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                                                                   Exhibit 10.10


December 31, 1996



Mr. Macdonald Clark
Alamo Rent A Car, Inc.
110 SE 6th Street
Fort Lauderdale, FL 33301

Dear Macdonald:

This letter will confirm our understanding with respect to your employment. The
terms of your employment are as follows:

Position:                  Vice Chairman and Chief Marketing Officer of Alamo
                           Rent-A-Car, Inc. ("Alamo").

Reporting To:              Roger H. Ballou, President and Chief Operating
                           Officer of Alamo.

Prior Agreements:          You are currently a party to a Compensation
                           Agreement (the "Compensation Agreement") dated June
                           5, 1995, as amended, with Alamo. It is understood
                           that you hereby release Alamo from any and all
                           obligations under the Compensation Agreement in
                           exchange for Alamo's assumption of the obligations
                           expressed in this letter, including the payment to
                           you of the monetary benefits outlined herein. By
                           signing this agreement, you acknowledge that this
                           letter supersedes in all respects the Compensation
                           Agreement, such that the latter document is void and
                           of no effect, and all rights and obligations
                           thereunder are completely extinguished; that you
                           hereby release Alamo from all claims for any
                           liability that has arisen or may have arisen in
                           respect to the Compensation Agreement; and that the
                           obligations and benefits outlined in this letter are
                           in lieu of, rather than in addition to, any
                           obligations or benefits contained in the Compensation
                           Agreement.



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Annual Base Salary:        You will be paid by Alamo at the base annual salary
                           rate of $375,000, less applicable withholdings.

Lump Sum Payment:          On or before February 1, 1997, Alamo will pay you
                           $500,000, less applicable withholdings, which
                           represents the difference between the annual salary
                           payments projected under the Compensation Agreement
                           and your salary (or salary continuation payments)
                           under this agreement.

Eligibility Bonus:         Commencing in 1997, you will be eligible to
                           participate in a new bonus program at Alamo. Your
                           bonus potential under this proposed plan (at 100%
                           goal attainment) would be twenty-five percent (25%)
                           of your annual base salary. The actual payment earned
                           will be based upon your achievement of reasonable
                           performance objectives to be mutually determined for
                           1997 and, for any subsequent year, to which you and I
                           will have mutually agreed prior to the beginning of
                           that calendar year.


Long Term Performance      On or before February 1, 1997, Alamo will pay you
Award and Long Term        (a) $390,720, less applicable withholdings, which
Completion Program:        represents the full amount accrued in respect of the
                           Long Term Performance Award described in Paragraph 19
                           of the Compensation Agreement and (b) $467,122, less
                           applicable withholdings, which represents the full
                           current amount accrued in respect of the Long Term
                           Completion Program described in Paragraph 17 of the
                           Compensation Agreement. In consideration of such
                           payments and the other payments and benefits being
                           paid to you under this agreement, you hereby agree
                           that your participation under the Long Term
                           Completion Program described in Paragraph 17 of the
                           Compensation Agreement is terminated as of December
                           31, 1996 and acknowledge that nothing else is owed or
                           payable to you under such program.


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Salary Continuation:       If Alamo terminates your employment for any reason
                           other than cause prior to December 31, 2000, you will
                           continue to receive your base salary, in regular
                           installments, through the earlier of (i) December 31,
                           2000 or (ii) the date upon which you engage in
                           conduct that meets the definition of "cause" under
                           this agreement. For purposes of this provision,
                           "cause" shall be defined as (i) conduct that violates
                           a provision of this agreement or (ii) dishonesty or
                           fraud for which there is a criminal statute in the
                           State of Florida as of the date the underlying
                           conduct takes place.

                           You will also be eligible for additional salary
                           continuation payments of $100,000 per year, less
                           applicable withholdings, payable in equal monthly
                           installments commencing January 1, 2001, and
                           continuing for 10 years. No payments will be owed,
                           however, for any year during such ten-year period
                           following December 31, 2000, in respect of which you
                           receive compensation from Alamo (or any successor) of
                           at least $100,000. Further, any obligation to make
                           payments under this provision shall cease as of the
                           date upon which you engage in conduct that meets the
                           definition of "cause" under this agreement.

Stock Options-Initial      Republic Industries, Inc. ("Republic") will give you
Grant:                     a one-time grant of options to acquire 78,603 shares
                           of Republic's common stock at an exercise price of
                           $28.625 per share, the closing price per share on
                           December 30, 1996.

                           Under Republic's 1995 Employee Stock Option Plan (the
                           "Plan"), stock options vest at the rate of
                           twenty-five percent (25%) per year during your term
                           of employment, beginning with the first anniversary
                           of your initial grant. For your information, a copy
                           of the Plan is attached to this letter.



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Stock Options-Future       Subject to the discretion of Republic's Board of
Grants:                    Director's Stock Option Committee, in 1998 and future
                           years, you will participate in the Plan and options
                           will be awarded to you in an amount commensurate with
                           your position.

                           The terms and conditions for granting options under
                           the Plan are subject to change from time to time as
                           determined by Republic's Board of Directors. At this
                           time, the multiplier to be applied to your annual
                           base salary is 6.0. (This multiplier, as with all
                           Plan provisions, is subject to change at the
                           discretion of Republic's Board of Director's Stock
                           Option Committee.) The product of this calculation is
                           divided by the share strike price (to be determined
                           by the Option Committee at the time of grant) which
                           yields the total number of shares to be granted.
                           These shares vest at twenty-five percent (25%) per
                           year beginning with the first anniversary of the date
                           of grant.

Employee Benefits:         During your employment with Alamo, you will be
                           eligible for all regular fringe benefits as provided
                           from time to time under the same terms and conditions
                           as other employees of Alamo, such as vacation, health
                           care insurance, and the like. Modification of
                           employee fringe benefits shall be within the sole
                           discretion of Alamo.

Confidentiality/           This offer is also contingent upon your signing a
Noncompetition:            Noncompetition and Confidentiality Agreement in the
                           form attached hereto and incorporated herein by
                           reference. By signing this letter, you acknowledge
                           that the monetary benefits outlined above, including
                           but not limited to the stock option grants,
                           constitute adequate consideration for your assumption
                           of the obligations set out in such Noncompetition and
                           Confidentiality Agreement.



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Miscellaneous:             Please read carefully the following provisions, each
                           of which is an important consideration regarding
                           Alamo's willingness to enter into this agreement:

                           This agreement constitutes and contains the entire
                           agreement and understanding between the parties with
                           respect to the matters discussed herein and
                           supersedes any and all prior agreements, if any,
                           understandings, and negotiations relating thereto. No
                           promise, understanding, representation, inducement,
                           condition or warranty not set forth herein has been
                           made or relied upon by any party hereto. This
                           agreement may be amended or modified only by a
                           writing signed by both parties.

                           In the event of a conflict between any employee
                           benefit plan or plans described herein and the
                           applicable plan documents, the plan documents will
                           control.

                           This agreement shall be construed in accordance with
                           and governed in all respects by the laws of the State
                           of Florida.

Please confirm acceptance of this offer by signing in the space provided and
returning one original copy to me.

Sincerely,