ITT INC. — Director's Dealing 2012

Nov 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT Corp (ITT)
CIK: 0000216228
Period of Report: 2012-11-21

Reporting Person: MACINNIS FRANK T (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-21	Common Stock	M	1520	$19.6626	Acquired	23228	Direct
2012-11-21	Common Stock	M	1240	$13.9818	Acquired	24468	Direct
2012-11-21	Common Stock	M	1985	$12.3882	Acquired	26453	Direct
2012-11-21	Common Stock	M	1210	$11.5372	Acquired	27663	Direct
2012-11-21	Common Stock	S	4025	$21.403	Disposed	23638	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-21	Stock Option (Right to Buy)	$19.6626	M	1520	Disposed	2013-03-06	Common Stock (1520)	Direct
2012-11-21	Stock Option (Right to Buy)	$13.9818	M	1240	Disposed	2014-02-02	Common Stock (1240)	Direct
2012-11-21	Stock Option (Right to Buy)	$12.3882	M	1985	Disposed	2016-03-05	Common Stock (1985)	Direct
2012-11-21	Stock Option (Right to Buy)	$11.5372	M	1210	Disposed	2013-01-04	Common Stock (1210)	Direct

Footnotes

F1: This price represents the approximate weighted average price per share of common stock (each, a "Share") of ITT Corporation (the "Issuer"), of sales that were executed at prices ranging from $21.3908 to $21.41 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

F2: These options are fully vested and exercisable.