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

Feb 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PITNEY BOWES INC /DE/ (PBI)
CIK: 0000078814
Period of Report: 2011-02-01

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-01	Common Stock	M	753.0000	$0.0000	Acquired	17103.1438	Direct
2011-02-01	Common Stock	M	645.0000	$0.0000	Acquired	17748.1438	Direct
2011-02-01	Common Stock	M	412.0000	—	Acquired	18160.1438	Direct
2011-02-01	Common Stock	F	167.0000	$24.3500	Disposed	17993.1438	Direct
2011-02-01	Common Stock	F	261.0000	$24.3500	Disposed	17732.1438	Direct
2011-02-01	Common Stock	F	305.0000	—	Disposed	17427.1438	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-01	Restricted Stock Units	$	M	412.0000	Disposed		Common Stock (412.0000)	Direct
2011-02-01	Restricted Stock Units	$0.0000	M	645.0000	Disposed		Common Stock (645.0000)	Direct
2011-02-01	Restricted Stock Units	$0.0000	M	753.0000	Disposed		Common Stock (753.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5507.8843	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