FORM 8 - K

                       SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549-1004


                                   FORM 8 - K
                                 CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934




                         Date of Report: October 6, 1997



                                PITNEY BOWES INC.



                         Commission File Number: 1-3579




           State of Incorporation      IRS Employer Identification No.
                 Delaware                       06-0495050





                               World Headquarters
                        Stamford, Connecticut 06926-0700
                        Telephone Number: (203) 356-5000





Pitney Bowes Inc. - Form 8-K
Page 2 of 3

Item 5:  Other Events

Stamford, Connecticut, October 6, 1997 -- The Board of Directors of Pitney Bowes
Inc. ("the Company"),  at a special meeting,  approved a two-for-one stock split
of the  Company's  common  stock  effected  in the form of a stock  dividend  to
stockholders  of record on December  29,  1997,  subject to the  approval by the
stockholders  at a  stockholders  meeting to be held on December  18, 1997 of an
amendment to the Restated Certificate of Incorporation, increasing the number of
authorized  shares of common  stock from 240 million to 480 million and reducing
the par value per share of common stock from $2 to $1.

The  ratios of the  Company's  various  stock  plans,  the  rights  plan and the
cumulative preferred and preference stocks will be adjusted to reflect the stock
split as of the record date.



Item 7:  Financial Statements and Exhibits

   (c)   Exhibits (numbered in accordance with Item 601 of Regulation S-K)

         Reg. S-K          Status or                        Incorporation
         Exhibits          Description                       by Reference

          (99)             Release dated October 6, 1997    See Exhibit (i)


















Pitney Bowes Inc. - Form 8-K
Page 3 of 3







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 INC.

                                 October 7, 1997



                                /s/ M. L. Reichenstein
                               M. L. Reichenstein
                                Vice President - Chief Financial Officer
                                (Principal Financial Officer)




                                /s/ A. F. Henock
                                  A. F. Henock
                                Vice President - Controller
                              and Chief Tax Counsel
                                (Principal Accounting Officer)