Wyndham Hotel Corporation
Ticker: WYN 2001 Bryan Street, Suite 2300
Exchange: New York Stock Exchange Dallas, Texas 75201
Industry: Service (214) 863-1000

Type of Shares:Common Shares Filing Date:3/11/96
U.S. Shares:2,980,000 Offer Date:5/20/96
Non-U.S. Shares:670,000 Filing Price:$15.00
Primary Shares:3,650,000 Offer Price:$16.00
Secondary Shares:0 Gross Spread:$1.12
Offering Amount: $54,750,000 Selling:$0.67
Expenses:$2,915,665 Reallowance:$0.10
Shares Out After:19,470,799

ManagerTierPhone
Smith Barney Inc.Lead Manager (718) 921-8473
BT Securities CorporationCo-manager (212) 250-5000
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 504-4525
Montgomery SecuritiesCo-manager 4156272220

Auditor: Coopers & Lybrand
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$87.89$26.61$21.92Assets:$143.08
Net Income:$7.95$5.17$3.02Liabilities:$120.62
EPS:$0.30$0.20$0.12Equity:$22.46

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a leading national hotel company operating upscale hotels primarily under the Wyndham brand name. The company's hotels are located in 22 states and the District of Columbia as well as on 4 Caribbean islands, and compete with national hotel chains such as Marriott, Hyatt and Hilton. The company offers three distinct full service hotel products under the Wyndham brand designed to serve its core upscale customers in urban, suburban and select resort markets. At April 15, 1996, the company's hotel portfolio consisted of 65 hotels operated by the company and 3 franchised hotels. In 1995, the company generated $139.6 million in revenues and $16.9 million in operating income on a pro forma basis after giving effect to the Formation of the company. The company has a proven track record of consistent growth. The company has increased the size of its Portfolio in each year since 1988.

Use of Proceeds
The proceeds from the proposed offering will be used to fund the cash payments associated with the Formation, repay certain mortgage and other indebtedness, fund the cash portion of the acquisition cost associated with the purchase of a hotel, fund improvements at a hotel and provide liquidity for the company's operating and growth strategies.

Last updated: 10/28/96

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