CATERPILLAR INC. $250,000,000 6.95% Debentures due 2042 UNDERWRITING AGREEMENTUnderwriting Agreement • April 19th, 2002 • Caterpillar Inc • Construction machinery & equip • New York
Caterpillar Inc. (the "Company") confirms its agreement with J.P. Morgan Securities Inc. ("JPMorgan") and each of the other "Underwriters" named in Schedule A hereto (collectively, the "Underwriters," which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom J.P. Morgan Securities Inc. is acting as representative (in such capacity, the "Representative"), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $250,000,000 aggregate principal amount of the Company's 6.95% Debentures due 2042 (the "Securities") described in Schedule B. The Securities are to be issued pursuant to an indenture, dated as of May 1, 1987, as supplemented (the "Indenture"), between the Company and Citibank, N.A., as trustee (the "Trustee"). The term "Indenture," as used herein, includes the Officer's Certificate (as defined
