ITT INC. — Director's Dealing 2008

Dec 11, 2008

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ITT CORP (ITT)
CIK: 0000216228
Period of Report: 2008-12-05

Reporting Person: Melcher David F (Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1125	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$66.45	2015-08-18	Common Stock (5535)		Direct

Footnotes

F1: Shares of restricted stock awarded under the ITT Corporation 2003 Equity Incentive Plan. The shares vest 100% after three years.

F2: Options awarded on 8/18/2008 under the ITT Corporation 2003 Equity Incentive Plan. Options will become exercisable in one-third cumulative installments after the first, second and third anniversaries of the date of grant.