================================================================================ UNITED STATES 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): May 22, 2006 ITT INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Indiana 1-5672 13-5158950 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 4 West Red Oak Lane White Plains, New York (Address of principal 10604 executive offices) (Zip Code) Registrant's telephone number, including area code: (914) 641-2000 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 (See General Instruction A.2. below): [ ] 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 7.01 REGULATION FD DISCLOSURE The following information is furnished pursuant to Item 7.01 Regulation FD Disclosure. 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. During his presentation at the Electrical Products Group Conference 2006 Annual Spring Conference, in Longboat Key, Florida on May 22, 2006, Mr. Steven R. Loranger, Chairman, President and Chief Executive Officer of ITT Industries, Inc. is reaffirming the Company's 2006 earnings forecast of $0.75 - $0.77 per share for the second quarter and $2.91 - $2.97 per share for the full year, including the impact of FAS123R, and $3.00 - $3.06 per share for the full year, excluding the impact of FAS123R. A copy of this press release is attached and incorporated by reference herein as Exhibit 99.1. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 99.1 Press release dated May 22, 2006. 2
SIGNATURE 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: May 22, 2006 3
Exhibit 99.1 ITT INDUSTRIES REAFFIRMS Q2 AND FY 2006 EPS GUIDANCE WHITE PLAINS, N.Y., May 22 /PRNewswire/ -- ITT Industries, Inc. (NYSE: ITT) Chief Executive Officer Steven Loranger will today reaffirm the company's earnings forecast of $0.75 - $0.77 per share for the second quarter and $2.91 - $2.97 per share for the full year 2006 including the impact of the adoption of FAS123R, and $3.00 - $3.06 per share for the full year excluding the impact of the adoption of FAS123R. Loranger's comments are to come during his presentation, scheduled to begin at 9:00am EDT today, at the Electrical Products Group 2006 Annual Spring Conference in Longboat Key, Florida. Loranger's entire presentation will be webcast live at: http://www.itt.com/ir About ITT Industries ITT Industries, Inc. (http://www.itt.com) supplies advanced technology products and services in key markets including: fluid and water management including water treatment; defense communication, opto-electronics, information technology and services; electronic interconnects and switches; and other specialty products. Headquartered in White Plains, NY, the company generated $7.4 billion in 2005 sales. In addition to the New York Stock Exchange, ITT Industries stock is traded on the Pacific, Paris, London and Frankfurt exchanges. "Safe Harbor Statement" under the Private Securities Litigation Reform Act of 1995 ("the Act"): Certain material presented herein includes forward-looking statements intended to qualify for the safe harbor from liability established by the Act. These forward-looking statements include statements that describe the Company's business strategy, outlook, objectives, plans, intentions or goals, and any discussion of future operating or financial performance. Whenever used, words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "target" and other terms of similar meaning are intended to identify such forward-looking statements. Forward-looking statements are uncertain and to some extent unpredictable, and involve known and unknown risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed in, or implied from, such forward-looking statements. Factors that could cause results to differ materially from those anticipated by the Company include general global economic conditions, decline in consumer spending, interest and foreign currency exchange rate fluctuations, availability of commodities, supplies and raw materials, competition, acquisitions or divestitures, changes in government defense budgets, employment and pension matters, contingencies related to actual or alleged environmental contamination, claims and concerns, intellectual property matters, personal injury claims, governmental investigations, tax obligations, and changes in generally accepted accounting principles. Other factors are more thoroughly set forth in Item 1. Business, Item 1A. Risk Factors, and Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Forward-Looking Statements in the ITT Industries, Inc. Annual Report on Form 10-K for the fiscal year ended December 31, 2005, and other of its filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward- looking statements, whether as a result of new information, future events or otherwise. SOURCE ITT Industries, Inc. -0- 05/22/2006 /CONTACT: Tom Glover, +1-914-641-2160, tom.glover@itt.com / /Web site: http://www.itt.com http://www.itt.com/ir / (ITT)