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Published on September 19, 2008
7
Sylvan Way
Parsippany,
NJ 07054
September
19, 2008
Via EDGAR AND HAND
DELIVERY
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Daniel
Gordon, Branch Chief
Jessica
Barberich, Staff Accountant
Division
of Corporation Finance
U.S.
Securities and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
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Re:
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Wyndham
Worldwide Corporation
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Form
10-K for the year ended December 31, 2007
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Filed
02/29/2008
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File
No. 001-32876
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Dear Mr.
Gordon and Ms. Barberich:
On behalf of Wyndham Worldwide
Corporation (the "Company", "we" and "our"), we transmit
herewith for consideration by the staff of the Securities and Exchange
Commission (the "Staff") our response
to the comments issued in a comment letter dated September 4, 2008 (the "Comment Letter")
relating to the Form 10-K for the year ended December 31, 2007, filed by the
Company on February 29, 2008. For ease of reference and to facilitate
the Staff's review, the heading and numbered paragraph of this letter correspond
to the heading and paragraph number contained in the Comment Letter and we have
reproduced the text of the Staff's comment in bold. Capitalized terms
used herein have the meanings ascribed to them in the above referenced Company
filings.
We are
available at your convenience to discuss these matters with you.
Form 10-K for the year ended
December 31, 2007
Consolidated and Combined
Statements of Cash Flows, page F-5
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1.
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We
note your response to comment 3; however, we continue to believe that your
cash flows should be classified according to the nature of activities that
are likely to be the predominate sources of the cash flows in accordance
with paragraph 87 of SFAS 95. In future filings, please advice
accordingly.
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September
19, 2008
Page
2
RESPONSE:
Per our
discussion with the Staff earlier this week, in future filings we will revise
our statement of cash flows and related disclosures beginning with the Form 10-Q
for the quarterly period ending September 30, 2008, as follows:
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·
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We
will reflect in two separate line items the change in restricted cash
within our investing activities. One line item will reflect the
change in restricted cash relating to our securitizations and will be
referred to as “(increase)/decrease in restricted cash related to
securitizations”. The other line item, also within investing
activities, will reflect the change in restricted cash relating to escrow
and deposit accounts and will be referred to as “(increase)/decrease in
restricted cash related to escrow accounts and
deposits”.
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·
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We
will expand our disclosure within our summary of significant accounting
policies relating to our restricted cash to describe the different types
of restricted cash as well as how such restricted cash is originated and
is ultimately distributed.
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* *
*
The
Company acknowledges that:
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·
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the
Company is responsible for the adequacy and accuracy of the disclosure in
its filings;
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·
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Staff
comments or changes to disclosure in response to Staff comments do not
foreclose the Securities and Exchange Commission from taking any action
with respect to the filings; and
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·
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the
Company may not assert Staff comments as a defense in any proceeding
initiated by the Securities and Exchange Commission or any person under
the federal securities laws of the United
States.
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Please
contact me should you require further information or have any
questions.
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Very
truly yours,
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| /s/ Virginia M. Wilson | ||
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Virginia
M. Wilson
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Chief
Financial Officer
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Wyndham
Worldwide Corporation
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