SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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FORM 8-K
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of Earliest Event Reported):
August 30, 1999
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Commission file number 0-13497
PITNEY BOWES CREDIT CORPORATION
Incorporated pursuant to the Laws of the State of Delaware
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Internal Revenue Service -- Employer Identification No. 06-0946476
27 Waterview Drive, Shelton, CT 06484-4361
(203) 922-4000
Item 5. Other Events.
On August 30, 1999, Pitney Bowes Credit Corporation, a Delaware
corporation (the "Registrant") established a medium-term note program for the
issuance from time to time of up to $500 million aggregated principal amount of
Medium-Term Notes, Series D (the "Notes").
The Registrant expects to use the net proceeds from any offering of Notes
to repay short-term debt, to acquire finance contracts, to reduce or retire
from time to time other indebtedness and for other general corporate purposes
including possible acquisitions. The precise amount and timing of sales of the
Notes will be dependent on market conditions and the availability and cost of
other funds to the Registrant.
The Distribution Agreement dated August 30, 1999 in connection with the
medium-term note program is attached hereto as Exhibit 1. The form of the Notes
to be issued by the Registrant are attached hereto as Exhibits 2.a, 2.b, 2.c
and 2.d. The Indenture dated as of July 31, 1999 between the Registrant and
SunTrust Bank, Atlanta, as Trustee, is attached hereto as Exhibit 3.
Item 7. Exhibits.
(c) Exhibits
Exhibit Number Description of Exhibit
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1 Distribution Agreement dated August 30, 1999, among Pitney
Bowes Credit Corporation, Salomon Smith Barney Inc., Banc
of America Securities LLC, Bear, Stearns & Co. Inc. and J.P.
Morgan Securities Inc.
2.a Form of Medium Term Note, Series D (Global Fixed Rate)
2.b Form of Medium Term Note, Series D (Global Floating Rate)
2.c Form of Medium Term Note, Series D (Certificated Fixed
Rate)
2.d Form of Medium Term Note, Series D (Certificated Floating
Rate)
3 Indenture dated as of July 31, 1999, between Pitney
Bowes Credit Corporation and SunTrust Bank, Atlanta, as
Trustee
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 CREDIT CORPORATION
By /s/ NANCY E. COOPER
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Nancy E. Cooper
Vice President, Finance and
Chief Financial Officer
(Principal Financial Officer)
Dated: September 2, 1999
By /s/ R. JEFFREY MACARTNEY
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R. Jeffrey Macartney
Controller
(Principal Accounting Officer)
Dated: September 2, 1999
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