ITT INC. — Director's Dealing 2011

Aug 26, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT Corp (ITT)
CIK: 0000216228
Period of Report: 2011-08-24

Reporting Person: SANFORD LINDA S (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-24	Common Stock	M	3560	$34.55	Acquired	29080	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-08-24	Stock Option (Right to Buy)	$34.55	M	3560	Disposed	2012-05-09	Common Stock (3560)	Direct

Footnotes

F1: The number of options, the exercise price of each option and the NYSE closing price term described in footnote (2) have each been adjusted to reflect the post split amounts following the February 21, 2006 distribution date of the 2-for-1 common stock split.

F2: Options awarded pursuant to the 2002 ITT Industries Stock Option Plan for Non-Employee Directors exercisable the earlier of 1/3 each on May 7, 2003, May 7, 2004 and May 7, 2005 or after the NYSE closing price remains at least $43.19 for ten consecutive trading days.