SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
11-K
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(Mark
One)
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[X]
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ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For
the fiscal year ended December 31, 2007
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OR
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[ ]
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TRANSITION
REPORT PURSUANT TO SECTION 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
401(K) PLAN
(Full title
of the Plan)
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CATERPILLAR
INC.
(Name of
issuer of the securities held pursuant to the Plan)
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100
NE Adams Street, Peoria, Illinois 61629
(Address of
principal executive offices)
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Form
11-K – 2007 - 401-K
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Page
1 of 20
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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 annual report to be signed on its
behalf by the undersigned, hereunto duly authorized.
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CATERPILLAR
401(K) PLAN
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||||
CATERPILLAR
INC. (Issuer)
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June 24,
2008
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By:
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/s/David B. Burritt
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Name:
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David B.
Burritt
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Title:
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Vice
President and Chief Financial
Officer
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Form 11-K – 2007 401-K
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Page 2
of 20
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Form 11-K – 2007 401-K
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Page 3
of 20
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Caterpillar
Inc.
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Caterpillar
401(k) Plan
Index
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Page(s)
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Report
of Independent Registered Public Accounting Firm
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5
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Financial
Statements
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Statements of
Net Assets Available for Benefits
December 31,
2007 and 2006
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6
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Statements of
Changes in Net Assets Available for Benefits
Years Ended
December 31, 2007 and 2006
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7
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Notes to
Financial Statements
December 31,
2007 and 2006
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8–15
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Supplemental
Schedules
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Schedule G,
Part III - Nonexempt Transactions
December 31,
2007
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17
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Schedule G,
Part III - Nonexempt Transactions
December 31,
2006
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18
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Schedule H,
Line 4i - Schedule of Assets (Held at End of Year)
December 31,
2007
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19
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Note: | Other schedules required by 29 CFR 2520. 103-10 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act fo 1974 have been omitted because they are not applicable. |
Form 11-K – 2007 401-K
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Page 4
of 20
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Form 11-K – 2007 401-K
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Page 5
of 20
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Exhibit
A
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|||||||||
Caterpillar
401(k) Plan
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|||||||||
Statements
of Net Assets Available for Benefits
December
31, 2007 and 2006
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|||||||||
(in
thousands of dollars)
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2007
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2006
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|||||||
Investments
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|||||||||
Interest in
the Caterpillar Investment Trust
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$
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4,888,837
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$
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4,285,308
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|||||
Participant
loans receivable
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56,226
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46,589
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|||||||
Other
investments – participant directed brokerage accounts
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179,941
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145,364
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Total
investments
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5,125,004
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4,477,261
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|||||||
Receivables
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|||||||||
Participant
contributions receivable
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9,945
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9,635
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|||||||
Employer
contributions receivable
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8,336
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7,950
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|||||||
Total
receivables
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18,281
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17,585
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|||||||
Net assets
available for benefits, at fair value
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5,143,285
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4,494,846
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|||||||
Adjustment
from fair value to contract value for synthetic guaranteed investment
contracts
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7,650
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(2,155
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)
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||||||
Net assets
available for benefits
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$
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5,150,935
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$
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4,492,691
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|||||
The
accompanying notes are an integral part of these financial
statements.
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Form 11-K – 2007 401-K
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Page 6
of 20
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Exhibit
B
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|||||||||
Caterpillar
401(k) Plan
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|||||||||
Statements
of Changes in Net Assets Available for Benefits
Years
Ended December 31, 2007 and 2006
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|||||||||
(in
thousands of dollars)
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2007
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2006
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|||||||
Investment
income
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|||||||||
Plan interest
in net investment income of Caterpillar Investment Trust
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$
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612,006
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$
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368,286
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|||||
Interest on
participant loans receivable
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3,981
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2,794
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|||||||
Net
investment income from participant directed brokerage
accounts
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16,256
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17,486
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|||||||
Net
investment income
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632,243
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388,566
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|||||||
Contributions
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|||||||||
Participant
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216,133
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199,941
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|||||||
Employer
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133,555
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122,515
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Total
contributions
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349,688
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322,456
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Deductions
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|||||||||
Withdrawals
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(325,462
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)
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(318,012
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)
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Administrative
expenses
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(2,902
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)
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(1,522
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)
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Total
deductions
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(328,364
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)
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(319,534
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)
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Increase in
net assets available for benefits
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653,567
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391,488
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|||||||
Transfers
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|||||||||
Transfers
from other plans, net
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4,677
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185
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|||||||
Net increase
in net assets available for benefits
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658,244
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391,673
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Net
assets available for benefits
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|||||||||
Beginning of
year
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4,492,691
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4,101,018
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|||||||
End of
year
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$
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5,150,935
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$
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4,492,691
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|||||
The
accompanying notes are an integral part of these financial
statements.
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Form 11-K – 2007 - 401-K
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Page 7
of 20
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Caterpillar
401(k) Plan
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Notes
to Financial Statements
December
31, 2007 and 2006
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1.
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Plan
Description
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The following
description of the Caterpillar 401(k) Plan (the “Plan”) provides only
general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's
provisions.
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General
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The Plan is a
contributory defined contribution plan established by Caterpillar Inc.
(the “Company”) effective January 1, 2003 to enable eligible employees of
the Company and its subsidiaries (the “participating employers”), which
adopt the Plan to accumulate funds for retirement. The Plan is
subject to the provisions of the Employee Retirement Income Security Act,
as amended (“ERISA”).
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Participation
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Management,
salaried and non-bargaining hourly employees who meet certain age and
service requirements are eligible to participate in the
Plan. Participating eligible employees (the “participants”)
elect to defer a portion of their compensation until retirement through
pre-tax contributions.
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Participant
Accounts
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Accounts are
separately maintained for each participant. The participant's
account is credited with the participant's contribution as defined below,
employer contributions and an allocation of Plan
earnings. Allocations of earnings are based on participant
account balances, as defined. Participant benefits are limited
to their vested account balances.
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Contributions
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Participant
contributions are made through a pre-tax compensation deferral as elected
by the participants. Participants who are at least 50 years old
by the end of the calendar year are allowed by the Plan to make a catch-up
contribution for that year. Contributions are subject to
certain limitations set by the Internal Revenue Code.
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Employer
matching contributions are 100 percent of participant 401(k) contributions
up to a maximum of 6 percent of compensation. The Company may
change the match percentage or the limit on matching contributions from
time to time.
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Participants
direct the investment of their contributions and employer match
contributions into various investment options offered by the Plan as
discussed in Note 3. Participants may change their contribution
elections and prospective investment elections on a daily basis and
reallocate the investment of their existing account balance either daily
or every seven business days depending on the investment.
Starting
January 1, 2007, newly eligible employees were subject to an automatic
enrollment process. Unless electing otherwise, employees who
become newly eligible will be enrolled with a default 6% deferral of their
eligible pay and their default investment election is to the Model
Portfolio – Moderately Aggressive fund.
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Vesting
and Distribution Provisions
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Participants
are fully vested in their participant contributions and earnings
thereon. Participants also vest immediately in the Company's
matching contributions and the earnings thereon. Upon
termination of employment for any reason, including death, retirement or
total and permanent disability, or upon Plan termination, the balance in
participants' accounts is distributable in a single lump sum cash payment
unless the participant (or beneficiary) elects to receive Company shares
in kind. The value of any full or fractional shares paid in
cash will be based upon the average price per share the Trustee receives
from sales of Company shares for the purpose of making the
distribution. Participants also have the option to leave their
vested account balance in the Plan, subject to certain
limitations.
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Form 11-K – 2007 - 401-K
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Page 8
of 20
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Participant
Loans
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The Plan
provides for participant loans against eligible participants’ account
balances. Eligible participants obtain loans by filing a loan
application with the Plan’s record keeper and receiving all requisite
approvals. Loan amounts are generally limited to the lesser of
$50,000 or 50 percent of the individual participant’s vested account
balance, with certain regulatory restrictions. Each loan
specifies a repayment period that cannot extend beyond five
years. However, the five-year limit shall not apply to any loan
used to acquire any dwelling unit which within a reasonable time is to be
used (determined at the time the loan is made) as the principal residence
of the participant. Loans bear interest at the prime interest
rate plus 1 percent, as determined at the time of loan
origination. Repayments, including interest, are made through
after-tax payroll deductions and are credited to the individual
participant’s account balance. At December 31, 2007,
participant loans have various maturity dates through September 30, 2017,
with varying interest rates ranging from 4 to 11.3
percent.
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Administration
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The Plan is
administered by Caterpillar Inc., which is responsible for non-financial
matters, and the Benefit Funds Committee of Caterpillar Inc., which is
responsible for financial aspects of the Plan. Caterpillar Inc.
and the Benefit Funds Committee have entered into a trust agreement with
The Northern Trust Company (the “Trustee”) to receive contributions,
administer the assets of the Plan and distribute withdrawals pursuant to
the Plan.
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Plan
Termination
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Although it
has not expressed any intent to do so, the Company has the right under the
Plan at any time to terminate the Plan subject to provisions of
ERISA. In the event of Plan termination, Plan assets will be
distributed in accordance with the provisions of the
Plan.
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Plan
Qualification
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The Plan
obtained its latest determination letter on February 6, 2008, in which the
Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue
Code. Although the Plan has been amended subsequent to the
period covered by the determination letter, the Plan administrator and the
Plan’s tax counsel believe that the Plan is designed and is currently
being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for income taxes
has been included in the Plan’s financial
statements.
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2.
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Summary
of Significant Accounting Policies
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New
Accounting Guidance
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In September
2006, the Financial Accounting Standards Board (the “FASB”) issued
Statement of Financial Accounting Standards No. 157 (SFAS 157), Fair Value
Measurements. SFAS 157 provides a common definition of
fair value and a framework for measuring assets and liabilities at fair
values when a particular standard prescribes it. In addition,
the Statement expands disclosures about fair value
measurements. The Company will apply this new accounting
standard for plan years beginning January 1, 2008. The adoption
is not expected to have a material impact on the Plan’s financial
statements.
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Form 11-K – 2007 - 401-K
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Page 9
of 20
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Basis
of Accounting
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The Plan’s
accounts are maintained on the accrual basis of
accounting.
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Investments
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The Plan’s
interest in the Caterpillar Investment Trust is valued as described in
Note 4. Investments included in the participant directed
brokerage account are valued at quoted market prices, which, for
registered investment companies, represent the net asset value of shares
held by the Plan at year-end. Participant loans are valued at
estimated fair value consisting of principal and any accrued
interest. Interest on investments is recorded as
earned. Dividends are recorded on the ex-dividend
date. Purchases and sales of securities are recorded on a
trade-date basis.
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Administrative
Expenses
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Starting in
2006, the Plan accrues 6 basis points annually of the market value of the
assets of each investment fund, which is transferred monthly from the
Caterpillar Investment Trust into a holding account to pay expenses as
they come due. The amount accumulated in the holding account is
used to pay certain administrative expenses that have been approved by the
Benefits Fund Committee including recordkeeping fees, trustee fees, plan
education and audit fees. The Company pays any expenses which
exceed amounts accrued annually by the plan. Prior to 2006, all
administrative expenses were paid by the Company.
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Withdrawals
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Withdrawals
are recorded when paid.
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Transfers
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Transfers
to/from other plans generally represent account balance transfers for
participants who transfer from one plan to another plan primarily due to
employment status changes.
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Use
of Estimates in the Preparation of Financial Statements
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The
preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets, liabilities and changes therein. Actual
results could differ from those estimates. The Company believes
the techniques and assumptions used in establishing these amounts are
appropriate.
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Reclassifications
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Certain
amounts from the prior year have been reclassified to conform to the
current-year financial statement and footnote
presentation.
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Risks
and Uncertainties
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The Plan
provides for various investment options in any combination of stocks,
bonds, fixed income securities, mutual funds and other investment
securities. Investment securities are exposed to various risks,
such as interest rate, market and credit risks. Due to the
level of risk associated with certain investment securities, it is at
least reasonably possible that changes in the values of investment
securities could occur in the near term and that such changes could
materially affect participants' account balances and the amounts reported
in the statement of net assets available for benefits. At
December 31, 2007, approximately 47 percent of the Plan’s investments were
invested in Caterpillar Inc. common
stock.
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Form 11-K – 2007 - 401-K
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Page 10
of 20
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3.
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Investment
Programs
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The majority
of the Plan’s assets are invested in the Caterpillar Investment Trust as
discussed in Note 4, except for the participant directed brokerage account
and participant loans receivable.
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In October
2005, Caterpillar made the strategic decision to exit the investment
management business. As a result, the Benefit Funds Committee
selected new investment options for the Plan. The transition of
the investment of participant balances to the new investment options were
implemented after the close of the market effective May 26, 2006. The new
investment options are similar in nature to the previous fund options and
participant accounts and future deferral elections were automatically
transferred to the most similar new investment option. As with
the previous structure, the new investment options consist of four main
categories: core investments, model portfolios, Caterpillar stock and a
brokerage account.
The core
options consist of nine investment choices, each representing a different
asset class but collectively offering a broad range of investment
alternatives with varying levels of risk and potential
returns.
The model
portfolios contain a specific mix of the Plan’s core
investments. Each portfolio’s mix of stocks and bonds is
automatically rebalanced on the last business day of each calendar
quarter. The targeted percentage of stocks and bonds in each of
the model portfolios is as follows:
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*
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Conservative
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20% stocks
and 80% bonds
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*
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Moderately
Conservative
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40% stocks
and 60% bonds
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*
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Moderately
Aggressive
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60% stocks
and 40% bonds
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*
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Aggressive
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80% stocks
and 20% bonds
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The
Caterpillar Stock Fund consists of Caterpillar Inc. common stock and a
small amount of cash equivalents.
The brokerage
account option allows participants to invest in various other investments
outside of the standard Plan options. Hewitt Financial Services
is the custodian for funds invested through this participant directed
option. Investments in the participant directed brokerage
account consist of registered investment companies and the net investment
income for the participant directed brokerage account consists of net
appreciation (depreciation) in the fair value of investments in registered
investment companies.
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4.
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Master
Trust
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A portion of
the Plan’s investments are in the Caterpillar Investment Trust (the
"Master Trust"), which was established for the investment of the Plan and
other Company sponsored retirement plans. These plans pool
their investments in the Master Trust in exchange for a percentage of
participation in the Trust. The assets of the Master Trust are
held by The Northern Trust Company (the "Trustee").
The
percentage of the Plan's participation in the Master Trust was determined
based on the December 31, 2007 and 2006 fair values of net assets for the
investment fund options chosen by participants of each plan. At
December 31, 2007 and 2006, the Plan's interest in the net assets of the
Master Trust was 89.79 percent and 89.61 percent,
respectively.
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Form 11-K – 2007 401-K
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Page 11
of 20
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The net
assets of the Master Trust as of December 31, 2007 and 2006 are as
follows:
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(in
thousands of dollars)
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2007
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2006
|
||||||
ASSETS
|
||||||||
Investments,
at fair value:
|
||||||||
Caterpillar
Inc. common stock
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$
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2,642,282
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$
|
2,456,108
|
||||
Common
stocks
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1,304,626
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1,090,747
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||||||
Corporate
bonds and notes
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90,792
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57,516
|
||||||
U.S.
Government securities
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108,327
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79,737
|
||||||
Synthetic
guaranteed investment contracts
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722,524
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570,354
|
||||||
Common
collective trusts
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338,348
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299,042
|
||||||
Registered
investment companies
|
838
|
779
|
||||||
Interest
bearing cash
|
37,103
|
37,468
|
||||||
Other
investments
|
7,860
|
8,159
|
||||||
5,252,700
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4,599,910
|
|||||||
Securities
on loan, at fair value
|
||||||||
Common
stocks
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189,004
|
172,928
|
||||||
Corporate
bonds and notes
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6,300
|
11,999
|
||||||
U.S.
Government securities
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31,277
|
34,512
|
||||||
226,581
|
219,439
|
|||||||
Cash
collateral held under securities loan agreements, at
fair value
|
||||||||
Caterpillar
Investment Trust Custom Collateral Fund
|
227,679
|
213,439
|
||||||
Other
assets
|
||||||||
Receivables
for securities sold
|
3,935
|
10,309
|
||||||
Accrued
income
|
48,759
|
5,750
|
||||||
52,694
|
16,059
|
|||||||
Total Master
Trust assets, at fair value
|
5,759,654
|
5,048,847
|
||||||
LIABILITIES
|
||||||||
Obligation
under securities loan agreements, at fair value
|
(227,679
|
)
|
(213,439
|
)
|
||||
Payables for
securities purchased
|
(87,846
|
)
|
(53,186
|
)
|
||||
Total Master
Trust liabilities
|
(315,525
|
)
|
(266,625
|
)
|
||||
Adjustment
from fair value to contract value for synthetic guaranteed investment
contracts
|
8,964
|
(2,524
|
)
|
|||||
Master Trust
assets, net
|
$
|
5,453,093
|
$
|
4,779,698
|
||||
Plan’s
interest in the net Master Trust assets
|
$
|
4,896,487
|
$
|
4,283,153
|
Investments
are principally stated at fair value. Investments in common
stock, preferred stock, corporate bonds and notes, U.S. Government
securities and other assets are primarily valued at quoted market
prices. Common/collective trusts are stated at unit value,
which represents the fair value of the underlying
investments. Registered investment companies are valued at
quoted market prices that represent the net asset value of shares held by
the Master Trust at year-end.
|
Form 11-K – 2007 - 401-K
|
Page 12
of 20
|
Net
investment income of the Master Trust for the years ended December 31,
2007 and 2006 is as follows:
|
|
(in
thousands of dollars)
|
2007
|
2006
|
|||||||
Interest
|
$
|
49,574
|
$
|
21,781
|
|||||
Dividends
|
75,878
|
53,253
|
|||||||
Net
appreciation (depreciation) of the fair value of
investments:
|
|||||||||
Caterpillar
Inc. common stock
|
459,737
|
135,231
|
|||||||
Common
stocks
|
90,887
|
111,558
|
|||||||
Corporate
bonds and notes
|
(3,875
|
)
|
1,557
|
||||||
U.S.
Government securities
|
2,864
|
1,812
|
|||||||
Common
collective trusts
|
13,777
|
29,198
|
|||||||
Registered
investment companies
|
22
|
44,537
|
|||||||
Other
investments
|
(10,703
|
)
|
1,453
|
||||||
Net Master
Trust investment income
|
$
|
678,161
|
$
|
400,380
|
|||||
Plan’s
interest in net Master Trust investment income
|
$
|
612,006
|
$
|
368,286
|
Dividend
income is recorded as of the ex-dividend date. Interest income
is recorded daily as earned. The Master Trust presents in net
investment income, the net appreciation (depreciation) in the fair value
of its investments which consists of the realized gains or losses and the
unrealized appreciation (depreciation) on those
investments.
|
|
Investment
Contracts
|
|
The Master
Trust holds fixed income benefit responsive investment contracts, referred
to as synthetic guaranteed investment contracts (“synthetic GICs”), in
which an investment contract is issued by an insurance company or a
financial services institution. Synthetic GICs are valued at contract
value. The synthetic GICs, designed to help preserve principal and provide
a stable crediting rate of interest, are fully benefit responsive and
provide that plan participant initiated withdrawals will be paid at
contract value. The synthetic GICs are backed by a portfolio of
fixed income investments which are effectively owned by the
Plan. The assets underlying the synthetic GICs are maintained
by a third party custodian, separate from the contract issuer's general
assets. The synthetic GICs are obligated to provide an interest
rate not less than zero. These contracts provide that realized
and unrealized gains and losses of the underlying assets are not reflected
immediately in the assets of the fund, but rather are amortized, usually
over the duration of the underlying assets, through adjustments to the
future interest crediting rate. The future interest crediting
rate can be adjusted periodically and is primarily based on the current
yield-to-maturity of the covered investments, plus or minus amortization
of the difference between the market value and contract value of the
covered investments over the duration of the covered investments at the
time of computation. The issuers guarantee that all qualified
participant withdrawals will occur at contract value.
Employer
initiated events, if material, may affect the underlying economics of the
investment contracts. These events include plant closings,
layoffs, plan termination, bankruptcy or reorganization, merger, early
retirement incentive programs, tax disqualification of a trust or other
events. The occurrence of one or more employer initiated events
could limit the Plan’s ability to transact at contract value with plan
participants. As of December 31, 2007, the Company believes the
occurrence of an event that would limit the ability of the Plan to
transact at contract value with the participants in the Plan is
remote.
|
Form 11-K – 2007 - 401-K
|
Page 13
of 20
|
A summary of
the average yields for the synthetic GICs are as
follows:
|
Average
Yields
|
December
31, 2007
|
December
31, 2006
|
|||
Based on
actual income
|
6.65%
|
5.75%
|
|||
Based on
interest rate credited to participants
|
5.85%
|
5.72%
|
|||
FASB Staff
Position, FSP AAG INV-1, Reporting of Fully Benefit-Responsive Investment
Contracts Held by Certain Investment Companies Subject to the AICPA
Investment Company Audit Guide and Defined-Contribution Health and Welfare
and Pension Plans, requires the Statements of Net Assets Available for
Benefits to present the fair value of the synthetic GICs, as well as an
adjustment of the fully benefit-responsive synthetic GICs from fair value
to contract value.
|
|
Derivatives
|
|
Within the
Master Trust, a number of investment managers use derivative financial
instruments to meet fund objectives and manage exposure to foreign
currency, interest rate and market fluctuations. The fair value of these
derivative contracts and related appreciation (depreciation) are included
in Other Investments in the Statements of Net Assets Available for
Benefits and Investment Income of the Master Trust.
|
|
A summary of
the open futures contracts as of December 31, 2007 is as
follows:
|
Long
Contracts
|
Short
Contracts
|
|||||||||||||
*(in
thousands of dollars)
|
Contracts
|
Fair
Value*
|
Contracts
|
Fair
Value*
|
||||||||||
Eurodollar
futures
|
152
|
|
$
|
36,478
|
–
|
$
|
–
|
|||||||
Equity
futures
|
115
|
33,707
|
–
|
–
|
||||||||||
U.S. treasury
bill and treasury bond futures
|
143
|
|
15,977
|
203
|
23,309
|
|||||||||
Euro fixed
income futures
|
11
|
|
1,819
|
–
|
–
|
A summary of
the open futures contracts as of December 31, 2006 is as
follows:
|
Long
Contracts
|
Short
Contracts
|
|||||||||||||
*(in
thousands of dollars)
|
Contracts
|
Fair
Value*
|
Contracts
|
Fair
Value*
|
||||||||||
|
||||||||||||||
Equity
futures
|
125
|
|
$
|
29,369
|
–
|
$
|
–
|
|||||||
U.S. treasury
bill and treasury bond futures
|
139
|
|
14,680
|
98
|
10,532
|
|||||||||
Eurodollar
futures
|
47
|
|
11,139
|
–
|
–
|
The above
tables for 2007 and 2006 reflect the fair value of all open derivative
futures contracts, without reflecting the corresponding fair value of the
derivative offsets, which net to $0.
The Master
Trust continually monitors its positions with, and the credit quality of,
the major financial institutions which are counterparties to its financial
instruments, and does not anticipate nonperformance by these
counterparties.
|
|
Form 11-K – 2007 - 401-K
|
Page 14
of 20
|
Securities
Lending
|
|
In June 2006,
the Master Trust began participating in a securities lending program
offered by the Trustee. As a participating lender, the Master
Trust receives cash, letters of credit, or U.S. government securities as
collateral for loans of securities to approved borrowers. The
Trustee pools the cash collateral in the Caterpillar Investment Trust
Custom Collateral Fund, which invests primarily in short term investment
vehicles. Initial collateral levels are not less than 102
percent of the fair value of the borrowed securities, or not less than 105
percent if the borrowed securities and the collateral are denominated in
different currencies. The fair value of securities on loan was
approximately $227 and $219 million at December 31, 2007 and 2006,
respectively. The fair value of the collateral received in 2007
for these loaned securities was approximately $233 million ($226 million
in 2006), of which approximately $228 million represented cash or other
highly liquid investments ($213 million in 2006). Net
investment income (loss) from securities lending was approximately ($1.1)
and $0.4 million
in 2007 and 2006, respectively, and is included in interest in the net
investment income of the Master Trust.
|
|
5.
|
Parties-in-Interest
|
The Trustee
is authorized, under contract provisions and by exemption under 29 CFR
408(b) of ERISA regulations, to invest in securities under its control and
in securities of the Company.
Prior to May
26, 2006, the Master Trust invested in the Preferred Group of Mutual
Funds, registered investment companies that were sponsored by Caterpillar
Investment Management Ltd. (CIML), formerly a wholly-owned subsidiary of
Caterpillar Inc. CIML managed the Preferred Short-Term Government
Securities Fund while all other funds were managed by unrelated investment
managers. Caterpillar Securities, Inc., a wholly-owned
subsidiary of CIML, distributed the shares of the registered investment
companies to the Master Trust.
Beginning May
26, 2006, the investment options available to the participants as
summarized in Note 3 include the Caterpillar Stock Fund. The Master Trust
also invests in the U.S. Equity Broad Index Fund, which is sponsored and
managed by The Northern Trust Company, the Trustee for the Master
Trust. The Northern Trust Company also manages the cash
equitization portion of each of the investment options for liquidity
purposes.
|
6.
|
Reconciliation
of Financial Statements to Form 5500
|
The following
table reconciles the net assets available for benefits per the audited
financial statements to the Form 5500 Annual Report:
|
|
(in
thousands of dollars)
|
2007
|
2006
|
|||||||
Net assets available for benefits
per financial statements
|
$
|
5,150,935
|
$
|
4,492,691
|
|||||
Certain deemed distributions of
participant loans
|
(1,536
|
)
|
(755
|
)
|
|||||
Net assets per Form
5500
|
$
|
5,149,399
|
$
|
4,491,936
|
Form 11-K – 2007 401-K
|
Page 15
of 20
|
Form 11-K – 2007 401-K
|
Page 16
of 20
|
Schedule
I
|
|||||||||
Caterpillar
401(k) Plan
|
|||||||||
EIN
37-0602744
Schedule
G, Part III - Nonexempt Transactions
December
31, 2007
|
|||||||||
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
(i)
|
(j)
|
Identity
of
party
involved
|
Relationship
to
plan,
employer,
or
party-in
-interest
|
Description
of transactions,
including
maturity date, rate
of
interest, collateral, par
or
maturity value
|
Purchase
Price
|
Selling
Price
|
Lease
Rental
|
Expenses
incurred
in
connection
with
transaction
|
Cost
of
Asset
|
Current
Value
of
Asset
|
Net
gain
or
(loss)
on
each
transaction
|
Caterpillar
Inc.
|
Plan
Sponsor
|
Certain
administrative expenses of other Caterpillar Inc. sponsored plans were
inadvertently paid from the assets of the Caterpillar Inc. 401(k) Plan
during 2007, resulting in an impermissible loan from the Plan to the Plan
Sponsor. The principal amount and the related earnings were
repaid to the Plan in November 2007 and December 2007,
respectively.
|
$–
|
$–
|
$–
|
$–
|
$332,178
|
$345,373
|
$–
|
Form 11-K – 2007 - 401-K
|
Page 17
of 20
|
Schedule
II
|
|||||||||
Caterpillar
401(k) Plan
|
|||||||||
EIN
37-0602744
Schedule
G, Part III - Nonexempt Transactions
December
31, 2006
|
|||||||||
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
(i)
|
(j)
|
Identity
of
party
involved
|
Relationship
to
plan,
employer,
or
party
-in-interest
|
Description of
transactions, including
maturity date,
rate of interest,
collateral,
par or maturity value
|
Purchase
Price
|
Selling
Price
|
Lease
Rental
|
Expenses
incurred
in
connection
with
transaction
|
Cost
of
Asset
|
Current
Value
of
Asset
|
Net
gain
or
(loss)
on
each
transaction
|
Caterpillar
Inc.
|
Plan
Sponsor
|
Certain administrative expenses
of other Caterpillar Inc. sponsored plans were inadvertently paid
from the assets of the Caterpillar Inc. 401(k) Plan during 2006, resulting
in an impermissible loan from the Plan to the Plan Sponsor. The
principal amount and the related earnings were repaid to the Plan in
November 2007 and December 2007, respectively.
|
$–
|
$–
|
$–
|
$–
|
$27,389
|
$27,755
|
$–
|
Form 11-K – 2007 - 401-K
|
Page 18
of 20
|
Schedule
III
|
|||||||||||
Caterpillar
401(k) Plan
|
|||||||||||
EIN
37-0602744
Schedule
H, Line 4i – Schedule of Assets (Held at End of Year)
December
31, 2007
|
|||||||||||
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
|||||||
Identity
of issuer,
borrower,
lessor
or
similar party
|
Description
of investment, including
maturity
date, rate of interest,
collateral,
par or maturity value
|
Cost
|
Current
value
|
||||||||
*
|
Caterpillar
Inc.
|
Caterpillar
Investment Trust
|
**
|
$
|
4,888,837,591
|
||||||
Hewitt
Financial Services
|
Participant
directed brokerage account
|
**
|
179,940,594
|
||||||||
*
|
Participant
loans receivable
|
Participant
loans (various maturity dates through September 30, 2017, various interest
rates ranging from 4% to 11.3%)
|
–
|
56,225,738
|
|||||||
Total
Investments
|
$
|
5,125,003,923
|
|||||||||
* Denotes
party in interest.
|
|||||||||||
** Cost
information is not applicable for participant directed
investments.
|
Form 11-K – 2007 - 401-K
|
Page 19
of 20
|
Form 11-K – 2007 401-K
|
Page 20
of 20
|