The Company also announced the acquisition of a new resort at Depoe Bay, Oregon, bringing the total network of resort locations in the WorldMark system to 26.

The receivables financing transaction is in the form of a 364-day, off-balance sheet, non-recourse, asset-backed securitization. The newly created special purpose entity (SPE), TW Holdings II, Inc., augments the Company's current $98 million warehouse facility, TW
Holdings, Inc. The new SPE includes several improvements over the existing facility: the advance rate on receivables financed has been increased from 80% to 90%; pricing has been reduced from LIBOR plus 112.5 basis points to LIBOR plus 100 basis points; and the required
seasoning for eligible contracts has been shortened from four months under TW Holdings to one payment under TW Holdings II. These improvements will reduce the Company's funding costs and increase financial flexibility. Advances under the new facility will be used to
provide additional interim financing pending future private placements with institutional investors.

Prudential Securities Incorporated has also been mandated to arrange up to a $125 million private placement for assets currently held in the warehouse facilities.

"The higher advance rate and lower funding costs of our new SPE better reflects the rates we have been able to obtain in the private placement market," said Trendwest Chief Financial Officer Gary Florence. "This large credit commitment by Prudential Securities also
speaks to the quality of our receivables portfolio. Based on our current receivables pool and sales rate, we have set $150 million as the targeted size of our warehouse facilities."

The newly acquired Depoe Bay resort is a spectacular property located on the Pacific Ocean along the Oregon Coast. Many WorldMark members have already been enjoying the Depoe Bay resort under a lease agreement entered into in October 1998. The new Depoe Bay resort will help to meet strong demand by WorldMark members for vacations on the Oregon Coast. Amenities include indoor and outdoor pools and jacuzzis, a tennis court, children's play area, exercise equipment, and video arcade.

The Company will be selling 29 of the 84 Depoe Bay units as "13th share fractional interests." Advance purchase deposits had been taken on over 40% of the 377 available fractional units prior to closing, with most of these coming from existing WorldMark owners. Most of the
revenue from the fractional sales program will be realized in the second and third quarters of 1999.

"The fractional sales program was an innovative way for us to acquire a premier property on the Oregon Coast for our WorldMark members," said Jeff Sites, Chief Operating Officer of Trendwest. "The higher product cost at Depoe Bay is offset by the lower sales and
marketing expense of the fractional sales program, resulting in comparable gross profit percentages for the project as a whole."

Trendwest Resorts, Inc., is a leader in the timeshare industry. Through its exclusive relationship with WorldMark, The Club, the Company provides a flexible vacation ownership system, based on use of vacation credits, to over 70,000 owners through 1,383 condominium
units at 26 locations in the continental Western United States, Hawaii, British Columbia and Mexico.

The Company's addresses on the World Wide Web are www.trendwestresorts.com and www.worldmarktheclub.com.

Statements herein contain forward looking information concerning the Company's future prospects and other forecasts and statements of expectations. Actual results may differ materially from those expressed in the forward looking statements made by the Company due to, among other things, the Company's ability to develop or acquire additional resort properties, find acceptable debt or equity capital to fund such development, achieve planned sales levels, as well as other risk factors described in the Company's SEC reports and filings.