UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
10-K
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(Mark
One)
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[X]
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For the
fiscal year ended December 31, 2009
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OR
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[ ]
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For the
transition period from __________ to __________.
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Commission
File No. 1-768
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CATERPILLAR
INC.
(Exact name
of Registrant as specified in its charter)
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Delaware
(State or
other jurisdiction of incorporation)
|
37-0602744
(IRS Employer
I.D. No.)
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100 NE Adams
Street, Peoria, Illinois
(Address of
principal executive offices)
|
61629
(Zip
Code)
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Registrant’s
telephone number, including area code: (309)
675-1000
|
Securities
registered pursuant to Section 12(b) of the Act:
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Title of each class
|
Name
of each exchange
on which
registered
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Common Stock
($1.00 par value)(1)
|
Chicago Stock
Exchange
New York Stock
Exchange
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||||
9 3/8%
Debentures due August 15, 2011
|
New York Stock
Exchange
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||||
9 3/8%
Debentures due March 15, 2021
|
New York Stock
Exchange
|
||||
8% Debentures
due February 15, 2023
|
New York Stock
Exchange
|
||||
5.3%
Debentures due September 15, 2035
|
New York Stock
Exchange
|
||||
(1)In
addition to the exchanges in the United States, Caterpillar common stock
is also listed on stock exchanges in Belgium, France, Germany, Great
Britain and Switzerland.
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Securities
registered pursuant to Section 12(g) of the
Act: None
|
Part
III
|
2010 Annual
Meeting Proxy Statement (Proxy Statement) to be filed with the Securities
and Exchange Commission (SEC) within 120 days after the end of the
calendar year.
|
Parts I, II,
IV
|
General and
Financial Information for 2009 containing the information required by SEC
Rule 14a-3 for an annual report to security holders filed as Exhibit 13 to
this Form 10-K (Exhibit 13).
|
TABLE
OF CONTENTS
|
||
|
|
Business
|
|
Risk
Factors
|
|
|
Unresolved
Staff Comments as of December 31, 2009
|
|
|
Executive
Officers of the Registrant as of December 31, 2009
|
|
|
Properties
|
|
|
Legal
Proceedings
|
|
|
Submission of
Matters to a Vote of Security Holders
|
|
|
|
Market for
Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
|
|
Selected
Financial Data
|
|
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
|
|
Quantitative
and Qualitative Disclosures About Market Risk
|
|
|
Financial
Statements and Supplementary Data
|
|
|
Changes in
and Disagreements With Accountants on Accounting and Financial
Disclosure
|
|
|
Controls and
Procedures
|
|
|
Other
Information
|
|
|
|
Directors,
Executive Officers and Corporate Governance
|
|
Executive
Compensation
|
|
|
Security
Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
|
|
|
Certain
Relationships and Related Transactions, and Director
Independence
|
|
|
Principal
Accountant Fees and Services
|
|
|
|
Exhibits and
Financial Statement Schedules
|
1.
|
Machinery— A principal line of business which includes the
design, manufacture, marketing and sales of construction, mining and
forestry machinery—track and wheel tractors, track and wheel loaders,
pipelayers, motor graders, wheel tractor-scrapers, track and wheel
excavators, backhoe loaders, log skidders, log loaders, off-highway
trucks, articulated trucks, paving products, skid steer loaders,
underground mining equipment, tunnel boring equipment and related parts.
Also includes logistics services for other companies and the design,
manufacture, remanufacture, maintenance and services of rail-related
products.
|
2.
|
Engines— A principal line of business including the design,
manufacture, marketing and sales of engines for Caterpillar machinery,
electric power generation systems, locomotives, marine, petroleum,
construction, industrial, agricultural and other applications and related
parts. Also includes remanufacturing of Caterpillar engines and
a variety of Caterpillar machine and engine components and remanufacturing
services for other companies. Reciprocating engines meet power
needs ranging from 10 to 21,800 horsepower (8 to over 16 000
kilowatts). Turbines range from 1,600 to 30,000 horsepower (1
200 to 22 000 kilowatts).
|
3.
|
Financial Products— A
principal line of business consisting primarily of Caterpillar Financial
Services Corporation (Cat Financial), Caterpillar Insurance Holdings, Inc.
(Cat Insurance) and their respective subsidiaries. Cat
Financial provides a wide range of financing alternatives to customers and
dealers for Caterpillar machinery and engines, Solar gas turbines as well
as other equipment and marine vessels. Cat Financial also
extends loans to customers and dealers. Cat Insurance provides
various forms of insurance to customers and dealers to help support the
purchase and lease of our equipment.
|
Machinery
|
Engines
|
Financial
Products
|
|
·
|
Tax leases
that are classified as either operating or finance leases for financial
accounting purposes, depending on the characteristics of the
lease. For tax purposes, Cat Financial is considered the owner
of the equipment (18 percent*).
|
|
·
|
Finance
(non-tax) leases, where the lessee for tax purposes is considered to be
the owner of the equipment during the term of the lease, that either
require or allow the customer to purchase the equipment for a fixed price
at the end of the term (22
percent*).
|
|
·
|
Installment
sale contracts, which are equipment loans that enable customers to
purchase equipment with a down payment or trade-in and structure payments
over time (19 percent*).
|
|
·
|
Governmental
lease-purchase plans in the U.S. that offer low interest rates and
flexible terms to qualified non-federal government agencies (1
percent*).
|
|
·
|
Inventory/rental
programs, which provide assistance to dealers by financing their new
Caterpillar inventory and rental fleets (4
percent*).
|
|
·
|
Short-term
dealer receivables we purchase from Caterpillar at a discount (4
percent*).
|
|
·
|
Loans that
allow customers and dealers to use their Caterpillar equipment as
collateral to obtain financing.
|
|
·
|
Contractual
Liability Insurance to Caterpillar, Caterpillar S.A.R.L and affiliates,
Caterpillar dealers and OEMs for extended service contracts (parts and
labor) offered by third party dealers and
OEMs.
|
|
·
|
Cargo
insurance for the worldwide cargo risks of Caterpillar
products.
|
|
·
|
Contractors’
Equipment Physical Damage Insurance for equipment manufactured by
Caterpillar or OEMs, which is leased, rented or sold by third party
dealers to customers.
|
|
·
|
General
liability, employer’s liability, auto liability and property insurance for
Caterpillar.
|
|
·
|
Retiree
Medical Stop Loss Insurance for medical claims under the
VEBA.
|
|
·
|
Brokerage
services for property and casualty and life and health
business.
|
|
·
|
In September 2009, Caterpillar
and Navistar International Corporation (Navistar) finalized a joint
venture transaction resulting in a new company, NC2
Global LLC
(NC2). Plans to form the 50/50 joint
venture were first announced in June 2008. NC2
will develop,
manufacture, market, distribute and provide product support for on-highway
medium- and heavy-duty commercial trucks outside of North America, the
Indian subcontinent, Myanmar (Burma) and Malaysia. Initially,
NC2
will focus its
activities in Australia, Brazil, PRC, Russia, South Africa and Turkey.
NC2’s product line will feature both
conventional and cab-over truck designs and will be sold under both the
Caterpillar and International (Navistar)
brands.
|
|
·
|
In September
2009, NC2
and Anhui Jianghuai Automobile Co. Ltd. (Jianghuai) signed a framework
agreement to potentially establish a joint venture in the PRC that would
develop, manufacture and sell trucks and truck parts primarily in the PRC
and certain export markets. Jianghuai is a manufacturer of
automobiles and trucks and related parts based in Anhui
Province, PRC. The framework agreement contemplates finalizing
a joint venture by mid-2010.
|
|
·
|
In November
2009, Caterpillar entered into an agreement to acquire JCS Co. Ltd. (JCS),
a subsidiary of Jinsung T.E.C. Co., Ltd., a South Korea-based manufacturer
that specializes in producing undercarriage components for earthmoving and
other off-road machinery. The acquisition of JCS will provide Caterpillar
proprietary technology to produce engineered seals for undercarriages. The
JCS manufacturing facility is the first factory for Caterpillar in South
Korea. The acquisition, subject to regulatory approval, is expected to be
finalized in early 2010.
|
|
·
|
In December
2009, Caterpillar opened the Wuxi multi-functional research and
development center in Wuxi, located in Jiangsu Province,
PRC. The facility was announced in August 2008 to increase
technical support for products serving markets in the PRC and the rest of
the Asia Pacific Region. The Wuxi facility also performs engine and
component product and process development, validation, localization and
technological training. Among its many functions, the new facility will
have an engine test facility with performance and emissions development
capability, an advanced materials laboratory, an electronics laboratory, a
system and machine integration facility and validation
capability. The Wuxi facility is strategically located near
Caterpillar’s component manufacturing facility and its engine campus. It
is also near the medium wheel loader and motor grader manufacturing
facility in Suzhou, PRC.
|
|
·
|
In December
2009, Caterpillar signed a joint venture agreement with China Yuchai
Machinery Co. Ltd. through its main operating subsidiary, Guangxi Yuchai
Machinery Co. Ltd. (Yuchai) to establish a company to provide
remanufacturing services for Yuchai diesel engines and components and
certain Caterpillar diesel engines and components. The new
company will provide remanufactured engines and components to customers
worldwide. Yuchai is a key diesel engine manufacturer and the
largest producer of internal combustion engines in the PRC. Its engine
product line family includes mini, light, medium and heavy-duty engines
for the truck, commercial bus, generator and passenger car markets. This
joint venture, once approved by the applicable regulatory authority, will
be the first remanufacturing joint venture for Caterpillar in the
PRC.
|
|
·
|
In December
2009, Caterpillar, through its wholly owned subsidiary Cat Logistics,
announced plans to open a new parts distribution center in Clayton, Ohio.
The new facility will extend more than 1,000,000 square feet and is part
of the multi-year expansion and enhancement of the North American Cat
Parts distribution network. The new facility will provide inbound
receiving capability close to suppliers and align outbound shipments to
improve delivery to dealers and customers. It is expected to be fully
operational in 2011 and is expected to employ 500 to 600
people.
|
|
·
|
In June 2008,
Caterpillar announced a multi-year $1 billion capacity expansion for key
facilities in Illinois and other areas. This included planned
investments of more than $1 billion from 2008 through 2010 in five of our
existing facilities in Illinois (East Peoria, Joliet, Decatur, Aurora and
Mossville). Through 2009, we have invested about two-thirds of
this planned $1 billion in those five facilities. In addition,
during this period we have also made significant capital investments at
other Illinois facilities.
|
|
·
|
phone our
Information Hotline - (800) 228-7717 (U.S. or Canada) or (858) 244-2080
(outside U.S. or Canada) to request company publications by mail, listen
to a summary of Caterpillar’s latest financial results and current
outlook, or to request a copy of results by facsimile or mail
|
|
·
|
request,
view, or download materials on-line or register for email alerts at www.CAT.com/materialsrequest
|
|
·
|
view/download
on-line at www.CAT.com/historical
|
Item
1A. Risk
Factors.
|
|
§
|
Market
developments that may affect customer confidence levels and may cause
declines in credit applications and adverse changes in payment patterns,
causing increases in delinquencies and default rates, which could impact
Cat Financial’s write-offs and provision for credit
losses.
|
|
§
|
The process
Cat Financial uses to estimate losses inherent in its credit exposure
requires a high degree of management’s judgment regarding numerous
subjective qualitative factors, including forecasts of economic conditions
and how economic predictors might impair the ability of its borrowers to
repay their loans. Ongoing financial market disruption and
volatility may impact the accuracy of these
judgments.
|
|
§
|
Cat
Financial’s ability to engage in routine funding transactions or borrow
from other financial institutions on acceptable terms or at all could be
adversely affected by further disruptions in the capital markets or other
events, including actions by rating agencies and deteriorating investor
expectations.
|
|
§
|
Since Cat
Financial’s counterparties are primarily financial institutions, their
ability to perform in accordance with any of its underlying agreements
could be adversely affected by market volatility and/or disruptions in the
equity and credit markets.
|
|
§
|
changes in
local government laws, regulations and
policies;
|
|
§
|
imposition of
currency restrictions, restrictions on repatriation of earnings or other
restraints;
|
|
§
|
imposition of
burdensome tariffs or quotas;
|
|
§
|
national and
international conflict, including terrorist acts;
and
|
|
§
|
political and
economic instability or civil unrest may severely disrupt economic
activity in affected countries.
|
|
§
|
The business
culture of the acquired business may not match well with our
culture;
|
|
§
|
Technological
and product synergies, economies of scale and cost reductions may not
occur as expected;
|
|
§
|
The company
may acquire or assume unexpected
liabilities;
|
|
§
|
Unforeseen
difficulties may arise in integrating operations and
systems;
|
|
§
|
The company
may fail to retain and assimilate employees of the acquired
business;
|
|
§
|
Higher than
expected finance costs may arise due to unforeseen changes in tax, trade,
environmental, labor, safety, payroll or pension policies in any
jurisdiction in which the acquired business conducts its operations;
and
|
|
§
|
The company
may experience problems in retaining customers and integrating customer
bases.
|
Item
1B. Unresolved Staff
Comments as of December 31,
2009.
|
Item
1C. Executive
Officers of the Registrant as of December 31,
2009.
|
Name
|
Present
Caterpillar Inc. position and date of initial
election
|
Principal
positions held during the past
five years if other than Caterpillar
Inc. position currently held
|
|
James W.
Owens1
(63)
|
Chairman and
Chief Executive Officer (2004)
|
||
Douglas R.
Oberhelman (56)
|
Vice Chairman
and Chief Executive Officer-Elect (2010)2
Group
President (2001)
|
|
|
Richard P.
Lavin (57)
|
Group
President (2007)
|
·
|
Vice President
(2004-2007)
|
Stuart L.
Levenick (56)
|
Group
President (2004)
|
||
Edward J. Rapp
(52)
|
Group
President (2007)
|
·
|
Vice President
(2000-2007)
|
Gérard R.
Vittecoq (61)
|
Group
President (2004)
|
||
Steven H.
Wunning (58)
|
Group
President (2004)
|
||
James B. Buda
(62)
|
Vice
President, General Counsel and Secretary (2001)
|
||
David B.
Burritt (54)
|
Vice President
and Chief Financial Officer (2004)
|
||
Bradley M.
Halverson (49)
|
Controller
(2004)
|
||
Jananne A.
Copeland (47)
|
Chief
Accounting Officer (2007)
|
·
|
Corporate
Financial Reporting Manager, Corporate Services Division
(2004–2006)
|
·
|
Corporate
Financial Reporting Manager, Global Finance & Strategic Support
Division (2006–2007)
|
Inside
the U.S.
|
||||
Alabama
|
Kansas
|
Pennsylvania
|
· Montreal
|
Japan
|
· Albertville
|
· Fort
Scott
|
· Chambersburg
|
· Surrey
|
· Akashi
|
· Montgomery
|
· Lawrence
|
· Steelton
|
· Toronto
|
· Sagamihara
|
Arkansas
|
· Wamego
|
South
Carolina
|
· Winnipeg
|
Malaysia
|
· Little
Rock
|
Kentucky
|
· Greenville
|
England
|
· Kuala
Lumpur1
|
California
|
· Ashland
|
· Jackson
|
· Barwell
|
Mexico
|
· Gardena
|
· Corbin
|
· Lexington
|
· Desford
|
· Monterrey
|
· Mohave
|
· Danville
|
· Newberry
|
· Ferndown
|
· Nuevo
Laredo
|
· Rocklin
|
· Decoursey
|
· Summerville
|
· Peterborough
|
· Reynosa
|
· San
Diego
|
· Louisville
|
· Sumter
|
· Peterlee
|
· Saltillo
|
Colorado
|
· Mayfield
|
Tennessee
|
· Rushden
|
· Santa
Catarina
|
· Pueblo
|
· Raceland
|
· Dyersburg
|
· Shrewsbury
|
· Tijuana
|
Florida
|
Michigan
|
· Knoxville
|
· Skinningrove
|
· Torreon
|
· Jacksonville
|
· Menominee
|
Texas
|
· Slough
|
· Veracruz
|
· Miami
Lakes
|
Minnesota
|
· Amarillo
|
· Stafford
|
The
Netherlands
|
· Wildwood
|
· Minneapolis
|
· Channelview
|
· Stockton
|
· Almere
|
Georgia
|
· Owatonna
|
· De
Soto
|
· Wimborne
|
· s’-Hertogenbosch
|
· Alpharetta
|
Mississippi
|
· Mabank
|
· Wolverhampton
|
Nigeria
|
· Griffin
|
· Corinth
|
· San
Antonio
|
France
|
· Port
Harcourt2
|
· LaGrange
|
· Oxford
|
· Sherman
|
· Arras
|
Northern
Ireland
|
· Patterson
|
· Prentiss
County
|
· Waco
|
· Chaumont
|
· Belfast
|
· Thomasville
|
Missouri
|
· Waskom
|
· Echirolles
|
· Larne
|
· Toccoa
|
· Boonville
|
Virginia
|
· Grenoble
|
People’s
Republic
|
Illinois
|
· Kansas
City
|
· Petersburg
|
· Rantigny
|
of
China
|
· Alorton
|
· West
Plains
|
· Roanoke
|
Germany
|
· Erliban1
|
· Aurora
|
Montana
|
Wisconsin
|
· Kiel
|
· Foshan
|
· Champaign1
|
· Laurel
|
· Hudson
|
· Rostock
|
· Qingzhou2
|
· Chicago
|
Nebraska
|
· Prentice
|
Hungary
|
· Shanghai
|
· Decatur
|
· Alliance
|
Wyoming
|
· Gödöllö
|
· Suzhou
|
· Dixon
|
· Gering
|
· Bill
|
India
|
· Tianjin2
|
· East
Peoria
|
· Lincoln
|
· Laramie
|
· Hosur
|
· Wuxi
|
· Granite
City
|
· Northport
|
· Rock
Springs
|
· Pondicherry
|
· Xuzhou2
|
· Joliet
|
· Sidney
|
Outside
the U.S.
|
· Thiruvallur
|
Poland
|
· Mapleton
|
· South
Morrill
|
Australia
|
Indonesia
|
· Janow
Lubelski
|
· Mossville
|
Nevada
|
· Burnie
|
· Bandung2
|
· Radom1
|
· Peoria
|
· Sparks
|
· Melbourne
|
· Jakarta
|
· Sosnowiec
|
· Pontiac
|
North
Carolina
|
· Wivenhoe
|
Italy
|
Russia
|
· Rochelle
|
· Clayton
|
Belgium
|
· Anagni
|
· Tosno
|
· Sterling
|
· Franklin
|
· Gosselies
|
· Atessa
|
Scotland
|
· Woodridge1
|
· Goldsboro
|
Brazil
|
· Bazzano
|
· Aberdeen
|
Indiana
|
· Morganton
|
· Curitiba
|
· Fano
|
Switzerland
|
· Charlestown
|
· Sanford
|
· Diadema
|
· Frosinone
|
· Riazzino
|
· East
Chicago
|
North
Dakota
|
· Hortolandia
|
· Jesi
|
Tunisia
|
· Franklin
|
· West
Fargo
|
· Piracicaba
|
· Marignano
|
· Sfax
|
· Lafayette
|
Ohio
|
Canada
|
· Milan
|
|
· Dayton1
|
· Edmonton
|
· Minerbio
|
1
|
Facility of
affiliated company (50 percent or less owned)
|
2
|
Facility of
partially owned subsidiary (more than 50 percent, less than 100
percent)
|
Item 3. Legal
Proceedings.
|
Item 4. Submission of
Matters to a Vote of Security
Holders.
|
Item 5. Market for
Registrant's Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity
Securities.
|
Total
number
of
Shares
|
Average
Price
|
Total
Number
of
Shares Purchased
|
Approximate
Dollar Value of Shares that may yet be Purchased
|
|||||||||||
Period
|
Purchased
(1)
|
Paid
per Share
|
Under
the Program
|
under
the Program
|
||||||||||
October 1-31,
2009
|
6,042
|
$
|
49.95
|
N/A
|
N/A
|
|||||||||
November 1-30,
2009
|
10,145
|
54.71
|
N/A
|
N/A
|
||||||||||
December 1-31,
2009
|
5,719
|
59.39
|
N/A
|
N/A
|
||||||||||
Total
|
21,906
|
$
|
54.62
|
|||||||||||
(1)
|
Represents
shares delivered back to issuer for the payment of taxes resulting from
the exercise of stock options by employees and
Directors.
|
Item 6. Selected Financial
Data.
|
Item 8. Financial
Statements and Supplementary
Data.
|
Item 9.
Changes in and Disagreements with Accountants on Accounting and
Financial
Disclosure.
|
Item
10. Directors,
Executive Officers and Corporate
Governance.
|
Item
12. Security Ownership
of Certain Beneficial Owners and Management and Related Stockholders
Matters.
|
Equity
Compensation Plan Information
(as
of December 31, 2009)
|
|||||||||||
(a)
|
(b)
|
(c)
|
|||||||||
Number of
securities to be issued upon exercise of outstanding options,
warrants
|
Weighted-average
exercise price of outstanding options, warrants
|
Number of
securities remaining available for future issuance under equity
compensation plans (excluding securities
|
|||||||||
Plan
category
|
and
rights1
|
and
rights
|
reflected in
column (a))
|
||||||||
Equity
compensation plans approved by
security holders
|
68,021,668
|
$44.2440
|
16,229,601
|
||||||||
Equity
compensation plans not approved
by security holders
|
n/a
|
n/a
|
n/a
|
||||||||
Total
|
68,021,668
|
$44.2440
|
16,229,601
|
||||||||
1
|
Excludes any
cash payments in-lieu-of stock.
|
Item
13. Certain
Relationships and Related Transactions, and Director
Independence.
|
Item
14. Principal
Accountant Fees and
Services.
|
Item
15. Exhibits and
Financial Statement
Schedules.
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·
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Report of
Independent Registered Public Accounting
Firm
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·
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Statement 1
- Consolidated Results of
Operations
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Statement 2
- Consolidated Financial
Position
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Statement 3
- Changes in Consolidated Stockholders’
Equity
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Statement 4
- Consolidated Statement of Cash
Flow
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Notes to
Consolidated Financial Statements
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·
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All schedules are
omitted because the required information is shown in the financial
statements or the notes thereto incorporated by reference from Exhibit 13
or considered to be
immaterial.
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(b)
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Exhibits:
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3.1
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Restated
Certificate of Incorporation (incorporated by reference from Exhibit 3(i)
to the Form 10-Q filed for the quarter ended March 31, 1998).
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3.2
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Bylaws amended and restated as of December 9, 2009
(incorporated by reference from Exhibit 3.2 to Form 8-K filed December 15,
2009).
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4.1
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Indenture
dated as of May 1, 1987, between Caterpillar Inc. and The
First National Bank of Chicago, as Trustee (incorporated by reference from
Exhibit 4.1 to Form S-3 (Registration No. 333-22041) filed
February 19, 1997).
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4.2
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First
Supplemental Indenture, dated as of June 1, 1989, between Caterpillar
Inc. and The First National Bank of Chicago, as Trustee (incorporated by
reference from Exhibit 4.2 to Form S-3 (Registration
No. 333-22041) filed February 19, 1997).
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4.3
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Appointment of
Citibank, N.A. as Successor Trustee, dated October 1, 1991, under the
Indenture, as supplemented, dated as of May 1, 1987 (incorporated by
reference from Exhibit 4.3 to Form S-3 (Registration
No. 333-22041) filed February 19, 1997).
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4.4
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Second
Supplemental Indenture, dated as of May 15, 1992, between Caterpillar
Inc. and Citibank, N.A., as Successor Trustee (incorporated by reference
from Exhibit 4.4 to Form S-3 (Registration No. 333-22041)
filed February 19, 1997).
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4.5
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Third
Supplemental Indenture, dated as of December 16, 1996, between
Caterpillar Inc. and Citibank, N.A., as Successor Trustee (incorporated by
reference from Exhibit 4.5 to Form S-3 (Registration
No. 333-22041) filed February 19, 1997).
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4.6
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Tri-Party
Agreement, dated as of November 2, 2006, between Caterpillar Inc.,
Citibank, N.A. and U.S. Bank National Association appointing U.S. Bank as
Successor Trustee under the Indenture dated as of May 1, 1987, as
amended and supplemented (incorporated by reference from Exhibit 4.6 to
the 2006 Form 10-K).
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10.1
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Caterpillar
Inc. 1996 Stock Option and Long-Term Incentive Plan amended and restated
through fourth amendment (incorporated by reference from Exhibit 10.1 to
the 2008 Form 10-K).*
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10.2
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Caterpillar
Inc. 2006 Long-Term Incentive Plan as amended and restated through fifth
amendment (incorporated by reference from Exhibit 10.2 to the 2008 Form
10-K).*
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10.3
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Supplemental
Pension Benefit Plan, as amended and restated January 2003 (incorporated
by reference from Exhibit 10.3 to the 2004 Form 10-K).*
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10.4
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Supplemental
Employees’ Investment Plan, as amended and restated through June 1,
2009.*
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10.5
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Caterpillar
Inc. Executive Short-Term Incentive Plan, as amended and restated through
first amendment effective as of February 14, 2007.*
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10.6
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Directors’
Deferred Compensation Plan, as amended and restated through January 1,
2005 (incorporated by reference from Exhibit 10.6 to the 2006 Form
10-K).*
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10.7
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Directors’
Charitable Award Program, as amended and restated through April 1, 2008
(incorporated by reference from Exhibit 10.7 to the 2008 Form 10-K).*
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10.8
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Deferred
Employees’ Investment Plan, as amended and restated through June 1,
2009.*
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10.9
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Solar Turbines
Incorporated Managerial Retirement Objective Plan, as amended and restated
through first amendment effective July 16, 2009.*
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10.10
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Solar Turbines
Incorporated Pension Plan for European Foreign Service Employees, as
amended and restated effective January 1, 2005.*
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10.11
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Five-Year
Credit Agreement dated September 21, 2006 (2006 Five-Year Credit
Agreement) among Caterpillar Inc., Caterpillar Financial Services
Corporation, Caterpillar International Finance p.l.c. and Caterpillar
Finance Corporation, the Banks named therein, Citibank, N.A., The Bank of
Tokyo-Mitsubishi UFJ, Ltd., Citibank International plc, ABN AMRO Bank
N.V., Bank of America, N.A., Barclays Bank PLC, J.P. Morgan Securities,
Inc., Société Générale and Citigroup Global Markets Inc. (incorporated by
reference from Exhibit 99.1 to Form 8-K filed September 26,
2006).
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10.12
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Amendment No.
1 to the 2006 Five-Year Credit Agreement (incorporated by reference from
Exhibit 10.12 to Form 10-Q filed October 31, 2008).
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10.13
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Omnibus
Amendment and Waiver Agreement (Amendment No. 2) to the 2006 Five-Year
Credit Agreement (incorporated by reference from Exhibit 10.13 to Form
10-Q filed October 31, 2008).
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10.14
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Amendment No.
3 to the 2006 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.4 to Form 8-K filed September 23, 2008).
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10.15
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Amendment No.
4 to the 2006 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.3 to Form 8-K filed January 26, 2009).
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10.16
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Amendment No.
5 to the 2006 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.5 to the Form 8-K filed September 23,
2009).
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10.17
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Japan Local
Currency Addendum to the 2006 Five-Year Credit Agreement (2006 Japan Local
Currency Addendum) (incorporated by reference from Exhibit 99.2 to
Form 8-K filed September 26, 2006).
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10.18
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Amendment No.
1 to 2006 Japan Local Currency Addendum among Caterpillar Financial
Services Corporation, Caterpillar Finance Corporation, The Bank of
Tokyo-Mitsubishi UFJ, Ltd. and Citibank, N.A. (incorporated by reference
from Exhibit 99.5 to Form 8-K filed January 26, 2009).
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10.19
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Local Currency
Addendum to the 2006 Five-Year Credit Agreement (2006 Local Currency
Addendum) (incorporated by reference from Exhibit 99.3 to Form 8-K filed
September 26, 2006).
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10.20
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Amendment No.
1 to 2006 Local Currency Addendum among Caterpillar Financial Services
Corporation, Caterpillar Finance Corporation, The Bank of Tokyo-Mitsubishi
UFJ, Ltd. and Citibank, N.A. (incorporated by reference from Exhibit 99.6
to
Form 8-K filed
January 26, 2009).
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10.21
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Five-Year
Credit Agreement dated September 20, 2007 (2007 Five-Year Credit
Agreement) among Caterpillar Inc., Caterpillar Financial Services
Corporation and Caterpillar Finance Corporation, certain financial
institutions named therein, Citibank, N.A., The Bank of Tokyo-Mitsubishi
UFJ, Ltd., ABN AMRO Bank N.V., Bank of America, N.A., Barclays Bank PLC,
J.P. Morgan Securities, Inc., Société Générale and Citigroup Global
Markets Inc. (incorporated by reference from Exhibit 99.1 to Form 8-K
filed September 25, 2007).
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10.22
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Amendment No.
1 to the 2007 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.3 to Form 8-K filed September 23, 2008).
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10.23
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Amendment No.
2 to the 2007 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.2 to Form 8-K filed January 26, 2009).
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10.24
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Amendment No.
3 to the 2007 Five-Year Credit Agreement (incorporated by reference from
Exhibit 99.4 to the Form 8-K filed September 23, 2009).
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10.25
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Japan Local
Currency Addendum to the 2007 Five-Year Credit Agreement (2007 Japan Local
Currency Addendum) (incorporated by reference from Exhibit 99.2 to
Form 8-K filed September 25, 2007).
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10.26
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Amendment No.
1 to 2007 Japan Local Currency Addendum (incorporated by reference from
Exhibit 99.4 to Form 8-K filed January 26, 2009).
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10.27
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364-Day Credit
Agreement dated March 31, 2009 (2009 364-Day Backup Facility) among
Caterpillar Inc., Caterpillar Financial Services Corporation, the Banks
named therein and Citibank, N.A. (incorporated by reference from Exhibit
99.1 to Form 8-K/A filed April 8, 2009) and Notice of Bank Addition and
Assumption and Acceptance dated April 7, 2009 (incorporated by reference
from Exhibit 99.2 to Form 8-K/A filed April 8, 2009).
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10.28
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Amendment No.
1 to the 2009 364-Day Backup Facility (incorporated by reference from
Exhibit 99.3 to the Form 8-K filed September 23, 2009).
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10.29
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364-Day Credit
Agreement dated September 17, 2009 (2009 364-Day Credit Agreement) among
Caterpillar Inc., Caterpillar Financial Services Corporation,
Caterpillar Finance Corporation, the Banks named therein, Citibank, N.A.,
The Bank of Tokyo-Mitsubishi UFJ, Ltd., The Royal Bank of Scotland PLC,
Bank of America, N.A., Barclays Bank PLC, J.P. Morgan Securities, Inc.,
Société Générale and Citigroup Global Markets Inc. (incorporated by
reference from Exhibit 99.1 to the Form 8-K filed September 23,
2009).
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10.30
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Joint Venture
Operating Agreement dated September 9, 2009 by and among Caterpillar Inc.
and Navistar Inc. (incorporated by reference from Exhibit 10.1 to the Form
8-K filed September 15, 2009).
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11
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Computations
of Earnings per Share.
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12
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Computation of
Ratios of Earnings to Fixed Charges.
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13
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General and
Financial Information for 2009 containing the information required by SEC
Rule 14a-3 for an annual report to security holders.
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14
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Caterpillar
Worldwide Code of Conduct (incorporated by reference from Exhibit 14 to
the 2005 Form 10-K).
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21
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Subsidiaries
and Affiliates of the Registrant.
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23
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Consent of
Independent Registered Public Accounting Firm.
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31.1
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Certification
of James W. Owens, Chairman and Chief Executive Officer of Caterpillar
Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
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31.2
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Certification
of David B. Burritt, Vice President and Chief Financial Officer of
Caterpillar Inc., pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
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32
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Certification
of James W. Owens, Chairman and Chief Executive Officer of Caterpillar
Inc. and David B. Burritt, Vice President and Chief Financial Officer of
Caterpillar Inc., pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
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* | Management contracts and compensatory plans and arrangements required to be filed as exhibits pursuant to Item 15(b) of this report. |
Form
10-K
SIGNATURES
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Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act
of 1934, the company has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
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CATERPILLAR
INC.
(Registrant)
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February 19,
2010
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By:
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/s/James
B. Buda
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James B.
Buda, Secretary
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Pursuant
to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant
and in the capacities and on the dates indicated.
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February 19,
2010
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/s/James
W. Owens
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Chairman of
the Board, Director
and Chief
Executive Officer
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(James W.
Owens)
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Vice Chairman
and Chief
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February 19,
2010
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/s/Douglas
R. Oberhelman
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Executive
Officer-
Elect/
Group President
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(Douglas R.
Oberhelman)
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February 19,
2010
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/s/
Richard P. Lavin
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Group
President
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(Richard P.
Lavin)
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February 19,
2010
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/s/Stuart
L. Levenick
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Group
President
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(Stuart L.
Levenick)
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February
19, 2010
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/s/Edward
J. Rapp
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Group
President
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(Edward J.
Rapp)
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February 19,
2010
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/s/Gerard
R. Vittecoq
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Group
President
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(Gerard R.
Vittecoq)
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February 19,
2010
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/s/Steven
H. Wunning
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Group
President
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(Steven H.
Wunning)
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February 19,
2010
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/s/David
B. Burritt
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Vice
President and Chief Financial Officer
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(David B.
Burritt)
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February 19,
2010
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/s/Bradley
M. Halverson
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Controller
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(Bradley M.
Halverson)
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February 19,
2010
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/s/Jananne
A. Copeland
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Chief Accounting Officer | ||||
(Jananne A.
Copeland)
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February 19,
2010
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/s/W.
Frank Blount
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Director
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(W. Frank
Blount)
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February 19,
2010
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/s/John
R. Brazil
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Director
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(John R.
Brazil)
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February 19,
2010
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/s/Daniel
M. Dickinson
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Director
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(Daniel M.
Dickinson)
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February 19,
2010
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/s/John
T.Dillon
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Director
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(John T.
Dillon)
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February 19,
2010
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/s/Eugene
V. Fife
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Director
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(Eugene V.
Fife)
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February 19,
2010
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/s/Gail
D. Fosler
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Director
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(Gail D.
Fosler)
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February 19,
2010
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/s/Juan
Gallardo
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Director
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(Juan
Gallardo)
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February 19,
2010
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/s/David
R. Goode
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Director
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(David R.
Goode)
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February 19,
2010
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/s/Peter
A. Magowan
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Director
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(Peter A.
Magowan)
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February 19,
2010
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/s/William
A. Osborn
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Director
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(William A.
Osborn)
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February 19,
2010
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/s/Charles
D. Powell
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Director
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(Charles D.
Powell)
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February 19,
2010
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/s/Edward
B. Rust, Jr.
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Director
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(Edward B.
Rust, Jr.)
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February 19,
2010
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/s/Susan
C. Schwab
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Director
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(Susan C.
Schwab)
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February 19,
2010
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Joshua
I. Smith
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Director
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(Joshua I.
Smith)
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