Itt Corp - Current report filing (8-K)
April 15 2008 - 4:36PM
Edgar (US Regulatory)
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): April 15, 2008
ITT
CORPORATION
(Exact
name of registrant as specified in its charter)
Indiana
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1-5672
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13-5158950
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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4 West
Red Oak Lane
White
Plains, New York
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10604
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(Address
of principal
executive
offices)
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(Zip
Code)
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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
5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers; Compensatory Arrangements
of Certain Officers.
Departure of Principal Officer
The company today announced that Steven F. Gaffney, Senior Vice
President and President, ITT Defense, has decided to leave the company
to take on a leadership role at a private equity firm. Henry J. Driesse,
64, will take on the leadership of the defense business on an interim
basis, effective April 15, 2008. Mr. Driesse, a Senior Vice President,
has been with the company for 27 years and served as the head of the
defense business from 2000 to 2005.
Item
7.01 Regulation FD Disclosure.
The company also announced that it expects earnings per share in the
first quarter of 2008 to exceed its previously forecasted range of 80 to
82 cents per share and it expects to exceed the previously forecasted
full-year 2008 earnings per share range of $3.80 - $3.95.
The information in this Item 7.01 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.
A copy of this press release is attached and incorporated by reference
herein as Exhibit 99.1.
Safe Harbor Statement
Certain material presented herein includes forward-looking statements
intended to qualify for the safe harbor from liability established by
the Private Securities Litigation Reform Act of 1995 ("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
Corporation Annual Report on Form 10-K for the fiscal year ended
December 31, 2007, 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.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release dated April 15, 2008.
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.
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ITT CORPORATION
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By:
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/s/ Kathleen S. Stolar
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Kathleen S. Stolar
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Its:
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Vice President, Secretary
and Associate General Counsel
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Date:
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April 15, 2008
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