Realogy Corp. today announced that it has commenced a modified “Dutch Auction” self-tender offer for up to 32 million shares of its common stock.

Stockholders can tender some or all of their shares at a price not less than $20 per share, nor more than $23 per share, the company said in a statement.

Realogy expects to fund the tender offer using a portion of the net proceeds paid to it in connection with the sale of Travelport, which was completed on Aug. 23 by Cendant, the former parent company to Realogy.

The tender offer will expire at 5 p.m., Eastern time, on Sept. 26, unless extended.

Realogy, a residential real estate franchisor, is the newly formed spin-off of Cendant Corp’s former real estate division. The Parsippany, N.J.-based company’s real estate brands include Century 21, Coldwell Banker, Coldwell Banker Commercial, ERA and Sotheby’s International.

In addition to the tender offer announced today, Realogy said it may repurchase additional shares of its common stock until it has acquired an aggregate of 48 million shares (including shares purchased in the tender offer) as previously announced on Aug. 23. The company’s repurchases under this program may be made through one or more open market repurchases, accelerated share purchase programs and/or issuer self-tender offers.

Realogy also last week lowered its 2006 revenue outlook and said it expects $6.4 billion to $6.7 billion in full-year revenue, and $800 million to $900 million in EBITDA income.

The company last week said it expects the share repurchase program to benefit 2007 earnings per share by 7 percent to 10 percent. Net income for the year including the effect of the share repurchase program is estimated at $345 million to $415 million, or $1.42 to $1.75 per share. Without giving effect to these adjustments but reflecting the contemplated share repurchase, GAAP net income for the year is estimated at $250 million to $340 million, or $1.03 to $1.43 per share.

Richard A. Smith, Realogy’s vice chairman and president, in a statement last week said that the company analyzed its open contracts pipeline, which impacts closed sales volume August through October, and found a slower-than-expected second half of 2006.

“The long-term economic fundamentals that encourage continued growth in the residential real estate market remain intact; however, Realogy believes that consumer concerns have weighed more heavily on the near term housing outlook than we expected,” Smith said.

The company remains bullish on long-term growth in existing-home sales, he said.

Realogy stock (NYSE: H) was trading at $21.57 a share this afternoon, up 2.62 percent from the previous closing price of $21.02.

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