UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 


 

FORM 8-A

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Pitney Bowes Inc.

(Exact name of registrant as specified in its charter)


 

 

 

Delaware

 

06-0495050

(Jurisdiction of Incorporation

 

(I.R.S. Employer

or Organization)

 

Identification No.)

 

 

 

1 Elmcroft Road

 

 

Stamford, Connecticut

 

06926-0700

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

Securities to be registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

 

 

 

Title of each class

 

Name of each exchange on which

to be so registered

 

each class is to be registered


 


5.25% Notes Due 2022

 

New York Stock Exchange

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o

Securities Act registration statement file number to which this form relates: 333-176957

Securities to be registered pursuant to Section 12(g) of the Act:

None
(Title of Class)


INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant’s Securities to be Registered.

          Pitney Bowes Inc. (the “Registrant”) registers hereunder its 5.25% Notes Due 2022 (the “Notes”). For a description of the securities to be registered hereunder, reference is made to the information under the heading “Description of Debt Securities” of the Registrant’s Prospectus dated September 22, 2011 (Registration No. 333-176957), as supplemented by the information under the heading “Description of the Notes” in the Registrant’s related Prospectus Supplement, dated November 19, 2012, filed by the Registrant with the Securities and Exchange Commission on November 20, 2012. Such information is incorporated herein by reference and made a part of this registration statement in its entirety.

Item 2. Exhibits.

 

 

 

Exhibit
Number

 

Description of Exhibit


 


4.1

 

Senior Debt Indenture, dated as of February 14, 2005, by and between the Registrant and Citibank N.A., as trustee (incorporated by reference to Exhibit 4(a) to the Registrant’s Form S-3 filed June 18, 2008).

4.2

 

First Supplemental Indenture, dated as of October 23, 2007, by and among the Registrant, The Bank of New York Mellon, successor to The Bank of New York, as successor trustee, and Citibank N.A., as resigning trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed October 24, 2007).

4.3*

 

Officers’ Certificate establishing the terms of the Notes, dated November 27, 2012.

4.4*

 

Specimen of 5.25% Senior Notes Due 2022.

99.1

 

Prospectus relating to the Notes, filed by the Registrant on November 20, 2012 (Registration No. 333-176957).

* To be filed as an exhibit to a Current Report on Form 8-K and incorporated by reference herein.


SIGNATURE

          Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

 

 

 

 

PITNEY BOWES INC.

 

 

 

 

 

 

Date: November 27, 2012

By: 

/s/ Helen Shan

 

 


 

 

Name: 

Helen Shan

 

 

Title:

Vice President, Finance and Treasurer

 

 

 

 



EXHIBIT INDEX

 

 

 

Exhibit
Number

 

Description of Exhibit


 


4.1

 

Senior Debt Indenture, dated as of February 14, 2005, by and between the Registrant and Citibank N.A., as trustee (incorporated by reference to Exhibit 4(a) to the Registrant’s Form S-3 filed June 18, 2008).

4.2

 

First Supplemental Indenture, dated as of October 23, 2007, by and among the Registrant, The Bank of New York Mellon, successor to The Bank of New York, as successor trustee, and Citibank N.A., as resigning trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K filed October 24, 2007).

4.3*

 

Officers’ Certificate establishing the terms of the Notes, dated November 27, 2012.

4.4*

 

Specimen of 5.25% Senior Notes Due 2022.

99.1

 

Prospectus relating to the Notes, filed by the Registrant on November 20, 2012 (Registration No. 333-176957).

4