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 March 31, 2001

                                       OR

          |_| 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 |_|

As of April 30, 2001,  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>




                         PITNEY BOWES CREDIT CORPORATION



<TABLE>

            Part I -- FINANCIAL INFORMATION

                ITEM 1.-- FINANCIAL STATEMENTS
<S>                                                                                                              <C>
                    Consolidated Statements of Income:
                      Three Months Ended March 31, 2001 and 2000..........................................        3
                    Consolidated Balance Sheets:
                      At March 31, 2001 and December 31, 2000.............................................        4
                    Consolidated Statements of Cash Flow:
                      Three Months Ended March 31, 2001 and 2000..........................................        5
                    Notes to Consolidated Financial Statements............................................        6

                ITEM 2. -- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                    FINANCIAL CONDITION AND RESULTS OF OPERATIONS.........................................       10


            Part II -- OTHER INFORMATION

                ITEM 1.-- LEGAL PROCEEDINGS...............................................................       15

                ITEM 6.-- EXHIBITS AND REPORTS ON FORM 8-K................................................       15

                SignatureS................................................................................       16

                    Exhibit (i)-- Computation of Ratio of Earnings to Fixed Charges.......................       17



</TABLE>


<PAGE>



                         Part I -- FINANCIAL INFORMATION

                         ITEM 1. -- FINANCIAL STATEMENTS


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

<TABLE>
<CAPTION>

                                                                                        Three Months Ended March 31,
                                                                                        ----------------------------

                                                                                              2001             2000
                                                                                              ----             ----
Revenue:
<S>                                                                                      <C>              <C>
  Finance income........................................................                 $ 145,656        $ 142,106
                                                                                           -------          -------


Expenses:
  Selling, general and administrative...................................                    28,027           31,172
  Interest, net.........................................................                    28,215           28,749
  Provision for credit losses...........................................                    13,106           16,918
  Depreciation and amortization.........................................                     2,850            3,604
                                                                                           -------          -------

    Total expenses......................................................                    72,198           80,443
                                                                                           -------          -------

Income before income taxes..............................................                    73,458           61,663
Provision for income taxes..............................................                    21,829           16,224
                                                                                           -------          -------



Net income..............................................................                 $  51,629       $   45,439
                                                                                           =======          =======

Ratio of earnings to fixed charges......................................                     3.59X            3.14X
                                                                                           =======          =======

</TABLE>



                 See Notes to Consolidated Financial Statements



<PAGE>



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

<TABLE>
<CAPTION>

                                                                                 March 31,        December 31,
                                                                                    2001              2000
                                                                                 ---------          ---------
ASSETS

<S>                                                                            <C>             <C>
Cash and cash equivalents............................................          $    101,443    $       81,211

Investments:
  Finance assets.....................................................             2,730,921         2,842,232
  Investment in leveraged leases.....................................             1,037,868         1,024,202
  Investment in operating leases, net of accumulated depreciation....                25,441            29,477
  Allowance for credit losses........................................               (73,363)          (74,129)
                                                                                  ---------         ---------

    Net investments..................................................             3,720,867         3,821,782
                                                                                  ---------         ---------

Assets held for sale.................................................               349,112           363,622
Investment in partnership............................................               165,512           166,850
Loans and advances to affiliates.....................................               987,218           968,430
Other assets.........................................................               159,009           127,991
                                                                                  ---------         ---------

       Total assets..................................................          $  5,483,161      $  5,529,886
                                                                                  =========         =========

LIABILITIES

Senior notes payable within one year.................................          $    848,726      $  1,004,949
Short-term notes payable to affiliates...............................               120,564           119,464
Accounts payable to affiliates.......................................               232,972           207,473
Accounts payable and accrued liabilities.............................               373,585           338,385
Deferred taxes.......................................................               590,973           592,230
Senior notes payable after one year..................................             1,254,332         1,224,819
Long-term notes payable to affiliates................................               259,000           259,000
Subordinated notes payable...........................................               362,926           362,926
                                                                                  ---------         ---------

     Total liabilities...............................................             4,043,078         4,109,246
                                                                                  ---------         ---------

STOCKHOLDER'S EQUITY

Common stock.........................................................                46,000            46,000
Capital in excess of par value.......................................               341,725           341,725
Retained earnings....................................................             1,060,862         1,032,915
Accumulated other comprehensive income...............................                (8,504)                -
                                                                                  ---------         ---------

     Total stockholder's equity......................................             1,440,083         1,420,640
                                                                                  ---------         ---------

       Total liabilities and stockholder's equity....................          $  5,483,161      $  5,529,886
                                                                                  =========         =========

</TABLE>






                 See Notes to Consolidated Financial Statements




<PAGE>


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

<TABLE>
<CAPTION>

                                                                                 Three Months Ended March 31,
                                                                                -----------------------------

                                                                                      2001              2000
                                                                                      ----              ----
OPERATING ACTIVITIES
<S>                                                                            <C>               <C>
Net Income...................................................................  $     51,629      $    45,439
Adjustments to reconcile net income to net cash provided by
   operating activities:
     Provision for credit losses.............................................        13,106           16,918
     Depreciation and amortization...........................................         2,850            3,604
     Increase in deferred taxes..............................................         4,412           21,887
     (Increase) decrease in other assets.....................................        (4,090)           4,814
     Increase (decrease) in accounts payable to affiliates...................        25,499          (45,302)
     Increase in accounts payable and accrued liabilities....................        21,027           12,965
Other, net...................................................................         2,517          (15,636)
                                                                                  ---------        ---------

Net cash provided by operating activities....................................       116,950           44,689
                                                                                  ---------        ---------

INVESTING ACTIVITIES
Proceeds and cash receipts from sale of discontinued operations..............             -          512,780
Collection on (investment in) revolving credit products, net.................        46,912          (11,954)
Investment in net finance assets.............................................      (157,066)        (196,122)
Investment in leveraged leases...............................................        (3,312)          (5,019)
Investment in assets held for sale...........................................      (103,511)         (53,618)
Cash receipts collected under lease contracts, net of finance
  income recognized..........................................................       318,296          295,291
Short-term loans and advances to affiliates, net.............................       (18,788)             920
                                                                                  ---------        ---------

Net cash provided by investing activities....................................        82,531          542,278
                                                                                  ---------        ---------

FINANCING ACTIVITIES
Change in commercial paper borrowings, net...................................       120,700         (168,250)
Change in other short-term debt, net.........................................             -         (465,573)
Proceeds from senior notes...................................................             -           43,268
Loans from affiliates........................................................         1,100            2,850
Repayment of senior notes....................................................      (277,367)               -
Dividends paid to Pitney Bowes Inc...........................................       (23,682)         (22,650)
                                                                                  ---------        ---------

Net cash used in financing activities........................................      (179,249)        (610,355)
                                                                                  ---------        ---------


Increase (decrease) in cash and cash equivalents.............................        20,232          (23,388)

Cash and cash equivalents at beginning of period.............................        81,211          132,914
                                                                                  ---------        ---------

Cash and cash equivalents at end of period...................................  $    101,443      $   109,526
                                                                                  =========        =========

Interest paid................................................................  $     46,007      $    36,287
                                                                                  =========        =========

Income taxes refunded, net...................................................  $    (23,340)     $   (13,357)
                                                                                  =========        =========
</TABLE>


                 See Notes to Consolidated Financial Statements


<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,  2001 and  December  31,  2000,  and the results of
operations  for the three  months  ended March 31,  2001 and 2000,  and the cash
flows for the three  months  ended March 31,  2001 and 2000 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, 2001
are not necessarily  indicative of the results that may be expected for the year
ending December 31, 2001.  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, 2000.


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  effect  of the  sale  was  included  in 1999
operating results and the transaction is subject to post-closing adjustments.

Note 3 -- Finance Assets

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

                                                                                 March 31,       December 31,
           (in thousands of dollars)                                               2001              2000
                                                                                 ---------         ---------

<S>                                                                              <C>              <C>
            Lease finance receivables......................................      $2,787,274       $2,831,418
            Other finance receivables .....................................         275,254          343,108
                                                                                  ---------        ---------

              Total gross finance receivables..............................       3,062,528        3,174,526
            Unguaranteed residual valuation................................         349,513          356,831
                                                                                  ---------        ---------

              Total gross finance assets ..................................       3,412,041        3,531,357
            Initial direct costs deferred..................................          42,846           43,845
            Unearned income................................................        (723,966)        (732,970)
                                                                                  ---------        ---------

              Total finance assets.........................................      $2,730,921       $2,842,232
                                                                                  =========        =========

</TABLE>


<PAGE>


                         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:
<TABLE>


                                                                                          March 31,         December 31,
         (in thousands of dollars)                                                          2001                2000
                                                                                          ---------         ---------
         Senior Notes Payable:
           Commercial paper at the weighted average
<S>                                                                                      <C>                 <C>
             interest rate of 5.34% (6.37% in 2000)..........................            $  647,000          $  526,300
           Other notes payable at a weighted average interest rate
             of 7.51% in both 2001 and 2000..................................                 1,726               1,649
           Current installment of long-term debt due within one year at
              an interest rate of 6.78% to 6.80% (6.78% to 7.23% in 2000)....               200,000             477,000
                                                                                          ---------           ---------

            Total senior notes payable due within one year...................               848,726           1,004,949


            Senior notes payable due after one year at interest rates of
              5.65% to 9.25% in both 2001 and 2000...........................             1,254,332           1,224,819
                                                                                          ---------           ---------

            Total senior notes payable.......................................             2,103,058           2,229,768
                                                                                          ---------           ---------

         Notes Payable to Affiliates:
            Due within one year at an interest rate of 5.38% in 2001 and 2000               120,564             119,464
            Due after one year at an interest rate of 5.38% in 2001 and 2000.               259,000             259,000
                                                                                          ---------           ---------

            Total notes payable to affiliates................................               379,564             378,464
                                                                                          ---------           ---------
         Subordinated Notes Payable:
            Non-interest bearing notes due Pitney Bowes Inc. ("PBI").........               362,926             362,926
                                                                                          ---------           ---------

         Total notes payable.................................................            $2,845,548          $2,971,158
                                                                                          =========           =========
</TABLE>


Interest,  net, as reported on the  consolidated  statements of income is net of
interest income earned on loans made to the Company's parent,  Pitney Bowes Inc.
("PBI") and to other  affiliates.  Total interest income,  including income from
loans to Pitney  Bowes,  was $17.0 million and $8.7 million for the three months
ended March 31, 2001 and 2000, respectively.

PBCC has $425 million of unissued  debt  securities  available at March 31, 2001
from a shelf registration  statement filed with the SEC in July 1998. 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, of which $175
million remained available at March 31, 2001.

In December  2000,  PBCC issued $100  million of unsecured  floating  rate notes
maturing  in April  2002 and $100  million  of  unsecured  floating  rate  notes
maturing in June 2004, available under the medium-term note program. These notes
bear  interest  at  floating  rates of LIBOR  plus 5 basis  points  and 25 basis
points, respectively,  which are set as of the quarterly interest payment dates.
The  proceeds  from  these  notes  were  used for  general  corporate  purposes,
including the repayment of commercial paper.

In April 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.

In March 2000,  PBCC  issued  $43.3  million of 7.515  percent  senior  notes to
various  holders  maturing 2002 through 2012. The proceeds from these notes were
used to pay down commercial paper.




<PAGE>


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


   Note 5 -- Business Segment Information

The Company operates in two reportable segments:  Internal Financing and Capital
Services.  Internal  Financing  provides  marketing  support to PBI and includes
financing of mailing, paper handling and shipping equipment and scales. Internal
Financing also includes  convenient  financing  alternatives for the purchase of
postage and other services  targeted  toward the small business  owner.  Capital
Services  primarily  provides  large-ticket  financing  and  fee-based  programs
covering a broad range of products and other financial services.

In December 2000, Pitney Bowes announced that its board of directors  approved a
formal plan to  spin-off  its Office  Systems  business  to  stockholders  as an
independent,   publicly-traded  company.  The  transaction  is  expected  to  be
completed by the end of the third  quarter  2001.  Office  Systems  includes the
copier and  facsimile  businesses,  financing  for which had been  included as a
component of PBCC's Internal Financing segment. For the three months ended March
31, 2001 operating results of Office Systems have been segregated and treated as
discontinued  operations by PBI. Accordingly,  copier and facsimile financing is
being reported as a component of Capital Services.  Prior years' information has
been reclassified to conform to current year presentation.

Segmental  revenue and income  before  income  taxes for the three  months ended
March 31, 2001 and 2000 are presented below.  Revenue  generated  outside of the
United States is not considered material.
<TABLE>
<CAPTION>

                                                                                      Three Months Ended March 31,
                                                                                      -----------------------------

                                                                                             2001              2000
                                                                                             ----              ----
    (in thousands of dollars)
    Revenue:
<S>                                                                                    <C>               <C>
      Internal Financing.....................................................          $  102,052        $  101,470
      Capital Services.......................................................              43,604            40,636
                                                                                         --------          --------
    Total revenue............................................................          $  145,656        $  142,106
                                                                                         ========          ========


    (in thousands of dollars)
    Income before income taxes:
       Internal Financing....................................................          $   59,412       $    51,949
       Capital Services......................................................              14,046             9,714
                                                                                         --------         ---------
           Total income before income taxes..................................          $   73,458       $    61,663
                                                                                         ========         =========
</TABLE>

   The Company fully allocates corporate expenses to its individual divisions.

Note 6 -- Adoption of New Accounting Standard

The Company adopted Statement of Financial Accounting Standards ("SFAS") 133, as
amended  by  SFAS  138,  "Accounting  for  Derivative  Instruments  and  Hedging
Activities",  on January 1, 2001.  SFAS 133  requires  that all  derivatives  be
recorded on the  consolidated  balance sheet at fair value.  Changes in the fair
value of derivatives are recorded each period in earnings or Other Comprehensive
Income  (Loss)  ("OCI")  depending  on the type of  hedging  instrument  and the
effectiveness of those hedges.

All of the  derivatives  used by the Company as hedges are highly  effective  as
defined by SFAS 133 because all of the critical terms of the  derivatives  match
those of the  hedged  items.  The  derivatives  used by the  Company  have  been
designated  as either cash flow or fair value  hedges at the time of adoption of
SFAS 133.  Derivatives  designated as cash flow hedges  consist of interest rate
swaps related to variable-rate debt. Derivatives designated as fair value hedges
consist of interest rate swaps related to fixed-rate  debt. All  derivatives are
adjusted to their fair market values at the end of each quarter.  Unrealized net
gains and losses for cash flow hedges are recorded in OCI.

The  Company  periodically  enters into  interest  rate swaps to manage the risk
associated  with changes in interest  rates.  During the quarter ended March 31,
2001,  the Company  recorded  unrealized  net losses after taxes  totaling  $8.5
million,  including a one-time  cumulative  effect of  accounting  change  which
reduced OCI by $7.0 million.


<PAGE>


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

Note 7 -- Accounting Pronouncements

During  1999,  the  Securities  and  Exchange  Commission  ("SEC")  issued Staff
Accounting   Bulletin  ("SAB")  No.  101,  "Revenue   Recognition  in  Financial
Statements",   summarizing  certain  guidance  in  applying  generally  accepted
accounting  principles  to revenue  recognition  in  financial  statements.  The
Company  adopted  the  provisions  of SAB No.  101 in the fourth  quarter  2000,
retroactive  to  January  1,  2000.  Adoption  of this  standard  did not have a
material impact on the Company.

During 2000, SFAS No. 140,  "Accounting for Transfers and Servicing of Financial
Assets and  Extinguishments of Liabilities" was issued,  replacing SFAS No. 125,
"Accounting for Transfers and Servicing of Financial Assets and  Extinguishments
of  Liabilities".  SFAS  No.  140  revises  the  standards  for  accounting  for
securitizations and other transfers of financial assets and collateral,  as well
as requiring certain additional  disclosures.  However,  it carries over most of
the  provisions  contained  in SFAS No.  125.  SFAS  No.  140 is  effective  for
transfers and servicing of financial  assets and  extinguishment  of liabilities
occurring after March 31, 2001. However, it is effective for the recognition and
reclassification   of  collateral   and  for   disclosures   relating  to  those
transactions  for the three months  ended March 31,  2001.  The Company does not
expect  implementation of this statement to have a material effect on results of
operations, financial position or cash flows.

Note 8 -- Stockholder's Equity

The following is a reconciliation of stockholder's equity:
<TABLE>
<CAPTION>

                                                                                                   Accumulated
                                                                           Capital                    Other         Total
                                                              Common      in Excess   Retained    Comprehensive Stockholder's
   (in thousands of dollars)                                   Stock       of Par     Earnings       Income        Equity
                                                               -----       ------     --------        -----        ------


<S>                                                        <C>            <C>          <C>                       <C>
   Balance December 31, 2000.........................      $    46,000    $  341,725   $1,032,915   $        -   $1,420,640
   Net income........................................                -             -       51,629            -       51,629
   Dividends paid to PBI.............................                -             -      (23,682)           -      (23,682)
   Other comprehensive income:
        Cumulative effect of accounting change.......                -             -            -       (6,988)      (6,988)
         Unrealized net loss on derivative instruments               -             -            -       (1,516)      (1,516)
                                                              --------      --------     --------     --------    ---------
   Balance March 31, 2001............................      $    46,000    $  341,725   $1,060,862   $   (8,504)  $1,440,083
                                                              ========      ========     ========     ========    =========
</TABLE>

At March 31, 2001, 10,000 shares of common stock,  no-par with a stated value of
$100,000 per share were  authorized  and 460 shares were issued and  outstanding
and amounted to $46.0  million at March 31, 2001 and  December 31, 2000.  All of
the Company's stock is owned by Pitney Bowes.


Note 9 -- Other Matters

As part of a strategic  alliance with U.S. Bank, a division of U.S. Bancorp,  on
June 30,  2000  PBCC  sold its  PitneyWorksSM  Business  RewardsSM  Visa(R)  and
Business  Visa(R)  card   operations,   including  credit  card  receivables  of
approximately $322 million.  The Company expects to earn fees in connection with
the  strategic  alliance  with U.S.  Bank.  However,  the Company will no longer
originate  credit card  receivables and as a result will not earn finance income
on those balances. The transaction is subject to post-closing adjustments.



<PAGE>


                         PITNEY BOWES CREDIT CORPORATION

                ITEM 2.-- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

Net income for the three  months  ending March 31, 2001  increased  $6.2 million
(13.6%) to $51.6  million  compared  with $45.4  million  for the same period of
2000.  The  improvement  was  attributable  to growth in the Company's  Internal
Financing segment;  higher fee- and service-based  income and higher earnings in
the leveraged lease  portfolio.  Net income was also affected by lower costs due
to the sale of the  Company's  credit card  operations in June 2000 offset by an
increased tax provision over the prior year.

As part of a strategic  alliance with U.S. Bank, a division of U.S. Bancorp,  on
June 30,  2000  PBCC  sold its  PitneyWorksSM  Business  RewardsSM  Visa(R)  and
Business  Visa(R)  card   operations,   including  credit  card  receivables  of
approximately $322 million.  The Company expects to earn fees in connection with
the  strategic  alliance  with U.S.  Bank.  However,  the  Company  is no longer
originating  credit card receivables and as a result will not be earning finance
income  on  those   balances.   The   transaction  is  subject  to  post-closing
adjustments.

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.

Operating Results

Finance income from all sources  increased $3.6 million (2.5%) to $145.7 million
for the first  three  months of 2001  compared  to $142.1  million for the first
three months of 2000. The increase primarily reflects a combination of portfolio
growth  in  the  internal   leasing   business  coupled  with  higher  fee-  and
service-based revenue from the Company's postage payment programs, partly offset
by the impact of the sale of the Company's credit card operations in June 2000.

Selling,  general and  administrative  ("SG&A") expenses  decreased $3.2 million
(10.1%) to $28.0  million for the first three  months of 2001  compared to $31.2
for the first three months of 2000. The decrease  primarily reflects the sale of
the credit card portfolio in June 2000 and fees  associated with certain Capital
Services partnership leasing transactions during the first three months of 2000.

Net interest  expense  decreased  $0.5 million  (1.9%) to $28.2  million for the
first three months of 2001  compared to $28.7 million for the first three months
of 2000.  The decrease in 2001 was due to lower average  borrowings  required to
support  lower  earning  asset  levels  related to the sale of the  credit  card
operations,  partly  offset  by higher  interest  rates in 2001.  The  effective
interest  rate on average  borrowings  was 6.80 percent in 2001 compared to 6.54
percent in 2000. The Company does not match fund its financing investments.

The provision for credit losses  decreased $3.8 million (22.5%) to $13.1 million
for the first three months of 2001 compared to $16.9 million for the first three
months of 2000.  The  decrease is  primarily  due to the sale of the credit card
portfolio  in 2000  partly  offset by growth in the  Company's  postage  payment
programs.

Depreciation and amortization decreased $0.7 million (20.9%) to $2.9 million for
the three  months ended March 31, 2001  compared to $3.6  million in 2000.  This
reflects a lower operating lease  investment  balance at March 31, 2001 compared
to the prior year.

Provisions  for income taxes were $21.8 million (an effective tax rate of 29.7%)
for the first three months of 2001  compared to $16.2  million (an effective tax
rate of 26.3%) for the first three months of 2000. The increase in the effective
tax rate is primarily due to the decreased  impact of certain  Capital  Services
partnership leasing transactions entered into in prior years.


<PAGE>


                         PITNEY BOWES CREDIT CORPORATION

                ITEM 2.-- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Business Segments

In December 2000, Pitney Bowes announced that its board of directors  approved a
formal plan to  spin-off  its Office  Systems  business  to  stockholders  as an
independent,   publicly-traded  company.  The  transaction  is  expected  to  be
completed by the end of the third  quarter  2001.  Office  Systems  includes the
copier and  facsimile  businesses,  financing  for which had been  included as a
component of PBCC's Internal Financing segment. For the three months ended March
31, 2001 operating results of Office Systems have been segregated and treated as
discontinued  operations by PBI. Accordingly,  copier and facsimile financing is
being reported as a component of Capital Services.  Prior years' information has
been reclassified to conform to current year presentation.

Revenue and income before taxes for the Company, by business segment, for the
three months ended March 31, 2001 and 2000 are summarized below.
<TABLE>

                                                                                Three Months Ended March 31,
                                                                                ----------------------------

                                                                                      2001              2000
                                                                                      ----              ----
(in thousands of dollars)
Revenue:
<S>                                                                             <C>               <C>
  Internal Financing..........................................                  $  102,052        $  101,470
  Capital Services............................................                      43,604            40,636
                                                                                   -------           -------
       Total revenue..........................................                  $  145,656        $  142,106
                                                                                   =======           =======


(in thousands of dollars)
Income before income taxes:
  Internal Financing..........................................                  $   59,412        $   51,949
  Capital Services............................................                      14,046             9,714
                                                                                   -------           -------
       Total income before income taxes.......................                  $   73,458        $   61,663
                                                                                   =======           =======
</TABLE>

Internal  Financing revenue increased 0.6 percent and income before income taxes
increased  14.4 percent for the first three months of 2001 compared to the first
three months of 2000.  The increase in revenue was mainly due to higher  earning
asset  levels and  higher  fee-based  income  attributable  to  postage  payment
programs  offset  by  the  impact  of the  sale  of the  Company's  credit  card
operations in June 2000. The increase in income before taxes was mainly due to a
lower credit loss provision and lower interest costs, both related to the credit
card operations referred to above.

Capital  Services  revenue  increased 7.3 percent and income before income taxes
increased  44.6 percent for the first three months of 2001 compared to the first
three months of 2000. The increase in revenue is driven by higher fee income and
higher earnings in the leveraged lease portfolio.  The increase in income before
income taxes  reflects  these  revenue  improvements  as well as lower  interest
costs.  The Company  continues to pursue a strategy of selective asset sales and
limited new investments.

Portfolio Quality

Finance assets  represent the Company's  largest asset and its primary source of
revenue. The Company's finance assets at March 31, 2001 decreased $111.3 million
to  approximately  $2.7  billion from  approximately  $2.8 billion at the end of
2000.  The decrease was primarily due to the Company's  ongoing effort to reduce
Capital  Services asset levels and a lower  investment in the Company's  postage
payment and revolving credit products.

Lease  finance  receivables  represent  the  Company's  expected  future  rental
payments on its finance  leases and  amounted to  approximately  $2.8 billion at
both March 31, 2001 and December 31, 2000.

Other finance  receivables  are primarily  comprised of amounts  invested in the
Company's  postage payment and revolving  credit  products,  and as of March 31,
2000 included the PitneyWorksSM  Business RewardsSM Visa(R) and Business Visa(R)
card  operations  that were sold in June  2000.  The  balance  of other  finance
receivables at March 31, 2001 was $275.3  million  compared to $343.1 million at
December 31, 2000. The decrease  reflects the seasonality of postage  purchases,
as well as the impact of the postal rate increase in January 2001.

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 1.72 percent at March 31,
2001 and 1.71 percent at December 31, 2000.  PBCC charged $13.9 million  against
the  allowance  for credit  losses for the three  months  ended  March 31,  2001
compared to $19.2 million in 2000.


<PAGE>


                         PITNEY BOWES CREDIT CORPORATION
                ITEM 2.-- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources

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 34 percent  short-term  and 66
percent  long-term at March 31, 2001  compared to 38 percent  short-term  and 62
percent  long-term  at December  31, 2000.  PBCC's  swap-adjusted  variable-rate
versus  fixed-rate  debt  mix  was  38  percent  variable-rate  and  62  percent
fixed-rate at March 31, 2001 compared to 42 percent variable-rate and 58 percent
fixed-rate at December 31, 2000.  The Company may borrow through the issuance of
commercial paper,  under its confirmed bank lines of credit,  and by private and
public offerings of  intermediate-  or long-term debt securities.  Together with
its parent,  PBI,  the Company had unused lines of credit and  revolving  credit
facilities  totaling  $1.45 billion at March 31, 2001,  largely  supporting  its
commercial paper borrowings.  More detailed information  regarding the Company's
debt is contained in Note 4 to the CONSOLIDATED FINANCIAL STATEMENTS.

PBCC has $425 million of unissued  debt  securities  available at March 31, 2001
from a shelf registration  statement filed with the SEC in July 1998. 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, of which $175
million remained available at March 31, 2001.

In December  2000,  PBCC issued $100  million of unsecured  floating  rate notes
maturing  April 2002 and $100 million of unsecured  floating rate notes maturing
June 2004,  under the  medium-term  note  program.  These notes bear interest at
floating  rates of LIBOR plus 5 basis points and 25 basis points,  respectively,
set as of the quarterly  interest  payment dates.  The proceeds from these notes
were used for general corporate purposes,  including the repayment of commercial
paper.

In April 2000,  certain  partnerships  controlled by affiliates of PBCC issued a
total of $134  million of Series A and  Series B Secured  Floating  Rate  Senior
Notes. The notes are due in 2003 and bear interest at 7.44 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 bear  interest  at 8.073  percent for the first three years and reset in May
2003 and each third anniversary of the first reset date.

In March 2000,  PBCC issued $43.3 million of 7.52 percent  Senior Notes maturing
2002  through  2012.  The  proceeds  from  these  notes  were  used to pay  down
commercial paper.

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 over the life of
the agreements is recognized as an adjustment to interest  expense.  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.  At March 31, 2001 the
Company was  counterparty to interest rate swaps with a total notional amount of
$550 million.

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. 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, 2001 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.

Under the Finance Agreement  between Pitney Bowes and the Company,  Pitney Bowes
is obligated on a quarterly basis to make payments, to the extent necessary,  so
that the  Company's  earnings  available for fixed charges for the preceding one
year period  shall not be less than 1.25 times its fixed  charges.  Pitney Bowes
has also agreed to make any past due principal,  interest or premium payments on
behalf of PBCC in respect to all approved debt and/or  commercial  paper, in the
event that PBCC is unable to make such payments.  To date, no such payments from
Pitney Bowes have been required.


<PAGE>


                         PITNEY BOWES CREDIT CORPORATION
                ITEM 2.-- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources (continued)
The Company will continue to use cash to invest in finance  assets with emphasis
on Internal  Financing  transactions  and select  investment in Capital Services
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 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 come 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.

Regulatory Matters
During 2000, the U.S.  Postal Services  ("USPS") issued a proposed  schedule for
the phase out of manually reset electronic  meters in the U.S. 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.  Leases or
rentals due to expire in the year 2000 can be extended to December 31, 2001.

In  August  2000,  the USPS  also  issued a  proposal  to  cease  placements  of
non-digital,  or letterpress,  meters as follows:  new placements of non-digital
meters  with a  "timeout"  feature  that  enable the meters to be  automatically
disabled,  if not reset within a specified  time period are no longer  permitted
after December 2003; new placements of non-digital  meters without the "timeout"
feature are no longer permitted after June 2001.

PBI has submitted comments to the USPS proposed schedules described above. Based
on the proposed  schedule,  the company  believes that the phase out of manually
reset electronic  meters will not cause a material  adverse  financial impact on
the company.  PBI is working with the USPS to meet the  non-digital  meter phase
out schedule and is currently  evaluating the potential  financial impact on the
company.

As a result  of PBI's  aggressive  efforts  to meet  the USPS  mechanical  meter
migration  phase  out  schedule  combined  with  PBI's  ongoing  and  continuing
investment  in  advanced  postage  evidencing  technologies,  mechanical  meters
represented  less than 1 percent of PBI's  installed U.S. meter base at December
31, 2000 and 1999, respectively. PBI continues to work in close cooperation with
the USPS to convert those  mechanical  meter  customers who have not migrated to
digital or electronic meters.

In May 1995, the USPS publicly  announced its concept of its  Information  Based
Indicia  Program  (IBIP) for future  postage  evidencing  devices.  As initially
stated by the USPS, the purpose of the program was to develop a new standard for
future digital postage  evidencing  devises which  significantly  enhance postal
revenue security and support expended USPS value-added  services to mailers. The
program would consist of the  development of four separate  specifications;  (i)
the indicium specification:  the technical specifications for the indicium to be
printed;   (ii)  a  Postal   Security   Device   specification:   the  technical
specification  for the device that would  contain the  accounting  and  security
features  of  the  system;  (iii)  a  Host  specification;  and  (iv)  a  Vendor
Infrastructure specification.

During  the  period  from May 1995  through  December  2000,  PBI has  submitted
extensive  comments to a series of proposed  IBIP  specifications  issued by the
USPS. In March 2000, the USPS 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
September  and  October  2000,  the USPS  issued  further  proposed  regulations
regarding postage  evidencing  systems using  Information Based Indicia,  titled
"Refunds and Exchanges" and  "Production,  Distribution  and  Information  Based
Indicia." PBI has submitted comments regarding those proposed regulations.

In March 2000, PBI received  approval from the USPS for the commercial launch of
the Internet  version of a product which  satisfies the proposed IBI Performance
Criteria, ClickStampTM Online.

<PAGE>


                         PITNEY BOWES CREDIT CORPORATION
                ITEM 2.-- MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward - Looking Statements

The Company wants to caution  readers that any  forward-looking  statements with
the meaning of Section 27A of the  Securities Act of 1933 and Section 21E of the
Securities  Exchange  Act of 1934  (those  which  talk  about the  company's  or
management's  current  expectations  as to the  future) in this Form 10-K or any
other filing by the Company,  or made by the Company's  management involve risks
and  uncertainties  which may  change  based on various  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,  but are not  limited  to:

o  changes  in postal  regulations
o timely development and acceptance of new products
o success in gaining product approval in new markets where  regulatory  approval
  is required o successful entry into new markets
o mailers'  utilization of alternative  means of  communication  or competitors'
  products
o the Company's success at managing customer credit and residual value risks
o changes in interest rates
o terms and timing of the  spin-off of Office  Systems from Pitney Bowes o terms
  and timing of Pitney Bowes restructuring plan





<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1. -- LEGAL PROCEEDINGS

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

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


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>
<CAPTION>

         Reg S-K                                                                 Incorporation
          Exhibits                           Description                           by Reference
        ---------          ----------------------------------------              ---------------

<S>         <C>
            (12)           Computation of Ratio of Earnings to Fixed Charges       See Exhibit (i)
                                                                                   on page 17

</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. No reports on Form 8-K were filed during the quarter ended March 31, 2001.







<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/  DAVID KLEINMAN
                             ----------------------

                                 David Kleinman
                           Vice President, Finance and
                          Chief Administrative Officer
                          (Principal Financial Officer)

Dated:  May 14, 2001



                        By    /s/  MICHAEL C. COSTELLO
                              ------------------------

                                Michael C. Costello
                                     Controller
                          (Principal Accounting Officer)

Dated:  May 14, 2001







<PAGE>



                                   Exhibit (i)
                Computation of Ratio of Earnings to Fixed Charges
                            (in thousands of dollars)

<TABLE>
<CAPTION>


                                                                              Three Months Ended March 31,
                                                                              ----------------------------
                                                                                2001                    2000
                                                                                ----                    ----

<S>                                                                        <C>                     <C>
Income before income taxes....................................             $  73,458               $  61,663
                                                                             -------                 -------




Fixed charges:
  Net interest on debt........................................                28,215                  28,749
  One third rent expense......................................                    93                     100
                                                                             -------                 -------

Total fixed charges...........................................                28,308                  28,849
                                                                             -------                 -------

Earnings before fixed charges.................................             $ 101,766               $  90,512
                                                                             =======                 =======


Ratio of earnings to fixed charges (1)........................                 3.59X                   3.14X
                                                                             =======                 =======
</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.