PITNEY BOWES INC /DE/ — Director's Dealing 2011

Feb 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PITNEY BOWES INC /DE/ (PBI)
CIK: 0000078814
Period of Report: 2011-02-14

Reporting Person: Green Steven J (VP-Fin and CAO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-14	Restricted Stock Units	$0.0000	A	2484.0000	Acquired		Common Stock (2484.0000)	Direct
2011-02-14	Stock Option	$26.0700	A	18768.0000	Acquired	2021-02-13	Common Stock (18768.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16930.3998	Direct
Common Stock	6004.6283	Indirect
Common Stock	659.0000	Indirect

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Pitney Bowes common stock.

F2: The restricted stock units vest in four equal annual installments

F3: The stock option grant vest in three equal annual installments