On May 8, 2012, ITT Corporation (the "Company") held its annual meeting of shareholders (the "Annual Meeting").

1. At the Annual Meeting, the persons whose names are set forth below were elected as directors, constituting the entire Board of Directors. Relevant voting information for each person follows:

                                                                                  Broker
                           Votes For        Votes Against      Abstentions       Non-Votes
   Denise L. Ramos          77,771,824             245,000           95,387       8,559,426
   Frank T. MacInnis        77,659,886             347,533          104,781       8,559,426
   Orlando D. Ashford       75,356,555             696,508        2,059,148       8,559,426
   Peter D'Aloia            74,666,926           1,368,708        2,076,577       8,559,426
   Donald DeFosset, Jr.     75,360,857             692,881        2,058,473       8,559,426
   Christina A. Gold        74,350,492           1,701,117        2,060,602       8,559,426
   Paul J. Kern             75,856,394             201,153        2,054,664       8,559,426
   Linda S. Sanford         74,024,430           2,035,641        2,052,140       8,559,426
   Donald J. Stebbins       72,892,231           3,154,360        2,065,620       8,559,426
   Markos I. Tambakeras     77,701,890             302,187          108,134       8,559,426

In addition to the election of directors, six other votes were taken at the Annual Meeting:

2. Ratification of Appointment of the Independent Registered Public Accounting Firm. The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2012 was ratified by a vote of 83,744,464 shares voting for the proposal, 2,568,153 shares voting against the proposal and 359,020 shares abstaining from the proposal.

3. Advisory Vote on Named Executive Officer Compensation. The proposal for approval, in a non-binding vote, of the compensation of the Company's named executive officers was approved by a vote of 74,086,367 shares voting for the proposal, 1,853,809 shares voting against the proposal, 2,172,035 shares abstaining from the vote on the proposal and 8,559,426 broker-non votes.

4. Shareholder Proposal Requesting the Company Change its State of Incorporate from Indiana to Delaware. The shareholder proposal requesting that the Company change its state of incorporation from Indiana to Delaware was not approved by a vote of 2,413,646 shares voting for the proposal, 69,691,652 shares voting against the proposal, 6,006,913 shares abstaining from the vote on the proposal and 8,559,426 broker-non votes.

5. Shareholder Proposal Requesting the Company Adopt a Policy That, Whenever Possible, the Chairman of the Board of Directors Be an Independent Director Who Has Not Previously Served as an Executive Officer of the Company. The shareholder proposal requesting that the Company adopt a policy that, whenever possible, the Chairman of the Board of Directors be an independent director who has not previously served as an executive officer of the Company was not approved by a vote of 33,959,892 shares voting for the proposal, 43,967,353 shares voting against the proposal, 184,966 shares abstaining from the vote on the proposal and 8,559,426 broker-non votes.

There were no other matters presented for a vote at the Annual Meeting.