BANKERS TRUST CORPORATION
One Bankers Trust Plaza
New York, New York 10006
Damian P. Reitemeyer
Principal
Telephone: (212) 250-4599
February 12, 1999
Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Filing Desk
Dear Sirs:
Re: Filing of Schedule 13G on
ITT Corp.
Pursuant to Rule 13d-1 of the General Rules and
Regulations under the Securities Exchange Act of 1934,
the following is one copy of the Schedule 13G with
respect to the common stock of the above referenced
corporation.
Please acknowledge your receipt of the Schedule 13G filing
submission through the EDGAR-Link System software, by E-Mail
confirmation.
Sincerely,
Damian P. Reitemeyer
Enclosures
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
ITT Corporation
_______________________________________
NAME OF ISSUER:
Common Stock (No Par Value)
_______________________________________
TITLE OF CLASS OF SECURITIES
450912100
_______________________________________
CUSIP NUMBER
Check the following box if a fee is being paid with
this statement [ ]. (A fee is not required only if
the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five
percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto
reporting beneficial ownership of five percent or less
of such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out
for a reporting person's initial filing on this form
with respect to the subject class of securities, and
for any subsequent amendment containing information
which would alter the disclosures provided in a prior
cover page.
The information required in the remainder of this
cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act
of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however,
see the Notes).
(Continued on following page(s))
Page 1 of 8 Pages
CUSIP No. 450912100 Page 2 of 8 Pages
1.NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Bankers Trust Corporation and its wholly-owned
subsidiary Bankers Trust Company. 13-6180473
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
Bankers Trust Corporation and Bankers Trust Company are
New York Corporations.
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
CUSIP No. 450912100 Page 3 of 8 Pages
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON 8. SHARED DISPOSITIVE POWER
WITH
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9) EXCLUDES
CERTAIN SHARES *
[ ]
CUSIP No. 450912100 Page 4 of 8
Pages
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.TYPE OF REPORTING PERSON *
Bankers Trust Corporation - HC
Bankers Trust Company - BK
Item 1(a) NAME OF ISSUER:
ITT Corporation
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1330 Avenue of the Americas
New York, New York 10019
CUSIP No. 450912100 Page 5 of 8
Pages
Item 2(a) NAME OF PERSON FILING:
Bankers Trust Corporation,its wholly-owned
subsidiary, Bankers Trust Company
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
For Bankers Trust Corporation and Bankers Trust
Company
130 Liberty Street
New York, New York 10006
Item 2(c) CITIZENSHIP:
Bankers Trust Corporation and Bankers Trust
Company are New York Corporations.
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock (No Par Value) of ITT
Corporation
Item 2(e) CUSIP NUMBER:
450912100
CUSIP No. 450912100 Page 6 of 8
Pages
Item 3 THE PERSON FILING IS A:
For Bankers Trust Corporation
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
For Bankers Trust Company
(b) [X] Bank as defined in section 3(a)(6) of the
Act.
Item 4 OWNERSHIP:
(a) Amount Beneficially Owned:
As of December 31, 1998
(b) PERCENT OF CLASS:
(c) Number of shares as to which the Bank has:
(i) sole power to vote or to direct the
vote -
(ii) shared power to vote or to direct the
vote -
(iii) sole power to dispose or to direct the
disposition of -
CUSIP No. 450912100 Page 7 of 8 Pages
(iv) shared power to dispose or to direct the
disposition of -
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to
report the fact that as of the date
hereof the reporting person has ceased
to be the beneficial owner of more than
five percent of the class of securities,
check the following [X].
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON:
Not applicable.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
See Item 3 above.
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF
THE GROUP:
Not applicable.
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
CUSIP No. 450912100 Page 8 of 8 Pages
Item 10 CERTIFICATION:
By signing below I certify that, to the best of
my knowledge and belief, the securities
referred to above were acquired and are
held in the ordinary course of business
and were not acquired for the purpose of
and do not have the effect of changing or
influencing the control of the issuer of
such securities and were not acquired in
connection with or as a participant in
any transaction having such purpose or
effect.
SIGNATURE:
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the
information set forth in this statement is
true, complete and correct.
Date: as of December 31, 1998
Signature: Bankers Trust Corporation
By: /s/James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
EXHIBIT TO ITEM 7
The chain of ownership from Bankers Trust Corporation
to Bankers Trust.
Bankers Trust Corporation
|
100%
|
Bankers Trust Company
