PITNEY BOWES INC /DE/ — Director's Dealing 2012

Feb 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PITNEY BOWES INC /DE/ (PBI)
CIK: 0000078814
Period of Report: 2012-02-07

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-07	Common Stock	M	2018.0000	$0.0000	Acquired	18948.3998	Direct
2012-02-07	Common Stock	M	412.0000	$0.0000	Acquired	19360.3998	Direct
2012-02-07	Common Stock	F	167.0000	$19.3800	Disposed	19193.3998	Direct
2012-02-07	Common Stock	F	817.0000	$19.3800	Disposed	18376.3998	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-07	Restricted Stock Units	$0.0000	M	2018.0000	Disposed		Common Stock (2018.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6441.3828	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