SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 12, 2002
ITT INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Indiana 1-5627 13-5158950
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
organization)
4 West Red Oak Lane
White Plains, New York 10604
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 641-2000
(Former name or former address if changed since last report)
ITEM 9. Regulation FD Disclosure
On August 12, 2002, each of the Principal Executive Officer, Louis J. Giuliano,
and the Principal Financial Officer, David J. Anderson, of ITT Industries, Inc.
submitted to the Securities and Exchange Commission a sworn statement pursuant
to the Order No. 4-460 of the Securities and Exchange Commission dated June 27,
2002 in the form requested by the Commission.
A copy of each of these statements is attached hereto as an Exhibit (99.1 and
99.2).
SIGNATURES
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.
ITT INDUSTRIES, INC.
By: /S/ Kathleen S. Stolar
----------------------------------
Kathleen S. Stolar
Its: Vice President, Secretary and
Associate General Counsel
Date: August 13, 2002
EXHIBIT INDEX
Exhibit Number Exhibit Description
99.1 Statement Under Oath of Principal Executive Officer Regarding
Facts and Circumstances Relating to Exchange Act Filings,
dated August 9, 2002
99.2 Statement Under Oath of Principal Financial Officer Regarding
Facts and Circumstances Relating to Exchange Act Filings,
dated August 9, 2002
Exhibit 99.1
OMB Number: 3235-0569
Expires: January 31, 2003
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL
OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Louis J. Giuliano, Chairman, President and Chief Executive Officer of ITT
Industries, Inc. state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
ITT Industries, Inc., and, except as corrected or supplemented in a subsequent
covered report:
- no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy
materials, as of the date on which it was filed); and
- no covered report omitted to state a material fact necessary
to make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case
of a report on Form 8-K or definitive proxy materials, as of
the date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's audit
committee.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- Annual Report on Form 10-K of ITT Industries, Inc. for the
fiscal year ended December 31, 2001, filed with the
Commission;
- all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of ITT Industries, Inc. filed with
the Commission subsequent to the filing of the Form 10-K
identified above; and
- any amendments to any of the foregoing.
/s/ Louis J. Giuliano
- ------------------------
Louis J. Giuliano
Date: August 9, 2002
- ------------------------
Subscribed and sworn to before me this 9th day of August 2002.
---
/s/ Elizabeth T. Seibert
- ------------------------
Notary Public
My Commission Expires:
Notary Public, State of New York
No. 01SE5061275
Qualified in Westchester County
Commission Expires June 3, 2006
Exhibit 99.2
OMB Number: 3235-0569
Expires: January 31, 2003
STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL
OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, David J. Anderson, Senior Vice President and Chief Financial Officer of ITT
Industries, Inc. state and attest that
(1) To the best of my knowledge, based upon a review of the covered reports of
ITT Industries, Inc., and, except as corrected or supplemented in a subsequent
covered report:
- no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy
materials, as of the date on which it was filed); and
- no covered report omitted to state a material fact necessary
to make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case
of a report on Form 8-K or definitive proxy materials, as of
the date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's audit
committee.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- Annual Report on Form 10-K of ITT Industries, Inc. for the
fiscal year ended December 31, 2001, filed with the
Commission;
- all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of ITT Industries, Inc. filed with
the Commission subsequent to the filing of the Form 10-K
identified above; and
- any amendments to any of the foregoing.
David J. Anderson
- ------------------------
David J. Anderson
Date August 9, 2002
- ------------------------
Subscribed and sworn to before me this 9 day of August 2002.
-----
/s/ Robin Maynard
- ------------------------
Notary Public
My Commission Expires:
Notary Public,
State of Florida
Commission DD062588
Expires October 3, 2005