CATERPILLAR INC. $500,000,000 5.700% Notes due 2016 $750,000,000 6.050% Debentures due 2036 UNDERWRITING AGREEMENTUnderwriting Agreement • August 8th, 2006 • Caterpillar Inc • Construction machinery & equip
Caterpillar Inc. (the “Company”) confirms its agreement with you 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 you are acting as representatives (in such capacity, the “Representatives”), 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 $500,000,000 aggregate principal amount of the Company’s 5.700% Notes due 2016 (the “Notes”) and $750,000,000 aggregate principal amount of the Company’s 6.050% Debentures due 2036 (the “Debentures” and, together with the Notes, the “Securities”) described in Schedules B-1 and B-2 hereto. 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 trus
