X0303 4 2011-07-08 1 0000740761 BUCYRUS INTERNATIONAL INC BUCY 0001297859 Mackus Craig R PO BOX 500 1100 MILWAUKEE AVENUE SOUTH MILWAUKEE WI 53172 0 1 0 0 CFO and Secretary Common Stock 2011-07-08 4 D 0 68495 D 0 D Common Stock 2011-07-08 4 D 0 2417 D 0 D Common Stock 2011-07-08 4 D 0 2700 D 0 D Common Stock 2011-07-08 4 D 0 13800 D 0 D Common Stock 2011-07-08 4 D 0 3700 D 0 D Common Stock 2011-07-08 4 D 0 7050 D 0 D Stock Appreciation Rights 59.48 2011-07-08 4 D 0 12510 D 2020-02-23 Common Stock 12510 0 D Stock Appreciation rights 13.52 2011-07-08 4 D 0 42000 D 2019-02-24 Common Stock 42000 0 D Stock Appreciation Rights 51.69 2011-07-08 4 D 0 6450 D 2018-02-20 Common Stock 6450 0 D Shares of Common Stock were converted into the right to receive $92.00 per share pursuant to an Agreement and Plan of Merger, dated November 14, 2010, by and among Bucyrus International, Inc., Caterpillar Inc. and Badger Merger Sub, Inc. (the "Merger Consideration"). Prior to consummation of the merger, each outstanding share of restricted stock became fully vested and free of restrictions, and was converted into the Merger Consideration. Prior to consummation of the merger, the stock appreciation rights would have vested 10%, 15%, 25% and 50%, respectively, on December 31, 2010, 2011, 2012 and 2013. The stock appreciation rights were canceled in the merger and the reporting person became entitled to receive a cash payment equal to the product of (i) the number of shares of common stock subject to such stock appreciation right and (ii) the amount, if any, by which $92.00 exceeds the exercise price per share of such stock appreciation right. Prior to consummation of the merger, the stock appreciation rights would have vested 10%, 15%, 25% and 50%, respectively, on December 31, 2009, 2010, 2011 and 2012. Prior to consummation of the merger, the stock appreciation rights would have vested 10%, 15%, 25% and 50%, respectively, on December 31, 2008, 2009, 2010 and 2011. /s/Craig R. Mackus 2011-07-11