SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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3235-0287 |
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0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
| C/O AM GENERAL |
| 1600 WILSON BLVD. |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ITT CORP
[ ITT ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year)
08/07/2008
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
08/07/2008 |
|
A |
|
1,016 |
A |
$0.00
|
1,016
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D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option (Right to Buy) |
$66.74
|
08/07/2008 |
|
A |
|
2,220 |
|
|
08/07/2015 |
Common Stock |
2,220 |
$0.00
|
2,220 |
D |
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| Explanation of Responses: |
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| Remarks: |
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/s/Kathleen S. Stolar, Secretary of ITT Corporation, by power of attorney for General Paul J. Kern |
08/08/2008 |
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** 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
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
The undersigned does hereby nominate, constitute and appoint Daniel S. Kelly,
Vincent A. Maffeo and Kathleen S. Stolar, or any of them, his or her 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 his or her 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 his or her 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, 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 for so long
as the undersigned (in his or her individual or other capacity) has any
obligations under Section 16 of the 34 Act with respect to securities of the
Company.
IN WITNESS WHEREOF, I have hereunto set my hand this _7th_ day of
___August________, 2008.
____/s/Paul J. Kern_______
