Issuer:

CIT Group Inc.

Principal Amount:

$1,000,000,000

Type:

SEC Registered – Registration Statement No. 333-131159

Issue Price:

100%

Underwriters’ Commission:

0.15%

Proceeds to the Issuer:

$998,500,000

Pricing Date:

August 14, 2006

Settlement Date:

August 17, 2006

Maturity Date:

August 17, 2009

Specified Currency:

U.S. Dollars ($)

Interest Payment Dates:

On the Maturity Date and quarterly on February 17, May 17, August 17 and November 17 of each year, provided that if any such day (other than the Maturity Date) is not a Business Day, then the Interest Payment Date will be postponed to the following day that is a Business Day, except that if such Business Day falls in the next succeeding calendar month, such Interest Payment Date will be the immediately preceding Business Day.

First Payment Date:

November 17, 2006

Day Count/Accrual of Interest:

Actual/360. Accrued interest will be computed by adding the Interest Factors calculated for each day from the Settlement Date or from the last date to which interest has been paid or duly provided for up to but not including the day for which accrued interest is being calculated. The “Interest Factor” for each such day will be computed by multiplying the face amount of the Note by the interest rate applicable to such day and dividing the product thereof by 360.

Interest Rate Basis:

LIBOR Telerate

Index Maturity:

Three Months

Spread:

+12 basis points (0.12%)

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.