3:

EXHIBIT 23

Consent of Independent Accountants

We hereby consent to the incorporation by reference in the Registration Statement on Forms S-8 (No. 2-43929, as amended, 2-90123, as amended, 2-97450, as amended, 33-3718, as amended, 33-8003, 33-14116, 33-37353, 33-39280, 33-40598, 333-03609, 333-32853, 333-32851, 333-41464 and 333-98197) of Caterpillar Inc. of our report dated January 23, 2003 related to the consolidated financial statements, appearing on page A-3 of the Appendix to the Company's 2003 Annual Meeting Proxy Statement which is incorporated in this Annual Report on Form 10-K, except footnotes 1C and 21.


We hereby consent to the incorporation by reference in the Prospectus constituting part of the Registration Statement on Forms S-3 (Nos. 33-46194, 333-22041, 333-43133, 333-43983, and 333-71468) of Caterpillar Inc. of our report dated January 23, 2003 related to the consolidated financial statements, appearing on page A-3 of the Appendix to the Company's 2003 Annual Meeting Proxy Statement which is incorporated in this Annual Report on Form 10-K.

PricewaterhouseCoopers LLP

Peoria, Illinois
March 31, 2003