Issuer:

CIT Group Inc.

Principal Amount:

$1,500,000,000

Type:

SEC Registered – Registration Statement No. 333-131159

Issue Price:

100%

Agents’ Commission:

0.096%

Proceeds to the Issuer:

$1,498,560,000

Pricing Date:

February 14, 2006

Settlement Date:

February 21, 2006

Maturity Date:

February 21, 2008

Specified Currency:

U.S. Dollars ($)

Interest Payment Dates:

Quarterly on February 21, May 21, August 21, and November 21 of each year, subject to the modified following Business Day convention adjusted.

First Payment Date:

May 21, 2006

Day Count/Accrual of Interest:

Actual/360

Interest Rate Basis:

LIBOR Telerate

Index Maturity:

Three Months

Spread:

+7 basis points (0.07%)

Interest Rate Calculation:

LIBOR Telerate determined on the Interest Determination Date plus the Spread

Initial Interest Rate:

LIBOR Telerate determined two London Business Days prior to the Settlement Date plus the Spread

Interest Reset Dates:

Quarterly on February 21, May 21, August 21, and November 21 of each year, subject to the modified following Business Day convention.

Interest Determination Date:

2 London Business Days Prior to each Interest Reset Date.

Minimum Denomination:

Minimum denominations of $1,000 and integral multiples of $1,000.

Maximum Interest Rate:

Maximum rate permitted by New York law.

Minimum Interest Rate:

0.0%