Vistana Inc. Reports Significant Increase in Revenues, Income and Diluted EPS for Second Quarter 1999

Business & Travel Editors

August 5, 1999
ORLANDO, FL--Vistana, Inc. (Nasdaq:VSTN), a leading developer and operator of vacation ownership resorts, yesterday reported significant growth in revenues and net income for the second quarter and six months ended June 30, 1999.

Second Quarter Operating Results
For the second quarter ended June 30, 1999, revenues were $75.7 million, a 31.4% increase over the $57.6 million recorded in the second quarter 1998. Vacation ownership interest (VOI) sales for the second quarter 1999 increased 31.2% to $55.9 million from $42.6 million in the second quarter 1998. The number of VOI's sold during the second quarter 1999 increased 16.6% to 5,414 from 4,642 in the second quarter 1998. The average sales price per interval was $10,331 for the second quarter 1999, an increase from $9,549 during the corresponding period in 1998. Annualizing alternate year VOI sales, the number of VOI's sold during the second quarter 1999 increased to 4,316 from 3,792, and the average sales price per interval increased to $12,960 from $11,690, over the second quarter 1998. Interest income for the second quarter 1999 increased 35.5% to $8.4 million from $6.2 million in the second quarter 1998.

Net income for the second quarter 1999 was $6.9 million compared to net income of $5.2 million for the second quarter 1998, an increase of 32.7%. Net income per diluted share for the second quarter 1999 increased 33.3% to 32 cents from net income per diluted share of 24 cents in the second quarter 1998.

Weighted average diluted shares outstanding for the second quarter 1999 were 21,516,551 compared to weighted average diluted shares of 21,630,417 for the second quarter 1998, a decrease of 0.5%.

Results for the second quarter and first six months of 1999 include approximately $1.2 million, or $0.03 per diluted share (net of taxes), in transaction expenses relating to the proposed acquisition of the Company by Starwood Hotels & Resorts Worldwide, Inc., and legal fees and settlement costs relating to a lawsuit that was settled in July 1999.

Operating Results for the Six Months Ended June 30, 1999
For the six months ended June 30, 1999, revenues were $143.5 million, a 37.1% increase over the $104.7 million recorded in the comparable period in 1998. Vacation ownership interest (VOI) sales for the six months ended June 30, 1999 increased 39.3% to $106.0 million from $76.1 million for the six months ended June 30, 1998. The number of VOI's sold increased 24.4% to 10,084 from 8,105 in the comparable period in 1998. The average sales price per interval was $10,149 for the six months ended June 30, 1999, an increase from $9,607 during the corresponding period in 1998. Annualizing alternate year VOI sales, the number of VOI's sold during the six months ended June 30, 1999, increased to 7,988 from 6,637, and the average sales price per interval increased to $12,812 from $11,732, over the six months ended June 30, 1998. Interest income for the six months ended June 30, 1999, increased 33.6% to $16.3 million from $12.2 million during the same period in 1998.
Results for the six months ended June 30, 1999 included a one-time charge of $0.6 million, or $0.03 per diluted share (net of taxes), in the first quarter of 1999 for the cumulative effect of a change in accounting principle (the "Accounting Change") resulting from the adoption of Statement of Position 98-5, "Reporting on the Cost of Start-up Activities" (SOP 98-5), issued by the American Institute of Certified Public Accountants.

Net income before the cumulative effect of the Accounting Change for the six months ended June 30, 1999 was $11.6 million compared to net income of $8.7 million for the comparable period in 1998. Net income per diluted share before the cumulative effect of the Accounting Change for the six months ended June 30, 1999 increased 35.0% to 54 cents from net income per diluted share of 40 cents for the six months ended June 30, 1998. Net income after the cumulative effect of the Accounting Change was $11.0 million or 51 cents per diluted share for the six months ended June 30, 1999, compared to $8.7 million or 40 cents per diluted share in the same period in 1998, an increase of 26.4% and 27.5%, respectively.

Weighted average diluted shares outstanding for the six months ended June 30, 1999 were 21,406,321 compared to weighted average diluted shares of 21,568,074 for the six months ended June 30, 1998, a decrease of 0.8%.

Financial results for the six months ended June 30, 1999, include the recognition of VOI sales and related costs previously deferred under the percentage of completion method for the Company's Embassy Vacation Resort ("EVR") at Scottsdale. As a result of substantially completing the first phase of the EVR at Scottsdale, approximately $3.8 million of prior period VOI sales were recognized in the first quarter of 1999, contributing approximately $0.5 million in net income, or $0.02 per diluted share.
"We are very pleased with Vistana's continued strong performance during the second quarter," said Raymond L. (Rip) Gellein, Vistana's Chairman and Co-Chief Executive Officer. Jeff Adler, President and Co-Chief Executive Officer, said "Our employees did an exceptional job of delivering solid growth in revenues, sales and net income."

Customer Mortgages Receivable
At June 30, 1999, the Company's net customer mortgages receivable were $252.5 million compared to $183.7 million at June 30, 1998, an increase of 37.5%. The allowance for loss on customer mortgage receivables was $23.7 million or 8.6% of outstanding receivables at June 30, 1999, compared to $15.4 million or 7.7% at June 30, 1998. The provision for doubtful accounts was $4.1 million for the quarter ended June 30, 1999, compared to $3.1 million for the same period in the prior year, reflecting the higher volume of VOI sales. Approximately 2.4% of the Company's customer mortgages receivable balance was past due by 60 to 120 days at June 30, 1999, compared to 2.7% at December 31, 1998 and 2.0% at June 30, 1998. In addition, approximately 4.3% of such balance was 120 days or more past due at June 30, 1999, compared to 3.7% at December 31, 1998 and 3.9% at June 30, 1998.

Company Background Information
Headquartered in Orlando, Florida, Vistana, Inc. operates ten vacation ownership resorts, four in Florida, three in Colorado, one in South Carolina and two in Arizona. Resorts in the planning/development stage include the PGA Vacation Resort by Vistana in Port St. Lucie, Florida, Harborside at Atlantis on Paradise Island in The Bahamas, and a successor to Vistana Resort in Orlando. Founded in 1980, the Company has over 2,200 units in operation and an ownership base of more than 87,000 owners residing in over 100 countries. On July 18, 1999, the Company entered into a definitive merger agreement to be acquired by Starwood Hotels & Resorts Worldwide, Inc. ¶ The Company's common stock is traded on the NASDAQ National Market under the symbol VSTN.



                  Selected Financial Data (Unaudited)

                           Three months             Six months 
                              ended                   ended
                             June 30,                June 30,
                         1999        1998        1999        1998


Operating Results
----------------------
(dollars in thousands except share amounts and average sales prices)

VOI sales             $   55,931  $   42,596  $  106,015  $   76,131
Interest
 income                    8,446       6,154      16,343      12,239
Total
 revenues                 75,710      57,551     143,457     104,737
VOI cost
 of sales                 12,895       9,372      24,597      16,420
Sales and
 marketing
 expense                  24,167      20,192      48,155      37,137
Total
 interest
 expense                   4,701       2,525       8,973       5,086
Total costs
 and operating
 expenses                 64,545      49,497     125,394      91,396
Income before
 income taxes
 and cumulative
 effect of
 accounting
 change               $   11,313  $    8,371  $   19,030  $   13,982
Net income
 before cumulative
 effect of
 accounting change    $    6,901  $    5,190  $   11,608  $    8,669
Net income before
 cumulative effect
 of accounting
 change
 per share
 - diluted            $      .32  $      .24  $      .54  $      .40
Net income            $    6,901  $    5,190  $   11,007  $    8,669
Net income
 per share
 - diluted            $      .32  $      .24  $      .51  $      .40
Weighted average
 shares outstanding
 - diluted            21,516,551  21,630,417  21,406,321  21,568,074
VOI cost of
 sales as a % of
 VOI sales                  23.1%       22.0%       23.2%       21.6%
Sales and marketing
 expense as a % of
 VOI sales                  43.2%       47.4%       45.4%       48.8%
G&A expense as
 a % of total
 revenues                    6.9%        8.3%        7.5%        8.9%
Number of VOI's sold
 - actual (1)              5,414       4,642      10,084       8,105
Average sales price
 per VOI - actual (1) $   10,331  $    9,549  $   10,149  $    9,607
Number of VOI's sold
 - annualized (2)          4,316       3,792       7,988       6,637
Average sales price
 per VOI
 - annualized (2)     $   12,960  $   11,690  $   12,812  $   11,732
Ending balance
 inventory of unit
 weeks                    24,524      17,729      24,524      17,729
Percentage of
 alternate year
 unit week sales            40.6%       36.7%       41.6%       36.1%
Weighted average
 funding cost               7.77%       9.65%       7.86%       9.94%

	    (1) Reflects sales of annual and alternate year intervals without
adjustment.
	    (2) Reflects sales of annual intervals plus sales of alternate
year intervals adjusted on an annualized basis.


                             Vistana, Inc
                      Consolidated Balance Sheets
                        (Amounts in Thousands)


                                    June 30,  December 31,  June 30,
                                      1999       1998         1998
                                   ---------  ------------  -------- 
                                  (UNAUDITED)              (UNAUDITED)

Cash and cash equivalents          $ 28,350     $ 20,001    $ 15,578
Restricted cash                      23,951       29,054      17,772
Customer mortgages
  receivable, net                   252,533      223,275     183,676
Other receivables, net               10,540        8,053       6,673

Inventory of Vacation
  Ownership Interests                66,442       50,019      28,662
Construction in progress             18,815       30,922      47,728
                                   --------     --------    --------
  Total Vacation Ownership
    Interests                        85,257       80,941      76,390
                                   --------     --------    --------

Prepaid expenses and
  other assets                       27,319       24,408      19,129
Land held for development            21,003       23,874       9,229
Intangible assets, net               20,514       19,743      18,483
Property and equipment,
  net                                49,429       42,071      27,441

                                   ========     ========    ========
  Total assets                      518,896      471,420     374,371
                                   ========     ========    ========

Accounts payable and
  accrued liabilities                17,295       17,502      14,170
Income taxes payable                  1,048          424       1,445
Accrued compensation
  and benefits                       11,077       10,883       9,764
Customer deposits                    19,010       22,610      16,605
Deferred income taxes                29,098       25,753      20,119
Other liabilities                     7,446        5,723      10,497
Notes and mortgages
  payable                           276,687      242,644     167,842
                                   --------     --------    --------

  Total liabilities                 361,661      325,539     240,442

Minority interest                       736        1,665       3,405

Shareholders' equity:
  Common stock                          213          212         211
Additional paid in capital          112,777      111,502     109,790
Retained earnings                    43,509       32,502      20,523
                                   --------     --------    --------
  Total shareholders'
    equity                          156,499      144,216     130,524
                                   ========     ========    ========
  Total liabilities and
    equity                         $518,896     $471,420    $374,371
                                   ========     ========    ========


                             Vistana, Inc.
            Unaudited Consolidated Statement of Operations
                      for the Three Months Ended
           (Amounts in Thousands Except for Per Share Data)

                                           Three months  Three months
                                               ended         ended
                                           June 30, 1999 June 30, 1998
                                           ------------- ------------- 

Revenues:
  Vacation Ownership Interest sales         $    55,931   $    42,596
  Interest                                        8,446         6,154
  Resort                                          7,716         5,488
  Telecommunications                              2,217         2,058
  Other                                           1,400         1,255
                                            -----------   -----------
Total revenues                                   75,710        57,551

Costs and operating expenses:
  Vacation Ownership Interest cost of
    sales                                        12,895         9,372
  Sales and marketing                            24,167        20,192
  Loan Portfolio
    Interest expense - treasury                   2,637         2,083
    Provision for doubtful accounts               4,137         3,144
  Resort                                          7,065         4,819
  Telecommunications                              1,929         1,660
  General and administrative                      5,233         4,753
  Depreciation and amortization                   2,282         1,481
  Interest expense - other                        2,064           442
  Other                                           2,136         1,551
                                            -----------   -----------
Total costs and operating expenses               64,545        49,497
                                            -----------   -----------

Operating Income                                 11,165         8,054
  Excess value recognized                            19            32
  Minority interest                                 129           285
                                            -----------   -----------

Income before income taxes                       11,313         8,371
  Provision for income taxes                      4,412         3,181
                                            -----------   -----------

  Net income                                $     6,901   $     5,190
                                            ===========   ===========

Basic earnings per share                    $      0.32   $      0.25
                                            ===========   ===========
Diluted earnings per share                  $      0.32   $      0.24
                                            ===========   ===========

Weighted average shares outstanding
  - basic                                    21,294,153    21,162,981
                                            ===========   ===========
Weighted average shares outstanding
  - diluted                                  21,516,551    21,630,417
                                            ===========   ===========


                             Vistana, Inc.
            Unaudited Consolidated Statement of Operations
                       for the Six Months Ended
           (Amounts in Thousands Except for Per Share Data)

                                           Six months    Six months
                                              ended        ended
                                          June 30, 1999 June 30, 1998
                                          ------------- ------------- 

Revenues:
  Vacation Ownership Interest sales        $    106,015  $     76,131
  Interest                                       16,343        12,239
  Resort                                         14,682        10,080
  Telecommunications                              3,869         4,101
  Other                                           2,548         2,186
                                           ------------  ------------
Total revenues                                  143,457       104,737

Costs and operating expenses:
  Vacation Ownership Interest cost of sales      24,597        16,420
  Sales and marketing                            48,155        37,137
  Loan Portfolio
    Interest expense - treasury                   5,049         4,271
    Provision for doubtful accounts               7,844         5,626
  Resort                                         13,242         8,576
  Telecommunications                              3,343         3,307
  General and administrative                     10,813         9,348
  Depreciation and amortization                   4,588         2,661
  Interest expense - other                        3,924           815
  Other                                           3,839         3,235
                                           ------------  ------------
Total costs and operating expenses              125,394        91,396
                                           ------------  ------------

Operating Income                                 18,063        13,341
  Excess value recognized                            38            62
  Minority interest                                 929           579
                                            ------------ ------------

Income before income taxes and
  cumulative effect of change in
  accounting                                     19,030        13,982
  Provision for income taxes                      7,422         5,313
                                           ------------  ------------

Net income before cumulative effect
  of change in accounting                        11,608         8,669
  Cumulative effect of change in
    accounting, net of taxes                        601            --
                                           ============  ============
  Net income                               $     11,007  $      8,669
                                           ============  ============

Basic earnings per share before
  cumulative effect of change in
  accounting                               $       0.55  $       0.41
Basic earnings per share - cumulative
  effect of change in accounting           $      (0.03) $         --
                                           ============  ============
Basic earnings per share                   $       0.52  $       0.41
                                           ============  ============
Diluted earnings per share before
  cumulative effect of change in
  accounting                               $       0.54  $       0.40
Diluted earnings per share -
  cumulative effect of change in
  accounting                               $      (0.03) $         --
                                           ------------  ------------
Diluted earnings per share                 $       0.51  $       0.40
                                           ============  ============

Weighted average shares outstanding
  - basic                                    21,258,041    21,062,732
                                           ============  ============
Weighted average shares outstanding
  - diluted                                  21,406,321    21,568,074
                                           ============  ============



      CONTACT:  Vistana, Inc., Orlando
                Raymond L. "Rip" Gellein, Chairman and Co-CEO
                407/239-3009
                or
                Charles E. Harris, Vice Chairman and CFO
                407/239-3153
                or
                David Matheson, VP - Public Relations
                407/239-3155

     KEYWORD:  FLORIDA
     INDUSTRY KEYWORD:  TRAVEL/AIRLINES REAL ESTATE EARNINGS