PROXY -- COMMON STOCK AND $2.12 CONVERTIBLE
                       PREFERENCE STOCK PITNEY BOWES INC.
                   ANNUAL MEETING OF STOCKHOLDERS MAY 8, 1995

          THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

George B. Harvey, Carmine F. Adimando, Douglas A. Riggs, or any of them, with
power of substitution, are hereby appointed proxies of the undersigned to vote
all common stock and $2.12 convertible preference stock of Pitney Bowes Inc.
owned by the undersigned at the annual meeting of stockholders to be held in
Stamford, Connecticut, on May 8, 1995, including any continuation of the meeting
caused by any adjournment, or any postponement of the meeting, upon such
business as may properly come before the meeting, including the following items,
as set forth in the notice of meeting and proxy statement:

    1.   Election of directors.

    2.   Appointment of independent accountants.


ALL SHARES OF $2.12 CONVERTIBLE PREFERENCE STOCK AND COMMON STOCK REGISTERED IN
YOUR NAME AND/OR HELD FOR YOUR BENEFIT IN THE DIVIDEND REINVESTMENT PLAN ARE
SHOWN ON THIS CARD. THE SHARES REPRESENTED HEREBY WILL BE VOTED IN ACCORDANCE
WITH THE DIRECTIONS GIVEN BY THE STOCKHOLDER. IF A PROPERLY SIGNED PROXY IS
RETURNED WITHOUT CHOICES MARKED, AND IF NOT OTHERWISE DIRECTED, THE SHARES
REPRESENTED BY THIS PROXY WILL BE VOTED FOR ITEMS 1 AND 2.

                                (CONTINUED, AND TO BE SIGNED, ON THE OTHER SIDE)


                                              [X] Please mark you vote like this
 
         COMMON         D.R. SHARES         $2.12 PREFERENCE
         ------         -----------         ----------------

          THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ITEMS 1 AND 2.

Item 1 -- Election of Directors

For all nominees
(except as marked
to the contrary)
     [ ]

Withhold
(as to all
nominees)
    [ ]

Linda G. Alvarado, Marc C. Breslawsky, Colin G. Campbell, Charles E. Hugel

(Write a nominee's name on the space provided below to withhold authority to
vote for that individual nominee.)

- ---------------------------------------------------------

Item 2 -- Appointment of Price Waterhouse as independent accountants

                    FOR          AGAINST        ABSTAIN
                    [ ]            [ ]            [ ]


In their discretion, the Proxies are authorized to vote upon such other business
as may  properly  come before the meeting,  including  any  continuation  of the
meeting caused by any adjournment,  or any  postponement of the meeting.  Please
mark,  date and sign, and return  promptly this proxy in the enclosed  envelope,
which  requires  no postage if mailed in the U.S.A.  When  signing as  attorney,
executor,  administrator,  trustee or guardian,  or in any other  representative
capacity, please give your full title as such.


Signature(s) of stockholder(s)___________________________   Date_________, 1995



                               PITNEY BOWES INC.
                   ANNUAL MEETING OF STOCKHOLDERS MAY 8, 1995

              VOTING DIRECTION TO TRUSTEE OF THE PITNEY BOWES INC.
                            DEFERRED INVESTMENT PLAN

As a participant in the Pitney Bowes Inc. Deferred Investment Plan, I hereby
direct Merrill Lynch Trust Company, Trustee to vote all common stock of Pitney
Bowes allocated to my account, as indicated on the reverse side, at the annual
meeting of stockholders to be held in Stamford, Connecticut, on May 8, 1995,
including any continuation of the meeting caused by any adjournment, or any
postponement of the meeting, upon such business as may properly come before the
meeting, including the following items, as set forth in the notice of meeting
and proxy statement:

    1.   Election of directors.

    2.   Appointment of independent accountants.


ALL SHARES OF COMMON STOCK HELD FOR YOUR BENEFIT IN THE PLAN ARE SHOWN ON THIS
CARD. THE SHARES REPRESENTED HEREBY WILL BE VOTED IN ACCORDANCE WITH YOUR
DIRECTIONS. IF A PROPERLY SIGNED DIRECTION CARD IS RETURNED WITHOUT CHOICES
MARKED, AND IF NOT OTHERWISE DIRECTED, THE SHARES REPRESENTED BY THIS VOTING
DIRECTION CARD WILL BE VOTED FOR ITEMS 1 AND 2.

                                (CONTINUED, AND TO BE SIGNED, ON THE OTHER SIDE)

 
                                             [X] Please mark you vote like this
 
         COMMON         
         ------         

          THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ITEMS 1 AND 2.

Item 1 -- Election of Directors

For all nominees
(except as marked
to the contrary)
     [ ]

Withhold
(as to all
nominees)
    [ ]

Linda G. Alvarado, Marc C. Breslawsky, Colin G. Campbell, Charles E. Hugel

(Write a nominee's name on the space provided below to withhold authority to
vote for that individual nominee.)

- ---------------------------------------------------------

Item 2 -- Appointment of Price Waterhouse as independent accountants

                    FOR          AGAINST        ABSTAIN
                    [ ]            [ ]            [ ]


In their discretion, the Proxies are authorized to vote upon such other business
as may  properly  come before the meeting,  including  any  continuation  of the
meeting caused by any adjournment,  or any  postponement of the meeting.  Please
mark,  date and sign,  and return  promptly  this voting  direction  card in the
enclosed  envelope,  which  requires  no postage  if mailed in the  U.S.A.  When
signing as attorney,  executor,  administrator,  trustee or guardian,  or in any
other representative capacity, please give your full title as such.



Signature(s) of stockholder(s)___________________________   Date_________, 1995