UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

 WASHINGTON, DC  20549

  

FORM 8-K

  

CURRENT REPORT

  

PURSUANT TO SECTION 13 OR 15(d) OF THE

  SECURITIES EXCHANGE ACT OF 1934

  

Date of Report: July 17, 2009

 

  CUMMINS INC.

 (Exact name of registrant as specified in its charter)

  

Indiana

 (State or other Jurisdiction of

 Incorporation)

1-4949

 (Commission File Number)

35-0257090

 (I.R.S. Employer Identification

  No.)

 

500 Jackson Street

 P. O. Box 3005

 Columbus, IN  47202-3005

 (Principal Executive Office)  (Zip Code)

Registrant's telephone number, including area code:  (812) 377-5000

 

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 ( see  General Instruction A.2. below):

  

[   ]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[   ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[   ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 5.03  Amendments to Articles of Incorporation or Bylaws

On July 14, 2009, the Board of Directors (the “Board”) of Cummins Inc. (the “Company”) approved amended and restated By-Laws (the “Amended By-Laws”) of the Company, to be effective on July 14, 2009, in response to changes in Indiana business law and other developments in corporate governance law and practice.  The changes included in the Amended By-Laws do the following:


The foregoing description of the changes reflected in the Amended By-Laws does not purport to be complete and is qualified in its entirety by reference to the copy of the Amended By-Laws filed as Exhibit 3.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

 

Item 8.01 Other Events

 

On July 14, 2009, the Board revised the Company’s Corporate Governance Principles to reflect the Company’s current practices and policies with respect to various corporate governance matters.  The revisions included the following: 


The foregoing description of the revisions to the Corporate Governance Principles does not purport to be complete and is qualified in its entirety by reference to the copy of the revised Corporate Governance Principles filed as Exhibit 99.1 to this Current Report on Form 8-K, which is incorporated herein by reference.  The revised Corporate Governance Principles also are available on the Company’s website at www.cummins.com.  No portion of this website is incorporated by reference into this Current Report on Form 8-K.

 

 

Item 9.01. Financial Statements and Exhibits.

 

 

(d)

The following exhibit is furnished herewith:

  

Exhibit 3.1-Red-lined version of the Bylaws

Exhibit 99.1-Revised Corporate Governance Principles

 

 

 

SIGNATURE

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 hereunto duly authorized.

 

Date: July 17, 2009

  

CUMMINS INC.

 

 

 

 

 ______________________________

Marsha L. Hunt

 Vice President - Corporate Controller

 (Principal Accounting Officer)