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CATERPILLAR INC Director's Dealing 2008

Dec 1, 2008

29780_dirs_2008-12-01_0c875847-adac-4cb6-979d-cda3a9af09c8.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CATERPILLAR INC (CAT)
CIK: 0000018230
Period of Report: 2008-11-24

Reporting Person: LEVENICK STUART L (Group President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-11-24	Common	G	2400	—	Disposed	59034	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock Units	$37.37		Common (5619)	5619	Direct

Footnotes

F1: This amount includes 3820 shares in 401K and 116 shares in dividend reinvestment.

F2: Security converts to common stock on a one-for-one basis.

F3: The reported phantom stock units were acquired under Caterpillar Inc.'s deferred employee investment plan and will be settled upon the reporting person's retirement or separation from service.