SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Scalera Thomas M (Last) (First) (Middle) 1133 WESTCHESTER AVENUE (Street) WHITE PLAINS NY 10604 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/31/2011	3. Issuer Name and Ticker or Trading Symbol ITT Corp [ ITT ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Senior VP and CFO	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,378	D
Common Stock	151(1)	I	By 401(k) Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	(2)	03/06/2013	Common Stock	1,897	52.68	D
Employee Stock Option (Right to Buy)	(3)	03/07/2014	Common Stock	1,600	57.99	D
Employee Stock Option (Right to Buy)	(4)	03/10/2015	Common Stock	2,030	53.09	D
Employee Stock Option (Right to Buy)	(5)	03/05/2016	Common Stock	3,310	33.19	D
Employee Stock Option (Right to Buy)	(6)	03/05/2020	Common Stock	2,620	53.49	D
Employee Stock Option (Right to Buy)	(7)	03/03/2021	Common Stock	3,475	57.68	D

Explanation of Responses:

1. As of October 31, 2011.

2. Options were awarded on March 6, 2006 under the ITT Corporation 2003 Equity Incentive Plan. These options are fully vested and exercisable.

3. Options were awarded on March 7, 2007 under the ITT Corporation 2003 Equity Incentive Plan. These options are fully vested and exercisable.

4. Options were awarded on March 10, 2008 under the ITT Corporation 2003 Equity Incentive Plan. These options are fully vested and exercisable.

5. 3,310 options were awarded on March 5, 2009, 2,207 are vested and exercisable and the remainder will vest on the third anniversary of the date of grant. These options were awarded under the ITT Corporation 2003 Equity Incentive Plan.

6. 2,620 options were awarded on March 5, 2009, 874 are vested and exercisable and the remainder will vest in one-third cumulative installments on the second and third anniversaries of the date of grant. These options were awarded under the ITT Corporation 2003 Equity Incentive Plan.

7. Options were awarded on March 3, 2011 under the ITT Corporation 2003 Equity Incentive Plan. Options will become exercisable in one-third cumulative installments on the first, second, and third anniversaries of the date of grant.

Remarks:

Share numbers listed do not reflect the one-for-two reverse stock split effective after market close on October 31, 2011.

	/s/ Burt M. Fealing, Secretary of ITT Corporation, by power of attorney for Thomas M. Scalera	11/04/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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The undersigned does hereby nominate, constitute and appoint Burt M. Fealing and
Thomas F. Korber or any of them, the undersigned's true and lawful attorney and
agent to do any and all acts and things and execute and file any and all
instruments which said attorneys and agents, or any of them, may deem necessary
or advisable to enable the undersigned (in the undersigned's individual capacity
or in any other capacity) to comply with the Securities Exchange Act of 1934
(the "34 Act") and the Securities Act of 1933 (the "33 Act") and any
requirements of the Securities and Exchange Commission (the "SEC") in respect
thereof, in connection with the preparation, execution and/or filing of (i) any
report or statement of beneficial ownership or changes in beneficial ownership
of securities of ITT Corporation, an Indiana corporation (the "Company"), that
the undersigned (in the undersigned's individual capacity or in any other
capacity) may be required to file pursuant to Section 16(a) of the 34 Act,
including any report or statement on Form 3, Form 4 or Form 5, or to any
amendment thereto, (ii) any report or notice required under Rule 144 of the 33
Act, including Form 144, or any amendment thereto, and (iii) any and all other
documents or instruments that may be necessary or desirable in connection with
or in furtherance of any of the foregoing, including Form ID, or any amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required pursuant to Section 16(a) of the 34 Act or any rule or
regulation of the SEC, such power and authority to extend to any form or forms
adopted by the SEC in lieu of or in addition to any of the foregoing and to
include full power and authority to sign the undersigned's name in his or her
individual capacity or otherwise, hereby ratifying and confirming all that said
attorneys and agents, or any of them, shall do or cause to be done by virtue
thereof.

	This authorization shall supersede all prior authorizations to act for the
undersigned with respect to securities of the Company in such matters, which
prior authorizations are hereby revoked, and shall remain in effect until
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys in fact.

	IN WITNESS WHEREOF, I have hereunto set my hand this 3rd day of October, 2011.



	/s/ Thomas M. Scalera