Interval Leisure Group Reports Fourth Quarter and Full Year 2008 Results

Record Annual Revenue and EBITDA for Interval Segment


MIAMI, March 11, 2009 (GLOBE NEWSWIRE) -- Interval Leisure Group (Nasdaq:IILG) ("ILG") today announced results for the three months and full year ended December 31, 2008.

"ILG's fourth quarter results are indicative of the resiliency of the Interval International business model," said Craig M. Nash, Chairman, President and Chief Executive Officer of Interval Leisure Group. "The prepaid nature of the vacation ownership product encourages our members to take advantage of vacation exchange and other services provided by Interval. As a result, we delivered fourth quarter and full year revenue growth in this segment and ILG generated free cash flow of $90.3 million during 2008."

"The current economic climate, however, is adversely affecting the leisure industry in general and we're seeing the impact of this primarily on our Aston business and Interval's Getaways," continued Nash. "We have taken proactive steps to increase efficiencies across the Interval and Aston business segments that should position us to weather the current economic downturn and allow us to create value for shareholders."

Financial Summary & Operating Metrics (in millions except per share amounts and percentages)



              Three     Three    
             Months    Months    Quarter     Year     Year      Year
              Ended     Ended      Over     Ended    Ended      Over
              12/31     12/31    Quarter    12/31    12/31      Year
 Metric        /08       /07+     Change     /08      /07+     Change
 --------------------------------------------------------------------
 Revenue     $ 89.9    $ 92.1     (2.4%)  $ 409.8   $ 360.4     13.7%
 --------------------------------------------------------------------
   Interval                                                  
    revenue    75.9      74.6      1.7%     346.9     318.4      9.0%
 --------------------------------------------------------------------
   Aston                                                     
    revenue    14.0      17.5    (19.9%)     62.9      42.0     49.5%
 --------------------------------------------------------------------
 Gross                                                       
  profit       61.0      63.0     (3.1%)    278.4     259.6      7.2%
 --------------------------------------------------------------------
 Adjusted                                                    
  net                                                        
  income **    10.1      15.9    (36.4%)     70.9      71.1     (0.3%)
 --------------------------------------------------------------------
 Net Income                                                  
  (loss) *    (11.6)     15.9   (172.5%)     45.3      71.1    (36.3%)
 --------------------------------------------------------------------
 Adjusted                                                    
  diluted                                                    
  EPS **       0.18      0.28    (35.7%)     1.26      1.26       --
 --------------------------------------------------------------------
 Diluted                                                     
  earnings
  (loss)
  per 
  share *     (0.21)     0.28   (175.0%)     0.80      1.26    (36.5%)
 --------------------------------------------------------------------
 Adjusted                                                      
  EBITDA**     32.9      33.4     (1.5%)    157.2     145.5      8.0%
 --------------------------------------------------------------------
 EBITDA**      32.0      33.4     (4.0%)    154.6     145.5      6.3%
 --------------------------------------------------------------------

 *  Net income (loss), and diluted EPS for the three months and year
    ended December 31, 2008 reflect a $34.3 million non-cash goodwill
    impairment charge related to the Aston segment.

 ** "Adjusted net income," "Adjusted diluted EPS," "Adjusted EBITDA"
    and "EBITDA" are non-GAAP measures as defined by the Securities
    and Exchange Commission (the "SEC"). Please see "Glossary of
    Terms," "Reconciliations of Non-GAAP Measures" and "Presentation
    of Financial Information" below for an explanation of non-GAAP
    measures used throughout this release.

 +  Amounts used under Adjusted net income, Adjusted diluted EPS and
    Adjusted EBITDA for the 2007 period are for reference purposes
    only and have not been adjusted.

Discussion of Results - Fourth Quarter 2008 Consolidated Operating Results

Consolidated revenue for the fourth quarter ended December 31, 2008 was $89.9 million, a decrease of 2.4% from $92.1 million for the fourth quarter of 2007. The decline in revenue reflects the impact of overall macroeconomic conditions that negatively affected the leisure travel industry, and specifically the Aston business segment (formerly known as the RQH business segment). During the quarter, Interval revenue increased by 1.7% and Aston revenue declined by 19.9% year over year.

Given the weakening economic environment that impacted the fourth quarter results and affected the Company's internal forecasts, the carrying value of goodwill and other intangible assets related to the Aston and Interval segments was re-evaluated. As a result of the re-evaluation, ILG recorded a non-cash impairment charge of $34.3 million during the fourth quarter of 2008 to reduce the value of goodwill related to the Aston segment. This charge does not impact the Company's liquidity, cash position or debt covenants.

Net loss for the three months ended December 31, 2008 was $11.6 million, a decrease of $27.5 million from net income of $15.9 million for the same period of 2007. Net loss for the period includes pre-tax items of $34.3 million in a non-cash goodwill impairment charge, $1.3 million in incremental non-cash compensation expense and stand-alone and public company costs and $10.3 million of incremental interest expense attributable to the $450.0 million of indebtedness issued in connection with the spin-off from IAC/InterActiveCorp on August 20, 2008. Diluted loss per share was $0.21 compared to diluted earnings per share of $0.28 for the same period of 2007.

Adjusted net income for the three months ended December 31, 2008 was $10.1 million or $0.18 of adjusted diluted EPS, compared to net income of $15.9 million or $0.28 of diluted EPS for the same period of 2007. Adjusted net income and adjusted EPS for the fourth quarter 2008 excludes the $20.9 million after-tax non-cash goodwill impairment charge related to the Aston business segment and $0.8 million after-tax incremental non-cash compensation expense and stand-alone and public company costs.

Adjusted EBITDA was $32.9 million for the quarter ended December 31, 2008, compared to EBITDA of $33.4 million for the same period of 2007. Adjusted EBITDA excludes $0.8 million in incremental stand-alone and public company costs for the quarter.

Interval's adjusted EBITDA for the quarter ended December 31, 2008 increased 2.0% while Aston's adjusted EBITDA decreased 39.8%, from the comparable period in 2007.

Discussion of Results - Full Year 2008 Consolidated Operating Results

ILG's consolidated revenue for the full year 2008 was $409.8 million, an increase of 13.7%, or $49.4 million, over $360.4 million for the full year 2007. Consolidated revenue was comprised of 84.7% and 15.3% revenue from Interval and Aston, respectively, and included twelve months of revenue from Aston compared to seven months in 2007. Of the $49.4 million increase, Aston contributed $20.8 million or 5.8% of the increase, with the remaining 7.9% contributed by Interval.

Net income for the full year 2008 was $45.3 million, including pre-tax items of $34.3 million non-cash goodwill impairment charge, $7.8 million of incremental non-cash compensation expense and stand-alone and public company costs, and $15.6 million of incremental interest expense attributable to the spin-off in August 2008, resulting in a decrease of 36.3% from net income of $71.1 million for 2007. Diluted EPS was $0.80 compared to $1.26 for the full year 2007.

Adjusted net income for the year ended December 31, 2008 was $70.9 million or $1.26 of adjusted diluted EPS, compared to net income of $71.1 million or $1.26 of diluted EPS for 2007. Adjusted net income and adjusted EPS for 2008 excludes the $20.9 million after-tax non-cash goodwill impairment charge related to the Aston business segment and $4.7 million after-tax incremental non-cash compensation expense and stand-alone and public company costs.

Adjusted EBITDA was $157.2 million for the year ended December 31, 2008, compared to EBITDA of $145.5 million for 2007. Adjusted EBITDA for 2008 excludes $2.6 million in incremental stand-alone and public company costs.

Adjusted EBITDA for 2008 increased $11.7 million, or 8.0% from 2007, of which Aston contributed $1.8 million of the increase. While Aston results in 2008 include twelve months compared to only seven months in 2007, adjusted EBITDA grew at a slower rate than revenue due primarily to the results of Aston, which were adversely impacted by macroeconomic conditions and reduced airlift into Hawaii primarily caused by two failed airlines.

Business Segment Results

Interval

ILG's principal operating segment, Interval, provides vacation ownership membership services to the individual members of its exchange networks, as well as related services to developers of vacation ownership resorts. As of December 31, 2008, over 2,400 resorts located in more than 75 countries participated in the Interval Network. The Interval segment consists of Interval International, Inc. and related subsidiaries.

Interval's revenue for the three months and full year ended December 31, 2008, was $75.9 million and $346.9 million, respectively, increasing 1.7% and 9.0% over the comparable periods in 2007.

For the full year 2008, membership fee and transaction revenue were $133.7 million and $185.8 million, respectively, representing an increase of 8.3% and 9.2% over the prior year.

Total active members at December 31, 2008 were approximately 1,998,000, an increase of 1.9% over total active members of approximately 1,961,000 at December 31, 2007. Average revenue per member for the year ended 2008 was $164.83, a 5.2% increase over average revenue per member of $156.75 for the year ended 2007.

Interval's adjusted EBITDA was $31.2 million and $147.7 million in the fourth quarter and full year 2008, respectively, representing an increase of 2.0% and 7.2% over the segment's EBITDA of $30.6 million and $137.8 million in the fourth quarter and full year 2007, respectively.

Throughout 2008, Interval continued to expand and strengthen its high-quality global vacation exchange network both by renewing strategic agreements with key clients, while signing new affiliations with developers of vacation ownership properties in domestic and international markets. In November 2008, the Company also significantly enhanced its presence in the important South African market with the addition of Southern Sun Hotel's Sunswop vacation ownership program, one of the largest programs of this nature in the country, effective February 1, 2009. Southern Sun, a leading hotel group in the region, joins Interval's cadre of high quality hospitality brands who participate in its international network.

Aston

The Aston segment consists of Aston Hotels & Resorts, LLC (formerly known as ResortQuest Hawaii, LLC) and Maui Condo and Home, LLC (formerly known as ResortQuest Real Estate of Hawaii, LLC). Aston provides management and/or sales and marketing services to 26 resorts and hotels, as well as other more limited management services to an additional 23 properties. Aston was acquired by ILG on May 31, 2007. Consequently, the 12-month period ended December 31, 2007, only includes results of operations for seven months.

Aston's revenue for the three months and full year ended December 31, 2008, was $14.0 million and $62.9 million, respectively, including $8.0 million and $34.3 million of Pass-through Revenue (defined below).

Aston's revenue increased 49.5%, or $20.8 million, for the full year 2008, including $11.5 million of Pass-through Revenue. Due to the acquisition of Aston on May 31, 2007, revenue in 2008 includes twelve months of revenue compared to seven months in 2007. Excluding the impact of the first five months of 2008, which totaled $29.2 million, Aston's revenue decreased approximately 20.0%.

The decrease in fee income earned by Aston from managed vacation properties was driven by a reduction in revenue per available room ("RevPAR"). RevPAR for the quarter ended December 31, 2008 was $96.35 compared to $117.26 for the same period in 2007. RevPAR for the year ended December 31, 2008 was $117.08 compared to $127.14 in 2007. Lower occupancy, and to a lesser extent, lower average daily rate led to the reduction in RevPAR which would have reduced fee income if the periods had been equivalent. Overall, 2008 occupancy rates were negatively impacted by the macroeconomic conditions and reduced airlift into Hawaii primarily caused by two failed airlines. Aston has been generally tracking the results of comparable properties in this market.

Aston reported adjusted EBITDA of $1.7 million in the fourth quarter of 2008, a decrease of 39.8% from EBITDA of $2.8 million in the prior year period. Aston's adjusted EBITDA for the full year 2008 was $9.5 million, compared to EBITDA of $7.7 million for the same period in 2007, which included seven months of results from the acquisition date.

As discussed above, the Company re-evaluated the carrying value of its goodwill and long-lived intangible assets related to its Interval and Aston segments. Based on this re-evaluation, Aston recorded a non-cash goodwill impairment charge of $34.3 million during the fourth quarter 2008.

Capital Resources and Liquidity

As of December 31, 2008, ILG's cash and cash equivalents totaled $120.3 million, compared to $67.1 million as of December 31, 2007. As of December 31, 2008, the Company's total debt outstanding, which was incurred in connection with the spin-off, was $427.2 million, net of unamortized discount. There was no debt outstanding as of December 31, 2007.

For the full year 2008, ILG's capital expenditures totaled $13.6 million, or 3.3% of revenue, net cash provided by operating activities was $103.9 million and free cash flow (defined below) was $90.3 million.

Presentation of Financial Information

ILG management believes that the presentation of non-generally accepted accounting principles (non-GAAP) financial measures, including, among others, EBITDA, adjusted EBITDA, adjusted net income, adjusted diluted EPS and free cash flow, serves to enhance the understanding of ILG's performance. These non-GAAP financial measures should be considered in addition to and not as substitutes for, or superior to, measures of financial performance prepared in accordance with GAAP. In addition, EBITDA (with certain additional add-backs) is used to calculate compliance with certain financial covenants in ILG's credit agreement. Management believes that these non-GAAP measures improve the transparency of our disclosures, provide meaningful presentations of our results from our business operations excluding the impact of certain items not related to our core business operations and improve the period to period comparability of results from business operations. These measures may also be useful in comparing our results to those of other companies, however our calculations may differ from the calculations of these measures used by other companies. More information about the non-GAAP financial measures, including reconciliations of GAAP results to the non-GAAP measures, is available in the financial tables that accompany this press release.

Conference Call

ILG will host a conference call today at 4:30 p.m. Eastern Time to discuss its results for the fourth quarter and full year 2008, with access via the Internet and telephone. Investors and analysts may participate in the live conference call by dialing (866) 322-1501 (toll-free domestic) or (706) 679-2585 (international); password: Interval. Please register at least 10 minutes before the conference call begins. A live webcast of the conference call will be available on the Investor Relations section of ILG's Web site at www.iilg.com. A replay of the call will be available for 10 days via telephone starting approximately two hours after the call ends. The replay can be accessed at (800) 642-1687 (toll-free domestic) or (706) 645-9291 (international); passcode: 87205306. The webcast will be archived on ILG's Web site for 90 days after the call.

About Interval Leisure Group

Interval Leisure Group is a leading global provider of membership and leisure services to the vacation industry. Its principal business segment, Interval, has offered its resort developer clients and consumer members high-quality programs and services for more than thirty years. Its nearly 2 million member families have access to a comprehensive package of year-round benefits, including the opportunity to trade the use of their shared ownership vacation time for comparable accommodations within over 2,400 resorts in more than 75 countries. Interval Leisure Group's other business segment is Aston, formerly ResortQuest Hawaii, which provides hotel and resort management and vacation rental services for more than 4,500 units throughout the Hawaiian Islands. Interval Leisure Group is headquartered in Miami, Florida, and operates through 27 offices in 16 countries. More information about the company is available at www.iilg.com.

Forward-Looking Statements

This press release contains "forward looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, relating to: our future financial performance, our business prospects and strategy, anticipated financial position, liquidity and capital needs and other similar matters. These forward looking statements are based on management's current expectations and assumptions about future events, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict.

Actual results could differ materially from those contained in the forward looking statements included herein for a variety of reasons, including, among others: changes in economic conditions generally or in any of the markets or industries in which we operate; adverse changes to, or interruptions in, relationships with third parties; lack of available financing for or insolvency of developers, decreased demand from prospective purchasers of vacation interests; changes in our senior management; regulatory changes; our ability to compete effectively; the effects of our significant indebtedness and our compliance with the terms thereof; failure to comply with existing laws; the ability to offer new or alternative products and services in a cost-effective manner and customer acceptance of these products and services; and our ability to expand successfully in international markets and manage risks specific to international operations. Certain of these and other risks and uncertainties are discussed in our filings with the SEC. Other unknown or unpredictable factors that could also adversely affect our business, financial condition and results of operations may arise from time to time. In light of these risks and uncertainties, the forward looking statements discussed in this release may not prove to be accurate. Accordingly, you should not place undue reliance on these forward-looking statements, which only reflect the views of our management as of the date of this press release. Except as required be applicable laws, ILG does not undertake to update these forward-looking statements.



             INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF INCOME



                        Three Months Ended           Year Ended
                             December 31,            December 31,
                       --------------------    ----------------------
                          2008        2007         2008        2007
                       --------    --------    ---------    ---------
                      (Unaudited)  (Unaudited)

                           (In thousands, except per share data)

 Revenue               $ 89,898    $ 92,070    $ 409,774    $ 360,407
 Cost of sales           28,893      29,081      131,415      100,799
                       --------    --------    ---------    ---------
   Gross profit          61,005      62,989      278,359      259,608
 Selling and                                               
  marketing                                                
  expense                10,495      11,180       48,573       45,835
 General and                                               
  administrative                                           
  expense                20,357      19,827       84,000       71,913
 Goodwill                                                  
  impairment             34,254          --       34,254           --
 Amortization                                              
  expense of                                               
  intangibles             6,476       6,418       25,906       26,879
 Depreciation                                              
  expense                 2,279       2,315        9,335        8,415
                       --------    --------    ---------    ---------
   Operating income                                        
    (loss)              (12,856)     23,249       76,291      106,566
 Other income                                              
  (expense):                                               
   Interest income          739       2,651       11,532       10,345
   Interest expense     (10,364)        (40)     (15,851)        (205)
   Other income                                            
    (expense)             3,187          10        4,022         (606)
                       --------    --------    ---------    ---------
 Total other                                               
  income (expense),                                        
  net                    (6,438)      2,621         (297)       9,534
                       --------    --------    ---------    ---------
 Earnings (loss)                                           
  before income                                            
  taxes and                                                
  minority interest     (19,294)     25,870       75,994      116,100
 Income taxes             7,644      (9,924)     (30,816)     (45,032)
 Minority interest                                         
  in loss (income)                                         
  of consolidated                                          
  subsidiaries               96          (4)          86          (12)
                      ---------    --------    ---------    ---------
 Net income (loss)    $ (11,554)   $ 15,942     $ 45,264     $ 71,056
                      =========    ========    =========    =========
 Earnings (loss)                                           
  per share(1):                                            
   Basic                $ (0.21)     $ 0.28       $ 0.81       $ 1.26
   Diluted              $ (0.21)     $ 0.28       $ 0.80       $ 1.26
                                                           
 Weighted average                                          
  number of common                                         
  shares                                                   
  outstanding(1):                                          
   Basic                 56,209      56,179       56,189       56,179
   Diluted               56,209      56,179       56,370       56,179
                                                           
 --------------------------------------------------------------------
 Adjusted net                                              
  income(2)            $ 10,139                 $ 70,875   
 Adjusted earnings                                         
  per share(2):                                            
   Basic                 $ 0.18                   $ 1.26   
   Diluted               $ 0.18                   $ 1.26   
                                                           
                                                           
 (1)  For the three and twelve months ended December 31, 2007, we
      computed basic earnings per share using the number of shares of
      common stock outstanding immediately following the spin-off, as
      if such shares were outstanding for the entire period. The 
      diluted earnings per share for prior periods was computed based 
      upon the dilutive impact of all stock-based awards outstanding
      immediately following the spin-off, as if such awards were  
      outstanding for the entire period.

 (2)  "Adjusted net income" and "adjusted earnings per share" are
       non-GAAP measures as defined by the SEC. Please see  
       "Reconciliations of Non-GAAP  Measures" for a reconciliation  
       to the comparable GAAP measure.





             INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED BALANCE SHEETS
              

                                                   December 31,
                                             ------------------------
                                                2008            2007
                                             ---------      ---------
                                                  (In thousands)
 ASSETS
   Cash and cash equivalents                 $ 120,277       $ 67,113
   Deferred membership costs                    13,816         13,688
   Other current assets                         73,128         66,762
                                             ---------      ---------
     Total current assets                      207,221        147,563
   Goodwill and intangible assets, 
    net                                        644,880        703,203
   Deferred membership costs                    21,641         21,217
   Other non-current assets                     63,466         50,634
                                             ---------      ---------
   TOTAL ASSETS                              $ 937,208      $ 922,617
                                             =========      =========
 LIABILITIES AND SHAREHOLDERS' EQUITY                     
   LIABILITIES:                     
   Accounts payable, trade                    $ 11,789       $ 10,981
   Deferred revenue                             95,565         97,898
   Current portion of long-term debt            15,000             --
   Other current liabilities                    75,090         51,396
                                             ---------      ---------
     Total current liabilities                 197,444        160,275
   Long-term debt, net of current 
    portion                                    412,242             --
   Deferred revenue                            134,151        139,044
   Other long-term liabilities                  64,232        109,931
   SHAREHOLDERS' EQUITY                        129,139        513,367
                                             ---------      ---------
 TOTAL LIABILITIES AND SHAREHOLDERS'                      
  EQUITY                                     $ 937,208      $ 922,617
                                             =========      =========





             INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 


                                              Year Ended December 31,
                                              -----------------------
                                                 2008         2007
                                              --------      ---------
                                                    (In thousands) 
 Cash flows from operating
  activities:
 Net income                                   $ 45,264       $ 71,056
 Adjustments to reconcile net income                       
  to net cash provided by                                  
  operating activities:                                    
   Goodwill impairment                          34,254             --
   Amortization expense of intangibles          25,906         26,879
   Amortization of debt issuance costs           1,097             --
   Depreciation expense                          9,335          8,415
   Accretion of original issue discount            742             --
   Non-cash compensation expense                 8,820          3,629
   Deferred income taxes                       (28,331)        (6,106)
   Minority interest in income (loss)                      
    of consolidated subsidiaries                   (86)            12
 Changes in assets and liabilities               6,940         21,695
                                             ---------       --------
 Net cash provided by operating                            
  activities                                   103,941        125,580
 Cash flows from investing activities:                     
   Acquisitions, net of cash acquired           (1,001)      (114,071)
   Transfers to IAC                            (68,635)       (84,520)
   Capital expenditures                        (13,637)       (10,319)
   Other, net                                   (2,184)            --
                                             ---------       --------
 Net cash used in investing activities         (85,457)      (208,910)
                                             ---------       --------
 Cash flows from financing activities                      
   Proceeds from issuance of term                          
    loan facility                              150,000             --
   Payments of debt issue costs                (10,569)            --
   Dividend payment to IAC in                              
    connection with spin-off                   (89,431)            --
   Capital contributions from IAC                   --        114,071
   Other, net                                       27         (1,879)
                                             ---------       --------
 Net cash provided by financing                            
  activities                                    50,027        112,192
                                             ---------       --------
 Effect of exchange rate changes on                        
  cash and cash equivalents                    (15,347)           694
 Net increase in cash and cash                             
  equivalents                                   53,164         29,556
 Cash and cash equivalents at                              
  beginning of period                           67,113         37,557
                                             ---------       --------
 Cash and cash equivalents at end                          
  of period                                  $ 120,277       $ 67,113
                                             =========       ========





                    Operating Statistics

                                       Three Months Ended December 31,
                                      -------------------------------
                                        2008      % Change      2007
                                      -------     ---------   -------
 Interval
   Total active members (000's)         1,998       1.9%        1,961
   Average revenue per member         $ 35.93      (0.4%)     $ 36.08
                                                           
 Aston                                                     
   Available room nights (000's)          395      (2.7%)         406
   RevPAR                             $ 96.35     (17.8%)    $ 117.26
                                                           
                                                           

                                          Year Ended December 31,
                                      -------------------------------
                                        2008      % Change      2007
                                      -------     ---------  --------
 Interval                                                  
   Total active members (000's)         1,998       1.9%        1,961
   Average revenue per member        $ 164.83       5.2%     $ 156.75
                                                           
 Aston(1)                                                    
   Available room nights (000's)        1,594      66.9%          955
   RevPAR                            $ 117.08      (7.9%)    $ 127.14
                                                           
 (1) Excludes the pre-acquisition period of January through May of 
     2007.                                                 
                                                           
                                                           
                            Additional Data 

                                      Three Months Ended December 31,
                                     --------------------------------
                                        2008      % Change      2007
                                     --------     ---------   -------
                                           (Dollars in thousands)
 Interval                                                  
   Transaction revenue               $ 36,878      (0.5%)    $ 37,046
   Membership fee revenue              33,269       4.5%       31,836
   Ancillary member revenue             1,916       8.5%        1,766
                                     --------     ---------   -------
     Total member revenue              72,063       2.0%       70,648
     Other revenue                      3,833      (3.0%)       3,952
                                     --------     ---------   -------
       Total revenue                 $ 75,896       1.7%     $ 74,600
                                     ========     =========  ========
                                                           
 Aston                                                     
   Pass-through revenue               $ 8,049     (17.4%)     $ 9,750
   Management fee revenue               5,953     (22.9%)       7,720
                                     --------     ---------   -------
     Total revenue                   $ 14,002     (19.9%)    $ 17,470
                                     ========     =========  ========
   Aston gross margin                    25.7%     (6.9%)        27.6%
   Aston gross margin without                              
    pass-through                         60.4%     (3.2%)        62.4%
                                                           





                                         Year Ended December 31, 
                                    ---------------------------------
                                       2008      % Change      2007
                                    ---------    --------   ---------
                                           (Dollars in thousands)

 Interval
   Transaction revenue              $ 185,782        9.2%   $ 170,152
   Membership fee revenue             133,703        8.3%     123,465
   Ancillary member revenue             8,641        6.8%       8,090
                                    ---------    --------   ---------
     Total member revenue             328,126        8.8%     301,707
     Other revenue                     18,793       12.8%      16,663
                                    ---------    --------   ---------
       Total revenue                $ 346,919        9.0%   $ 318,370
                                    =========    ========   =========
 Aston(1)                                                  
   Pass-through revenue              $ 34,294       50.1%    $ 22,844
   Management fee revenue              28,561       48.8%      19,193
                                    ---------    --------   ---------
     Total revenue                   $ 62,855       49.5%    $ 42,037
                                    =========    ========   =========
   Aston gross margin                    28.5%      (4.0%)       29.7%
   Aston gross margin without                                
     pass-through                        62.7%      (3.5%)       65.0%

 (1) Excludes the pre-acquisition period of January through May of
 2007.


                       Reconciliations of Non-GAAP Measures

                                         Year Ended December 31, 
                                    ---------------------------------
                                       2008      % Change      2007
                                    ---------    --------   ---------
                                           (Dollars in thousands)
 
 Net cash provided by operating
   activities                       $ 103,941      (17.2%)  $ 125,580
 Less: Capital expenditures          (13,637)       32.2%     (10,319)
                                    ---------    --------   ---------
   Free cash flow                    $ 90,304      (21.7%)  $ 115,261
                                    =========    ========   =========


                                       Three 
                                       Months      Year
                                       Ended      Ended
                                       12/31/     12/31/
                                        2008       2008
                                     ----------  ---------
                                    (Dollars in thousands, 
                                    except per share data)


 Net income (loss)                  $ (11,554)  $ 45,264
 Goodwill impairment, net of tax       20,883     20,883
 Incremental non-cash 
  compensation expense, net 
  of tax                                  308      3,165
 Incremental stand-alone and public
   company costs, net of tax              502      1,563
                                    ---------   --------
 Adjusted net income                 $ 10,139   $ 70,875
                                    =========   ========
 Adjusted earnings per share:
   Basic                             $   0.18   $   1.26
   Diluted                           $   0.18   $   1.26



 
                                    Three Months Ended December 31,   
                                              2008   
                               ---------------------------------------
                                Interval        Aston     Consolidated
                                ---------     ---------   ------------
                                       (Dollars in thousands)       
 
 Adjusted EBITDA                 $ 31,173       $ 1,696      $ 32,869 
 Incremental stand-alone        
  and public company costs            887           (64)          823
                                ---------     ---------     ---------
 EBITDA                            30,286         1,760        32,046 
 Goodwill impairment                   --        34,254        34,254 
 Amortization expense                                                 
  of intangibles                    5,239         1,237         6,476 
 Depreciation expense               2,074           205         2,279 
 Non-cash compensation                                                
  expense                           1,775           118         1,893 
                                ---------     ---------     ---------
 Operating income                                                     
  (loss):                        $ 21,198     $ (34,054)      (12,856)
                                =========     =========
 Interest income                                                  739 
 Interest expense                                             (10,364)
 Other non-operating income                                     3,187 
 Minority interest in loss 
  (income) of consolidated                                            
  subsidiaries                                                     96 
 Income taxes                                                   7,644 
                                                            ---------
 Net income (loss)                                          $ (11,554)
                                                            =========


                                   Three Months Ended December 31,   
                                              2007   
                               ---------------------------------------
                                Interval        Aston     Consolidated
                                ---------     ---------   ------------
                                       (Dollars in thousands)       
 Adjusted EBITDA                                   
 Incremental stand-alone    
  and public company costs  
                            
 EBITDA                          $ 30,550       $ 2,819      $ 33,369
 Goodwill impairment                   --            --            --
 Amortization expense          
  of intangibles                    5,182         1,236         6,418
 Depreciation expense               2,082           233         2,315
 Non-cash compensation                 
  expense                           1,307            80         1,387
                                ---------     ---------      --------
 Operating income              
  (loss):                        $ 21,979       $ 1,270        23,249
                                =========     =========
 Interest income                                                2,651
 Interest expense                                                 (40)
 Other non-operating income                                        10
 Minority interest in loss 
  (income) of consolidated                  
  subsidiaries                                                     (4)
 Income taxes                                                  (9,924)
                                                            ---------
 Net income (loss)                                           $ 15,942
                                                            =========
                            
 

                                        Year Ended December 31,   
                                                 2008   
                               ---------------------------------------
                                Interval        Aston     Consolidated
                                ---------     ---------   ------------
                                       (Dollars in thousands)       
                                                          
 Adjusted EBITDA                $ 147,654       $ 9,516     $ 157,170 
 Incremental stand-alone 
  and public company costs          2,596           (32)        2,564 
                                ---------     ---------     ---------
 EBITDA                           145,058         9,548       154,606 
 Goodwill impairment                   --        34,254        34,254 
 Amortization expense                                                 
  of intangibles                   20,960         4,946        25,906 
 Depreciation expense               8,592           743         9,335 
 Non-cash compensation                                                
  expense                           8,474           346         8,820 
                                ---------     ---------     ---------
 Operating income (loss):       $ 107,032     $ (30,741)       76,291 
                                =========     =========
 Interest income                                               11,532 
 Interest expense                                             (15,851)
 Other non-operating                                                  
   income (expense)                                             4,022 
 Minority interest in loss 
  (income) of consolidated                                             
  subsidiaries                                                     86 
 Income taxes                                                 (30,816)
                                                            ---------
 Net income                                                  $ 45,264 
                                                            =========
                                                                      
                                                        
                                                         
                                                   
                                       Year Ended December 31,   
                                                 2007   
                               ---------------------------------------
                                Interval        Aston     Consolidated
                                ---------     ---------   ------------
                                       (Dollars in thousands)       
                            
 Adjusted EBITDA               
 Incremental stand-alone 
  and public company costs     
                               
 EBITDA                         $ 137,788       $ 7,701     $ 145,489
 Goodwill impairment                   --            --            --
 Amortization expense          
  of intangibles                   23,994         2,885        26,879
 Depreciation expense               7,852           563         8,415
 Non-cash compensation                 
  expense                           3,513           116         3,629
                                ---------     ---------     ---------
 Operating income (loss):       $ 102,429       $ 4,137       106,566
                                =========     =========
 Interest income                                               10,345
 Interest expense                                                (205)
 Other non-operating           
  income (expense)                                               (606)
 Minority interest in loss
  (income) of consolidated                 
  subsidiaries                                                    (12)
 Income taxes                                                 (45,032)
                                                            ---------
 Net income                                                  $ 71,056
                                                            =========
                              

Glossary of Terms

Adjusted Diluted EPS - Adjusted Net Income divided by the weighted average number of shares of common stock and dilutive securities outstanding during the period.

Adjusted EBITDA - Net income, excluding, if applicable (1) non-cash compensation expense, (2) depreciation expense, (3) amortization expense, (4) goodwill and asset impairments, (5) income taxes, (6) minority interest in loss (income) of consolidated subsidiaries, (7) interest income and interest expense and (8) other non-operating income and expense and (9) stand-alone and public company expense. The Company's presentation of Adjusted EBITDA may not be comparable to similarly-titled measures used by other companies.

Adjusted Net Income - Net income, excluding non-cash goodwill impairment charge, incremental non-cash compensation expense and incremental stand-alone and public company costs, all net of tax.

Ancillary Member Revenue - Other member related revenue including insurance and travel related services.

Available Room Nights - Number of nights available at Aston-managed vacation properties during the period.

Average Revenue per Member - Membership fee revenue, transaction revenue and ancillary member revenue for the applicable period, divided by the monthly weighted average number of active members during the applicable period.

EBITDA - Net income, excluding, if applicable (1) non-cash compensation expense, (2) depreciation expense, (3) amortization expense, (4) goodwill and asset impairments, (5) income taxes, (6) minority interest in loss (income) of consolidated subsidiaries, (7) interest income and interest expense and (8) other non-operating income and expense. The Company's presentation of EBITDA may not be comparable to similarly-titled measures used by other companies.

Free Cash Flow - Cash provided by operating activities less capital expenditures.

Gross Lodging Revenue - Total room revenue collected from all Aston-managed occupied rooms during the period.

Pass-through Revenue - Represents the compensation and other employee-related costs directly associated with Aston's management of the properties that are included in both revenues and cost of sales and that are passed on to the property owners without mark-up. Management believes presenting gross margin without these expenses provides management and investors a relevant period-over-period comparison.

RevPAR - Gross Lodging Revenue divided by Available Room Nights during the period.

Total Active Members - Active members of Interval's primary exchange network as of the end of the period. Active members are members in good standing that have paid membership fees and any other applicable charges in full as of the end of the period or are within the allowed grace period.

Transaction Revenue - Transactional and service fees paid for exchanges, Getaways, and reservation servicing.



            

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