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Consensus estimates, management guidance and commentary, and questions for management in preparation for the earnings release/call tomorrow.

Q1 2014 CONSENSUS ESTIMATES

 • Total revenues:  $1,195 million

 o Vacation Ownership:  $576 million

 o Vacation Exchange & Rentals $393 million

 o Lodging $235 million

 • EBITDA $242 million

 • EPS $0.75/share

MANAGEMENT GUIDANCE

Q1 2014:

  • Adjusted EPS:  $0.72 to $0.75,
  • No share repurchases factored into guidance
  • Lodging RevPAR:  4% - 6%
  • Repurchased 700,000 shares at average $71.02/share through February 13, 2014

Full Year 2014:

  • Revenues:  $5.25 - $5.35 billion
  • EBITDA:  $1.215 - $1.24 billion, organic growth 6% - 8%
  • EPS:  $4.18 - $4.28, 17% - 21% from 2011 to 2015
  • Corporate & Other:  $122 - $125 million
  • Interest Expense:  $113 - $117 million
  • Weighted average diluted shares of 131 million

QUESTIONS FOR MANAGEMENT

  1. Discuss current M&A pipeline and pricing vs. return expectations
  2. View on increasing dividend as compared to growth in free cash flow
  3. With the WYN stock trading near $73/share, what is managements view on stock valuation?
  4. Discuss recent credit trends within Vacation Ownership segment - receivables write-downs, reserves, and impairments?
  5. Plans for a time-share receivables securitization during 2014?

COMMENTARY FROM 4Q CONFERENCE CALL

Lodging Segment:

  • In the Hotel Group, revenues were up 10% reflecting higher RevPAR, adjusted EBITDA increased 3%, offset by nearly $7 million in higher marketing expenses.
  • Domestic RevPAR grew 4.7% in Q4 on the strength of our upscale Wyndham brand, which grew 10.5% for the quarter and 12.4% for the full year
  • International RevPAR continues to run at lower rates due to expansion of our lower RevPAR brands in China
  • Hotel Group will see first ever umbrella marketing program with a national advertising campaign in the spring 2014.
  • Redirecting resources to strengthen Wyndham Rewards Loyalty Program.
  • Increasing incentives for franchisees to achieve enrollment targets.
  • European markets appear to be on the upswing and through January, bookings at each of our European brands were ahead of 2013.

Vacation Exchange & Rentals:

  • Exchange and Rentals revenues excluding FX increased 3% - average exchange members increased 1.6% but revenue per member fell 1.8% while average net price per vacation rental increased 4.4% on flat volume. Introduced dynamic pricing earlier in 2013 at UK cottage and Dutch park segments.

Vacation Ownership:

  • WVO revenues increased 12% and EBITDA was up 19% based on sales of $53 million were up 12%.  Receivables write-offs decreased 12% to $68 million and provisions of $73 million were down from $89 million in the prior year.

Corporate:

  • Foreign exchange negatively impacted quarterly results by $14 million.
  • Our FCF guidance remains at a target of $750mm as stronger business performance will be offset by higher inventory spend (manage inventory spend to $150mm as a five-year average starting in 2011) and the $40mm increase in cash taxes