8-K/A

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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                            ------------------------

                                   FORM 8-K/A

                                 Current Report

                Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934

                           May 31, 2005 (May 12, 2005)
                Date of Report (Date of earliest event reported)


                                Pitney Bowes Inc.
             (Exact name of registrant as specified in its charter)

           Delaware                        1-3579                06-0495050
(State or other jurisdiction of   (Commission file number)   (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                               World Headquarters
                                 1 Elmcroft Road
                        Stamford, Connecticut 06926-0700
                    (Address of principal executive offices)

                                 (203) 356-5000
              (Registrant's telephone number, including area code)

                                 Not Applicable
          (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))



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ITEM 8.01.        OTHER EVENTS

This Form 8-K/A updates the Current Report on Form 8-K of the Company filed on
May 16, 2005 to inform the market that the Company completed its acquisition of
Imagitas, Inc.

The Company's press release dated May 26, 2005 is attached hereto as Exhibit
99.1 and incorporated herein by reference.



ITEM 9.01.        FINANCIAL STATEMENTS AND EXHIBITS

(c)      Exhibits

         99.1     Press release of Pitney Bowes Inc. dated May 26, 2005





                                   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 thereunto duly authorized.


                                   Pitney Bowes Inc.

May 31, 2005




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






                                   /s/ S.J. Green
                                   ---------------------------------------------
                                   S.J. Green
                                   Vice President - Finance and
                                   Chief Accounting Officer
                                   (Principal Accounting Officer)

EX-99

                                                                    Exhibit 99.1
                                                                    ------------

                 PITNEY BOWES COMPLETES ACQUISITION OF IMAGITAS

STAMFORD, Conn. May 26, 2005- Pitney Bowes Inc. (NYSE:PBI) today announced the
successful completion of its acquisition of Imagitas, Inc. consistent with
previously announced terms. Imagitas is a marketing services company that
specializes in using the mail to help companies connect with hard to reach
consumers. As a wholly-owned subsidiary of Pitney Bowes, Imagitas will operate
under essentially the same management as it does now within the company's Global
Business Services segment.

         "We are pleased to complete the acquisition of Imagitas," said Michael
J. Critelli, Chairman and CEO of Pitney Bowes. "Its expertise in using the mail
to market to consumers during various life events helps us expand our presence
in the mailstream, provide more direct mail applications to our customers and
leverage our broad array of mail and document management equipment, software,
services and solutions."

         Imagitas is headquartered in Waltham, MA and employs about 100 people.
Brett Matthews, President and founder of Imagitas said, "This is a very positive
move for Imagitas and our customers and we expect the combined strengths of
Pitney Bowes and Imagitas to help us deliver even greater value to the
marketplace."

         Pitney Bowes is the world's leading provider of integrated mail and
document management systems, services and solutions. The $5.1 billion company
helps organizations of all sizes efficiently and effectively manage their
mission-critical mail and document flow in physical, digital and hybrid formats.
Its solutions range from addressing software and metering systems to print
stream management, electronic bill presentment and presort mail services. The
company's 85 years of technological leadership have produced many major
innovations in the mailing industry, and it is consistently on the Intellectual
Property Owner's list of top U.S. patent holders. With approximately 35,000
employees worldwide, Pitney Bowes serves more than 2 million businesses through
direct and dealer operations. Visit www.pb.com for more information on the
company.

         The statements contained in this news release that are not purely
historical are forward-looking statements with the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements may be identified by their use of forward-looking terminology
such as the words "expects," "anticipates," "intends" and other similar words.
Such forward-looking statements include, but are not limited to, statements
about growth strategies, market expansion, etc. Such forward-looking statements
involve risks and uncertainties that could cause actual results to differ
materially from those projected. These risks and uncertainties include, but are
not limited to: severe adverse changes in the economic environment, timely
development and acceptance of new products or gaining product approval;
successful entry into new markets; changes in interest rates; and changes in
postal regulations, as more fully outlined in the company's 2004 Form 10-K
Annual Report filed with the Securities and Exchange Commission. In addition,
the forward-looking statements are subject to change based on the timing and
specific terms of any announced acquisitions. The forward-looking statements
contained in this news release are made as of the date hereof and we do not
assume any obligation to update the reasons why actual results could differ
materially from those projected in the forward-looking statements.