SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Green Steven J

(Last) (First) (Middle)
WORLD HEADQUARTERS 1 ELMCROFT ROAD

(Street)
STAMFORD CT 06926

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PITNEY BOWES INC /DE/ [ PBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Finance & CAO
3. Date of Earliest Transaction (Month/Day/Year)
02/04/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/04/2014 M 752 A $0 20,975.3999 D
Common Stock 02/04/2014 F 306 D $24.74 20,669.3999 D
Common Stock 02/04/2014 M 1,820 A $0 22,489.3999 D
Common Stock 02/04/2014 F 770 D $24.74 21,719.3999 D
Common Stock 02/04/2014 M 1,184 A $0 22,903.3999 D
Common Stock 02/04/2014 F 501 D $24.74 22,402.3999 D
Common Stock 02/04/2014 M 621 A $0 23,023.3999 D
Common Stock 02/04/2014 F 224 D $24.74 22,799.3999 D
Common Stock 7,584.5056 I By 401(k) plan
Common Stock 659 I Owned by Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit $0 02/04/2014 M 752 02/04/2014 02/04/2014 Common Stock 752 $0 0 D
Restricted Stock Unit $0 02/04/2014 M 621 02/04/2014(1) 02/03/2015 Common Stock 621 $0 621 D
Restricted Stock Unit $0 02/04/2014 M 1,184 02/04/2014(2) 02/02/2016 Common Stock 1,184 $0 2,367 D
Restricted Stock Unit $0 02/04/2014 M 1,820 02/04/2014(3) 02/07/2017 Common Stock 1,820 $0 5,458 D
Explanation of Responses:
1. The third of four vesting traunches vested,leaving 621 shares to vest on 2/3/2015.
2. The second of four vesting traunches vested, leaving 1,183 shares to vest on 2/3/2015 and 1,184 to vest on 2/2/2016.
3. The first of four vesting traunches vested, leaving 1,819 shares to vest on 2/3/2015, 1,820 to vest on 2/2/2016 and 1,819 to vest on 2/7/2017.
Richard Martorana - POA for Steven J Green 02/05/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY


Know All By These Present, that the undersigned constitutes
and appoints Laurie Bellocchio, Richard Martorana and Peter Panzarella,
and each of them acting individually, as true and lawful
attorneys-in-fact and agents, with full power of substitution
and resubstitution, for the undersigned and in the undersigneds
name, place and stead, in any and all capacities, to

i	Sign any Forms 3, 4 and 5, and any and all amendments
        thereto, in accordance with Section 16a of the Securities
        Exchange Act of 1934 Exchange Act
        and the regulations thereunder and

ii	File such Forms 3, 4, 5, or amendments thereto,
        and all documents in connection therewith, with the
        Securitiesand Exchange Commission and any applicable
        stock exchange.

The undersigned further grants unto said attorneys in fact
and agents, and each of them, full power and authority to do
and perform each and every act and thing requisite and necessary
to be done with respect to the filing of Forms 3, 4 and 5
or any amendments thereto as fully to all intents and purposes
as the undersigned might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents or
any of them, or their substitute or substitutes,
may lawfully do or cause to be done by virtue hereof.

The undersigned acknowledges that the foregoing attorneys in fact,
in serving in such capacity at the request of the undersigned,
are not assuming any of the undersigneds responsibilities to comply
with Section 16 of the Exchange Act.

This Power of Attorney and authorization shall remain in effect
until the undersigned files with the Securities and Exchange
Commission a notice of revocation of this Power of Attorney by
attaching such notice to the undersigneds Form 3 Form 4 or Form 5.

Executed on this 21st day of January 2014


_____________________________
/s/ Steven J. Green