Sec Form 4 Filing - PEPE MICHAEL @ DUN & BRADSTREET CORP/NW - 2006-10-18

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person PEPE MICHAEL 2. Issuer Name and Ticker or Trading Symbol DUN & BRADSTREET CORP/NW [ DNB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, D&B U.S. (Last) (First) (Middle) 103 JFK PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 10/18/2006 (Street) SHORT HILLS, NJ07078 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/18/2006 D 7,996 ( 1 ) D $ 0 10,067 D Common Stock 10/18/2006 D 8,795 ( 2 ) D $ 0 1,272 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Non-Qualified Stock Option - right to buy $ 60.535 10/18/2006 D 21,525 02/25/2007( 3 ) 02/25/2015 Common Stock 21,525 $ 0 0 D Non-Qualified Stock Option - right to buy $ 71.275 10/18/2006 D 25,500 02/09/2007( 4 ) 02/09/2016 Common Stock 25,500 $ 0 0 D Non-Qualified Stock Option - right to buy $ 54.42 10/18/2006 D 15,000 03/01/2007( 5 ) 02/28/2014 Common Stock 15,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other PEPE MICHAEL 103 JFK PARKWAY SHORT HILLS, NJ07078 President, D&B U.S. Signatures /s/ Michael Pepe 10/18/2006 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Forfeiture of unvested restricted stock, previously scheduled to vest 2,998 shares on 2/25/2007 and 4,998 shares on 2/25/2008. ( 2 )Forfeiture of unvested restricted stock, previously scheduled to vest in three installments -- 20% on 2/24/2007, 30% on 2/24/2008 and the remaining 50% on 2/24/2009. ( 3 )The options were scheduled to vest in three equal annual installments beginning on the date indicated. ( 4 )The options were scheduled to vest in four equal annual installments beginning on the date indicated. ( 5 )The options were scheduled to vest in two equal annual installments beginning on the date indicated.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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