8-K

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

     September 13, 2006 (September 12, 2006)
Date of Report (Date of earliest event reported)

PITNEY BOWES INC.
(Exact name of registrant as specified in its charter)

DELAWARE	1-3579	06-0495050
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification No.)
incorporation or
organization)

     World Headquarters
1 Elmcroft Road
Stamford, Connecticut 06926-0700
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (203) 356-5000

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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.

On September 12, 2006, the registrant held its 2006 Investor Update Meeting in New York via a live conference and webcast. The press release and presentation are attached hereto as Exhibit 99.1 and 99.2, respectively, and hereby incorporated by reference.

The information is being furnished under Item 7.01 “Regulation FD Disclosure” of Form 8-K. Such information, including the Exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS

(c)       Exhibits.

Exhibit No.	Description
99.1	Press Release of Pitney Bowes Inc. dated September 12, 2006
99.2	2006 Investor Update Presentation

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 thereunto duly authorized.

	PITNEY BOWES
September 13, 2006	By: /s/ B. P. Nolop
	B. P. Nolop
	Executive Vice President and Chief
	Financial Officer
	(Principal Financial Officer)
	By: /s/ S.J. Green
	S.J. Green
	Vice President, Finance
	(Principal Accounting Officer)

EX-99.1

Exhibit 99.1 Press Release

Pitney Bowes Provides Road Map for Long-Term Growth Projections
Provides Financial Outlook for 2007 with EPS Expected in a Range of $2.90 - $2.98

STAMFORD, Conn., Sept. 12 /PRNewswire-FirstCall/ -- Pitney Bowes Inc. (NYSE: PBI) today provided investors with a road map for delivering revenue and earnings growth over the next five years. The company gave financial outlooks for each of its seven business segments and committed to reducing its ratio of selling, general, and administrative expense to revenue from 31% to 28% by 2010.

According to Chairman and CEO, Michael J. Critelli, the company's ability to establish long-term forecasts reflects the success of its growth strategies and operational programs, as well as the greater visibility afforded by the recent divestiture of its capital service business and the IRS tax settlement. "We are clearly a different company today than we were five years ago," he noted, "we are now a 'pure-play' mailstream company and one-hundred percent focused on the opportunities in our core operations. And given our recent strategic action relative to capital services, we are confident that we can continue to deliver our targeted results for the foreseeable future."

The company said that it expects its revenue to grow organically by four to six percent and to sustain at least an eight to ten percent growth rate in its earnings per share.

The company also provided specific guidance for 2007. It expects revenue growth in the range of five to eight percent, which implies an organic revenue growth rate of four to six percent. It is forecasting earnings per share of $2.90 to $2.98 for 2007, which compares on a GAAP basis with a range of $2.47 to $2.56 for 2006 -- an implied growth rate of around 13 to 21 percent. Excluding restructuring charges and other special items, projected earnings per share for 2006 is $2.66 to $2.72 and, the company's guidance for 2007 represents a growth rate that is bracketed around its earnings per share target range of eight to ten percent.

In addition to the financial projections, the meeting included strategic overviews for each of its business segments and an in-depth look at its U.S. Mailing business, including its successful management of the migration to digital mailing technologies.

The company reported that it expects to deliver long-term growth through execution of the following strategies:

*	Strengthening and enlarging its global customer base.
*	Influencing the postal environment.
*	Driving margin expansion throughout its businesses, and
*	Expanding into high growth adjacencies within the mailstream.

Pitney Bowes' combination of organic growth and acquisitions to deepen its participation in existing markets has allowed it to expand successfully beyond its historic niche -- helping mailers produce mail -- into higher growth markets of creating, distributing and managing within the mailstream. Critelli concluded, "We strongly believe that the detailed multi-year financial road map we have provided investors today and the increased confidence it evidences in our outlook, in conjunction with the consistent achievement of our targeted numbers, should lead inevitably to an improved share price and an attractive return to our shareholders."

Pitney Bowes engineers the flow of communication. The company is a $5.5 billion global leader of mailstream solutions headquartered in Stamford, Connecticut. For more information about the company, its products, services and solutions, visit http://www.pitneybowes.com/. This document contains "forward-looking statements" about our expected future business and financial performance. Words such as "estimate," "project," "plan," "believe," "expect," "anticipate," "intend," and similar expressions may identify forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to: negative developments in macroeconomic conditions, including adverse impacts on customer demand, timely development and acceptance of new products or gaining product approval; successful entry into new markets; changes in interest rates and foreign currencies; and changes in postal regulations, as more fully outlined in the company's 2005 Form 10-K Annual Report filed with the Securities and Exchange Commission. In addition, the forward-looking statements are subject to change based on the timing and specific terms of any announced acquisitions. The forward-looking statements contained in this news release are made as of the date hereof and, as with any projection or forecast, we do not assume any obligation to update the reasons why actual results could differ materially from those projected in the forward-looking statements.

Editorial Contact:
Sheryl Y. Battles
VP, Corporate Communications
Pitney Bowes Inc.
203 351 6808

EX-99.2

2006 Pitney Bowes Investor Update

Can you see the

Charles F. McBride

Vice President, Investor Relations

2006 Investor Update Agenda

Time

Minutes

Topic

Speaker

The statements contained in this presentation that are not purely historical are
forward-looking statements about our expected future business and financial
performance   Words such as “expect,” “anticipate,” “intend,” “estimate,”
“project,” “plan,” and other similar words may identify forward looking
statements.  Such forward-looking statements involve risks and uncertainties
that could cause actual results to differ materially from those projected.  For
us, these risks and uncertainties include, but are not limited to:  timely
development and acceptance of new products or gaining product approval;  
successful entry into new markets;  changes in interest rates;  and changes in
postal regulations, as more fully outlined in the company’s 2005 Form 10-K
annual report filed with the Securities and Exchange Commission.  The
forward-looking statements contained in this presentation are made as of the
date hereof and we do not assume any obligation to update the reasons why
actual results could differ materially from those projected in the forward-
looking statements.

Pitney Bowes

The Company’s financial results are reported in accordance with generally
accepted accounting principles (GAAP).  Management finds it useful at times to
provide adjustments to its GAAP numbers.  The Earnings Per Share and Free Cash
Flow results are adjusted to exclude the impact of special items such as
restructuring charges, legal settlements and write downs of assets, which
materially impact the comparability of the Company’s results of operations.   The
following are the non-GAAP measures used in this presentation:  Adjusted
Earnings Per Share; Free Cash Flow; Earnings Before Interest and Taxes (EBIT)
and Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA).  
Guidance for 2006 excludes the effects of future changes in accounting standards
and is provided with and without the impact of expected special items.

This adjusted financial information should not be construed as an alternative to
our reported results determined  in accordance with GAAP.  Further, our definition
of this adjusted financial information may differ from similarly titled measures
used by other companies.

Reconciliation of GAAP measures to non-GAAP measures may be found at the
company’s web-site www.pb.com/investorrelations and in the schedule following
the end of these presentations.

Pitney Bowes

Michael J. Critelli

Chairman and Chief Executive Officer

Strategic Intent

Grow and maximize profitability of core business

Invest in low-risk adjacent spaces

Grow revenue twice as fast as growth in SG&A

Organic Revenue Growth4% to 6%

Earnings Per Share Growth8% to 10%  

Marketing Services

$145 to $155

Management Services
$1,085 to $1,095

Mail Services
$370 to $380

International Mailing

$1,010 to 1,020

Production Mail

$570 to $580

US Mailing

$2,340 to 2,360

Software
$200 to
$210

Create

Produce

Distribute

Manage

2006 Forecasted Revenue

U.S. Mailing

Revenue = 41%

EBIT = 68%

Postal reform

Channel management

Multi-vendor services

Financial services

Supplies

Growth Drivers

Expected Organic Revenue Growth
2% - 3%

International Mailing

Revenue = 18%

EBIT = 14%

Postal liberalization

New products

Financial services

Small business

Supplies

Growth Drivers

Expected Organic Revenue Growth
5% - 9%

Production Mail

Revenue = 10%

EBIT = 5%

High-speed equipment

Customized products

Direct mail solutions

Equipment for private postal
companies

Vertical market focus

Growth Drivers

Expected Organic Revenue Growth
3% - 8%

Software

Revenue = 3%

EBIT = 2%

Data integration

Address management

Document composition

Business geographics

Print management

Growth Drivers

Expected Organic Revenue Growth
8% - 15%

Management Services

Revenue = 19%

EBIT = 6%

Sales capabilities

Off-site print utilization

Vertical markets

Higher value products

Cross-selling

Growth Drivers

Expected Organic Revenue Growth
3% - 7%

Mail Services

Revenue = 7%

EBIT = 3%

Standard mail sorting

Greater presort discounts

Postage discount program

International mail services

Retail solutions

Growth Drivers

Expected Organic Revenue Growth
9% - 13%

Marketing Services

Revenue = 2%

EBIT = 2%

Life event products

Vehicle registration programs

Campaign management

Customer loyalty programs

Sales incentive solutions

Growth Drivers

Expected Organic Revenue Growth
8% - 14%

Organic Revenue Growth

2% to 3%

6% to 9%

28%

Mailstream Services

2% to 3%

3% to 5%

72%

Mailstream Solutions

Total Growth

4% to 6%

Improving EBIT Margin

% of
Total

Growth

Weighted
Amount

Earnings Model

Organic Revenue
Growth

Net Income
Growth

Earnings Per Share
Growth

4% to 6%

7% to 9%

8% to 10%

0%

2%

4%

6%

8%

10%

12%

Strategic

Consistent with brand image

Fast growing market segment

Adjacent space within mailstream

Potential to be market leader

Strong management team

Significant revenue opportunities

Return on investment over 10 percent

Recurring revenue

Not capital intensive

Double digit organic growth

Consistent profitability

Financial

Expansion Criteria

Marketing Services

8% to 14%

Management Services
3% to 7%

Mail Services
9% to 13%

International Mailing

5% to 9%

Production Mail

3% to 8%

US Mailing

2% to 3%

Software
8% to
15%

Create

Produce

Distribute

Manage

Forecasted Revenue Growth Rate

Strategic Themes

Expand and cultivate customer base

Influence regulatory environment

Drive margin expansion

Expand into mailstream adjacencies

Murray D. Martin

President and Chief Operating Officer

U.S. Mailing

As a percent of total Pitney Bowes

Revenue

EBIT

2004

2006

Forecast

2010

Forecast

0

$2,500

45%

76%

41%

68%

36%

58%

U.S. Mailing Profile

Moderate revenue growth

Consistent margins

Strong cash flow

Good return on capital

U.S. Mailing Revenue – 2005

Equipment Sales

27%

Supplies

Rentals

Financing

8%

23%

28%

Support

Services

14%

U.S. Mailing Revenue Growth

Recurring revenue provides consistent
growth

Recurring revenue stream increases as mix
changes

Growth levers are different for digital postage
meters

Meter Migration

Longer transition period

Higher leased vs. owned base

Electronic to Digital

2003-2008

Phase 2

Mechanical to Electronic

1996-1999

Phase I

73%

6 Years

704,000

3 Years

Transition
Period

30%

665,000

% of Leased

Equipment

# Meters

Average lease period 4-5 years

U.S. Mailing Margins

Less incremental depreciation expense

More remote service capabilities

More channel diversification

Declining R&D expense as a percent of
revenue

More operating efficiency and productivity

U.S. Mailing Growth – 2007

Customer Value in the Mailstream

New Product and Service Offerings

Cross-Selling

U.S. Mailing Growth – 2007

Customer Value in the Mailstream

Approximately 1.3 million customers in
the U.S.

Aligning customer needs with
appropriate channel

U.S. Mailing – Growth in 2007

Channel Diversification

Customer Value in the Mailstream

Focus sales and service on complex
accounts

Use telesales for low volume mailers

Continue to use Internet

Fastest growing channel for small business
solutions

Continue to use direct mail

U.S. Mailing – Growth in 2007

Customer Segmentation

Customer Value in the Mailstream

Understand lifetime value of relationship

Revenue

Postage spend

Transaction volumes

Investment in CRM technology

90% customer retention rate after the
first year

Small business retention program for
new meter customers

Leverage unique solutions for
competitive displacements

U.S. Mailing – Growth in 2007

Customer Retention

Customer Value in the Mailstream

U.S. Mailing – Growth in 2007

New Products and Services

Adding Value in Existing Markets

Financing and postage payment
solutions

Provide customers with greater value

Create and grow small business
markets

New low volume meters

Mail creation products

Solutions selling

Target marketing

Cross-selling

Permit mail

Financing solutions

Package mail solutions

Carrier shopping

Inbound package management

Presort discounts for meter
customers

U.S. Mailing – Growth in 2007

Penetrate High Growth Markets

New Products and Services

Fast growing segment

Now includes office supplies

Single source provider for mailstream needs

Acquisition of Print, Inc.

Builds on supplies platform

Leverages service network

U.S. Mailing – Growth in 2007

Supplies

New Products and Services

U.S. Mailing – Growth in 2007

Service Network

New Products and Services

Provides critical market intelligence

Expanded service capabilities

Multi-vendor services

Print, Inc. acquisition

Single-source provider to customer

U.S. Mailing – Growth in 2007

Next Generation

New Products and Services

Integrate metering technology with
business processes

Expand technological architecture of
digital mailing systems

Example: Ohio Court System

Network multiple mailing devices

U.S. Mailing – Growth in 2007

Cross-Selling

80% of equipment customers on lease

70% are using postage payment products

Marketing within vertical markets

U.S. Mailing partners with:

Management Services

Production Mail

Software

Mail Services

15 Minute Break

Bruce P. Nolop

Executive Vice President and Chief Financial Officer

Financial Review

Revenue

= Percent Growth

7.2%

$0

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

2002

2003

2004

2005

2006

Forecast

$4,244

$4,440

$4,832

$5,367

4.6%

8.8%

11.1%

6% to
8%

$5,700

to

$5,800

EBITDA*

= Percent Growth

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

2002

2003

2004

2005

2006

Forecast

$1,163

$1,395

$1,250

$1,133

4.2%

2.6%

7.5%

11.6%

8% to

10%

*Excluding Items

$1,500

to

$1,530

EBIT*

= Percent Growth

$0

$200

$400

$600

$800

$1,000

$1,200

$874

$1,063

$944

$869

3.6%

0.6%

8.0%

12.6%

9% to
11%

2002

2003

2004

2005

2006

Forecast

*Excluding Items

$1,160

to

$1,180

Interest Expense

2002

2003

2004

2005

2006

Forecast

$0

$50

$100

$150

$200

$250

= Average Interest Rate

4.7%

4.4%

4.3%

4.7%

5.0%

$178

$164

$158

$188

$212

to

$218

Taxes*

= Effective Tax Rate

*Excluding Items

$0

$50

$100

$150

$200

$250

$300

$350

2002

2003

2004

2005

2006

Forecast

$235

$294

$261

$225

32.5%

33.1%

33.2%

33.6%

34.5%

$325

to

$335

Net Income*

= Percent Growth

*Excluding Items

$0

$100

$200

$300

$400

$500

$600

$700

$471

$571

$519

$459

5.2%

2.4%

10.3%

10.1%

6% to
8%

2002

2003

2004

2005

2006

Forecast

$600

to

$620

Average Shares Outstanding

= Percent Reduction

2002

2003

2004

2005

2006

Forecast

0

50

100

150

200

250

241.5

2.5%

2.2%

0.9%

1.0%

≈ 2.6%

236.2

234.1

231.8

≈ 226.0

Earnings Per Share*

= Percent Growth

*Excluding Items

7.9%

4.7%

11.2%

11.1%

8% to
10%

2002

2003

2004

2005

2006

Forecast

$0.00

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$1.99

$2.46

$2.22

$2.66

to

$2.72

$1.90

Free Cash Flow*

2002

2003

2004

2005

2006

Forecast

*Excluding Items

$0

$100

$200

$300

$400

$500

$600

$700

$490

$540

$555

$543

$550 to

$600

Debt/EBITDA*

*Excluding Items

0

1

2

3

4

2002

2003

2004

2005

2006

Forecast

3.4x

3.1x

3.1x

3.0x

≈ 3.0x

Unlevered Return On Capital*

*Excluding Items

15.4%

14.5%

13.6%

13.7%

2002

2003

2004

2005

2006

Forecast

≈ 14.5%

0%

5%

10%

15%

20%

Topical Updates

Acquisition Portfolio

Cumulative Transactions   56     64     64

Investment (billions) $1.8 $1.9 $1.9

Revenue (billions)$1.3      $1.6      $1.8

Earnings Per Share 18¢  22¢ 26¢

EBITDA (millions)$178$210$246

EBIT (millions)$139       $160      $194

2005

2006

2007

U.S. Pension Fund

2005

2006

2007

Discount Rate   5.75%5.60%  6.10%

Pre-Tax Expense      $22    $26      $23

Per Share Expense       6¢       8¢       7¢

PBO Unfunded    $169  $152    $142

Accounting Impact   n/a($420)      $18

($ millions)

Tax Position

$350 million payment in September 2006

$750 million to be paid in December 2006

Effective Tax Rate33.6% 34.5% 34.5%

Cash Tax Rate 22.7%28.2% 31.7%

Deferred Taxes (billions)$1.9   $0.5    $0.6

2005

2006

2007

Debt Structure

Fixed Rate
Debt

63%

Total Debt = $4.5 billion

Floating
Rate Debt   
37%

Average Interest Rate

2005

2006

2007

Total Debt 4.7%   5.0% 5.5%

Preferred Stock3.0%    4.7% 5.4%

Restructuring Program

$0

$100

$200

$300

$400

Annual Benefits

Cumulative Charges

2003

2004

2005

2006

$120

$280

$365

$400

$150

$120

$70

$25

Productivity Program

Business Process Reengineering

Business Organizational Strategies

Shared Services and Outsourcing

Vendor and Expense Management

Human Resource Management

2007 Guidance

Earnings Per Share

*Excluding Items

$0.00

$1.00

$2.00

$3.00

$4.00

2006

2007

2006

2007

$2.47 to
$2.56

$2.90 to
$2.98

$2.66 to
$2.72*

$2.90 to
$2.98

Adjusted

EPS

GAAP

EPS

Growth Rates

Total Revenue   5 to 8%

Organic Revenue   4 to 6%

EBITDA    7 to 9%

EBIT   8 to 10%

Net Income    7 to 9%

Earnings Per Share 8 to 10%

Income Statement Margins

R&D

D&A

EBITDA

EBIT

  20.5%

Gross Profit

53.5%

59.5%

33.0%

26.5%

SG&A

  30.0%

Sources

Uses

Free Cash Flow

Finance
Receivables

Other Cap Ex

Net Income

Free Cash Flow

Depreciation &
Amortization

Taxes

($ millions)

Reserve Account

Rental Assets

Working Capital

$1,100 to $1,150

$525 to $550

$575 to $625

Sources

Uses

Sources and Uses

Debt Increase

Free Cash Flow

Dividends

Stock Issuance

($ millions)

Repurchase

Acquisitions

$100 to $200

$800 to $900

$700

Restructuring

$200 to $400

$150 to $300

$280 to $300

Please raise your hand and we’ll give you
a microphone so that the individuals on the
Internet can hear your questions,
comments and thoughts.

The statements contained in this presentation that are not purely historical are
forward-looking statements about our expected future business and financial
performance   Words such as “expect,” “anticipate,” “intend,” “estimate,”
“project,” “plan,” and other similar words may identify forward looking
statements.  Such forward-looking statements involve risks and uncertainties
that could cause actual results to differ materially from those projected.  For
us, these risks and uncertainties include, but are not limited to:  timely
development and acceptance of new products or gaining product approval;  
successful entry into new markets;  changes in interest rates;  and changes in
postal regulations, as more fully outlined in the company’s 2005 Form 10-K
annual report filed with the Securities and Exchange Commission.  The
forward-looking statements contained in this presentation are made as of the
date hereof and we do not assume any obligation to update the reasons why
actual results could differ materially from those projected in the forward-
looking statements.

Pitney Bowes

The Company’s financial results are reported in accordance with generally
accepted accounting principles (GAAP).  Management finds it useful at times to
provide adjustments to its GAAP numbers.  The Earnings Per Share and Free Cash
Flow results are adjusted to exclude the impact of special items such as
restructuring charges, legal settlements and write downs of assets, which
materially impact the comparability of the Company’s results of operations.   The
following are the non-GAAP measures used in this presentation:  Adjusted
Earnings Per Share; Free Cash Flow; Earnings Before Interest and Taxes (EBIT)
and Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA).  
Guidance for 2006 excludes the effects of future changes in accounting standards
and is provided with and without the impact of expected special items.

This adjusted financial information should not be construed as an alternative to
our reported results determined  in accordance with GAAP.  Further, our definition
of this adjusted financial information may differ from similarly titled measures
used by other companies.

Reconciliation of GAAP measures to non-GAAP measures may be found at the
company’s web-site www.pb.com/investorrelations and in the schedule following
the end of these presentations.

Pitney Bowes