SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549-1004


                             ------------------


                                  FORM 10-Q


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          x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended March 31, 2000

                                       OR

         o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934


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                         Commission file number 0-13497

                       PITNEY BOWES CREDIT CORPORATION

         Incorporated pursuant to the Laws of the State of Delaware


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      Internal Revenue Service - Employer Identification No. 06-0946476

                 27 Waterview Drive, Shelton, CT 06484-4361
                                 (203) 922-4000

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Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements  for the past 90 days.  Yes x No o As of May 12, 2000 460 shares of
common  stock,  no par value,  with a stated value of $100,000  per share,  were
outstanding, all of which were owned by Pitney Bowes Inc. ("PBI"), the parent of
the Registrant. REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION
H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE  FILING THIS FORM WITH THE REDUCED
DISCLOSURE FORMAT.

                                       1

<PAGE>

                       PITNEY BOWES CREDIT CORPORATION


<TABLE>

<S>                                                     <C>

PART I - FINANCIAL INFORMATION
Item 1. - Financial Statements
 Consolidated Statements of Income:
 Three Months Ended March 31, 2000 and 1999                     3
 Consolidated Balance Sheets:
 As of March 31, 2000 and December 31, 1999                     4
 Consolidated Statements of Cash Flows:
 Three Months Ended March 31, 2000 and 1999                     5
 Notes to Consolidated Financial Statements                     6

Item 2. - Management's Discussion and Analysis of
Financial Condition and Results of Operations                   9


PART II - OTHER INFORMATION
Item 1. - Legal Proceedings                                    14
Item 5. - Other information                                    14
Item 6. - Exhibits and Reports on Form 8-K                     15
SIGNATURES                                                     16
Exhibit (i) - Computation of Ratio of Earnings
from Continuing Operations to Fixed Charges                    17
Exhibit (ii) - Financial Data Schedule                         18
</TABLE>

                                       2

<PAGE>
<TABLE>

                         PART I - FINANCIAL INFORMATION

                         Item 1. - Financial Statements

                       PITNEY BOWES CREDIT CORPORATION
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (unaudited)
                          (in thousands of dollars)

                                       Three Months Ended March 31,
                                        ---------------------------
                                                 2000          1999
<S>                                        <C>           <C>
        Revenue

           Finance income                   $142,106      $135,124
                                             -------       -------

        Expenses

         Selling,general and administrative   31,172        25,871
         Interest                             28,749        31,780
         Depreciation and amortization         3,604         7,717
         Provision for credit losses          16,918        12,299
                                             -------       -------
           Total expenses                     80,443        77,667
                                             -------       -------

        Income from continuing operations
          before income taxes                 61,663        57,457
        Provision for income taxes            16,224        16,710
                                             -------       -------
        Income from continuing operations     45,439        40,747
        Discontinued operations

        (net of taxes of  $2,140 in 1999)          -         3,700
                                             -------       -------
        Net income                           $45,439      $ 44,447
                                             =======       =======

        Ratio of earnings from continuing
          operations to fixed charges          3.14X         2.80X
                                             =======       =======




               See Notes to Consolidated Financial Statements

</TABLE>

                                       3

<PAGE>
<TABLE>

                 PITNEY BOWES CREDIT CORPORATION
                   CONSOLIDATED BALANCE SHEETS
                    (in thousands of dollars)

                                          (Unaudited)
                                           March 31,    December 31,
                                              2000         1999
<S>                                     <C>            <C>
                                         ----------     ----------
Assets

Cash and cash equivalents                $  109,526    $  132,914
                                          ---------     ---------
Investments:
  Finance assets                          3,122,458     2,984,246
  Investment in leveraged leases            862,454       850,000
  Investment in operating leases,
  net of accumulated depreciation            41,011        45,607
  Allowance for credit losses              (78,370)       (80,655)
                                          ---------     ---------
    Net investments                       3,947,553     3,799,198
                                          ---------     ---------

Assets held for sale                        141,697       342,934
Investment in partnership                   167,578       167,071
Loans and advances to affiliates            361,092       362,012
Net assets of discontinued operations             -       491,763
Other assets                                 80,164        87,084
                                          ---------     ---------
     Total assets                        $4,807,610    $5,382,976
                                          =========     =========

Liabilities

Senior notes payable within one year     $  411,917    $1,044,573
Short-term notes payable to affiliates       76,850        37,000
Accounts payable to affiliates              182,201       227,503
Accounts payable and accrued liabilities    296,326       283,361
Deferred taxes                              548,725       526,838
Senior notes payable after one year       1,374,101     1,332,000
Long-term notes payable to affiliates       296,000       333,000
Subordinated notes payable                  299,892       299,892
                                          ---------     ---------
     Total liabilities                    3,486,012     4,084,167
                                          ---------     ---------

Stockholder's Equity

Common stock                                  46,000       46,000
Capital surplus                               41,725       41,725
Retained earnings                          1,233,873    1,211,084
                                           ---------    ---------
     Total stockholder's equity            1,321,598    1,298,809
                                           ---------    ---------
Total liabs. and stockholder's equity    $ 4,807,610   $5,382,976
                                           =========    =========





         See Notes to Consolidated Financial Statements

</TABLE>


                                       4

<PAGE>
<TABLE>

                         PITNEY BOWES CREDIT CORPORATION

                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

                       (in thousands of dollars)

                                        Three Months Ended March 31,

                                        ----------------------------
                                               2000        1999
Operating Activities

<S>                                       <C>          <C>

Net income                                 $  45,439    $   44,447
Adjustments to reconcile net income to
net cash provided by operating activities:
  Provision for credit losses                 16,918        12,299
  Depreciation and amortization                3,604        24,812
Increase in deferred taxes                    21,887        19,286
(Increase) decrease in other receivables       1,213         4,455
Increase in discontinued other assets             -        (17,186)
Decrease in accounts payable to affiliates   (45,302)      (93,381)
Increase (decrease) in accounts payable
 and accrued liabilities                      (8,052)       (1,865)
Other, net                                     4,259        (3,552)
                                            --------       --------
Net cash provided by (used in)
operating activities                          39,966       (10,685)
                                            --------       --------

Investing Activities
Proceeds and cash receipts from sale
of discontinued operations                   512,780             -
Investment in net finance assets            (856,594)     (646,802)
Investment in leveraged leases                (5,019)       (3,445)
Investment in assets held for sale           (53,618)     (128,497)
Cash receipts collected under finance
contracts, net of finance inc. recognized    948,309       657,958
Investment in mortgage service rights              -        (7,380)
Loans and advances to affiliates, net          1,268       239,007
Additions to equipment and leasehold
improvements                                    (125)       (2,085)
                                           ---------     ---------
Net cash used in investing activities        547,001       108,756
                                           ---------     ---------

Financing Activities

Change in short-term debt, net             (633,823)        20,590
Proceeds from senior notes                   43,268              -
Short-term loans from affiliates              2,850        (96,900)
Dividends paid to Pitney Bowes Inc.         (22,650)       (21,250)
                                           ---------     ---------
Net cash used in financing activities      (610,355)       (97,560)
                                           ---------     ---------
(Decrease) increase in cash                 (23,388)           511
Cash at beginning of period                 132,914         19,154
                                           --------      ---------
Cash at end of period                     $ 109,526     $   19,665
                                          =========      =========


Interest paid                             $  36,287     $   35,367
                                          =========      =========

Income taxes refunded, net                $ (13,357)    $  (34,193)
                                          =========      =========

            See Notes to Consolidated Financial Statements

</TABLE>

                                       5

<PAGE>

                    PITNEY BOWES CREDIT CORPORATION
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1 - General

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with the  instructions  to Form 10-Q and do not  include all the
information and footnotes required by generally accepted  accounting  principles
for  complete  financial  statements.  In the  opinion  of Pitney  Bowes  Credit
Corporation  (the  "Company" or "PBCC"),  all  adjustments  (consisting  of only
normal recurring adjustments) necessary to present fairly the financial position
of the  Company at March 31,  2000 and  December  31,  1999,  and the results of
operations  and cash flows for the three  months  ended  March 31, 2000 and 1999
have been included. Certain amounts from prior periods have been reclassified to
conform to current period  presentation.  Operating results for the three months
ended March 31, 2000 are not  necessarily  indicative of the results that may be
expected for the year ending December 31, 2000. These statements  should be read
in conjunction  with the financial  statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999.

Note 2 -  Discontinued Operations

On January 14, 2000, the Company sold its mortgage servicing business,  Atlantic
Mortgage & Investment  Corporation  ("AMIC"),  a wholly owned  subsidiary of the
Company to ABN AMRO North  America.  The  Company  received  approximately  $484
million  in  cash  at  closing.  The  transaction  is  subject  to  post-closing
adjustments.

Revenue of AMIC was $32.5 million for the three months ended March 31, 1999. Net
interest expense  allocated to AMIC's  discontinued  operations was $1.8 million
for the three months ended March 31, 1999.  Interest has been allocated based on
AMIC's net  intercompany  borrowing  levels  charged at the  Company's  weighted
average  borrowing rate, offset by the interest savings the Company realized due
to  borrowings  against  AMIC escrow  deposits as opposed to regular  commercial
paper borrowings.

Operating  results have been segregated and reported as discontinued  operations
in the  Consolidated  Statements  of Income for the three months ended March 31,
1999. Net assets of discontinued  operations have been separately  classified in
the  Consolidated  Balance  Sheets at December  31,  1999.  Cash flow impacts of
discontinued  operations have not been segregated in the Consolidated Statements
of Cash Flows for the three months ended March 31, 1999.

Note 3 - Finance Assets

The composition of the Company's finance assets is as follows:
                                          March 31,  December 31,
      (in thousands of dollars)              2000        1999
                                          ---------   ---------
      Lease finance receivables          $2,825,875  $2,713,358
      Other finance receivables            551,677      539,499
                                          ---------   ---------
        Total gross finance receivables   3,377,552   3,252,857
      Unguaranteed residual valuation       389,902     415,079
                                          ---------   ---------
        Total gross finance assets        3,767,454   3,667,936
      Initial direct costs deferred          43,434      43,916
      Unearned income                      (688,430)   (727,606)
                                          ---------   ---------
        Total finance assets             $3,122,458  $2,984,246
                                         =========    =========

                                       6

<PAGE>
<TABLE>

                    PITNEY BOWES CREDIT CORPORATION
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 4 - Notes Payable

The composition of the Company's notes payable is as follows:
                                               March 31,    December 31,
     (in thousands of dollars)                    2000          1999
                                               ---------      ---------
<S>                                          <C>            <C>
 Senior Notes Payable:
  Commercial paper at the weighted average
   interest rate of 5.84 % (5.55% in 1999)    $  235,750     $  404,000
  Notes payable against bank lines of credit
   and others at a weighted average interest
   rate of 1.36% in 1999                              -        457,255
  Other notes payable at a weighted average
   interest rate of 7.51% (7.50% in 1999)          1,167         8,318
  Current installment of long-term debt due
   within one year at interest rates of
   5.95% to 6.11% in both 2000 and 1999          175,000       175,000
                                               ---------     ---------
  Total senior notes payable due within one
   year                                          411,917     1,044,573

  Senior notes payable due after one year
   at interest rates of 5.65% to 9.25%
   in both 2000 and 1999                       1,374,101     1,332,000
                                               ---------     ---------
      Total senior notes payable               1,786,018     2,376,573
                                               ---------     ---------
Notes Payable to Affiliates:
 Due within one year at an interest rate
 of 5.38% in 2000 and 1999                        76,850        37,000
 Due after one year at an interest rate
 of 5.38% in 2000 and 1999                       296,000       333,000
                                               ---------     ---------
      Total notes payable to affiliates          372,850       370,000
                                               ---------     ---------
Subordinated Notes Payable:
Non-interest bearing notes
due Pitney Bowes Inc.                            299,892       299,892
                                               ---------     ---------
     Total notes payable                      $2,458,760    $3,046,465
                                               =========     =========
</TABLE>

On April 19, 2000, certain partnerships  controlled by affiliates of the Company
issued a total of $134  million  of  Series A and  Series B Secured  Fixed  Rate
Senior Notes (the "Notes"). The Notes are due in 2003 and bear interest at 7.443
percent.  The proceeds  from the Notes were used to purchase  subordinated  debt
obligations from PBI ("PBI  Obligations").  The PBI Obligations have a principal
amount of $134 million and are due in 2010. The PBI Obligations bear an interest
rate of 8.073  percent  for the first three years and reset in May 2003 and each
third anniversary of the first reset date.

On March 31, 2000,  PBCC issued $43.3 million of 7.515  percent  senior notes to
various holders maturing on January 10, 2012. The proceeds from these notes were
used to pay down commercial paper.

In July 1998, the Company filed a shelf registration  statement on Form S-3 with
the Securities and Exchange  Commission ("SEC") to offer, in one or more series,
its unsecured  debt  securities at an aggregate  initial  offering  price not to
exceed $750  million.  As part of this shelf  registration  statement  in August
1999, PBCC established a medium- term note program for the issuance from time to
time of up to $500 million  aggregate  principal  amount of  Medium-Term  Notes,
Series D. Under this program in September  1999, the Company issued $125 million
of 5.95 percent unsecured notes. The proceeds of these unsecured notes were used
for general  corporate  purposes  including the repayment of short-term debt. At
March 31, 2000, $625 million was available under the shelf registration and $375
million was available under the related medium-term note program.

                                       7

<PAGE>
<TABLE>

                    PITNEY BOWES CREDIT CORPORATION
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 5 - Business Segment Information

The  composition  of the Company's  segment  revenue and operating  profit is as
follows:

 (in thousands of dollars)                      Revenue
                                      -----------------------
<S>                                   <C>           <C>
 Quarter Ended March 31                       2000      1999
   Internal Financing Division          $  109,924  $100,482
   Capital Services Division                32,182    34,642
                                           -------   -------
Total revenue for reportable segments   $  142,106  $135,124
                                           =======   =======

 (in thousands of dollars)                  Operating Profit
                                      -----------------------
 Quarter Ended March 31                       2000      1999
                                           -------   -------

   Internal Financing Division           $  55,892  $ 53,903
   Capital Services Division                 5,771     3,554
                                           -------   -------
Total operating profit for reportable
 segments                                $  61,663  $ 57,457
                                           =======   =======
</TABLE>

In March 2000, the Company changed the way it allocates  corporate  interest and
expenses from a non-allocated to a fully allocated basis.

Note 6 - Accounting Pronouncements

In June 1999,  Statement of  Financial  Accounting  Standards  ("SFAS") No. 137,
"Accounting for Derivative  Instruments and Hedging Activities - Deferral of the
Effective  Date of FASB  Statement No. 133 - an amendment of FASB  Statement No.
133," was issued.  This statement  defers the effective date of SFAS No. 133 one
year  (January 1, 2001 for the  Company).  SFAS No. 133 requires  that an entity
recognize all  derivative  instruments  as either assets or  liabilities  in the
statement of financial  position and measure  those  instruments  at fair value.
Changes in the fair value of those  instruments  will be  reflected  as gains or
losses.  The  accounting for the gains and losses depends on the intended use of
the  derivative  and  the  resulting  designation.   The  Company  is  currently
evaluating the impact of this statement.

In December  1999,  the SEC issued Staff  Accounting  Bulletin  ("SAB") No. 101,
"Revenue  Recognition  in  Financial  Statements,"  summarizing  certain  of the
staff's views in applying  generally accepted  accounting  principles to revenue
recognition in financial statements.  This guidance is provided due, in part, to
the large number of revenue  recognition issues that SEC registrants  encounter.
Although  the Company  believes it is in  compliance  with this  guidance in all
material  respects,  the Company is  currently  evaluating  its current  revenue
recognition  policies to  determine  the impact of SAB No.  101.  SAB No. 101 is
effective for the second quarter of 2000.

                                       8

<PAGE>

                         PITNEY BOWES CREDIT CORPORATION
      Item 2. - Management's Discussion and Analysis of Financial Condition

                            and Results of Operations

Results of Continuing Operations - First Quarter of 2000 Compared to
 First Quarter of 1999

   Finance  income in the first quarter of 2000  increased 5.2 percent to $142.1
million  compared  to  $135.1  million  in 1999.  Finance  income  for  Internal
Financing  Division programs increased 9.4 percent to $109.9 million from $100.5
million  primarily due to higher  fee-based income from mail financing and Small
Business  Solutions  programs and higher  investment  levels for the mailing and
copier programs. Finance income for Capital Services Division programs decreased
7.1  percent  to  $32.2  million  from  $34.6  million  primarily  due to  lower
investment  and assets held for sale  balances,  offset by higher gains on asset
syndications.

   Selling,  general and administrative ("SG&A") expenses increased 20.5 percent
to $31.2 million in the first quarter of 2000 compared to $25.9 million in 1999.
SG&A for Internal  Financing  Division programs  increased to $21.9 million from
$19.1  million  in  1999  principally  due  to  higher   professional  fees  and
outsourcing  expenses  related  to Small  Business  Solutions  programs,  higher
consulting services in support of strategic  initiatives such as improvements to
information  technology  and  customer  service,  in  addition  to set-up  costs
associated with increased investment in the mailing systems portfolio.  SG&A for
Capital Services Division  programs  increased to $9.3 million in 2000 from $6.7
million  in 1999  mainly  due to  higher  legal  and  other  professional  costs
associated  with the  portfolio and business  development,  combined with higher
sales commissions on investment and syndication business volume.

  Depreciation on operating leases  increased  marginally to $1.5 million in the
first quarter of 2000 compared to $1.3 million in 1999.

   The  provision  for credit  losses was $16.9 million for the first quarter of
2000 compared with $12.3 million in 1999.  The provision for Internal  Financing
Division  programs  increased to $15.2 million from $10.5 million resulting from
proportionately  higher  provision  levels  to  support  higher  Small  Business
Solution receivable levels. The provision for Capital Services Division programs
marginally  decreased  to $1.7  million  in the first  quarter of 2000 from $1.8
million in 1999.

   The  Company's  allowance  for  credit  losses as a  percentage  of net lease
receivables  (net  investments  before  allowance  for  credit  losses  plus the
uncollected principal balance of receivables sold) was 1.74 percent at March 31,
2000 compared to 1.83 percent at December 31, 1999.  The first quarter  decrease
is due to proportionately higher write-offs in relationship to higher investment
in finance asset balances.  PBCC charged $19.2 million and $10.9 million against
the  allowance for credit  losses  through the first  quarters of 2000 and 1999,
respectively, due to higher write-offs recorded on higher receivable balances in
the Small Business Solutions and mailing programs.

   In the first quarter of 2000,  interest  expense  decreased by 9.5 percent to
$28.8 million  compared to $31.8 million in 1999.  The decrease in 2000 reflects
lower  average  borrowings  resulting  from the sale of the  Company's  mortgage
servicing  subsidiary,  which  were used to reduce  its  outstanding  balance of
commercial paper offset by higher  short-term and long-term  interest rates. The
effective  interest  rate on average  borrowings  was 6.40 percent for the first
quarter  of 2000  compared  to 5.55  percent  for the same  period of 1999.  The
Company  does  not  match  fund  financing  investments  in any of its  business
segments.

  The effective tax rate for the first quarter of 2000 was 26.3 percent compared
with 29.1 percent for the same period of 1999.  The lower  effective tax rate is
principally due to the impact of certain Capital Services  Division  partnership
leasing transactions.

   The Company's ratio of earnings from  continuing  operations to fixed charges
was 3.14 times for the first  quarter of 2000  compared  with 2.80 times for the
same period of 1999. The increase reflects lower interest expense resulting from
the sale of its mortgage servicing subsidiary in the first quarter of 2000.

                                       9

<PAGE>

                 PITNEY BOWES CREDIT CORPORATION
 Item 2. - Management's Discussion and Analysis of Financial Condition
                 and Results of Operations (continued)



Discontinued Operations

   On January  14,  2000,  the Company  sold its  mortgage  servicing  business,
Atlantic Mortgage & Investment  Corporation  ("AMIC"), a wholly owned subsidiary
of the Company to ABN AMRO North  America.  The company  received  approximately
$484  million in cash at closing.  The  transaction  is subject to  post-closing
adjustments. See Note 2 to the Consolidated Financial Statements.

Accounting Pronouncements

   In June 1999,  Statement of Financial  Accounting Standards ("SFAS") No. 137,
"Accounting for Derivative  Instruments and Hedging Activities - Deferral of the
Effective  Date of FASB  Statement No. 133 - an amendment of FASB  Statement No.
133," was issued.  This statement  defers the effective date of SFAS No. 133 one
year  (January 1, 2001 for the  Company).  SFAS No. 133 requires  that an entity
recognize all  derivative  instruments  as either assets or  liabilities  in the
statement of financial  position and measure  those  instruments  at fair value.
Changes in the fair value of those  instruments  will be  reflected  as gains or
losses.  The  accounting for the gains and losses depends on the intended use of
the  derivative  and  the  resulting  designation.   The  Company  is  currently
evaluating the impact of this statement.

  In December 1999, the SEC issued Staff  Accounting  Bulletin  ("SAB") No. 101,
"Revenue  Recognition  in  Financial  Statements,"  summarizing  certain  of the
staff's views in applying  generally accepted  accounting  principles to revenue
recognition in financial statements.  This guidance is provided due, in part, to
the large number of revenue  recognition issues that SEC registrants  encounter.
Although  the Company  believes it is in  compliance  with this  guidance in all
material  respects,  the Company is  currently  evaluating  its current  revenue
recognition  policies to  determine  the impact of SAB No.  101.  SAB No. 101 is
effective for the second quarter of 2000.

                                       10

<PAGE>

                         PITNEY BOWES CREDIT CORPORATION
      Item 2. - Management's Discussion and Analysis of Financial Condition

                 and Results of Operations (continued)


Liquidity and Capital Resources

   The Company's  principal sources of funds are from operations and borrowings.
It has been PBCC's practice to use a balanced mix of debt maturities,  variable-
and fixed-rate debt and interest rate swap agreements to control  sensitivity to
interest  rate  volatility.  PBCC's  debt mix was 33 percent  short-term  and 67
percent  long-term  at March 31, 2000 and 45 percent  short-term  and 55 percent
long-term  at December  31,  1999.  PBCC's  swap-adjusted  variable-rate  versus
fixed-rate debt mix was 18 percent  variable-rate  and 82 percent  fixed-rate at
March  31,  2000 and 39  percent  variable-rate  and 61  percent  fixed-rate  at
December 31, 1999. The Company may borrow through the sale of commercial  paper,
under its confirmed bank lines of credit, and by private and public offerings of
intermediate-  or  long-term  debt  securities.  The Company had unused lines of
credit and revolving credit facilities  totaling $1.2 billion at March 31, 2000,
largely supporting its commercial paper borrowings.

   On April 19, 2000,  certain  partnerships  controlled  by  affiliates of PBCC
issued a total of $134  million  of  Series A and  Series B Secured  Fixed  Rate
Senior Notes (the "Notes"). The Notes are due in 2003 and bear interest at 7.443
percent.  The proceeds  from the Notes were used to purchase  subordinated  debt
obligations from PBI ("PBI  Obligations").  The PBI Obligations have a principal
amount of $134 million and are due in 2010. The PBI Obligations bean an interest
rate of 8.073  percent  for the first three years and reset in May 2003 and each
third anniversary of the first reset date. The proceeds from the PBI Obligations
were used for general corporate purposes,  including the repayment of commercial
paper.

   On March 31, 2000, PBCC issued $43.3 million of 7.515 percent Senior Notes to
various holders maturing on January 10, 2012. The proceeds from these notes were
used to pay down commercial paper.

   In July 1998,  the Company filed a shelf  registration  statement on Form S-3
with the Securities  and Exchange  Commission  ("SEC") to offer,  in one or more
series, its unsecured debt securities at an aggregate initial offering price not
to exceed $750 million.  As part of this shelf registration  statement in August
1999, PBCC established a medium- term note program for the issuance from time to
time of up to $500 million  aggregate  principal  amount of  Medium-Term  Notes,
Series D. Under this program in September  1999, the Company issued $125 million
of 5.95 percent unsecured notes. The proceeds of these unsecured notes were used
for general  corporate  purposes  including the repayment of short-term debt. At
March 31, 2000, $625 million was available under the shelf registration and $375
million was available under the related medium-term note program.

   The Company's  utilization of derivative  instruments is normally  limited to
interest  rate swap  agreements  ("interest  rate  swaps") and foreign  currency
exchange  forward  contracts   ("foreign  currency   contracts").   The  Company
periodically  enters into  interest  rate swaps as a means of managing  interest
rate exposure.  The interest rate differential paid or received is recognized as
an adjustment to interest expense. The interest differential on the swap will be
offset against  changes in valuation of the assets  resulting from interest rate
movements.  The  Company  is  exposed  to  credit  loss  in the  event  of  non-
performance  by the  counterparties  to the interest rate swaps to the extent of
the differential between fixed- and variable-rates;  such exposure is considered
minimal. The Company periodically enters into foreign currency contracts for the
purpose of minimizing  its risk of loss from  fluctuations  in exchange rates in
connection with certain intercompany transactions. When in effect the Company is
exposed to credit loss in the event of  non-performance by the counterparties to
the foreign currency  contracts to the extent of the difference between the spot
rate at the date of the contract delivery and the contracted rate; such exposure
is also  considered  minimal.  At March 31, 2000 there were no foreign  currency
contracts outstanding.

   Since the Company  normally  enters into  derivative  transactions  only with
members of its banking group, the credit risk of these transactions is monitored
as part of the normal credit review of the banking group.  The Company  monitors
the market risk of derivative instruments through periodic review of fair market
values.

   Gross finance  assets at the end of the first  quarter of 2000  increased 2.7
percent  from  December  31, 1999.  The  increase is  principally  due to higher
asset-based  investments  in the mailing and copier  programs  along with higher
Small  Business  Solutions   receivable   balances.   Overall  levels  of  lease
receivables are in line with management's expectations.

                                       11

<PAGE>

                         PITNEY BOWES CREDIT CORPORATION

 Item 2. - Management's Discussion and Analysis of Financial Condition
                 and Results of Operations (continued)



   The  Company  continues  to actively  pursue a strategy  of Capital  Services
Division  asset  sales,  thereby  allowing  the  Company  to  focus  on fee- and
service-based revenue rather than asset-based income.

    The Company's  liquidity  ratio  (finance  contracts  receivable,  including
residuals,  expected  to be  realized in cash over the next 12 months to current
maturities  of debt over the same  period)  was 3.6 times at March 31,  2000 and
1.80 times at December 31, 1999.  The increase in the liquidity  ratio is due to
lower debt  resulting  from the  application  of the proceeds  received from the
mortgage servicing subsidiary sale mentioned previously.

   The  Company  will  continue  to use cash to invest in  finance  assets  with
emphasis on  internal  leasing  transactions  and select  investment  in Capital
Services  Division  programs.  The Company  believes  that cash  generated  from
operations and collections on existing lease contracts will provide the majority
of cash needed for such investment  activities.  Borrowing  requirements will be
dependent  upon the level of equipment  purchases  from Pitney  Bowes Inc.,  the
level of Capital Services Division financing activity,  capital requirements for
new business  initiatives,  intercompany  loans, and the refinancing of maturing
debt.  Additional  cash, to the extent  needed,  is expected to be provided from
commercial paper and intermediate- or long-term debt securities and intercompany
funds,  when available.  While the Company expects that market acceptance of its
debt will  continue  to be  strong,  additional  liquidity  is  available  under
revolving credit facilities and credit lines.

                                       12

<PAGE>

                         PITNEY BOWES CREDIT CORPORATION
      Item 2. - Management's Discussion and Analysis of Financial Condition

                 and Results of Operations (continued)
Year 2000
  The  Company  experienced  no  significant  Year 2000  issues on its  business
systems, products and supporting infrastructure. Minor issues noted in the early
days of the year were  fully  addressed  and  remedied  during the first week of
January  2000.  The Company has not noted or been notified by any third party of
any  significant  concerns  or  impacts  on its many  business  and  information
technology systems, products,  services and infrastructure or the failure of any
third party on which the  Company  relies,  to make timely  changes to their own
systems and processes.

  While the Company  has not been  notified  of any  specific  product or system
failure as a result of the Year 2000  issue,  it will  continue  its  monitoring
activity  into the second  quarter of 2000 to ensure that any problems  that may
arise are promptly addressed.

Regulatory Matters

  In  January  2000,  the  U.S. Postal Service  ("U.S.P.S.")  issued  a
proposed schedule for the phaseout of manually reset electronic  meters
in the U.S. as follows:
      As of February 1, 2000, new placements of manually reset electronic meters
  are no longer permitted. Current users of manually reset electronic meters can
  continue to use these  meters for the term of their  current  rental and lease
  agreements.

  Based on the  proposed  schedule,  the Company  believes  that the phaseout of
manually reset  electronic  meters will not cause a material  adverse  financial
impact on the Company.

  In May 1995, the U.S.P.S.  publicly  announced its concept of its  Information
Based  Indicia  Program  ("IBIP")  for future  postage  evidencing  devices.  As
initially  stated by the  U.S.P.S.,  the purpose of the program was to develop a
new standard for future digital postage evidencing  devices which  significantly
enhanced postal revenue  security and supported  expanded  U.S.P.S.  value-added
services to mailers.

  During the period from May 1995 through May, 2000, PBI has submitted extensive
comments to a series of proposed IBIP  specifications  issued by the U.S.P.S. In
March  2000,  the  U.S.P.S.  issued the latest set of  proposed  specifications,
entitled  "Performance  Criteria  for  Information  Based  Indicia and  Security
Architecture  for Open IBI Postage  Evidencing  Systems"  (the "IBI  Performance
Criteria"). PBI has submitted comments to the IBI Performance Criteria.

  In March 2000,  PBI received  approval  from the U.S.P.S.  for the  commercial
launch of the Internet  version of a product  which  satisfies  the proposed IBI
Performance Criteria,  ClickStampT Online. The personal computer version of this
product is  currently  in the final phase of beta  testing and is expected to be
ready for market upon final approval from the U.S.P.S.

Forward - Looking Statements

  The  Company  wants to caution  readers  that any  forward-looking  statements
(those which talk about the Company's or management's current expectations as to
the future) in this Form 10-Q or made by the Company  management  involve  risks
and  uncertainties  which may change based on various important  factors.  Words
such  as  "estimate",   "project",  "plan",  "believe",   "expect"  and  similar
expressions may identify such  forward-looking  statements.  Some of the factors
which could cause future  financial  performance to differ  materially  from the
expectations as expressed in any forward-looking  statement made by or on behalf
of the Company include:

     changes in postal regulations
     timely development and acceptance of new products
     success  in  gaining  product  approval  in  new  markets  where
      regulatory approval is required
     successful entry into new markets
     mailers' utilization of alternative means of communication or
      competitors' products
     our success at managing customer credit risk
     changes in interest rates

                                       13

<PAGE>

                           PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

  In the course of normal business, the Company and its parent, are occasionally
party to lawsuits. These may involve litigation by or against the Company and/or
PBI relating to, among other things:

     contractual rights under vendor,  insurance or other contracts
     intellectual property  or patent  rights
     equipment,  service or payment  disputes  with customers
     disputes with employees

  The Company is  currently a plaintiff  or  defendant  in a number of lawsuits,
none of which should have, in the opinion of  management  and legal  counsel,  a
material  adverse  effect on the  Company's  financial  position  or  results of
operations.

  In June 1999,  PBI was served with a Civil  Investigative  Demand ("CID") from
the U.S. Justice  Department's  Antitrust Division.  A CID is a tool used by the
Antitrust  Division for gathering  information and documents.  PBI believes that
the Justice  Department may be reviewing its efforts to protect its intellectual
property rights.  PBI believes it has complied fully with the antitrust laws and
is cooperating fully with the department's investigation.

Item 5- Other information

  PricewaterhouseCoopers  ("PwC") has  informed  PBI and its Board of  Directors
that it has notified  the SEC that there was a delay in the transfer  from PwC's
control of certain  retirement and other benefits which were due to the chair of
the Audit  Committee of the Board of  Directors  of PBI, as a former  partner of
Coopers &  Lybrand,  a  predecessor  of PwC.  PwC has  informed  PBI that  these
transfers  should have  occurred in May 1999,  but were  completed  on March 23,
2000.  The SEC has  advised  PBI  that  because  of this  delay,  PwC was not in
compliance  with  its  auditor  independence  regulations.  The SEC has  further
advised the company that it does not intend to take any action  against PBI with
respect to PBI's financial  statements as a result of PwC's  noncompliance.  The
PBI Board of Directors,  which is composed of nine non-employee and two employee
members, has reviewed this situation and has concluded, based on its examination
and review,  that the  delayed  transfer  of these  benefits  did not affect the
quality or integrity of PwC's audit of the PBI's financial statements.

                                       14

<PAGE>

Item 6 - Exhibits and Reports on Form 8-K
 a.   Exhibits (numbered in accordance with Item 601 of Regulation S-K).


     Reg S-K                                                     Incorporation
    Exhibits         Description                                 by Reference
    ---------  ----------------------------------------         ---------------
     (12)      Computation of Ratio of Earnings from Continuing See Exhibit (i)
               Operations to Fixed Charges                      on page 17
     (27)      Financial Data Schedule                          See Exhibit (ii)
                                                                on page 18

       There are no unregistered  debt  instruments in which the total amount of
        securities  authorized thereunder exceeds 10 percent of the total assets
        of the  Company.  Copies  of all  instruments  defining  the  rights  of
        securities holders are available on request.

 b.   No reports on Form 8-K were filed during the quarter ended March
   31, 2000.



                                       15

<PAGE>

                                   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 CREDIT CORPORATION

                              By/s/ Nancy E. Cooper

                        ----------------------
                                 Nancy E. Cooper

                           Vice President, Finance and

                        Chief Financial Officer
                        (Principal Financial Officer)

Dated:  May 12, 2000

                           By/s/ R. Jeffrey Macartney

                        ----------------------
                              R. Jeffrey Macartney

                             Controller
                        (Principal Accounting Officer)

Dated:  May 12, 2000


                                       16

<PAGE>
<TABLE>

                                   Exhibit (i)

  Computation of Ratio of Earnings from Continuing Operations to
                                  Fixed Charges

                     (in thousands of dollars)

                                                                Three Months Ended
                                                                       March 31,

                                                                --------------------

                                                                   2000      1999(2)
<S>                                                            <C>         <C>
   Income from continuing operations before income taxes       $  61,663   $  57,457
                                                                 -------     -------


   Fixed charges:
     Interest on debt                                             28,749      31,780
     One-third of rent expense                                       100         151
                                                                 -------     -------
   Total fixed charges                                            28,849      31,931
                                                                 -------     -------
   Earnings from continuing operations before fixed charges    $  90,512   $  89,388
                                                                 =======     =======

Ratio of earnings from continuing ops. to fixed charges(1)         3.14X       2.80X
                                                                 =======     =======







<FN>

(1) The  ratio of  earnings  from  continuing  operations  to fixed  charges  is
  computed by dividing earnings from continuing  operations before fixed charges
  by fixed charges.  Fixed charges  consist of interest on debt and one-third of
  rent expense as representative of the interest portion.

(2) Amounts have been  reclassified to reflect AMIC as discontinued  operations.
  Interest expense and the portion of rent representative of the interest factor
  of this  discontinued  operation  have been excluded from fixed charges in the
  computation.  Including these amounts in fixed charges,  the ratio of earnings
  to fixed charges would have been 3.10 for the first quarter of 1999.

</FN>

                                       17

<PAGE>

</TABLE>