8-K

UNITED STATES 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:June 11, 2008
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 Identification 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
Former name or former address, if changed since last report:  N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
	o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 230.425)
	o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 7.01.  Regulation FD Disclosure.

On June 11, 2008, the Board of Directors of Caterpillar Inc. declared a quarterly cash dividend of forty-two ($0.42) cents per share of common stock, payable August 20, 2008, to stockholders of record at the close of business on July 21, 2008. The $0.42 dividend is an increase of six cents (17 percent) from the previous quarter’s dividend of $0.36. On the same date, Caterpillar issued a press release to announce the dividend declaration.  A copy of the release is furnished under this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
(c)	Exhibits:
	(i)	99.1	Caterpillar Inc. press release dated June 11, 2008, announcing a quarterly cash dividend of $0.42.

The furnishing of these materials is not intended to constitute a representation that such furnishing is required by Regulation FD or that the materials include material investor information that is not otherwise publicly available. In addition, the Registrant does not assume any obligation to update such information in the future.

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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/James B. Buda
		James B. Buda
		Vice President Dated June 11, 2008

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EX-99.1

Exhibit 99.1

June 11, 2008

Caterpillar contact:

Jim Dugan

Corporate Public Affairs

(309) 494-4100

dugan_jim@cat.com

FOR IMMEDIATE RELEASE

Caterpillar Inc. Raises Dividend Rate 17 Percent

Beginning in November 1933, Caterpillar has paid a dividend for 299 consecutive quarters

PEORIA, IL – The Board of Directors of Caterpillar Inc. (NYSE: CAT) today voted to increase the quarterly cash dividend by six cents to forty-two ($0.42) cents per share of common stock, payable August 20, 2008, to stockholders of record at the close of business July 21, 2008.   

“We continue to reward stockholders with solid dividend growth enabled by the strength of the global markets we serve,” said Caterpillar Chairman and Chief Executive Officer Jim Owens. “This dividend increase reflects the confidence our Board of Directors has in Caterpillar’s diversified and integrated business model and Team Caterpillar’s ability to deliver on our strategic goals for 2010 and beyond.  Strong cash flows allow us to invest in additional capacity to satisfy demand for products used in the mining and energy industries and to support business growth in emerging markets while raising dividends and reducing the number of shares outstanding,” Owens added.   

The $0.42 dividend is an increase of 17 percent over the previous rate of $0.36 per share. Including the announcement today, Caterpillar’s cash dividend has nearly tripled since 1998. Caterpillar has paid a dividend every quarter since November 1933 (299 consecutive quarters) and has paid higher dividends in each of the last 15 years.

For more than 80 years, Caterpillar Inc. has been making progress possible and driving positive and sustainable change on every continent. With 2007 sales and revenues of $44.958 billion, Caterpillar is the world's leading manufacturer of construction and mining equipment, diesel and natural gas engines and industrial gas turbines. The company also is a leading services provider through Caterpillar Financial Services, Caterpillar Remanufacturing Services, Caterpillar Logistics Services and Progress Rail Services. More information is available at http://www.cat.com.

SAFE HARBOR

Certain statements in this release relate to future events and expectations and as such constitute forward-looking statements involving known and unknown factors that may cause actual results of Caterpillar Inc. to be different from those expressed or implied in the forward-looking statements. In this context, words such as "will", "expect", "anticipate" or other similar words and phrases often identify forward-looking statements made on behalf of Caterpillar. It is important to note that actual results of the company may differ materially from those described or implied in such forward-looking statements based on a number of factors and uncertainties, including, but not limited to, changes in economic conditions; currency exchange or interest rates; political stability; market acceptance of the company's products and services; significant changes in the competitive environment; epidemic diseases; changes in law, regulations and tax rates; and other general economic, business and financing conditions and factors described in more detail in the company's Form 10-Q filed with the Securities and Exchange Commission on  May 2, 2008. This filing is available on our website at www.cat.com/secfilings. We do not undertake to update our forward-looking statements.