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


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


                                    FORM 10-Q

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


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

                For the quarterly period ended September 30, 1997

                                       OR

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


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


                         Commission file number 0-13497

                         PITNEY BOWES CREDIT CORPORATION
           Incorporated pursuant to the Laws of the State of Delaware


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


       Internal Revenue Service -- Employer Identification No. 06-0946476

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


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


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 October 31, 1997, 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., 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




<PAGE>



                                  Page 2 of 14
                         PITNEY BOWES CREDIT CORPORATION




Part I -- FINANCIAL INFORMATION

Item 1. -- FINANCIAL STATEMENTS

Consolidated Statements of Income:
  Three and Nine Months Ended September 30, 1997 and 1996..................... 3
  Consolidated Balance Sheets:
     September 30, 1997 and December 31, 1996................................. 4
  Consolidated Statements of Cash Flow:
     Nine Months Ended September 30, 1997 and 1996............................ 5
  Notes to Consolidated Financial Statements................................ 6-7

Item 2. -- MANAGEMENT'S NARRATIVE ANALYSIS OF
THE RESULTS OF OPERATIONS AND FINANCIAL
CONDITION.................................................................. 8-10


Part II -- OTHER INFORMATION

Item 1.-- Legal Proceedings.................................................. 11
Item 6.-- Exhibits and Reports on Form 8-K................................... 11
Signatures................................................................... 12

Exhibit (i) -- Computation of Ratio of Earnings
to Fixed Charges............................................................. 13
Exhibit (ii)-- Financial Data Schedule....................................... 14




<PAGE>



                                  Page 3 of 14
                         Part I -- FINANCIAL INFORMATION
                         Item 1. -- FINANCIAL STATEMENTS

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


<TABLE>
                                                                  Three Months Ended September 30,   Nine Months Ended September 30,
                                                                  --------------------------------   -------------------------------
                                                                              1997            1996                1997          1996
                                                                              ----            ----                ----          ----
Revenue:
<S>                                                                      <C>             <C>                 <C>           <C>      
  Finance income...............................................          $ 189,445       $ 191,475           $ 555,998     $ 548,321
  Equipment sales..............................................                  -               -                   -           421
                                                                           -------         -------             -------       -------

    Total revenue..............................................            189,445         191,475             555,998       548,742
                                                                           -------         -------             -------       -------
  Selling, general and administrative..........................             47,902          47,814             131,643       126,078
  Depreciation and amortization................................             11,556          10,563              31,893        29,676
  Cost of equipment sales......................................                  -               -                   -           283
  Provision for credit losses..................................             13,386          17,547              44,352        48,117
  Interest.....................................................             51,172          50,394             152,165       149,663
                                                                           -------         -------             -------       -------
    Total expenses.............................................            124,016         126,318             360,053       353,817
                                                                           -------         -------             -------       -------
Income before income taxes.....................................             65,429          65,157             195,945       194,925
Provision for income taxes.....................................             17,940          21,081              58,432        64,206
                                                                           -------         -------             -------       -------
Net income.....................................................           $ 47,489       $  44,076           $ 137,513     $ 130,719
                                                                           =======         =======             =======       =======
Ratio of earnings to fixed charges.............................              2.27X           2.28X               2.28X         2.29X
                                                                           =======         =======             =======       =======
</TABLE>








                 See Notes to Consolidated Financial Statements



<PAGE>



                                  Page 4 of 14
                         PITNEY BOWES CREDIT CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                                   (unaudited)
                            (in thousands of dollars)


<TABLE>
                                                                              September 30,     December 31,
                                                                                       1997             1996
                                                                                       ----             ----
Assets:

<S>                                                                            <C>              <C>         
Cash.......................................................................    $     38,458     $     20,937
                                                                                  ---------        ---------
Investments:
  Finance assets (Note 2)..................................................       4,082,219        4,241,359
  Investment in leveraged leases...........................................         662,379          617,970
  Assets transferred from affiliate........................................          17,179           32,825
  Investment in operating leases, net of accumulated depreciation..........          76,120           86,634
  Allowance for credit losses..............................................        (104,413)         (98,721)
                                                                                  ---------        ---------
    Net investments........................................................       4,733,484        4,880,067
                                                                                  ---------        ---------

Mortgage servicing rights, net of accumulated amortization.................         190,788          138,146
Assets held for sale.......................................................         321,371          140,420
Other assets...............................................................         220,105          167,432
                                                                                  ---------        ---------
     Total assets..........................................................    $  5,504,206     $  5,347,002
                                                                                  =========        =========

Liabilities:

Senior notes payable within one year (Note 4)..............................    $  2,169,102     $  1,901,581
Short-term notes payable to affiliates (Note 4)............................               -          139,400
Accounts payable to affiliates.............................................         166,391          168,558
Accounts payable and accrued liabilities...................................         187,307          176,657
Deferred taxes.............................................................         503,878          478,624
Senior notes payable after one year (Note 4)...............................       1,150,000        1,275,000
Subordinated notes payable (Note 4)........................................         270,487          229,154
                                                                                  ---------        ---------
    Total liabilities......................................................       4,447,165        4,368,974
                                                                                  ---------        ---------

Stockholder's Equity:

Common stock...............................................................          46,000           46,000
Capital surplus............................................................          41,725           41,725
Retained earnings..........................................................         969,316          890,303
                                                                                  ---------        ---------
   Total stockholder's equity..............................................       1,057,041          978,028
                                                                                  ---------        ---------
     Total liabilities and stockholder's equity............................    $  5,504,206     $  5,347,002
                                                                                  =========        =========

</TABLE>






                 See Notes to Consolidated Financial Statements

<PAGE>



                                  Page 5 of 14
                         PITNEY BOWES CREDIT CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (unaudited)
                            (in thousands of dollars)


 <TABLE>
                                                                                     Nine Months Ended
                                                                              -------------------------------
                                                                              September 30,     September 30,
                                                                                       1997             1996
                                                                                       ----             ----
Operating Activities

<S>                                                                             <C>              <C>        
Net income.................................................................     $   137,513      $   130,719
Adjustments to reconcile net income to cash provided by
 operating activities:
  Provision for credit losses..............................................          44,352           48,117
  Depreciation and amortization............................................          31,893           29,676
  Cost of equipment sales..................................................               -              283
  (Decrease) increase in accounts payable to affiliates....................          (2,167)           1,372
  Increase in deferred taxes...............................................          25,254           74,104
  Increase (decrease) in accounts payable and accrued liabilities..........          10,650           (7,169)
  Increase in assets transferred from affiliates...........................          (4,475)          (4,559)
  Other, net...............................................................         (34,394)         (29,336)
                                                                                  ---------        ---------
Net cash provided by operating activities..................................         208,626          243,207
                                                                                  ---------        ---------

Investing Activities
  Investment in net finance assets.........................................      (1,491,563)      (1,023,467)
  Investment in operating leases...........................................         (11,807)          (9,027)
  Investment in leveraged leases...........................................         (23,934)               -
  Investment in assets held for sale.......................................        (509,060)        (237,971)
  Cash receipts collected under lease contracts, net of finance
     income recognized.....................................................       1,947,084        1,145,821
  Investment in mortgage service rights....................................         (68,671)         (34,759)
  Loans and advances to affiliates, net....................................         (12,397)          (3,534)
  Additions to equipment and leasehold improvements........................          (6,711)          (9,781)
                                                                                  ---------        ---------
Net cash used in investing activities......................................        (177,059)        (172,718)
                                                                                  ---------        ---------

Financing Activities
  Increase (decrease) in short-term debt, net..............................         388,021         (426,119)
  Settlement of long-term debt.............................................        (245,500)               -
  Proceeds from senior notes...............................................               -          500,000
  Proceeds from subordinated debt..........................................          41,333                -
  Settlement of short-term loans from affiliates...........................        (139,400)         (79,309)
  Dividends paid to Pitney Bowes Inc.......................................         (58,500)         (53,400)
                                                                                  ---------        ---------
Net cash used in financing activities......................................         (14,046)         (58,828)
                                                                                  ---------        ---------

Increase in cash...........................................................          17,521           11,661
Cash at beginning of period................................................          20,937           10,129
                                                                                  ---------        ---------
Cash at end of period......................................................     $    38,458      $    21,790
                                                                                  =========        =========


Interest paid..............................................................     $   150,420      $   153,334
                                                                                  =========        =========

Income taxes refunded, net.................................................     $   (18,155)     $   (34,400)
                                                                                  =========        =========

</TABLE>


                 See Notes to Consolidated Financial Statements

<PAGE>



                                  Page 6 of 14
                         PITNEY BOWES CREDIT CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  For the Nine Months Ended September 30, 1997
                                   (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  accruals)  necessary  to present  fairly the  financial
position as of September 30, 1997 and the results of  operations  and cash flows
for the nine  months  ended  September  30,  1997 and 1996 have  been  included.
Operating  results  for  the  nine  months  ending September  30,  1997  are not
necessarily  indicative  of the results  that may be expected for the year ended
December 31, 1997.

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, 1996.



Note 2 --Finance Assets

The composition of the Company's finance assets is as follows:
<TABLE>

                                                                              September 30,     December 31,
           (in thousands of dollars)                                                   1997             1996
                                                                                       ----             ----
<S>                                                                            <C>              <C>         
           Gross finance receivables.......................................    $  4,667,262     $  4,826,361
           Unguaranteed residual valuation.................................         668,521          700,776
           Initial direct costs deferred...................................          96,767           91,588
           Unearned income.................................................      (1,350,331)      (1,377,366)
                                                                                  ---------        ---------
             Total finance assets..........................................    $  4,082,219     $  4,241,359
                                                                                  =========        =========
</TABLE>


Note 3 -- Mortgage Servicing Rights

  Mortgage  servicing rights ("MSR") are recorded at the lower of amortized cost
or the present value of estimated net  servicing  income,  which does not exceed
fair market value and are  amortized in  proportion  to, and over the period of,
estimated net servicing income.  Fair value is estimated using a discounted cash
flow model which  incorporates  market discount and prepayment  rates as well as
other  assumptions  that market  participants  would use in their  estimates  of
future servicing income and expense. The Company's policy for evaluating MSR for
impairment is to stratify the mortgage servicing rights based on the predominant
risk  characteristics  of the underlying loans. Upon evaluation,  adjustments to
current period operations and the valuation allowance are made if any individual
portfolio  stratum is deemed  impaired.  Based on an evaluation  performed as of
September 30, 1997, no impairment was recognized in the Company's MSR portfolio.



<PAGE>


                                  Page 7 of 14
                         PITNEY BOWES CREDIT CORPORATION
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  For the Nine Months Ended September 30, 1997
                                   (Unaudited)
Note 4 -- Notes Payable

The composition of the Company's notes payable is as follows:
<TABLE>

                                                                               September 30,    December 31,
         (in thousands of dollars)                                                 1997              1996
                                                                                 ---------         ---------
         Senior Notes Payable:
           Commercial paper at the weighted average
<S>                                                                            <C>              <C>         
             interest rate of 5.68% (5.54% in 1996)........................    $  1,668,102     $  1,359,200
           Notes payable against bank lines of credit and others at a
             weighted average interest rate of 1.66% (2.11% in 1996).......         376,000          296,881
           Current installment of long-term debt due within one year at
             interest rates of 5.84% to 6.25% (5.63% to 7.48% in 1996).....         125,000          245,500
                                                                                  ---------        ---------
           Total senior notes payable due within one year..................       2,169,102        1,901,581

           Senior notes payable due after one year at interest rates of
             6.06% to 9.25% (5.63% to 9.25% in 1996).......................       1,150,000        1,275,000
                                                                                  ---------        ---------
           Total senior notes payable......................................       3,319,102        3,176,581
                                                                                  ---------        ---------
         Short-term Notes Payable to Affiliates:
           Notes payable to Pitney Bowes Inc. at a weighted
             average interest rate of 5.40% in 1996........................               -          139,400

         Subordinated Notes Payable:
           Non-interest bearing notes due Pitney Bowes Inc.................         270,487          229,154
                                                                                  ---------        ---------
         Total notes payable...............................................    $  3,589,589     $  3,545,135
                                                                                  =========        =========
</TABLE>



Note 5 -- Other

On August 21, 1997, the Company announced  that it had entered into an agreement
with  GATX  Capital   Corporation   ("GATX  Capital"),   a  subsidiary  of  GATX
Corporation,  that will  reduce  the  Company's  external  large-ticket  finance
portfolio by  approximately  $1.2  billion.  This  represents  approximately  50
percent  of  PBCC's  current  external  large-ticket  portfolio.  The  agreement
reflects PBCC's ongoing strategy of focusing on fee- and  service-based  revenue
rather than asset-based income.

Under  the  terms  of  the  agreement,   the  Company  will  transfer   external
large-ticket  finance  assets  through  a sale to  GATX  Capital  and a  limited
liability  company (the  "Transfer").  PBCC expects to receive  approximately $1
billion in cash  through the end of the year and an initial  equity  interest of
$175 million in the limited  liability  company  which will hold the  beneficial
interest in the assets.

This transaction is subject to a number of conditions to closing,  which include
certain regulatory approvals. As of September 30, 1997, the Company had received
$193 million as part of the  transaction,  and on November 6, 1997,  received ad
additional  $475  million in  proceeds.  The  remainder  of the  transaction  is
expected to close prior to the end of 1997. There is no assurance however,  that
it will close in a timely manner, or at all.



<PAGE>


                                  Page 8 of 14
                         PITNEY BOWES CREDIT CORPORATION

                         MANAGEMENT'S NARRATIVE ANALYSIS
              OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Results of Operations

Third Quarter of 1997 Compared to Third Quarter of 1996

   Finance  income in the third quarter of 1997  decreased 1.1 percent to $189.4
million  compared  to  $191.5  million  in 1996.  Finance  income  for  internal
small-ticket  financing  programs  increased  6.1 percent to $81.3  million from
$76.6  million  primarily  due to  higher  income  from  fee- and  service-based
programs  and  a  higher  earning  asset  base.   Finance  income  for  external
large-ticket  financing  programs  decreased to $48.1 million from $49.1 million
primarily due to lower  external  large-ticket  investment  levels in accordance
with the Company's  previously announced strategy to shift the foundation of the
external  financing  business from asset- to fee- and service-  based  revenues.
Finance income related to external small-ticket  financing programs decreased to
$40.5 million from $52.0 million primarily due to the sale of an asset portfolio
by Colonial  Pacific  Leasing  Corporation  ("CPLC") during the third quarter of
1996. Revenue generated from mortgage servicing  increased 41.3 percent to $19.5
million in the third  quarter of 1997  compared  with $13.8 million in the third
quarter of 1996, due to a larger  mortgage  servicing  portfolio in keeping with
the Company's fee-based income growth strategy.

Selling,  general and administrative  ("SG&A") expenses increased 0.2 percent to
$47.9  million in the third  quarter of 1997  compared to $47.8 million in 1996.
SG&A for internal  small-ticket  financing  programs  increased to $16.0 million
from $14.9 million  principally due to higher  professional fees and outsourcing
expenses related to new business  initiatives as well as consulting  services in
support  of  strategic  initiatives  such  as  improvements  to the  information
technology  and customer  service  departments.  SG&A for external  large-ticket
financing programs includes a charge of approximately $5.0 million for costs and
asset valuation  related to the Transfer (See Note 5 to  Consolidated  Financial
Statements).  Excluding the expenses relating to the Transfer, SG&A for external
large-ticket  financing  programs  increased  to $6.0  million in 1997 from $5.4
million in 1996 due to higher  personnel  related  expenses.  SG&A for  external
small-ticket  financing  programs  decreased to $15.0 million from $22.8 million
principally  due to fees related to the CPLC asset sale during the third quarter
of 1996. SG&A expenses related to mortgage  servicing  increased 25.5 percent to
$5.9  million  in  1997  from  $4.7  million  in  1996   primarily  due  to  the
administration of a larger mortgage servicing portfolio.

  Depreciation on operating leases was $2.7 million in the third quarter of 1997
compared to $3.4 million in 1996 reflecting a lower  operating lease  investment
balance at September 30, 1997 compared to September  30, 1996.  Amortization  of
mortgage servicing rights was $8.2 million in the third quarter of 1997 compared
to  $6.4  million  in  1996  due  to  a  larger  mortgage  servicing  portfolio.
Amortization of deferred costs associated with the Company's  participation in a
partnership transaction was $0.6 million for the third quarters of both 1997 and
1996.

  The  provision  for credit  losses was $13.4  million for the third quarter of
1997  compared   with  $17.5  million  in  1996.   The  provision  for  internal
small-ticket  financing  programs  decreased  to $6.7  million from $7.1 million
primarily due to lower reserve  requirements offset by increased  provisions for
new business  initiatives.  The  provision for external  small-ticket  financing
programs  was $6.8  million  for the third  quarter  of 1997  compared  to $10.6
million in 1996  primarily due to an  accelerated  provision  made in connection
with the sale of CPLC finance assets in the third quarter of 1996. The provision
for external large-ticket  financing programs was a credit of $.1 million in the
third quarter of 1997 compared with a credit of $.2 million in the third quarter
of 1996, reflecting favorable reserve adjustments in both 1997 and 1996 based on
management's current evaluation of expected losses.

  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) increased from 1.88 percent
at December 31, 1996 to 2.10 percent at September  30, 1997.  PBCC charged $38.7
million and $54.2 million  against the  allowance for credit losses  through the
third quarter of 1997 and 1996, respectively.



<PAGE>


                                  Page 9 of 14
                         PITNEY BOWES CREDIT CORPORATION

                         MANAGEMENT'S NARRATIVE ANALYSIS
              OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION



Results of Operations

Third Quarter of 1997 Compared to Third Quarter of 1996 (continued)

  Interest  expense was $51.2 million in the third quarter of 1997 compared with
$50.4 million in 1996. The increase  reflects higher average  borrowings in 1997
combined with slightly  higher interest  rates.  The effective  interest rate on
average  borrowings  was 6.05 percent for the third  quarter of 1997 compared to
5.99  percent for the same period of 1996.  The Company  does not match fund its
financing investments and does not apply different interest rates to its various
financing portfolios.

  The effective tax rate for the third quarter of 1997 was 27.4 percent compared
with 32.4 percent for the same period of 1996. The decrease is  principally  due
to  lower  state  tax  provisions  related  to  certain  external   large-ticket
transactions as well as a higher level of tax-exempt income.

The  Company's  ratio of earnings to fixed  charges was 2.27 times for the third
quarter of 1997 compared with 2.28 times for the same period of 1996. The slight
decrease is mainly due to higher interest expense in 1997.

First Nine Months of 1997 Compared to First Nine Months of 1996

  For the first nine months of 1997  compared to the same period of 1996,  total
revenue  increased 1.3 percent to $556.0  million,  SG&A expenses  increased 4.4
percent to $131.6 million,  depreciation and amortization  including the cost of
equipment  sales  increased 6.5 percent to $31.9  million,  provision for credit
losses decreased 7.8 percent to $44.4 million,  interest  expense  increased 1.7
percent to $152.2  million,  provision for income taxes decreased by 9.0 percent
to $58.4  million,  generating  a net income  increase  of 5.2 percent to $137.5
million.

The  variances  noted  in the  paragraph  above  include  certain  non-recurring
transactions  which affect the  comparability of results between periods.  These
include  the sale of  external  small-ticket  finance  assets  during  the third
quarter  of 1996  and the  sale  of the  Custom  Vendor  Finance  finance  asset
portfolio during the second quarter of 1996 and the charge of approximately $5.0
million related to the Transfer.

  Except for these  non-recurring  transactions,  the factors that  affected the
change in each of the above income or expense items were essentially the same as
those affecting the third quarter of 1997 versus 1996.


Financial Condition

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 60 and 58 percent  short-term and
40 and 42 percent  long-term  at  September  30,  1997 and  December  31,  1996,
respectively.  PBCC's swap-adjusted variable-rate versus fixed-rate debt mix was
52 percent  variable-rate and 48 percent fixed-rate at September 30, 1997 and 43
percent  variable-rate  and 57 percent  fixed-rate  at December  31,  1996.  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 has $250  million of unissued  debt  securities  available  from a
shelf registration  statement filed with the Securities and Exchange  Commission
in September 1995. Up to $250 million of medium-term  notes may be offered under
this  registration  statement.  The $250  million  available  under  this  shelf
registration  statement  should meet the Company's  financing needs for the next
two years.  The Company  also had unused  lines of credit and  revolving  credit
facilities  totaling $1.6 billion at September 30, 1997,  largely supporting its
commercial paper borrowings.

<PAGE>


                                  Page 10 of 14
                         PITNEY BOWES CREDIT CORPORATION

                         MANAGEMENT'S NARRATIVE ANALYSIS
              OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Liquidity and Capital Resources (continued)

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  to be  paid or  received  is
recognized over the life of the agreements as an adjustment to interest expense.
The Company also entered into an interest rate swap to manage interest rate risk
on a portion of the  transaction  with GATX Capital (See Note 5 to  Consolidated
Financial  Statements).  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 has entered into foreign currency contracts for the purpose
of minimizing its risk of loss from fluctuations in exchange rates in connection
with certain  intercompany loans and certain transfers to the Company by foreign
affiliates of foreign currency  denominated  lease  receivables.  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.

  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 third  quarter of 1997  decreased 3.5
percent from December 31, 1996. The decrease is principally  due to the shift in
emphasis from asset-based  investments in the external  large-ticket  segment to
fee-based  transactions.  Overall levels of lease  receivables  are in line with
management's expectations.

The Company  continues  to actively  pursue a strategy of external  large-ticket
asset sales,  thereby  allowing  the Company to focus on fee- and  service-based
revenue  rather than  asset-based  income.  In keeping with this  strategy,  the
Company has entered  into an  agreement  with GATX  Capital that will reduce the
Company's external large-ticket finance portfolio by approximately $1.2 billion.
This represents approximately 50 percent of PBCC's current external large-ticket
portfolio. (See Note 5 to Consolidated Financial Statements).

  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 .85 times at September 30, 1997 and
 .78 times at December 31, 1996.

  The  Company  will  continue  to use cash to invest  in  finance  assets  with
emphasis  on  internal  and  external   small-ticket  leasing  transactions  and
controlled investment in external large-ticket  financing 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 primarily dependent upon the level of
equipment  purchases  from Pitney  Bowes Inc.,  the level of external  financing
activity, capital requirements for new business initiatives, 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.
While the Company expects that market acceptance of its short-and long-term debt
will continue to be strong,  additional  liquidity is available  under revolving
credit facilities and credit lines.

--------------------------------------------------------------------------------
The  Company  wishes to  caution  readers  that any  forward-looking  statements
contained  in this Form 10-Q or made by the  management  of the Company  involve
risks and  uncertainties,  and are subject to change based on various  important
factors.  The  following  factors,  among  others,  could  affect the  Company's
financial results and could cause the Company's financial  performance to differ
materially from the expectations expressed in any forward-looking statement made
by or on behalf of the Company - the level of business and financial performance
of Pitney  Bowes Inc;  the impact of  governmental  financing  regulations;  the
success of the Company in developing strategies to manage debt levels, including
the  ability of the  Company to access the  capital  markets;  the  strength  of
worldwide  economies;  the effects of and changes in trade,  monetary and fiscal
policies and laws, and inflation and monetary fluctuations, including changes in
interest rates;  the willingness of customers to substitute  financing  sources;
and the level of write-offs  and the Company's  associated  collection and asset
management efforts.


<PAGE>


                                  Page 11 of 14
                           PART II - OTHER INFORMATION

Item 1 -- Legal Proceedings

  From  time to time,  the  Company  is a party to  lawsuits  that  arise in the
ordinary  course of its business.  These  lawsuits may involve  litigation by or
against the Company to enforce  contractual  rights under  vendor,  insurance or
other  contracts;  lawsuits  by or against the  Company  relating to  equipment,
service or payment  disputes with customers;  disputes with employees;  or other
matters.  The Company is currently a 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.

Item 6 -- Exhibits and Reports on Form 8-K

   a.   Financial Statements - see index on page 2
          Exhibits (numbered in accordance with Item 601 of Regulation S-K)
<TABLE>

         Reg S-K                                                            Incorporation
         Exhibits                   Description                              by Reference
        ---------     -------------------------------------------------    ---------------
<S>        <C>        <C>                                                   <C>  
           (12)       Computation of Ratio of Earnings to Fixed Charges     See Exhibit (i)
                                                                              on page 13
           (27)       Financial Data Schedule                               See Exhibit (ii)
                                                                              on page 14
</TABLE>

                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.  Reports on Form 8-K

                The following reports on Form 8-K were filed with the Securities
                and Exchange  Commission  during the quarter ended September 30,
                1997.

                Form 8-K dated August 21, 1997. This Form 8-K reported
                information under Item 2(Acquisition  or  Disposition of Assets)
                and Item 7 (Financial Statements and Exhibits).









<PAGE>


                                  Page 12 of 14
                                   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/ G. KIRK HUDSON
                                                    ----------------------
                                                        G. Kirk Hudson
                                                   Vice President - Finance
                                                   (Principal Financial and
                                                      Accounting Officer)
Dated:  November 13, 1997



<PAGE>



                                  Page 13 of 14
                                   Exhibit (i)
                Computation of Ratio of Earnings to Fixed Charges

                            (in thousands of dollars)


<TABLE>

                                             Three Months Ended                       Nine Months Ended
                                                 September 30,                           September 30,
                                            ----------------------                ------------------------
                                             1997             1996                 1997               1996
                                             ----             ----                 ----               ----

<S>                                     <C>               <C>                <C>                <C>       
Income before income taxes..........    $  65,429         $  65,157          $  195,945         $  194,925
                                           ------           -------            --------            -------


Fixed charges:
  Interest on debt..................       51,172            50,394             152,165            149,663
  One-third of rent expense.........          511               393               1,244              1,190
                                          -------           -------            --------            -------
Total fixed charges.................       51,683            50,787             153,409            150,853
                                          -------           -------            --------            -------

Earnings before fixed charges.......   $  117,112        $  115,944          $  349,354         $  345,778
                                          =======           =======            ========            =======

Ratio of earnings to
  fixed charges (1).................        2.27X             2.28X               2.28X              2.29X
                                          =======           =======            ========           ========




                                                           Years Ended December 31,
                                        -------------------------------------------------------------
                                             1996         1995         1994         1993         1992
                                             ----         ----         ----         ----         ----


<S>                                     <C>          <C>          <C>          <C>          <C>      
Income before income taxes..........    $ 266,089    $ 231,334    $ 218,913    $ 189,960    $ 185,704
                                          -------      -------     --------     --------      -------
Fixed charges:
  Interest on debt..................      201,543      202,090      151,239      137,372      146,594
  One-third of rent expense.........        1,530        1,519        1,463        1,575        1,491
                                          -------      -------     --------     --------      -------
Total fixed charges.................      203,073      203,609      152,702      138,947      148,085
                                          -------      -------     --------     --------      -------

Earnings before fixed charges.......    $ 469,162    $ 434,943    $ 371,615    $ 328,907    $ 333,789
                                          =======      =======     ========     ========      =======

Ratio of earnings to
  fixed charges (1).................        2.31X        2.14X        2.43X        2.37X        2.25X
                                          =======      =======     ========     ========      =======

</TABLE>





(1)  The ratio of  earnings to fixed  charges is  computed by dividing  earnings
     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.