United States
                       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 (Date of earliest event reported): June 5, 2001



                                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



Item 5 - Other Events.

The registrant's press release dated June 5, 2001 regarding its completed
acquisition of Bell & Howell's International Mail and Messaging Technologies
business in Europe, Africa, Middle East and Asia.


Item 7 - Financial Statements and Exhibits.

c. Exhibits.

The following exhibits are furnished in accordance  with the  provisions of Item
601 of Regulation S-K:

Exhibit                Description
- -------    ---------------------------------------------------------

   (1)         Pitney Bowes Inc. press release dated June 5, 2001.





                                   Signatures
                                   ----------



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 hereunto duly authorized.



                                PITNEY BOWES INC.

June 5, 2001

                                /s/ B.P. Nolop
                                -----------------------------------
                                B. P. Nolop
                                Executive Vice President and
                                Chief Financial Officer
                                (Principal Financial Officer)


                                /s/ A.F. Henock
                                -----------------------------------
                                A. F. Henock
                                Vice President - Finance
                                (Principal Accounting Officer)





              PITNEY BOWES COMPLETES ACQUISITION OF BELL & HOWELL'S
                  INTERNATIONAL MAIL AND MESSAGING TECHNOLOGIES

             Acquisition Paves the Way for Accelerated Global Growth


STAMFORD, CONN., June 5, 2001 - Pitney Bowes Inc. (NYSE:PBI) has completed the
acquisition of Bell & Howell's International Mail and Messaging Technologies
(MMT) business in Europe, Africa, Middle East and Asia, for $51 million in cash.
As announced on April 18, 2001, the company agreed to acquire Bell & Howell's
International MMT business following governmental approval and works council
consultations.
         "This acquisition enables us to better serve the unique needs of our
customers worldwide," said Michael J. Critelli, chairman and CEO of Pitney
Bowes. "It also extends our presence, reach and market share in non-U.S.
markets. We've significantly strengthened our position in areas of great
opportunity such as the German, French and Japanese markets, and enhanced our
overall breadth of coverage - including direct sales and service - in key growth
areas like Belgium and the Netherlands."
         Bell & Howell's International MMT distribution network includes
operations in the U.K., Germany, Japan, France, Austria, Belgium, the
Netherlands, Singapore and Switzerland as well as independent dealers in other
markets. More than 300 sales and service personnel provide highly skilled
customer support and deliver superior service response time for the company's
3,000 plus high-end `document factory' mailers and mail house customers. The
company's Freidberg, Germany-based manufacturing and engineering organization
enhances the customer value-proposition as well.



         "By adding Bell & Howell's International MMT development and
manufacturing functions and broad international sales and service coverage to
our existing Pitney Bowes Document Messaging Technologies (DMT) capabilities and
existing Pitney Bowes Global Mailing Systems infrastructure, we've created a
highly competitive global organization to deliver world-class solutions and
service," said Critelli.
         "Since the signing of the initial agreement in April, we've had an
opportunity to work closely with Bell & Howell International MMT employees and
are very impressed by the level of creativity, professionalism, enthusiasm and
dedication they bring to the business. Their approach to the market and
commitment to customers mirrors our own at Pitney Bowes," said Critelli. "The
merging of our businesses should greatly benefit customers through expanded
solutions and world-class service. We welcome our new colleagues and look
forward to accelerating the value we deliver to customers and ultimately Pitney
Bowes shareholders."
         Pitney Bowes is a $4 billion global provider of integrated mail and
document management solutions headquartered in Stamford, Connecticut. The
company serves over 2 million businesses of all sizes through dealer and direct
operations. For additional information about Pitney Bowes, please visit our
website at www.pitneybowes.com.
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