ITT INC. — Director's Dealing 2008

Oct 7, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT CORP (ITT)
CIK: 0000216228
Period of Report: 2008-10-03

Reporting Person: DRIESSE HENRY J (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-10-03	Common Stock	F	4219	$51.96	Disposed	33947	Direct

Footnotes

F1: 20,000 shares of Restricted Stock (10,000 shares prior to the February 21, 2006 2-for-1 stock split) were awarded October 3, 2005, 10,000 shares of which vest three years from the date of grant and 10,000 shares of which vest four years from the date of grant. The Restricted Stock grant was awarded under the ITT 2003 Equity Incentive Plan.

Total includes 15,689 shares of Restricted Stock,subject to vesting, 16,451 shares held directly and 1807 shares acquired through the Direct Purchase Sale & Dividend Reinvestment Plan reflecting accumulations through 10/3/08.