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CATERPILLAR INC Director's Dealing 2014

Nov 3, 2014

29780_dirs_2014-11-03_22f83637-bb09-4324-8f9b-02efc7925bcc.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: 2014-10-31

Reporting Person: OBERHELMAN DOUGLAS R (Director, CEO & Chairman of the Board)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-10-31 Phantom Stock Units $ A 118 Acquired Common Stock (118) Direct

Footnotes

F1: Each phantom stock unit is the economic equivalent of one share of Caterpillar Inc. common stock.

F2: This total includes 79 shares which were credited to the reporting person's account under the Supplemental Deferred Compensation Plan (the "Plan") at a price per share of $101.41 and 39 shares that were contributed to the reporting person's account pursuant to the terms of the Plan for no consideration.

F3: The phantom stock units were acquired under the Caterpillar Inc. Supplemental Deferred Compensation Plan and are to be settled 100% in cash upon the reporting person's retirement or separation from service.