2016. Except for the Company's ongoing obligations to disclose material information under the federal securities laws, it undertakes no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.


                 Wyndham Worldwide Corporation

                   Earnings Release Schedules

                  Quarter Two - June 30, 2016

                       Table of Contents


                                              Table No.
                                              ---------


    Consolidated Statements of Income
     (Unaudited)                                          1


    Operating Results of Reportable
     Segments                                             2


    Operating Statistics                                  3


    Condensed Consolidated Statements
     of Cash Flows and Reconciliation
     of Free Cash Flows (Unaudited)                       4


    Revenue Detail by Reportable
     Segment                                              5


    Brand System Details                                  6


    Non-GAAP Reconciliation of
     Adjusted Net Income and EPS                          7


    Non-GAAP Reconciliation of
     Adjusted EBITDA by Reportable
     Segment                                              8


    Non-GAAP Reconciliation of Gross
     VOI Sales                                            9


    Non-GAAP Reconciliation of 2016
     Outlook                                             10


    Non-GAAP Reconciliation -
     Constant Currency and Currency
     Neutral                                             11


    Schedule of Debt                                     12


                                                                                                                                                                                  Table 1

                                                                                 Wyndham Worldwide Corporation

                                                                               CONSOLIDATED STATEMENTS OF INCOME

                                                                             (In millions, except per share data)

                                                                                          (Unaudited)



                                                                                                                  Three Months Ended            Six Months Ended

                                                                                                                       June 30,                     June 30,
                                                                                                                      --------                     --------

                                                                                                                   2016              2015          2016           2015
                                                                                                                   ----              ----          ----           ----

    Net revenues

                                           Service and membership fees                                               $632                 $623                   $1,266               $1,223

                                           Vacation ownership interest sales                                          409                  417                      750                  753

                                           Franchise fees                                                             172                  178                      310                  325

                                           Consumer financing                                                         108                  105                      215                  210

                                           Other                                                                                 82                   75                      165                   150

    Net revenues                                                                                                          1,403                1,398                    2,706                 2,661
                                                                                                                          -----                -----                    -----                 -----


    Expenses

                                           Operating                                                                  622                  610                    1,236                1,176

                                            Cost of vacation ownership
                                            interests                                                                  32                   47                       68                   80

                                           Consumer financing interest                                                 19                   19                       36                   36

                                           Marketing and reservation                                                  211                  211                      403                  406

                                           General and administrative                                                 185                  182                      372                  362

                                           Depreciation and amortization                                               63                   58                      125                  114

    Total expenses                                                                                                        1,132                1,127                    2,240                 2,174
                                                                                                                          -----                -----                    -----                 -----


    Operating income                                                                                                        271                  271                      466                   487

    Other (income)/expense, net                                                                                             (6)                 (3)                    (16)                  (8)

    Interest expense                                                                                                         34                   30                       68                    56

    Early extinguishment of debt                                                                             -                    -                  11                        -

    Interest income                                                                                                         (2)                 (2)                     (4)                  (5)
                                                                                                                            ---                  ---                      ---                   ---


    Income before income taxes                                                                                              245                  246                      407                   444

    Provision for income taxes                                                                                               89                   87                      156                   162
                                                                                                                            ---                  ---                      ---                   ---

    Net income                                                                                                              $156                 $159                     $251                  $282
                                                                                                                            ====                 ====                     ====                  ====


    Earnings per share

                                           Basic                                                                              $1.40                $1.34                    $2.25                 $2.35

                                           Diluted                                                                   1.39                 1.33                     2.23                 2.33


    Weighted average shares outstanding

                                           Basic                                                                                111                  119                      112                   120

                                           Diluted                                                                    112                  120                      113                  121



    Note: For a description of adjustments to Net Income, see Table 7.


                                                                                                                                                                                                                                                           Table 2

                                                                                                                                                                                                                                                          (1 of 2)

                                                                                                                                 Wyndham Worldwide Corporation

                                                                                                                            OPERATING RESULTS OF REPORTABLE SEGMENTS

                                                                                                                                         (In millions)



    In addition to other measures, management evaluates the operating results of each of its reportable segments based upon net revenues and "EBITDA", which is defined as net income before depreciation and amortization, interest expense (excluding
     consumer financing interest), early extinguishment of debt, interest income (excluding consumer financing revenues) and income taxes, each of which is presented on the Company's Consolidated Statements of Income.  The Company also uses
     adjusted EBITDA as a financial measure.  The Company believes that EBITDA and Adjusted EBITDA are useful measures of assessing performance of the Company and for the Company's segments which, when considered with GAAP measures, give a more
     complete understanding of its operating performance and assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods, by adjusting for certain items
     which may be recurring or nonrecurring and which in our view do not necessarily reflect ongoing operating performance. We also internally use these measures to assess our operating performance, both in absolute terms and in comparison to other
     companies, and in evaluating or making selected compensation decisions.  These supplemental disclosures are in addition to GAAP reported measures.  The Company's presentation of EBITDA and Adjusted EBITDA may not be comparable to similarly-
     titled measures used by other companies.







    The following tables summarize net revenues and EBITDA for the Company's reportable segments, as well as reconcile EBITDA to Net income for the three months ended June 30, 2016 and 2015:


                                                                                                                Three Months Ended June 30,
                                                                                                                ---------------------------

                                                                                                        2016                                                 2015
                                                                                                        ----                                                 ----

                                                                                               Net Revenues                                  EBITDA                     Net Revenues                    EBITDA
                                                                                               ------------                                 ------                      ------------                   ------

    Hotel Group                                                                                                                    $334                                          $101                                                     $334                  $96

    Destination Network                                                                                                            384                                            85                                                      383                   84

    Vacation Ownership                                                                                                             705                                           187                                                      699                  182
                                                                                                                                   ---                                           ---                                                      ---                  ---

         Total Reportable Segments                                                                                               1,423                                           373                                                    1,416                  362

    Corporate and Other (a)                                                                                                       (20)                                         (33)                                                    (18)                (30)

         Total Company                                                                                                           $1,403                                          $340                                                   $1,398                 $332
                                                                                                                                 ======                                          ====                                                   ======                 ====


    Reconciliation of EBITDA to Net income
    --------------------------------------


                                                                                                                                                             Three Months Ended June 30,
                                                                                                                                                            ---------------------------

                                                                                                                                                              2016                                                                                   2015
                                                                                                                                                              ----                                                                                   ----

    EBITDA                                                                                                                                                                      $340                                                                         $332

    Depreciation and amortization                                                                                                                                                63                                                                           58

    Interest expense                                                                                                                                                             34                                                                           30

    Interest income                                                                                                                                                             (2)                                                                         (2)
                                                                                                                                                                                ---                                                                          ---

    Income before income taxes                                                                                                                                                  245                                                                          246

    Provision for income taxes                                                                                                                                                   89                                                                           87
                                                                                                                                                                                ---                                                                          ---

    Net income                                                                                                                                                                  $156                                                                         $159
                                                                                                                                                                                ====                                                                         ====



    (a)   Includes the elimination of transactions between segments.


    The following tables summarize net revenues and Adjusted EBITDA for the Company's reportable segments for the three months ended June 30, 2016 and 2015 (for a description of adjustments and reconciliation by segment, see Table 8):



                                                                                                                Three Months Ended June 30,
                                                                                                                ---------------------------

                                                                                                        2016                                                 2015
                                                                                                        ----                                                 ----

                                                                                                                                            Adjusted                                                  Adjusted

                                                                                               Net Revenues                                  EBITDA                     Net Revenues                    EBITDA
                                                                                               ------------                                 ------                      ------------                   ------

    Hotel Group                                                                                                                    $334                                          $101                                                     $334                  $97

    Destination Network                                                                                                            384                                            85                                                      383                   84

    Vacation Ownership                                                                                                             705                                           187                                                      699                  182
                                                                                                                                   ---                                           ---                                                      ---                  ---

         Total Reportable Segments                                                                                               1,423                                           373                                                    1,416                  363

    Corporate and Other                                                                                                           (20)                                         (33)                                                    (18)                (31)
                                                                                                                                                                                                                                                            ---

         Total Company                                                                                                           $1,403                                          $340                                                   $1,398                 $332
                                                                                                                                 ======                                          ====                                                   ======                 ====


                                                                                                                                                                                                                                          Table 2

                                                                                                                                                                                                                                         (2 of 2)

                                                                                                                       Wyndham Worldwide Corporation

                                                                                                                  OPERATING RESULTS OF REPORTABLE SEGMENTS

                                                                                                                               (In millions)



    The following tables summarize net revenues and EBITDA for the Company's reportable segments, as well as reconcile EBITDA to Net income for the six months ended June 30, 2016 and 2015:


                                                                                                              Six Months Ended June 30,
                                                                                                              -------------------------

                                                                                                       2016                                           2015
                                                                                                       ----                                           ----

                                                                                               Net Revenues                           EBITDA                     Net Revenues                  EBITDA
                                                                                              ------------                           ------                      ------------                 ------

    Hotel Group                                                                                                             $629                                          $185                                           $626                 $172

    Destination Network                                                                                                     768                                           166                                            752                  189

    Vacation Ownership                                                                                                    1,345                                           323                                          1,316                  313
                                                                                                                          -----                                           ---                                          -----                  ---

         Total Reportable Segments                                                                                        2,742                                           674                                          2,694                  674

    Corporate and Other (a)                                                                                                (36)                                         (67)                                          (33)                (65)

         Total Company                                                                                                    $2,706                                          $607                                         $2,661                 $609
                                                                                                                          ======                                          ====                                         ======                 ====


    Reconciliation of EBITDA to Net income
    --------------------------------------


                                                                                                                                                      Six Months Ended June 30,
                                                                                                                                                      -------------------------

                                                                                                                                                       2016                                                                         2015
                                                                                                                                                       ----                                                                         ----

    EBITDA                                                                                                                                                               $607                                                               $609

    Depreciation and amortization                                                                                                                                        125                                                                114

    Interest expense                                                                                                                                                      68                                                                 56

    Early extinguishment of debt                                                                                                                                          11                                                                  -

    Interest income                                                                                                                                                      (4)                                                               (5)
                                                                                                                                                                         ---                                                                ---

    Income before income taxes                                                                                                                                           407                                                                444

    Provision for income taxes                                                                                                                                           156                                                                162
                                                                                                                                                                         ---                                                                ---

    Net income                                                                                                                                                           $251                                                               $282
                                                                                                                                                                         ====                                                               ====



    (a)   Includes the elimination of transactions between segments.


    The following tables summarize net revenues and Adjusted EBITDA for the Company's reportable segments for the six months ended June 30, 2016 and 2015 (for a description of adjustments and reconciliation by segment, see Table
     8):



                                                                                                              Six Months Ended June 30,
                                                                                                              -------------------------

                                                                                                       2016                                           2015
                                                                                                       ----                                           ----

                                                                                                                                     Adjusted                                                Adjusted

                                                                                               Net Revenues                           EBITDA                     Net Revenues                  EBITDA
                                                                                              ------------                           ------                      ------------                 ------

    Hotel Group                                                                                                             $629                                          $185                                           $626                 $175

    Destination Network                                                                                                     768                                           190                                            752                  189

    Vacation Ownership                                                                                                    1,345                                           323                                          1,316                  313
                                                                                                                          -----                                           ---                                          -----                  ---

         Total Reportable Segments                                                                                        2,742                                           698                                          2,694                  677

    Corporate and Other                                                                                                    (36)                                         (66)                                          (33)                (66)
                                                                                                                                                                         ---                                                                ---

         Total Company                                                                                                    $2,706                                          $632                                         $2,661                 $611
                                                                                                                          ======                                          ====                                         ======                 ====


                                                                                                                                                                                                                                                                                                Table 3

                                                                                                                                                                                                                                                                                               (1 of 2)

                                                                                                                                                                     Wyndham Worldwide Corporation

                                                                                                                                                                          OPERATING STATISTICS


    The following operating statistics are the drivers of our revenues and therefore provide an enhanced understanding of our businesses:


                                                                                                                                                                                           Year                  Q1                   Q2                   Q3                     Q4  Full Year
                                                                                                                                                                                           ----                  ---                  ---                  ---                    --- ---------

    Hotel Group (a)

                                               Number of Rooms                                                         2016                                                679,100                       683,300                  N/A                 N/A                   N/A

                                                                                             2015                                              667,400                                          668,500               671,900              678,000                    N/A

                                                                                             2014                                              646,900                                          650,200               655,300              660,800                    N/A

                                                                                             2013                                              631,800                                          635,100               638,300              645,400                    N/A


                                               RevPAR                                                                  2016                                                 $31.59                        $39.10                  N/A                 N/A                   N/A

                                                                                             2015                                               $32.84                                           $39.82                $43.34               $32.98                 $37.26

                                                                                             2014                                               $32.30                                           $40.11                $43.71               $34.06                 $37.57

                                                                                             2013                                               $31.05                                           $38.00                $41.78               $33.07                 $36.00


    Destination Network

                                               Average Number of Members (in 000s)                                     2016                                                  3,841                         3,857                  N/A                 N/A                   N/A

                                                                                             2015                                                3,822                                            3,831                 3,835                3,836                  3,831

                                                                                             2014                                                3,727                                            3,748                 3,777                3,808                  3,765

                                                                                             2013                                                3,668                                            3,686                 3,711                3,728                  3,698


                                               Exchange Revenue Per Member                                             2016                                                $189.78                       $164.61                  N/A                 N/A                   N/A

                                                                                             2015                                              $194.06                                          $167.81               $163.38              $152.00                $169.29

                                                                                             2014                                              $200.78                                          $179.17               $171.77              $157.24                $177.12

                                                                                             2013                                              $210.96                                          $182.42               $169.95              $161.21                $181.02


                                               Vacation Rental Transactions (in 000s) (a) (b)                          2016                                                    500                           409                  N/A                 N/A                   N/A

                                                                                             2015                                                  459                                              390                   462                  319                  1,630

                                                                                             2014                                                  429                                              376                   455                  293                  1,552

                                                                                             2013                                                  423                                              355                   433                  273                  1,483


                                               Average Net Price Per Vacation Rental(a) (b)                            2016                                                $366.08                       $492.83                  N/A                 N/A                   N/A

                                                                                             2015                                              $361.20                                          $513.14               $642.00              $452.19                $494.92

                                                                                             2014                                              $410.04                                          $577.13               $727.40              $492.25                $558.95

                                                                                             2013                                              $392.64                                          $540.38               $677.81              $506.62                $532.11


    Vacation Ownership (a)

                                                Gross Vacation Ownership Interest (VOI) Sales (in
                                                000s) (c)                                                              2016                                               $428,000                      $518,000                  N/A                 N/A                   N/A

                                                                                             2015                                             $390,000                                         $502,000              $565,000             $507,000             $1,965,000

                                                                                             2014                                             $410,000                                         $496,000              $513,000             $470,000             $1,889,000

                                                                                             2013                                             $384,000                                         $481,000              $536,000             $488,000             $1,889,000


                                               Tours (in 000s)                                                         2016                                                    179                           213                  N/A                 N/A                   N/A

                                                                                             2015                                                  168                                              206                   227                  200                    801

                                                                                             2014                                                  170                                              208                   225                  191                    794

                                                                                             2013                                                  163                                              206                   225                  195                    789


                                               Volume Per Guest (VPG)                                                  2016                                                 $2,244                        $2,328                  N/A                 N/A                   N/A

                                                                                             2015                                               $2,177                                           $2,353                $2,354               $2,390                 $2,326

                                                                                             2014                                               $2,272                                           $2,280                $2,158               $2,336                 $2,257

                                                                                             2013                                               $2,211                                           $2,256                $2,278               $2,370                 $2,281


    Note: Full year amounts may not add across due to rounding.

    (a)                                         Includes the impact of acquisitions/dispositions from the acquisition/disposition dates forward. Therefore, the operating
                                                statistics are not presented on a comparable basis.

    (b)                                        The destination network operating statistics excluding our U.K.-based camping business sold in Q4 2014 are as follows:


                                                                                                                                                                                           Year                  Q1                   Q2                   Q3                     Q4  Full Year
                                                                                                                                                                                           ----                  ---                  ---                  ---                    --- ---------

                                               Vacation Rental Transactions (in 000s)                                  2014                                                    429                           367                  431                  292                  1,518

                                               Average Net Price Per Vacation Rental                                   2014                                                $410.02                       $578.02              $700.56              $492.64                $548.93



    (c)                                         Includes Gross VOI sales under the Company's Wyndham Asset Affiliate Model (WAAM) Just-in-Time. (See Table 9 for a
                                                reconciliation of Gross VOI sales to vacation ownership interest sales).



                                                                                                                                                             ADDITIONAL DATA


                                                                                                                                                                                           Year                  Q1                   Q2                   Q3                     Q4  Full Year
                                                                                                                                                                                           ----                  ---                  ---                  ---                    --- ---------

    Hotel Group

                                               Number of Properties                                                    2016                                                  7,830                         7,880                  N/A                 N/A                   N/A

                                                                                             2015                                                7,670                                            7,700                 7,760                7,810                    N/A

                                                                                             2014                                                7,500                                            7,540                 7,590                7,650                    N/A

                                                                                             2013                                                7,380                                            7,410                 7,440                7,490                    N/A


    Vacation Ownership

                                               Provision for Loan Losses (in 000s) (*)                                 2016                                                $63,000                       $90,000                  N/A                 N/A                   N/A

                                                                                             2015                                              $46,000                                          $60,000               $78,000              $64,000               $248,000

                                                                                             2014                                              $60,000                                          $70,000               $70,000              $60,000               $260,000

                                                                                             2013                                              $84,000                                          $90,000              $102,000              $73,000               $349,000


    Note: Full year amounts may not add across due to rounding.

    (*)                                         Represents provision for estimated losses on vacation ownership contract receivables originated during the period, which is
                                                recorded as a contra revenue to vacation ownership interest sales on the Consolidated Statements of Income.


                                     Table 3

                                    (2 of 2)


          Wyndham Worldwide Corporation

              OPERATING STATISTICS


                GLOSSARY OF TERMS
                -----------------


    Hotel Group


    Number of Rooms: Represents the number
     of rooms at hotel group properties at
     the end of the period which are either
     (i) under franchise and/or management
     agreements, or company owned and (ii)
     properties under affiliation agreements
     for which the Company receives a fee
     for reservation and/or other services
     provided.
    ----------------------------------------


    Average Occupancy Rate: Represents the
     percentage of available rooms occupied
     during the period.
    ---------------------------------------


    Average Daily Rate (ADR): Represents the
     average rate charged for renting a
     lodging room for one day.
    ----------------------------------------


    RevPAR: Represents revenue per available
     room and is calculated by multiplying
     average occupancy rate by ADR.
     Comparable RevPAR represents RevPAR of
     hotels which are included in both
     periods.
    ----------------------------------------


    Destination Network


    Average Number of Members: Represents
     members in our vacation exchange
     programs who paid annual membership
     dues as of the end of the period or who
     are within the allowed grace period.
     For additional fees, such participants
     are entitled to exchange intervals for
     intervals at other properties
     affiliated with the Company's vacation
     exchange business. In addition, certain
     participants may exchange intervals for
     other leisure-related services and
     products.
    ----------------------------------------


    Exchange Revenue Per Member: Represents
     total annualized revenues generated
     from fees associated with memberships,
     exchange transactions, member-related
     rentals and other servicing for the
     period divided by the average number of
     vacation exchange members during the
     period.
    ----------------------------------------


    Vacation Rental Transactions: Represents
     the number of transactions that are
     generated in connection with customers
     booking their vacation rental stays
     through one of our vacation brands. One
     rental transaction is recorded for each
     standard one-week rental.
    ----------------------------------------


    Average Net Price Per Vacation Rental:
     Represents the net rental price
     generated from renting vacation
     properties to customers and other
     related rental servicing fees divided
     by the number of vacation rental
     transactions.
    --------------------------------------


    Vacation Ownership


    Gross Vacation Ownership Interest Sales:
     Represents sales of vacation ownership
     interest (VOIs), including WAAM sales,
     before the net effect of percentage-
     of-completion accounting and loan loss
     provisions. We believe gross VOI sales
     provide an enhanced understanding of
     the performance of our vacation
     ownership business because it directly
     measures the sales volume of this
     business during a given reporting
     period. See Table 9 for a
     reconciliation of Gross VOI sales to
     vacation ownership interest sales.
    ----------------------------------------


    Tours: Represents the number of tours
     taken by guests in our efforts to sell
     VOIs.
    ---------------------------------------


    Volume per Guest (VPG): Represents Gross
     VOI sales (excluding tele-sales
     upgrades, which are non-tour upgrade
     sales) divided by the number of tours.
     The Company has excluded non-tour
     upgrade sales in the calculation of VPG
     because non-tour upgrade sales are
     generated by a different marketing
     channel.  See Table 9 for a detail of
     tele-sales upgrades for 2013-2016.
    ----------------------------------------


    General


    Constant Currency: Represents a
     comparison eliminating the effects of
     foreign exchange rate fluctuations
     between periods (foreign currency
     translation).
    --------------------------------------


    Currency-Neutral: Represents a
     comparison eliminating the effects of
     foreign exchange rate fluctuations
     between periods (foreign currency
     translation) and the impact caused by
     any foreign exchange related activities
     (i.e., hedges, balance sheet
     remeasurements and/or adjustments)
    ----------------------------------------



                                                                                                                                                                                                     Table 4

                                                                                                     Wyndham Worldwide Corporation

                                                                         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS AND RECONCILIATION OF FREE CASH FLOWS

                                                                                                             (In millions)

                                                                                                              (Unaudited)



    Condensed Consolidated Statements of Cash Flows:

                                                                                                                                                 Six Months Ended June 30,
                                                                                                                                                 -------------------------

                                                                                                                                                                      2016                      2015
                                                                                                                                                                      ----                      ----

    Net cash provided by operating activities                                                                                                                                           $706           $737


    Net cash used in investing activities                                                                                                                                              (140)         (233)


    Net cash used in financing activities                                                                                                                                              (251)         (269)


    Effect of changes in exchange rates on cash and cash equivalents                                                                                                                     (8)           (8)


    Net increase in cash and cash equivalents                                                                                                                                           $307           $227
                                                                                                                                                                                        ====           ====



    Free Cash Flow:


    We define free cash flow to be net cash provided by operating activities less property and equipment additions which we also refer to as capital expenditures.


    We believe free cash flow to be a useful operating performance measure to evaluate the ability of our operations to generate cash for uses other than capital expenditures and, after debt
     service and other obligations, our ability to grow our business through acquisitions, development advances and equity investments, as well as our ability to return cash to shareholders
     through dividends and share repurchases. A limitation of using free cash flow versus the GAAP measures of net cash provided by operating activities, net cash used in investing activities
     and net cash used in financing activities as a means for evaluating Wyndham Worldwide is that free cash flow does not represent the total cash movement for the period as detailed in the
     consolidated statement of cash flows.


    The following table provides more details on the GAAP financial measure that is most directly comparable to the non-GAAP financial measure and the related reconciliation between these
     financial measures:


                                                                                                                                                 Six Months Ended June 30,
                                                                                                                                                 -------------------------

                                                                                                                                                                      2016                      2015
                                                                                                                                                                      ----                      ----

    Net cash provided by operating activities                                                                                                                                           $706           $737

    Less: Property and equipment additions                                                                                                                                              (90)         (112)

    Free cash flow                                                                                                                                                                        $616           $625
                                                                                                                                                                                          ====           ====


                                                                                                                                                                                                                                                                                                                                                                                 Table 5


                                                                                                                                                                                                      Wyndham Worldwide Corporation

                                                                                                                                                                                                  REVENUE DETAIL BY REPORTABLE SEGMENT

                                                                                                                                                                                                              (In millions)



                                                                                                                                                                  2016                                                                     2015
                                                                                                                                                                  ----                                                                     ----

                                                                                                                                 Q1                              Q2                              Q3                              Q4                   Year                   Q1                     Q2                      Q3                      Q4                      Year
                                                                                                                                ---                             ---                             ---                             ---                   ----                  ---                    ---                     ---                     ---                     ----

    Hotel Group

                                                          Royalties and Franchise Fees                                                 $74                              $94                              N/A                             N/A                   N/A                   $74                     $96                    $103                     $87                          $361

                                                           Marketing, Reservation and Wyndham
                                                           Rewards Revenues (a)                                     83                              103                              N/A                             N/A                        N/A                   96                    108                     112                      92                     407

                                                           Hotel Management Reimbursable
                                                           Revenues (b)                                             67                               71                              N/A                             N/A                        N/A                   61                     71                      73                      68                     273

                                                          Intersegment Trademark Fees                                                   13                               15                              N/A                             N/A                   N/A                    12                      15                      16                      15                            57

                                                          Owned Hotel Revenues                                                          27                               19                              N/A                             N/A                   N/A                    25                      20                      16                      19                            79

                                                          Ancillary Revenues (c)                                                        31                               32                              N/A                             N/A                   N/A                    24                      24                      37                      33                           120

                                                          Total Hotel Group                                                            295                              334                              N/A                             N/A                   N/A                   292                     334                     357                     314                         1,297



    Destination Network

                                                          Exchange Revenues                                                            182                              159                              N/A                             N/A                   N/A                   185                     161                     157                     146                           649

                                                          Rental Revenues                                                              183                              202                              N/A                             N/A                   N/A                   166                     200                     296                     144                           807

                                                          Ancillary Revenues (d)                                                        20                               23                              N/A                             N/A                   N/A                    18                      22                      23                      20                            82

                                                          Total Destination Network                                                    385                              384                              N/A                             N/A                   N/A                   369                     383                     476                     310                         1,538



    Vacation Ownership

                                                           Vacation Ownership Interest
                                                           Sales                                                                       342                              409                              N/A                             N/A                   N/A                   336                     417                     448                     403                         1,604

                                                          Consumer Financing                                                           107                              108                              N/A                             N/A                   N/A                   104                     105                     108                     109                           427

                                                           Property Management Fees and
                                                           Reimbursable Revenues                                   164                              161                              N/A                             N/A                        N/A                  153                    149                     159                     155                     615

                                                          WAAM Fee-for-Service Commissions                          17                               16                              N/A                             N/A                        N/A                   12                     19                      23                      28                      83

                                                          Ancillary Revenues (e)                                                        11                               11                              N/A                             N/A                   N/A                    12                       9                      12                      11                            43

                                                          Total Vacation Ownership                                                     641                              705                              N/A                             N/A                   N/A                   617                     699                     750                     706                         2,772


    Total Reportable Segments                                                                                                    $1,321                           $1,423                              N/A                             N/A                   N/A                $1,278                  $1,416                  $1,583                  $1,330                        $5,607
                                                                                                                                 ======                           ======                              ===                             ===                   ===                ======                  ======                  ======                  ======                        ======



                                                                                                                                                                  2014                                                                     2013
                                                                                                                                                                  ----                                                                     ----

                                                                                                                                 Q1                              Q2                              Q3                              Q4                   Year                   Q1                     Q2                      Q3                      Q4                      Year
                                                                                                                                ---                             ---                             ---                             ---                   ----                  ---                    ---                     ---                     ---                     ----

    Hotel Group

                                                          Royalties and Franchise Fees                                                 $68                              $88                             $100                              $83                   $339                    $64                     $79                     $91                     $75                          $309

                                                           Marketing, Reservation and Wyndham
                                                           Rewards Revenues (a)                                     76                              101                              117                               91                         385                    73                     92                     118                      83                     365

                                                           Hotel Management Reimbursable
                                                           Revenues (b)                                             37                               39                               39                               39                         154                    25                     38                      37                      35                     135

                                                          Intersegment Trademark Fees                                                    9                               11                               11                               10                     41                      8                      10                      11                      10                            39

                                                          Owned Hotel Revenues                                                          24                               20                               18                               20                     81                     26                      20                      18                      19                            84

                                                          Ancillary Revenues (c)                                                        23                               24                               30                               24                    101                     26                      23                      22                      23                            95

                                                          Total Hotel Group                                                            237                              283                              315                              267                  1,101                    222                     262                     297                     245                         1,027



    Destination Network

                                                          Exchange Revenues                                                            187                              168                              162                              150                    667                    193                     168                     158                     150                           669

                                                          Rental Revenues                                                              176                              217                              331                              144                    868                    166                     192                     293                     138                           789

                                                          Ancillary Revenues (d)                                                        16                               17                               19                               17                     69                     15                      16                      19                      17                            68

                                                          Total Destination Network                                                    379                              402                              512                              311                  1,604                    374                     376                     470                     305                         1,526



    Vacation Ownership

                                                           Vacation Ownership Interest
                                                           Sales                                                                       303                              382                              415                              385                  1,485                    263                     347                     384                     384                         1,379

                                                          Consumer Financing                                                           105                              106                              108                              108                    427                    105                     106                     107                     108                           426

                                                          Property Management Fees                                                     143                              145                              150                              142                    581                    146                     141                     143                     137                           567

                                                          WAAM Fee-for-Service Commissions                          33                               30                               18                               16                          98                    24                     30                      33                      20                     107

                                                          Ancillary Revenues (e)                                                         9                               10                               13                               17                     47                     11                       6                      10                       9                            36

                                                          Total Vacation Ownership                                                     593                              673                              704                              668                  2,638                    549                     630                     677                     658                         2,515


    Total Reportable Segments                                                                                                    $1,209                           $1,358                           $1,531                           $1,246                 $5,343                 $1,145                  $1,268                  $1,444                  $1,208                        $5,068
                                                                                                                                 ======                           ======                           ======                           ======                 ======                 ======                  ======                  ======                  ======                        ======



    Note: Full year amounts may not add across due to rounding.

    (a)                                                    Marketing and reservation revenues represent fees the Company receives from franchised and managed hotels that are to be expended for marketing
                                                           purposes or the operation of a centralized, brand-specific reservation system.  These fees are typically based on a percentage of the gross room
                                                           revenues of each hotel.  Wyndham Rewards revenues represent fees the Company receives relating to its loyalty program.

                                                          Primarily represents payroll costs in the hotel management business that the Company pays on behalf of property owners and for which it is
                                                           reimbursed by the property owners. During 2014, reimbursable revenues of $2 million in each of Q1, Q2 and Q3 and $1 million in Q4 which were
                                                           charged to the Company's vacation ownership business and were eliminated in consolidation. During 2013, such amounts include reimbursable revenues
                                                           of $1 million, $3 million and $2 million, in Q2, Q3 and Q4 respectively, which were charged to the Company's vacation ownership business and were
    (b)                                                    eliminated in consolidation.

    (c)                                                   Primarily includes additional services provided to franchisees and managed properties and fees related to our co-branded credit card program.

    (d)                                                   Primarily includes fees generated from programs with affiliated resorts and homeowners.

    (e)                                                    Primarily includes revenues associated with bonus points/credits that are provided as purchase incentives on VOI sales and fees generated from
                                                           other non-core operations.


                                                                                                                                                                                                                                                                Table 6

                                                                                                                                                                                                                                                               (1 of 2)

                                                                                                                                                      Wyndham Worldwide Corporation

                                                                                                                                                           BRAND SYSTEM DETAILS



                                                                                                                             As of and For the Three Months Ended June 30, 2016
                                                                                                                             --------------------------------------------------

                                                                                                                                                                                                                                               Average Revenue

                                                                                                                          Number of                                                                 Average           Average Daily             Per Available

                                                   Brand                                                               Properties                               Number of Rooms               Occupancy Rate         Rate (ADR)               Room (RevPAR)
                                                   -----                                                               ----------                               ---------------               --------------          ---------               ------------


    Hotel Group

    Super 8                                                                                                                            2,707                                        172,924                  60.4%                   $49.33                       $29.81


    Days Inn                                                                                                                           1,791                                        142,987                  53.6%                   $68.92                       $36.92


    Ramada                                                                                                                               842                                        117,964                  56.5%                   $72.86                       $41.18


    Wyndham Hotels and Resorts                                                                                                           226                                         49,776                  62.3%                  $106.74                       $66.52


    Howard Johnson                                                                                                                       377                                         43,538                  49.5%                   $60.57                       $29.99


    Baymont                                                                                                                              424                                         33,711                  55.0%                   $71.93                       $39.58


    Travelodge                                                                                                                           404                                         29,705                  53.1%                   $71.45                       $37.96


    Microtel Inns & Suites by Wyndham                                                                                                    334                                         24,102                  59.9%                   $69.69                       $41.77


    Knights Inn                                                                                                                          381                                         23,228                  48.3%                   $50.28                       $24.27


    TRYP by Wyndham                                                                                                                      113                                         16,120                  70.2%                   $79.96                       $56.09


    Wingate by Wyndham                                                                                                                   148                                         13,493                  68.1%                   $93.21                       $63.49


    Hawthorn Suites by Wyndham                                                                                                           107                                         10,618                  70.0%                   $82.98                       $58.06


    Dolce                                                                                                                                 22                                          5,110                  55.9%                  $171.50                       $95.89


                                                                             Total Hotel Group                                           7,876                                        683,276                  57.2%                   $68.30                       $39.10


    Vacation Ownership

    Wyndham Vacation Ownership resorts                                                                                                   216                                         24,475                    N/A                      N/A                         N/A
                                                                                                                                         ---                                         ------


                                                                             Total Wyndham Worldwide                                     8,092                                        707,751
                                                                             ============                                                =====



                                                                                                                             As of and For the Three Months Ended June 30, 2015
                                                                                                                             --------------------------------------------------

                                                                                                                                                                                                                                               Average Revenue

                                                                                                                          Number of                                                                 Average           Average Daily             Per Available

                                                   Brand                                                               Properties                               Number of Rooms               Occupancy Rate         Rate (ADR)               Room (RevPAR)
                                                   -----                                                               ----------                               ---------------               --------------          ---------               ------------


    Hotel Group

    Super 8                                                                                                                            2,549                                        163,510                  61.1%                   $51.27                       $31.33


    Days Inn                                                                                                                           1,782                                        143,046                  54.2%                   $68.18                       $36.95


    Ramada                                                                                                                               836                                        116,799                  56.0%                   $75.49                       $42.24


    Wyndham Hotels and Resorts                                                                                                           207                                         44,489                  63.8%                  $113.95                       $72.68


    Howard Johnson                                                                                                                       413                                         44,945                  50.3%                   $63.70                       $32.06


    Baymont                                                                                                                              383                                         30,471                  56.1%                   $69.39                       $38.93


    Travelodge                                                                                                                           415                                         30,701                  53.3%                   $69.14                       $36.87


    Microtel Inns & Suites by Wyndham                                                                                                    327                                         23,446                  61.4%                   $70.02                       $43.02


    Knights Inn                                                                                                                          388                                         23,994                  47.5%                   $48.21                       $22.92


    TRYP by Wyndham                                                                                                                      123                                         17,895                  64.8%                   $81.02                       $52.48


    Wingate by Wyndham                                                                                                                   150                                         13,645                  67.2%                   $91.15                       $61.27


    Hawthorn Suites by Wyndham                                                                                                           101                                         10,053                  70.5%                   $81.33                       $57.31


    Dolce                                                                                                                                 24                                          5,530                  58.4%                  $150.86                       $88.09


                                                                             Total Hotel Group                                           7,698                                        668,524                  57.4%                   $69.32                       $39.82


    Vacation Ownership

    Wyndham Vacation Ownership resorts                                                                                                   211                                         24,068                    N/A                      N/A                         N/A
                                                                                                                                         ---                                         ------


                                                                             Total Wyndham Worldwide                                     7,909                                        692,592
                                                                             ============                                                =====


    Note: A glossary of terms is included in Table 3 (2 of 2); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.



                                                                                                                                                                                                                                                               Table 6

                                                                                                                                                                                                                                                              (2 of 2)

                                                                                                                                                     Wyndham Worldwide Corporation

                                                                                                                                                          BRAND SYSTEM DETAILS



                                                                                                                             As of and For the Six Months Ended June 30, 2016
                                                                                                                             ------------------------------------------------

                                                                                                                                                                                                                                              Average Revenue

                                                                                                                         Number of                                                                 Average           Average Daily              Per Available

                                                   Brand                                                              Properties                               Number of Rooms               Occupancy Rate         Rate (ADR)               Room (RevPAR)
                                                   -----                                                              ----------                               ---------------               --------------          ---------                ------------


    Hotel Group

    Super 8                                                                                                                           2,707                                        172,924                  56.0%                   $47.68                       $26.69


    Days Inn                                                                                                                          1,791                                        142,987                  49.0%                   $66.61                       $32.60


    Ramada                                                                                                                              842                                        117,964                  52.7%                   $73.28                       $38.65


    Wyndham Hotels and Resorts                                                                                                          226                                         49,776                  58.5%                  $105.36                       $61.64


    Howard Johnson                                                                                                                      377                                         43,538                  46.8%                   $60.19                       $28.17


    Baymont                                                                                                                             424                                         33,711                  50.0%                   $69.32                       $34.66


    Travelodge                                                                                                                          404                                         29,705                  49.2%                   $67.64                       $33.29


    Microtel Inns & Suites by Wyndham                                                                                                   334                                         24,102                  55.5%                   $66.91                       $37.14


    Knights Inn                                                                                                                         381                                         23,228                  44.9%                   $49.58                       $22.25


    TRYP by Wyndham                                                                                                                     113                                         16,120                  62.3%                   $76.80                       $47.84


    Wingate by Wyndham                                                                                                                  148                                         13,493                  62.2%                   $90.16                       $56.04


    Hawthorn Suites by Wyndham                                                                                                          107                                         10,618                  66.2%                   $82.88                       $54.84


    Dolce                                                                                                                                22                                          5,110                  50.6%                  $162.73                       $82.42


                                                                            Total Hotel Group                                           7,876                                        683,276                  53.0%                   $66.76                       $35.35


    Vacation Ownership

    Wyndham Vacation Ownership resorts                                                                                                  216                                         24,475                    N/A                      N/A                         N/A
                                                                                                                                        ---                                         ------


                                                                            Total Wyndham Worldwide                                     8,092                                        707,751
                                                                            ============                                                =====



                                                                                                                             As of and For the Six Months Ended June 30, 2015
                                                                                                                             ------------------------------------------------

                                                                                                                                                                                                                                              Average Revenue

                                                                                                                         Number of                                                                 Average           Average Daily              Per Available

                                                   Brand                                                              Properties                               Number of Rooms               Occupancy Rate         Rate (ADR)                Room (RevPAR)
                                                   -----                                                              ----------                               ---------------               --------------          ---------                ------------


    Hotel Group

    Super 8                                                                                                                           2,549                                        163,510                  56.1%                   $50.01                       $28.04


    Days Inn                                                                                                                          1,782                                        143,046                  49.7%                   $66.32                       $32.98


    Ramada                                                                                                                              836                                        116,799                  53.7%                   $75.12                       $40.37


    Howard Johnson                                                                                                                      413                                         44,945                  47.2%                   $63.13                       $29.82


    Wyndham Hotels and Resorts                                                                                                          207                                         44,489                  59.9%                  $113.13                       $67.81


    Travelodge                                                                                                                          415                                         30,701                  49.4%                   $65.86                       $32.54


    Baymont                                                                                                                             383                                         30,471                  51.6%                   $67.52                       $34.85


    Knights Inn                                                                                                                         388                                         23,994                  45.8%                   $46.73                       $21.41


    Microtel Inns & Suites by Wyndham                                                                                                   327                                         23,446                  57.5%                   $68.55                       $39.41


    TRYP by Wyndham                                                                                                                     123                                         17,895                  58.2%                   $78.87                       $45.92


    Wingate by Wyndham                                                                                                                  150                                         13,645                  62.9%                   $88.74                       $55.81


    Hawthorn Suites by Wyndham                                                                                                          101                                         10,053                  67.7%                   $80.89                       $54.75


    Dolce                                                                                                                                24                                          5,530                  56.7%                  $143.28                       $81.30


                                                                            Total Hotel Group                                           7,698                                        668,524                  53.5%                   $68.00                       $36.35


    Vacation Ownership

    Wyndham Vacation Ownership resorts                                                                                                  211                                         24,068                    N/A                      N/A                         N/A
                                                                                                                                        ---                                         ------


                                                                            Total Wyndham Worldwide                                     7,909                                        692,592
                                                                            ============                                                =====


    Note: A glossary of terms is included in Table 3 (2 of 2); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.


                                                                                                                                                                                                                                                                                                                                                                Table 7



                                                                                                                                                                                    Wyndham Worldwide Corporation

                                                                                                                                                                        NON-GAAP RECONCILIATION OF ADJUSTED NET INCOME AND EPS

                                                                                                                                                                                 (In millions, except per share data)


                                                                                                                                                                                                                                             Location on Condensed                                                  Three Months Ended June 30,
                                                                                                                                                                                                                                           Consolidated Statements of
                                                                                                                                                                                                                                                     Income
                                                                                                                                                                                                                                                     ------

                                                                                                                                                                                                                                                                                                        2016                                       2015
                                                                                                                                                                                                                                                                                                        ----                                       ----

    Diluted weighted average shares outstanding                                                                                                                                                                                                                                                                                                112               120


    Diluted EPS                                                                                                                                                                                                                                                                                                                               $1.39             $1.33


    Net income                                                                                                                                                                                                                                                                                                                                 $156              $159


    Adjustments:

                                                                                       Acquisition costs (a)                                                                       Operating                                                                                                                                1                              1

                                                                                       Legacy costs (b)                                                                            General and administrative                                                                                                               -                           (1)


                                                                                       Total adjustments before tax                                                                                                                                                                                                         1                              -

                                                                                       Income tax benefit/(expense) on adjustments (c)                                             Provision for income taxes                                                                                                             (1)                             -


    Total adjustments after tax                                                                                                                                                                                                                                                                                                                  -                -


    Adjustments - EPS impact                                                                                                                                                                                                                                                                                                                 $0.01           $(0.01)


    Adjusted Net income                                                                                                                                                                                                                                                                                                                       $156              $159
                                                                                                                                                                                                                                                                                                                                              ====              ====


    Adjusted diluted EPS                                                                                                                                                                                                                                                                                                                     $1.40             $1.32
                                                                                                                                                                                                                                                                                                                                             =====             =====




                                                                                                                                                                                                                                                                                                                     Six Months Ended June 30,
                                                                                                                                                                                                                                                                                                                     -------------------------

                                                                                                                                                                                                                                                                                                        2016                                       2015
                                                                                                                                                                                                                                                                                                        ----                                       ----

    Diluted weighted average shares outstanding                                                                                                                                                                                                                                                                                                113               121


    Diluted EPS                                                                                                                                                                                                                                                                                                                               $2.23             $2.33


    Net income                                                                                                                                                                                                                                                                                                                                 $251              $282


    Adjustments:

                                                                                       Venezuela currency devaluation (d)                                                          Operating                                                                                                                               24                              -

                                                                                       Acquisition costs (a )                                                                      Operating                                                                                                                                1                              4

                                                                                       Legacy costs (b)                                                                            General and administrative                                                                                                               1                            (1)

                                                                                       Restructuring costs (e)                                                                     Operating                                                                                                                                -                           (1)

                                                                                       Early extinguishment of debt (f)                                                            Interest expense                                                                                                                        11                              -


                                                                                       Total adjustments before tax                                                                                                                                                                                                        37                              2

                                                                                       Income tax (expense)/benefit on adjustments (g)                                             Provision for income taxes                                                                                                             (5)                             1


    Total adjustments after tax                                                                                                                                                                                                                                                                                                                 32                 3


    Total adjustments - EPS impact                                                                                                                                                                                                                                                                                                           $0.29             $0.03


    Adjusted Net income                                                                                                                                                                                                                                                                                                                       $283              $285
                                                                                                                                                                                                                                                                                                                                              ====              ====


    Adjusted diluted EPS                                                                                                                                                                                                                                                                                                                     $2.52             $2.36
                                                                                                                                                                                                                                                                                                                                             =====             =====


    Note: Amounts may not add due to rounding.


    (a)   The amount for 2016 represents costs related to an acquisition that closed on July 1, 2016 at the Company's destination network business. The amount for 2015 relates primarily to costs incurred in connection with the acquisition of Dolce Hotels and Resorts at the Company's hotel group business during 2015.

    (b)   Relates to the net benefit/(expense) from the resolution of and adjustment to certain contingent liabilities and assets resulting from the Company's separation from Cendant.

    (c)   Relates to the tax effect of the adjustments.

    (d)   Represents the impact from the devaluation of the exchange rate of Venezuela at the Company's destination network business during 2016.

    (e)   Relates to the reversal of a portion of the restructuring reserve established during the fourth quarter of 2014 at the Company's destination network business.

    (f)   Represents costs incurred in connection with the Company's early repurchase of its 6.0% senior unsecured notes during 2016.

    (g)   Relates to (i) the tax effect of the adjustments during both 2015 and 2016 and (ii) a valuation allowance established in connection with the acquisition of Dolce Hotels and Resorts during 2015.



    The above tables reconcile certain non-GAAP financial measures.  The presentation of these adjustments is intended to permit the comparison of particular adjustments as they appear in the income statement in order to assist investors' understanding of the overall impact of such adjustments.  In addition to GAAP financial measures, the
     Company provides adjusted net income and adjusted EPS financial measures to assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods, by adjusting for certain items which may be recurring or non-recurring and which in our view do not
     necessarily reflect ongoing performance.  We also internally use these measures to assess our operating performance, both absolutely and in comparison to other companies, and in evaluating or making selected compensation decisions.  These supplemental disclosures are in addition to GAAP reported measures.  This non-GAAP reconciliation
     table should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP.


                                                                                                                                                                                                 Table 8

                                                                                                                                                                                                (1 of 3)

                                                                                                           Wyndham Worldwide Corporation

                                                                                          NON-GAAP RECONCILIATION OF ADJUSTED EBITDA BY REPORTABLE SEGMENT

                                                                                                                   (In millions)



                                                                                                                                               Venezuela

                                                                                                                            Currency                         Acquisition       Adjusted

    Three months ended March 31, 2016                                                   EBITDA                       Devaluation (b)                       Costs(c)         EBITDA
                                                                                        ------                       ---------------                       -------          ------

    Hotel Group                                                                                                 $84                                      $                -             $    -     $84

    Destination Network                                                                                          81                                                      24                   -     105

    Vacation Ownership                                                                                          136                                                       -                  -     136
                                                                                                                ---                                                     ---                ---     ---

    Total Reportable Segments                                                                                  301                                                      24                   -     325

    Corporate and Other (a)                                                                                    (34)                                                      -                  -    (34)
                                                                                                                ---                                                     ---                ---     ---

    Total Company                                                                                              $267                                                     $24              $    -    $291
                                                                                                               ====                                                     ===            ===  ===    ====


    Three months ended June 30, 2016

    Hotel Group                                                                                                $101                                      $                -             $    -    $101

    Destination Network                                                                                          85                                                       -                  1       85

    Vacation Ownership                                                                                          187                                                       -                  -     187
                                                                                                                ---                                                     ---                ---     ---

    Total Reportable Segments                                                                                  373                                                       -                  1      373

    Corporate and Other (a)                                                                                    (33)                                                      -                  -    (33)
                                                                                                                ---                                                     ---                ---     ---

    Total Company                                                                                              $340                                      $                -                 $1     $340
                                                                                                               ====                                    ===              ===                ===     ====


    Note: Amounts may not add across due to rounding.


    (a)   Includes the elimination of transactions between segments.

    (b)   Represents the impact from the devaluation of the exchange rate of Venezuela.

    (c)   Represents costs related to an acquisition that closed on July 1, 2016.


                                                                                                                                                                                                                                                                                                                                                       Table 8

                                                                                                                                                                                                                                                                                                                                                      (2 of 3)

                                                                                                                                                                                                                         Wyndham Worldwide Corporation

                                                                                                                                                                                                       NON-GAAP RECONCILIATION OF ADJUSTED EBITDA BY REPORTABLE SEGMENT

                                                                                                                                                                                                                                 (In millions)




                                                                                                                                                                  Legacy                                 Acquisition                      Restructuring                            Asset            Contract          Adjusted

    Three months ended March 31, 2015                                                                                   EBITDA                           Adjustments(b)                               Costs (c)                         Costs (d)                         Impairment (e)     Termination (f)       EBITDA
                                                                                                                        ------                           -------------                                --------                          --------                          -------------      ---------------       ------

    Hotel Group                                                                                                                                     $76                                      $                        -                                                $3                 $                     -                $     -    $     -       $79

    Destination Network                                                                                                                             105                                                               -                                                 -                                    (1)                      -          -       104

    Vacation Ownership                                                                                                                              130                                                               -                                                 -                                      -                      -          -       130
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                    ---        ---       ---

    Total Reportable Segments                                                                                                                      311                                                               -                                                 3                                     (1)                      -          -       313

    Corporate and Other (a)                                                                                                                        (34)                                                              -                                                 -                                      -                      -          -      (34)
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                    ---        ---       ---

    Total Company                                                                                                                                  $277                                      $                        -                                                $3                                    $(1)                $     -    $     -      $279
                                                                                                                                                   ====                                    ===                      ===                                               ===                                     ===               ===   ===  ===   ===      ====


    Three months ended June 30, 2015

    Hotel Group                                                                                                                                     $96                                      $                        -                                                $1                 $                     -                $     -    $     -       $97

    Destination Network                                                                                                                              84                                                               -                                                 -                                      -                      -          -        84

    Vacation Ownership                                                                                                                              182                                                               -                                                 -                                      -                      -          -       182
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                    ---        ---       ---

    Total Reportable Segments                                                                                                                      362                                                               -                                                 1                                       -                      -          -       363

    Corporate and Other (a)                                                                                                                        (30)                                                            (1)                                                 -                                      -                      -          -      (31)
                                                                                                                                                    ---                                                             ---                                                ---                                    ---                    ---        ---       ---

    Total Company                                                                                                                                  $332                                                            $(1)                                                $1                 $                     -                $     -    $     -      $332
                                                                                                                                                   ====                                                             ===                                                ===               ===                   ===              ===   ===  ===   ===      ====


    Three months ended September 30, 2015

    Hotel Group                                                                                                                                     $83                                      $                        -                              $                  -                                     $4                      $7         $14       $108

    Destination Network                                                                                                                             134                                                               -                                                 -                                      3                       -          -       137

    Vacation Ownership                                                                                                                              200                                                               -                                                 -                                      1                       -          -       201
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                     ---        ---       ---

    Total Reportable Segments                                                                                                                      417                                                               -                                                 -                                      8                       7          14        446

    Corporate and Other (a)                                                                                                                        (35)                                                              1                                                  -                                      -                      -          -      (34)
                                                                                                                                                    ---                                                             ---                                                ---                                    ---                    ---        ---       ---

    Total Company                                                                                                                                  $382                                                              $1                               $                  -                                     $8                      $7         $14       $412
                                                                                                                                                   ====                                                             ===                             ===                ===                                    ===                     ===         ===       ====


    Three months ended December 31, 2015

    Hotel Group                                                                                                                                     $94                                      $                        -                              $                  -                                   $(1)                $     -    $     -       $93

    Destination Network                                                                                                                              44                                                               -                                                 -                                    (1)                      -          -        43

    Vacation Ownership                                                                                                                              174                                                               -                                                 -                                      -                      -          -       174
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                    ---        ---       ---

    Total Reportable Segments                                                                                                                      312                                                               -                                                 -                                    (2)                      -          -       310

    Corporate and Other (a)                                                                                                                        (37)                                                              -                                                 -                                      -                      -          -      (37)
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                    ---        ---       ---

    Total Company                                                                                                                                  $275                                      $                        -                              $                  -                                   $(2)                $     -    $     -      $273
                                                                                                                                                   ====                                    ===                      ===                            ===                ===                                    ===               ===   ===  ===   ===      ====


    Twelve months ended December 31, 2015

    Hotel Group                                                                                                                                    $349                                      $                        -                                                $3                                      $3                      $7         $14       $376

    Destination Network                                                                                                                             367                                                               -                                                 1                                       2                       -          -       370

    Vacation Ownership                                                                                                                              687                                                               -                                                 -                                      1                       -          -       688
                                                                                                                                                    ---                                                             ---                                               ---                                    ---                     ---        ---       ---

    Total Reportable Segments                                                                                                                    1,403                                                               -                                                 4                                       6                       7          14      1,434

    Corporate and Other (a)                                                                                                                       (137)                                                              -                                                 -                                      -                      -          -     (137)
                                                                                                                                                   ----                                                             ---                                               ---                                    ---                    ---        ---      ----

    Total Company                                                                                                                                $1,266                                      $                        -                                                $4                                      $6                      $7         $14     $1,297
                                                                                                                                                 ======                                    ===                      ===                                               ===                                     ===                     ===         ===     ======


    Note: The sum of the quarters may not agree to the twelve months ended December 31, 2015 due to rounding.

    (a)   Includes the elimination of transactions between segments.

    (b)   Relates to the net (benefit)/expense from the resolution of and adjustment to certain contingent liabilities and assets resulting from the Company's separation from Cendant.

    (c)   Relates primarily to costs incurred in connection with the acquisition of Dolce Hotels and Resorts (January 2015).

    (d)   Relates to costs incurred as a result of various organizational realignment initiatives and the reversal of a portion of restructuring reserves that were established in prior periods.

    (e)   Relates to a non-cash impairment charge related to the write-down of terminated in-process technology projects resulting from the Company's decision to outsource its reservation system to a
           third-party provider.

    (f)   Relates to costs associated with the anticipated termination of a management contract.



                                                                                                                                                                                                                        Table 8

                                                                                                                                                                                                                       (3 of 3)

                                                                                                                                      Wyndham Worldwide Corporation

                                                                                                                    NON-GAAP RECONCILIATION OF ADJUSTED EBITDA BY REPORTABLE SEGMENT

                                                                                                                                    SHARED-BASED COMPENSATION EXPENSE

                                                                                                                                       (In millions)



    The following tables provide detail regarding share-based compensation expense which is included within adjusted EBITDA:



                                                                                                                                                                                    2016
                                                                                                                                                                                    ----

                                                                                                                         Q1                         Q2                       Q3           Q4         Full Year
                                                                                                                        ---                         ---                      ---         ---         ---------

    Adjusted EBITDA                                                                                                                     $291                                   $340           N/A              N/A         N/A

                                                                    Share-based compensation expense
                                                                    (*)                                                                      13                                     20           N/A              N/A         N/A


    Adjusted EBITDA excluding share-based compensation expense                                                                          $304                                   $360           N/A              N/A         N/A
                                                                                                                                        ====                                   ====           ===              ===         ===




                                                                                                                                                                                    2015
                                                                                                                                                                                    ----

                                                                                                                         Q1                         Q2                       Q3           Q4         Full Year
                                                                                                                        ---                         ---                      ---         ---         ---------

    Adjusted EBITDA                                                                                                                     $279                                   $332          $412              $273       $1,297

                                                                    Share-based compensation expense
                                                                    (*)                                                                      15                                     13            13                15           55


    Adjusted EBITDA excluding share-based compensation expense                                                                          $294                                   $345          $425              $288       $1,352
                                                                                                                                        ====                                   ====          ====              ====       ======



    Note: Full year amounts may not add across due to rounding.

                                                                   Excludes share-based compensation expenses for which there was no impact on EBITDA. Such costs
                                                                    amounted to $1 million during both Q1 and Q2 2016 and $3 million for the full year 2015.  The
                                                                    Company believes providing Adjusted EBITDA with the additional exclusion of share-based
                                                                    compensation expense assists our investors and management by providing an additional financial
                                                                    measure to evaluate ongoing operations by excluding the variations among companies in timing,
                                                                    amount and reporting of share-based compensation expense, which may differ significantly among
                                                            (*)     companies.


                                                                                                                                                                                                                                                Table 9

                                                                                                                                  Wyndham Worldwide Corporation

                                                                                                                            NON-GAAP RECONCILIATION OF GROSS VOI SALES

                                                                                                                                          (In millions)



    GROSS VOI SALES
    ---------------

    We believe gross vacation ownership sales provide an enhanced understanding of the performance of our vacation ownership business because it directly measures the sales volume of this business during a given reporting period.


    The following table provides a reconciliation of Gross VOI sales (see Table 3) to vacation ownership interest sales (see Table 5):


                                                               Year
                                                               ----

                                                                2016                                                                   Q1              Q2             Q3              Q4         Full Year
                                                               ----                                                                    ---            ---             ---            ---         ---------


    Gross VOI sales                                                                                                                                          $428                            $518                               N/A        N/A        N/A

    Less: Sales under WAAM Fee-for-Service                                                                                                                 (23)                           (20)                              N/A        N/A        N/A
                                                                                                                                                            ---                             ---                               ---        ---        ---

    Gross VOI sales, net of WAAM Fee-for-Service sales                                                                                                      405                             498                               N/A        N/A        N/A

    Less: Loan loss provision                                                                                                                              (63)                           (90)                              N/A        N/A        N/A

    Vacation ownership interest sales                                                                                                                      $342                            $409                               N/A        N/A        N/A
                                                                                                                                                           ====                            ====                               ===        ===        ===


                                                                2015
                                                               ----


    Gross VOI sales                                                                                                                                          $390                            $502                              $565        $507      $1,965

    Less: Sales under WAAM Fee-for-Service                                                                                                                 (21)                           (26)                             (37)       (42)      (126)
                                                                                                                                                            ---                             ---                               ---         ---        ----

    Gross VOI sales, net of WAAM Fee-for-Service sales                                                                                                      369                             477                               528         464       1,838

    Less: Loan loss provision                                                                                                                              (46)                           (60)                             (78)       (64)      (248)

    Plus: Impact of percentage-of-completion accounting                                                                                                      13                               -                              (2)          2          13

    Vacation ownership interest sales                                                                                                                      $336                            $417                              $448        $403      $1,604
                                                                                                                                                           ====                            ====                              ====        ====      ======


                                                                2014
                                                               ----


    Gross VOI sales                                                                                                                                          $410                            $496                              $513        $470      $1,889

    Less: Sales under WAAM Fee-for-Service                                                                                                                 (44)                           (40)                             (27)       (21)      (132)
                                                                                                                                                            ---                             ---                               ---         ---        ----

    Gross VOI sales, net of WAAM Fee-for-Service sales                                                                                                      366                             456                               486         449       1,757

    Less: Loan loss provision                                                                                                                              (60)                           (70)                             (70)       (60)      (260)

    Less: Impact of percentage-of-completion accounting                                                                                                     (3)                            (4)                              (1)        (4)       (12)

    Vacation ownership interest sales                                                                                                                      $303                            $382                              $415        $385      $1,485
                                                                                                                                                           ====                            ====                              ====        ====      ======


                                                                2013
                                                               ----


    Gross VOI sales                                                                                                                                          $384                            $481                              $536        $488      $1,889

    Less: Sales under WAAM Fee-for-Service                                                                                                                 (36)                           (44)                             (51)       (29)      (160)
                                                                                                                                                            ---                             ---                               ---         ---        ----

    Gross VOI sales, net of WAAM Fee-for-Service sales                                                                                                      347                             437                               486         459       1,729

    Less: Loan loss provision                                                                                                                              (84)                           (90)                            (102)       (73)      (349)

    Less: Impact of percentage-of-completion accounting                                                                                                       -                              -                                -        (1)        (1)

    Vacation ownership interest sales                                                                                                                      $263                            $347                              $384        $384      $1,379
                                                                                                                                                           ====                            ====                              ====        ====      ======

    _____________

    Note: Amounts may not add due to rounding.




    The following includes primarily tele-sales upgrades and other non-tour revenues, which are excluded from Gross VOI sales in the Company's VPG calculation (see Table 3):


                                                                                                                                         Q1              Q2             Q3              Q4         Full Year
                                                                                                                                         ---            ---             ---            ---         ---------


                                                                                                                           2016                             $25                             $22                               N/A        N/A        N/A

                                                                                                                           2015                             $24                             $17                               $32         $27        $100

                                                                                                                           2014                             $25                             $21                               $27         $24         $97

                                                                                                                           2013                             $24                             $18                               $22         $25         $89


                                                                                                                                                                                                                                                                                            Table 10

                                                                                                                                                            Wyndham Worldwide Corporation

                                                                                                                                                       NON-GAAP RECONCILIATION OF 2016 OUTLOOK

                                                                                                                                                        (In millions, except per share data)



                                                                                                                                                                                                                                                       Outlook

                                                                               Outlook                                                                                                                    As Adjusted

                                                                               (GAAP)                              Adjustments                                             (Non-GAAP)
                                                                                -----                              -----------                                              ---------

                                                                                 Low                              High                         Low                                      High            Low                       High
                                                                                 ---                              ----                         ---                                      ----            ---                       ----


    Net revenues                                                                                     $5,650                                        $5,800                       $              -             $              -                                    $5,650                        $5,800



    EBITDA                                                                                           $1,351                                        $1,376                                    $24    (b)     $24    (b)                 $1,375                             $1,400

    Depreciation and amortization                                                                    (250)                                        (245)                                     -                            -                                     (250)                        (245)

    Interest expense, net                                                                            (140)                                        (138)                                    11    (c)                     11    (c)              (129)                              (127)
                                                                                                      ----                                          ----                                    ---                           ---                      ----                                ----

    Income before taxes (a)                                                                            963                                           988                                     35                            35                                        998                         1,023

    Income taxes                                                                                     (359)                                        (368)                                   (4)   (d)                    (4)   (d)              (363)                              (372)
                                                                                                      ----                                          ----                                    ---                           ---                      ----                                ----

    Net income                                                                                         $604                                          $620                                    $31                           $31                                       $635                          $651
                                                                                                       ====                                          ====                                    ===                           ===                                       ====                          ====


    Diluted earnings per share                                                                        $5.40                                         $5.54                                                                                                         $5.68                         $5.82


    Diluted shares                                                                                     112                                           112                                                                                                           112                           112



    (a)    Projections do not total because the Company does not expect the actual results of all items to be at the highest or lowest end of any projected

            range simultaneously.

    (b)    Adjustment represents Venezuela currency devaluation in the first quarter of 2016 the Company's destination network business.

    (c)    Adjustment represents early extinguishment of debt in the first quarter of 2016.

    (d)    Adjustment represents tax effect of Venezuela currency devaluation and early extinguishment of debt.




                                                                   Table 11

                            Wyndham Worldwide Corporation

                   NON-GAAP RECONCILIATION - CONSTANT CURRENCY AND
                                   CURRENCY NEUTRAL

                         (In millions, except per share data)


    The Company reports certain current year period
     financial measures on a constant currency and
     currency-neutral basis and excluding the impact of
     acquisitions.  The Company believes providing certain
     financial measures on a constant currency and
     currency-neutral basis as well as excluding the
     impact of acquisitions assists management and
     investors in better understanding underlying results
     and trends by excluding the impact of period over
     period changes in foreign exchange rates and changes
     resulting from acquisitions.


    Constant currency results assume foreign results are
     translated from foreign currencies to the U.S. dollar
     at exchange rates consistent with those in the
     comparable period.


    Currency Neutral results (i) assume foreign results are
     translated from foreign currencies to the U.S. dollar
     at exchange rates consistent with those in the
     comparable period and (ii) eliminating foreign
     exchange related activities such as foreign exchange
     hedges, balance sheet remeasurements, currency
     devaluations and/or other adjustments.


    Acquisition results are defined as the incremental
     period over period changes in the Company's results
     directly attributable to acquisitions.


    Revenues in Constant Currency and Excluding Acquisitions:                                                                                                                              Three months ended June 30,
                                                                                                                                                                                           ---------------------------

                                                                                                                                                                                       2016                            2015        % Change
                                                                                                                                                                                       ----                            ----        --------

    Total revenues as reported                                                                                                                                                                               $1,403                       $1,398          -


                             Adjustments:

                             Foreign currency - constant currency                                                                                                                           10                                   -                    *

                             Incremental revenues from acquisitions                                                                                                                        (3)                                  -                    *
                                                                                                                                                                                           ---                                 ---                  ---

                             Total revenues in constant currency and excluding acquisitions                                                                                             $1,410                              $1,398                    1%
                                                                                                                                                                                   ===


    Destination Network revenue as reported                                                                                                                                                                    $384                         $383          -


                             Adjustments:

                             Foreign currency - constant currency                                                                                                                            7                                   -                    *

                             Incremental revenues from acquisitions                                                                                                                        (3)                                  -                    *
                                                                                                                                                                                           ---                                 ---                  ---

                              Total Destination Network revenues in constant currency and excluding
                              acquisitions                                                                                                                                                $388                                $383                    1%
                                                                                                                                                                                   ===


                             Exchange revenue as reported                                                                                                                                 $159                                $161                   -1%


                                                                                                           Adjustments:

                                                                                                               Foreign currency - constant currency                                                                  4                            -         *
                                                                                                                                                                                                                   ---                          ---       ---

                                                                                                           Total Exchange revenues in constant currency and excluding acquisitions                                $163                         $161         1%
                                                                                                                                                                                                                  ====                         ====        ===


                             Rental revenue as reported                                                                                                                                   $202                                $200                    1%


                                                                                                           Adjustments:

                                                                                                               Foreign currency - constant currency                                                                  2                            -         *

                                                                                                               Incremental revenues from acquisitions                                                              (3)                           -         *
                                                                                                                                                                                                                   ---                          ---       ---

                                                                                                           Total Rental revenues in constant currency and excluding acquisitions                                  $201                         $200         1%
                                                                                                                                                                                                                  ====                         ====        ===


    Currency-neutral Adjusted EBITDA:                                                                                                                                                    Three months ended June 30,
                                                                                                                                                                                         ---------------------------

                                                                                                                                                                                       2016                            2015        % Change
                                                                                                                                                                                       ----                            ----        --------

    Adjusted EBITDA (a)                                                                                                                                                                                        $340                         $332         2%


                             Adjustments:

                             Foreign currency - currency - neutral                                                                                                                           2                                   -                    *
                                                                                                                                                                                           ---                                 ---                  ---

                             Currency-neutral Adjusted EBITDA excluding acquisitions                                                                                                      $342                                $332                    3%
                                                                                                                                                                                   ===


    Destination Network Adjusted EBITDA (a)                                                                                                                                                                     $85                          $84         1%


                             Adjustments:

                             Foreign currency - currency - neutral                                                                                                                           1                                   -                    *
                                                                                                                                                                                           ---                                 ---                  ---

                             Destination Network Currency-neutral Adjusted EBITDA excluding acquisitions                                                                                   $86                                 $84                    2%
                                                                                                                                                                                   ===



    (a)   See Table 8 for a reconciliation of EBITDA to Adjusted EBITDA and Table 2 for a reconciliation of EBITDA to Net Income.

    *     Not Meaningful.



                                                                                                                                                                                                                                                                                   Table 12

                                                                                                                                                                Wyndham Worldwide Corporation

                                                                                                                                                                       SCHEDULE OF DEBT

                                                                                                                                                                        (In millions)


                                                                                                                                                                                                              June 30,                   December 31,    June 30,

                                                                                                                                                                                                                   2016                           2015              2015
                                                                                                                                                                                                                   ----                           ----              ----


    Securitized vacation ownership debt (a)

    Term notes                                                                                                                                                                                                          $1,717                         $1,867            $1,818

    Bank conduit facility (b)                                                                                                                                                                                             315                            239               253
                                                                                                                                                                                                                                                                         ---

    Total securitized vacation ownership debt (c)                                                                                                                                                                       2,032                          2,106             2,071

    Less: Current portion of securitized vacation ownership debt                                                                                                                                                          198                            209               211

    Long-term securitized vacation ownership debt                                                                                                                                                                       $1,834                         $1,897            $1,860
                                                                                                                                                                                                                        ======                         ======            ======



    Debt:

       Revolving credit facility (due July 2020) (d)                                                                                                                                                                       $16                             $7               $23

       Commercial paper (e)                                                                                                                                                                                                408                            109               476

       Term loan (due March 2021)                                                                                                                                                                                                    323                            -                    -

                                                                                                                                                $315 million 6.00% senior unsecured notes (due December 2016)               -                           316               316

                                                                                                                                               $300 million 2.95% senior unsecured notes (due March 2017) (f)             300                            299               299

                                                                                                                                                 $14 million 5.75% senior unsecured notes (due February 2018)              14                             14                14

                                                                                                                                                   $450 million 2.50% senior unsecured notes (due March 2018)             449                            448               448

                                                                                                                                                   $40 million 7.375% senior unsecured notes (due March 2020)              40                             40                40

                                                                                                                                                  $250 million 5.625% senior unsecured notes (due March 2021)             247                            247               247

                                                                                                                                                   $650 million 4.25% senior unsecured notes (due March 2022)             648                            648               648

                                                                                                                                                   $400 million 3.90% senior unsecured notes (due March 2023)             407                            408               408

                                                                                                                                                 $350 million 5.10% senior unsecured notes (due October 2025)             338                            337                 -

       Capital leases                                                                                                                                                                                                     152                            153               161

       Other                                                                                                                                                                                                                      32                             49                69
                                                                                                                                                                                                                                                               ---               ---

    Total long-term debt                                                                                                                                                                                                       3,374                          3,075             3,149

    Less: Current portion of long-term debt                                                                                                                                                                                       46                             44                52

    Long-term debt                                                                                                                                                                                                            $3,328                         $3,031            $3,097
                                                                                                                                                                                                                              ======                         ======            ======


    (a)   The Company's vacation ownership contract receivables are securitized through bankruptcy-remote special purpose entities ("SPEs") that

           are consolidated within our financial statements. These bankruptcy-remote SPEs are legally separate from the Company. The receivables held

           by the bankruptcy-remote SPEs are not available to the Company's creditors and legally are not the Company's assets. Additionally, the non-

           recourse debt that is securitized through the SPEs is legally not a liability of the Company and thus, the creditors of these SPEs have no

           recourse to the Company for principal and interest.

    (b)   Represents a non-recourse vacation ownership bank conduit facility with a term through August 2017 and borrowing capacity of $650

           million. As of June 30, 2016, this facility had a remaining borrowing capacity of $335 million.

    (c)   This debt is collateralized by $2,526 million, $2,576 million and $2,558 million, of underlying vacation ownership contract receivables and

           related assets as of June 30, 2016, December 31, 2015, and June 30, 2015. respectively.

    (d)   Represents a $1.5 billion revolving credit facility that expires in July 2020. As of June 30, 2016, the Company had $1 million of

           outstanding letters of credit. After considering outstanding commercial paper borrowings of $408 million, the remaining borrowing capacity

           was $1.1 billion as of June 30, 2016.

    (e)   Represents commercial paper programs of $1.25 billion with a remaining borrowing capacity of $842 million as of June 30, 2016.

    (f)   Classified as long-term as the Company has the intent to refinance such debt on a long-term basis and the ability to do so with its

           revolving credit facility.

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SOURCE Wyndham Worldwide Corporation