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): December 21, 2007
ITT CORPORATION
(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 10604
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (914) 641-2000
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))
Not Applicable
(Former name or former address, if changed since last report)
Item 8.01 Other Events
On December 21, 2007, ITT Corporation entered into a Consent Agreement
with the United States Department of State (the "Consent Agreement"). The
Consent Agreement requires ITT Corporation to take certain remedial actions,
including implementing certain compliance programs. A copy of the Consent
Agreement is filed as Exhibit 99.1 to this report and incorporated herein by
reference. The Consent Agreement relates to a Plea Agreement and a Deferred
Prosecution Agreement ITT Corporation had previously entered into in connection
with the settlement of a Department of Justice investigation which began in 2001
regarding ITT Night Vision's compliance with the International Traffic and Arms
Regulations. The Plea Agreement and the Deferred Prosecution Agreement are
described in more detail in, and attached as exhibits to, the Current Report on
Form 8-K filed by ITT Corporation with the Securities and Exchange Commission on
March 30, 2007 and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Consent Agreement, dated December 21, 2007, between ITT Corporation
and the United States Department of State.
99.2 Plea Agreement filed March 28, 2007 between ITT Corporation and the
United States Attorney's Office for the Western District of Virginia
on behalf of the United States (incorporated by reference to Exhibit
99.3 to ITT Corporation's Current Report on Form 8-K filed with the
Securities and Exchange Commission on March 30, 2007).
99.3 Deferred Prosecution Agreement filed March 28, 2007 between ITT
Corporation and the United States Attorney's Office for the Western
District of Virginia on behalf of the United States (including
Appendix A--Statement of Facts; and Appendix B--Remedial Action Plan)
(incorporated by reference to Exhibit 99.4 to ITT Corporation's
Current Report on Form 8-K filed with the Securities and Exchange
Commission on March 30, 2007).
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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 CORPORATION
By: /s/ Kathleen S. Stolar
Kathleen S. Stolar
Its: Vice President, Secretary
and Associate General Counsel
Date: December 27, 2007
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EXHIBIT INDEX
99.1 Consent Agreement, dated December 21, 2007, between ITT Corporation
and the United States Department of State.
99.2 Plea Agreement filed March 28, 2007 between ITT Corporation and the
United States Attorney's Office for the Western District of Virginia
on behalf of the United States (incorporated by reference to Exhibit
99.3 to ITT Corporation's Current Report on Form 8-K filed with the
Securities and Exchange Commission on March 30, 2007).
99.3 Deferred Prosecution Agreement filed March 28, 2007 between ITT
Corporation and the United States Attorney's Office for the Western
District of Virginia on behalf of the United States (including
Appendix A--Statement of Facts; and Appendix B--Remedial Action Plan)
(incorporated by reference to Exhibit 99.4 to ITT Corporation's
Current Report on Form 8-K filed with the Securities and Exchange
Commission on March 30, 2007).
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