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    ELIZABETH R. COHEN 39 Nottingham Road, Short Hills, NJ 07078

     Home (973) 379-3193, Cell (973) 986-7240

     erc9@comcast.net

    SENIOR GLOBAL TREASURY AND CAPITAL MARKETS EXECUTIVE

    Innovative business person, team player and thoughtful structurer of asset backed and structured finance transactions that work with clients’ operations to maximize cash flow and minimize cost. Consistently

    delivers cost effective results on time and on budget. Multiple accomplishments developing innovative

    financial solutions in ambiguous circumstances under significant time pressure.

    ? Capital Markets ? Building and Training World Class Teams ? Asset Backed Finance ? Customer Relationship / Partner ? Financial Planning ? M&A Due Diligence, Structure and Integration ? Cash Flow Forecasting ? Operations Efficiency and P&L ? Project Development, Planning and Execution ? Qualitative and Quantitative Financial Analysis

    PROFESSIONAL EXPERIENCE

    Wyndham Worldwide Corporation/ Cendant Corporation, Parsippany, NJ 2004 2007 Wyndham Worldwide is a new $9.5 billion publicly traded hospitality company that spun off of Cendant

    in August of 2006. Cendant was a $34 billion real estate brokerage and travel conglomerate.

SENIOR VICE PRESIDENT TREASURER (2006 2007)

    WYNDHAM WORLDWIDE CORPORATION

    Created an independent Treasury and Risk Management Department for Wyndham Worldwide. Managed

    14 treasury and risk management professionals. Collaborated with 3 Business Units, 26 banks, 2 surety

    providers, 2 accounting firms each with separate tax and audit partners, 2 insurance brokers, numerous

    insurance underwriters and 5 external law firms.

    ? Led divestiture financing team that enabled Wyndham Worldwide to spin off from Cendant

    Corporation and operate as an independent public company.

    ? Obtained senior unsecured public ratings from S&P and Moody’s.

    ? Negotiated amendments and consents from the banks, rating agencies, and surety providers.

    ? Structured and syndicated $2.0 billion in new credit facilities.

    ? Established Wyndham’s two $400 million share repurchase programs which provided liquidity to

    shareholders and helped to stabilize Wyndham’s share price after the spin off from Cendant. ? Streamlined an outsourced international cash management structure (IFSC) to a notional cash

    pooling structure increasing cash flow by $40 million and saving over $1.0 million in first year.

    ? Closed a series of asset backed financings that provided $1.6 billion in long term funding capacity

    and produced $180 million incremental cash flow for Wyndham Worldwide.

    ? Inaugural $800 million investment grade bond issuance that paid off a short term bridge loan.

    ? First sub prime timeshare securitization generating $155 million in incremental cash flow.

    ? First timeshare securitization ($600 million) with BB securities increasing liquidity.

    ? Restructured Wyndham’s new property insurance program resulting in $8.0 million in savings

    versus budget and reducing deductibles from $1.0 million to $100,000 per occurrence.

GROUP VICE PRESIDENT ASSISTANT TREASURER (2004 2006)

    CENDANT CORPORATION

    Started a center of excellence in asset backed and structured finance for Cendant. Played a key role in

    designing and engineering the separation of Cendant into 4 separate companies. Managed 6

    professionals inside Treasury and Business Units. Collaborated with 40 banks, 2 accounting firms, 4

    surety providers and 8 external law firms.

    Elizabeth R. Cohen, erc9@comcast.net 2

? Restructured Cendant’s U.S. Rental Car ABS program to survive a manufacturer Chapter 11

    bankruptcy preserving the existence of this $6.0 billion funding vehicle.

    ? Designed and executed a marketing strategy that changed perception of the $2.0 billion Sierra

    Timeshare ABS program from esoteric to “on the run” resulting in 4% higher advance rates ($80

    million in additional funding) and lower pricing ($6.0 million in annual savings).

    ? Restructured AvisBudget’s $800 million Canadian Rental Car ABS program to include multiple

    conduits allowing diversification of funding and reducing pricing.

    ? Supervised and closed the first relocation receivables asset backed conduit transaction in the United

    Kingdom generating $60 million in cash flow and annual cost savings of $1.2 million.

    ? Converted domestic relocation receivables securitization from a term to a conduit transaction

    producing $2.1 million annual savings, $16 million increased cash flow and reduction in 3 FTEs.

    Banc One Capital Markets, Chicago, IL 1994 2004 DIRECTOR TERM ASSET BACKED MARKETING (2002 2004) Marketed, structured and executed $4.4 billion in term asset backed transactions securitizing auto and

    equipment loans and leases and “off-the-run” assets including rental cars and fleet leases. ? Structured and executed Navistar’s first issuance of BBB bonds which increased cash flow. ? Led Bank’s effort to initiate coverage of the rental car market resulting in $1.4 billion in issuance of

    asset backed bonds to finance Avis’ acquisition of Budget earning over $20 million in fees. ? Won Bank’s first lead mandate to securitize fleet leases in the term market. ? Executed Hyundai’s first public transaction in 10 years establishing it as a regular issuer.

DIRECTOR - ASSET BACKED FINANCE MARKETING (1999 2002)

    Originated and structured $4.7 billion in asset backed conduit transactions monetizing esoteric assets,

    trade receivables, credit cards, auto loans and leases, and leveraged leases.

    ? Marketed and executed Bank’s first conduit funded warehouse transaction to a term take out. ? Structured and executed Bank’s first timeshare transaction leading to an industry specialization.

    DIRECTOR - ASSET BACKED FINANCE PORTFOLIO MANAGEMENT (1997 1999) Started portfolio management group for Bank administered conduits. Managed team of 11 monitoring

    $30 billion assets. Maintained portfolio quality, managed problem transactions, and insured accurate

    reporting to all constituents, including rating agencies.

    ? Developed automated deal database enabling business to grow significantly in subsequent years.

    VICE PRESIDENT - ASSET BACKED FINANCE CREDIT (1996 1997)

    VICE PRESIDENT - CREDIT PROCESS REVIEW (1994 1996)

    Federal Home Loan Mortgage Corp., Chicago, IL 1992 1994 ORIGINATOR - MULTIFAMILY DIVISION

    Mercantile Bank N.A., St. Louis, MO 1984 1992 CREDIT ANALYST working up to ASSISTANT VICE PRESIDENT

    EDUCATION

    Washington University/John M. Olin School of Business, St. Louis, MO 1989 MASTERS IN BUSINESS ADMINISTRATION, CONCENTRATION: FINANCE

    Washington University, St. Louis, MO 1984 BACHELOR OF ARTS, MAJORS: HISTORY AND POLITICAL SCIENCE

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