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: Klettner Janice (VP and Chief Accounting Office)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-03-10	Common Stock	A	1397	$0.00	Acquired	4148	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-03-10	Employee Stock Option (right to buy)	$53.09	A	6000	Acquired	2015-03-10	common stock (6000)	Direct

Footnotes

F1: The total of 4,148 of restricted stock includes 1,397 shares awarded on March 10, 2008 under the ITT Corporation 2003 Equity Incentive Plan. The 1,397 shares awarded on March 10, 2008 are subject to a three-year restriction.

F2: Options granted under the ITT Corporation 2003 Equity Incentive Plan. The options will become exercisable in one-third cumulative annual installments after the first, second and third anniversaries of the date of grant.