CATERPILLAR INC — Director's Dealing 2012

Jul 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CATERPILLAR INC (CAT)
CIK: 0000018230
Period of Report: 2012-06-29

Reporting Person: BUDA JAMES B (Sr. VP & Chief Legal Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-29	Phantom Stock Units	$	A	71	Acquired		Common (71)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	51496	Direct

Footnotes

F1: This amount includes 127 shares in 401K and 3363 shares in dividend reinvestment.

F2: Each phantom stock unit is the economic equivalent of one share of Caterpillar Inc. common stock.

F3: The phantom stock units were acquired under the Caterpillar Inc. deferred employee investment plan and will be settled 100% in cash upon the reporting person's retirement or separation from service.