UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): December 16, 2005
       -------------------------------------------------------------------

                                 CIT GROUP INC.
                                 --------------
             (Exact name of registrant as specified in its charter)

    Delaware                     001-31369                        65-1051192
--------------------------------------------------------------------------------
(State or other                 (Commission                     (IRS Employer
jurisdiction of                 File Number)                 Identification No.)
 incorporation)

                           1211 Avenue of the Americas
                            New York, New York 10036
                           ---------------------------
              (Address of registrant's principal executive office)

       Registrant's telephone number, including area code: (212) 536-1211

                                 Not Applicable
--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

                                   ----------

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ]   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

[ ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

[ ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))

================================================================================


                Section 1 - Registrant's Business and Operations

Item 1.01. Entry into a Material Definitive Agreement.


Under terms of the $500 million accelerated common stock repurchase program
approved and announced in July of 2005, CIT received 844,669 additional shares
of common stock on December 21, 2005 as the final delivery of shares under the
program bringing the total number of common shares received under the program to
10,908,136. The shares received will be added to Treasury stock.

      This document contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. All statements contained
in this document that are not clearly historical in nature are forward-looking,
and the words "anticipate," "believe," "expect," "estimate," "plan," "target,"
and similar expressions are generally intended to identify forward-looking
statements. These forward-looking statements reflect the current views of CIT
and its management. All forward-looking statements (including statements
regarding future financial and operating results) involve risks, uncertainties,
contingencies, and changes in circumstances, many of which are beyond CIT's
control, that may cause actual results, performance, or achievements to differ
materially from anticipated results, performance, or achievements. Factors that
could affect actual results and performance include, but are not limited to,
potential changes in interest rates, competitive factors and general economic
conditions, changes in funding markets, industry cycles and trends,
uncertainties associated with risk management, risks associated with residual
value of leased equipment, regulatory factors, among others. 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, 2004 and its Quarterly Report on Form 10-Q for the
quarter ended September 30, 2005. 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.

                                   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 hereunto duly authorized.

                                     CIT GROUP INC.
                                     --------------
                                     (Registrant)

                                     By:  /s/ Joseph M. Leone
                                         ---------------------------------------

                                         Joseph M. Leone
                                         Vice Chairman & Chief Financial Officer

Dated: December 22, 2005