Rule 424(b)(3) Registration Statement No. 333-92258 and 333-98743 CUSIP # 12560PCP4 PRICING SUPPLEMENT NO. 5 Dated November 20, 2002 to Prospectus, dated September 13, 2002 and Prospectus Supplement, dated September 13, 2002. CIT GROUP INC. GLOBAL MEDIUM-TERM FIXED RATE NOTES DUE NINE MONTHS OR MORE FROM DATE OF ISSUE (X) Senior Note ( ) Senior Subordinated Note Principal Amount: U.S. $75,000,000.00. Proceeds to Corporation: 99.94752% or $74,960,640.00. Agent Commission: 0.048480% or $36,360.00. Issue Price: 99.99600% or $74,997,000.00. Original Issue Date: November 25, 2002. Maturity Date: November 25, 2003. Interest Rate: The notes will bear interest at an annual rate of 2.850%. Specified Currency: U.S. Dollars. Delivery: It is expected that the Notes will be ready for delivery in book-entry form on or about November 25, 2002. Form: Global Note. Interest Payment Date: Interest will be paid only at maturity. Accrual of Interest: Accrued interest will be computed by adding the Interest Factors calculated for each day from the Original Issue 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 any Note 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. Barclays Capital Goldman, Sachs & Co. Exchange Listing: None Other Provisions: Trustee, Registrar, Authenticating and Paying Agent: Bank One Trust Company, N.A. Agents: Agent Principal Amount ----- ---------------- Barclays Capital Inc. $50,000,000 Goldman, Sachs & Co. $25,000,000 ----------- Total $75,000,000 CUSIP: 12560PCP4 -2-