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ITT Corporation 8-K 2012





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: May 4, 2012
(Date of earliest event reported)

(Exact name of registrant as specified in its charter)




(State or other jurisdiction

of incorporation)


File Number)

(I.R.S. Employer

Identification No.)

1133 Westchester Avenue

White Plains, New York

(Address of principal executive offices)



(Zip Code)


(914) 641-2000

Registrant’s telephone number, including area code:

Not Applicable
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02

Results of Operations and Financial Condition.

Item 7.01

Regulation FD Disclosure.

Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for ITT Corporation (the “Company”) for the first quarter of 2012 and forward-looking statements relating to 2012 as presented in a press release dated May 4, 2012.

In addition, attached hereto as Exhibit 99.2 and incorporated by reference herein is selected historical financial data for the Company for fiscal years 2010 and 2011 as posted on May 4, 2012 on the Company’s website at

This information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.

Financial Statements and Exhibits.

(d)  Exhibits

Exhibit No.   Description
99.1 Press Release issued by ITT Corporation, dated May 4, 2012
99.2 Selected Historical Financial Data for ITT Corporation for Fiscal Years 2010 and 2011, dated May 4, 2012


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




May 4, 2012


/s/ Burt M. Fealing


Burt M. Fealing



Senior Vice President, General Counsel and Secretary


(Authorized Officer of Registrant)

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