ITT INC. — Director's Dealing 2008

Mar 12, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: MAFFEO VINCENT A (SVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-03-10	Common Stock	A	3869	$0.00	Acquired	41745	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-03-10	Stock Option (right to buy)	$53.09	A	13640	Acquired	2015-03-10	common stock (13640)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2888	Indirect

Footnotes

F1: The total of 41,745 includes 3,869 shares of restricted stock awarded on March 10, 2008 under the ITT Corporation 2003 Equity Incentive Plan. The 3,869 shares awarded on March 10, 2008 are subject to a three-year restriction. The total also includes 6028 shares acquired through the Direct Purchase Sale and Dividend Reinvestment Plan reflecting accumulations through 3/10/08.

F2: As of 3/7/08.

F3: Options awarded under the ITT Corporation 2003 Equity Incentive Plan.