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Filing Details

Accession Number:: 0001104659-10-003704
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-01-28 12:00:00
Reporting Period:: 2010-01-26

Filing Date:: 2010-01-28
Accepted Time:: 2010-01-28 18:07:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1394159	Orbitz Worldwide Inc.	OWW	Transportation Services (4700)	205337455

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1070844	A Stephen Schwarzman	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1426470	L.p. V (Cayman) Associates Management Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1426473	Ltd. V (Cayman) Associates Lr Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $.01 Per Share	Acquisiton	2010-01-26	9,025,271	$5.54	55,046,598	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $.01 Per Share	90,167	Indirect	See footnotes

Footnotes

In connection with a Stock Purchase Agreement dated November 4, 2009, between Orbitz Worldwide, Inc. (the "Company") and Travelport Limited, the shares reported as acquired on this Form 4 (the "Common Stock") were acquired by TDS Investor (Luxembourg) S.a.r.l. ("Luxco") for $50,000,001.34 in cash. No shares of the Company were acquired on the open market.
TDS Investor (Cayman) L.P. ("TDS Cayman") indirectly owns Luxco. TDS Investor (Cayman) GP Ltd. ("TDS Cayman GP") is the general partner of TDS Cayman. Blackstone Capital Partners (Cayman) V L.P., Blackstone Capital Partners (Cayman) V-A L.P., BCP (Cayman) V-S L.P. and BCP V Co-Investors (Cayman) L.P. (collectively, the "BCP Funds"), Blackstone Family Investment Partnership (Cayman) V L.P. and Blackstone Participation Partnership (Cayman) V L.P. (collectively, the "Blackstone Funds") and Blackstone Family Investment Partnership (Cayman) V-SMD L.P. collectively have voting control over TDS Cayman GP and collectively have investment and voting control over the shares of Common Stock that are directly and indirectly beneficially owned by TDS Cayman.
Blackstone Management Associates (Cayman) V L.P. ("BMA") is a general partner of each of the BCP Funds. Blackstone LR Associates (Cayman) V Ltd. ("BLRA" and, together with BMA, the "Blackstone Group") is a general partner of BMA and each of the Blackstone Funds.
As a general partner of TDS Cayman, TDS Cayman GP may be deemed to be a beneficial owner of such shares of Common Stock. As a general partner of each of the BCP Funds, BMA may be deemed to be a beneficial owner of such shares of Common Stock. As a general partner of the Blackstone Funds and BMA, BLRA may also be deemed to be a beneficial owner of such shares of Common Stock. Mr. Stephen A. Schwarzman is a director and a controlling person of BLRA and, as such, may be deemed to a beneficial owner of such shares of Common Stock. Mr. Paul C. Schorr IV is a director of BLRA and, as such, may also be deemed to share beneficial ownership of such shares of Common Stock. Ms. Jill A. Greenthal is a senior advisor of the Private Equity Group of the Blackstone Group and, as such, may also be deemed to share beneficial ownership of such shares of Common Stock. Mr. Schorr and Ms. Greenthal are also directors of Orbitz Worldwide, Inc.
Each of BMA, BLRA and Messrs. Schwarzman and Schorr and Ms. Greenthal disclaims beneficial ownership of any shares of Common Stock pursuant to Rule 16a-1(a)(1) or otherwise, except to the extent of its or his or her pecuniary interest in such shares of Common Stock.
Represents restricted stock units ("RSUs") granted under the Orbitz Worldwide, Inc. Non-Employee Directors Deferred Compensation Plan to Paul Schorr IV. Each restricted stock unit represents a right to receive one share of Orbitz Worldwide, Inc. (the "Company") common stock, par value $0.01 per share (the "Common Stock"), on the date which is 200 days immediately following the date upon which Mr. Schorr's service as a member of the Company's Board of Directors terminates for any reason. The restricted stock units are immediately vested and non-forfeitable. The grant of restricted stock units is part of Mr. Schorr's compensation as a non-employee member of the Company's Board of Directors. The restricted stock units were issued to Blackstone Management Partners L.L.C. (formerly known as Blackstone Management Partners V L.L.C.) ("BMP"), the Investment Advisor to certain of the Blackstone entities invested in the Company, of which Mr. Schorr is a member.
These RSUs are held by BMP. Mr. Schwarzman is chief executive officer and controlling person of BMP and, as such, may be deemed to be a beneficial owner of such RSUs. Mr. Schwarzman disclaims beneficial ownership in the RSUs issued to BMP pursuant to Rule 16a-1(a)(1) or otherwise, except to the extent of his pecuniary interest in such RSUs.