SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 15, 1998
CATERPILLAR INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-768
(Commission File Number)
37-0602744
(IRS Employer I.D. No.)
100 NE Adams Street, Peoria, Illinois
(Address of principal executive offices)
61629
(Zip Code)
Registrant's telephone number, including area code: (309) 675-1000
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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23 Consent of Independent Accountants
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
CATERPILLAR INC.
By: /s/ R. Rennie Atterbury III
R. Rennie Atterbury III
Vice President
Date: July 15, 1998
EXHIBIT INDEX
Exhibit No. Description
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23 Consent of Independent Accountants
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Prospectus
Supplement dated July 15, 1998 constituting part of the Registration
Statement on Form S-3 (File No. 333-43983) of Caterpillar Inc. of
our report dated January 21, 1998 appearing on page A-3 of the
Appendix to the Company's 1998 Annual Meeting Proxy Statement, which
is incorporated by reference in Caterpillar Inc.'s Annual Report on
Form 10-K for the year ended December 31, 1997. We also consent to
the incorporation by reference of our report on the Financial
Statement Schedules listed in Item 14(a) of such Annual Report on
Form 10-K. We also consent to the reference to us under the heading
"Experts" in such Prospectus Supplement.
We hereby consent to the incorporation by reference in the Prospectus
dated January 12, 1998 constituting part of the Registration
Statement on Form S-3 (File No. 333-43983) of Caterpillar Inc. of
our report dated January 21, 1997 appearing on page A-3 of the
Appendix to the Company's 1997 Annual Meeting of Stockholders Proxy
Statement, which is incorporated by reference in Caterpillar Inc.'s
Annual Report on Form 10-K for the year ended December 31, 1996.
We also consent to the incorporation by reference of our report
on the Financial Statement Schedules listed in Item 14(a) of such
Annual Report on Form 10-K. We also consent to the reference to us
under the heading "Experts" in such Prospectus.
PricewaterhouseCoopers LLP
Peoria, Illinois
July 15, 1998