attached as Exhibit 99.3.

SEC Comment Letters

          As a result of the SEC staff’s periodic review of Exchange Act filings, we recently received comments from the staff with respect to our 2006 Form 10-K, our June 30, 2007 Form 10-Q and our definitive proxy statement filed with the SEC on April 4, 2007. Certain of the comments were related to disclosure in our June 30, 2007 Form 10-Q regarding our home lending business, which we believe to be part of the SEC’s focus on current developments in the home lending industry. The staff comments solicited supplemental information and requested that we address certain matters in future filings with the SEC, as applicable. We have submitted our initial responses to the comments regarding our Form 10-K and Form 10-Q. While we believe that our disclosures in our SEC filings are in accordance with applicable SEC regulations and generally accepted accounting principles, the ultimate resolution of the staff’s comments may require modifications to those disclosures.

Trigger on Junior Subordinated Debt and Preferred Stock

           CIT Group Inc. has certain preferred stock and junior subordinated notes outstanding. The terms of those securities restrict us from declaring dividends or paying interest on the securities, as applicable, if, among other things, our average four quarters fixed charge ratio is less than 1.10. In addition, if we do not pay dividends or interest on such securities, we are also prohibited from paying dividends on our common stock. Our preferred stock and junior subordinated notes, however, provide that we may pay dividends and interest on those securities with any net proceeds that we have received from the sale of common stock during specified time periods prior to the declaration of the dividend or the payment of interest. As a result of the valuation allowances taken in the quarters ended June 30, 2007 and September 30, 2007 to mark our home lending portfolio to fair value, our average four quarters fixed charge ratio is below 1.10. On October 16, 2007, we issued approximately $8.0 million of common stock to Morgan Stanley & Co. Incorporated and Citigroup Global Markets Inc. in order to satisfy the conditions necessary to permit the declaration and payment of preferred stock dividends payable December 17, 2007.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

          This document contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All forward-looking statements (including statements regarding future financial and operating results) involve risks, uncertainties and contingencies, many of which are beyond CIT’s control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance, or achievements. All statements contained in this document that are not clearly historical in nature are forward-looking, and the words “anticipate,” “believe,” “expect,” “estimate,” “plan,” and similar expressions are generally intended to identify forward-looking statements. Economic, business, funding market, competitive and/or regulatory factors, among others, affecting CIT’s businesses are examples of factors that could cause actual results to differ materially from those described in the forward-looking statements. More detailed information about these factors are described in CIT’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2006. CIT is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.

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