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Director's Dealing 2009

Mar 3, 2009

31710_dirs_2009-03-03_b983852d-6b90-4770-a206-9fe0cbdfbbe8.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PITNEY BOWES INC /DE/ (PBI)
CIK: 0000078814
Period of Report: 2009-02-27

Reporting Person: De Palma Vincent (EVP & President, PBMS)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-02-27	Phantom Stock	$0	A	494.5008	Acquired		Common Stock (494.5008)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4986	Direct
Common Stock	524.2786	Indirect

Footnotes

F1: Each share of phantom stock represents the right to receive the cash value of one share of Pitney Bowes common stock.

F2: These shares of phantom stock represent a notional investment in the Pitney Bowes Inc. Deferred Investment Savings Plan ("DISP") and are payable in cash in accordance with the terms of the DISP. The reporting person may transfer his or her phantom stock into an alternate investment in the DISP during normal open trading periods.