Cummins

500 Jackson Street
P. O. Box 3005
Columbus, IN 47202-3005
(Principal Executive Office) (Zip Code)

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):

On October 25, 2011, Cummins Inc. issued a press release regarding its release of third quarter results.

The following information is furnished pursuant to Item 2.02, "Results of Operations and Financial Condition" and Item 7.01, "Regulation FD Disclosure."

On October 25, 2011, Cummins Inc. (“Cummins,” “the Company,” “the registrant,” “we,” “our,” or, “us”) issued the attached press release reporting its financial results for the third quarter of 2011. A copy of Cummins' press release is attached hereto as Exhibit 99 and hereby incorporated by reference.

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.

CUMMINS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited) (a)

		Three months ended
		September 25,		June 26,		September 26,
In millions, except per share amounts		2011		2011		2010
NET SALES		$	4,626	$	4,641	$	3,401
Cost of sales			3,438		3,438		2,571
GROSS MARGIN			1,188		1,203		830

OPERATING EXPENSES AND INCOME
	Selling, general and administrative expenses		489		463		375
	Research, development and engineering expenses		164		157		103
	Equity, royalty and interest income from investees (Note 1)		102		117		88
	Gain on sale of business (Note 2)		-		68		-
	Other operating (expense) income, net		2		-		(5)
OPERATING INCOME			639		768		435

Interest income			9		10		6
Interest expense			11		13		11
Other income (expense), net			(8)		(3)		8
INCOME BEFORE INCOME TAXES			629		762		438

Income tax expense (Note 3)			157		225		129
CONSOLIDATED NET INCOME			472		537		309

Less: Net income attributable to noncontrolling interests			20		32		26
NET INCOME ATTRIBUTABLE TO CUMMINS INC.		$	452	$	505	$	283

EARNINGS PER COMMON SHARE ATTRIBUTABLE
	TO CUMMINS INC.
	Basic	$	2.35	$	2.61	$	1.45
	Diluted	$	2.35	$	2.60	$	1.44

WEIGHTED AVERAGE SHARES OUTSTANDING
	Basic		192.1		193.8		195.8
	Diluted		192.7		194.4		196.3

CASH DIVIDENDS DECLARED PER COMMON SHARE		$	0.40	$	0.2625	$	0.2625

(a) Prepared on an unaudited basis in accordance with accounting principles generally accepted in the United States of America (GAAP).

CUMMINS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited) (a)

		Nine months ended
In millions, except per share amounts			September 25, 2011		September 26, 2010
NET SALES		$	13,127	$	9,087
Cost of sales			9,779		6,903
GROSS MARGIN			3,348		2,184

OPERATING EXPENSES AND INCOME
	Selling, general and administrative expenses		1,341		1,064
	Research, development and engineering expenses		450		291
	Equity, royalty and interest income from investees (Note 1)		315		261
	Gain on sale of business (Note 2)		68		-
	Other operating (expense) income, net		(4)		(13)
OPERATING INCOME			1,936		1,077

Interest income			25		14
Interest expense			34		29
Other income (expense), net			(14)		25
INCOME BEFORE INCOME TAXES			1,913		1,087

Income tax expense (Note 3)			539		338
CONSOLIDATED NET INCOME			1,374		749

Less: Net income attributable to noncontrolling interests			74		71
NET INCOME ATTRIBUTABLE TO CUMMINS INC.		$	1,300	$	678

EARNINGS PER COMMON SHARE ATTRIBUTABLE
	TO CUMMINS INC.
	Basic	$	6.71	$	3.44
	Diluted	$	6.69	$	3.43

WEIGHTED AVERAGE SHARES OUTSTANDING
	Basic		193.8		197.0
	Diluted		194.4		197.4

CASH DIVIDENDS DECLARED PER COMMON SHARE		$	0.925	$	0.6125

(a) Prepared on an unaudited basis in accordance with accounting principles generally accepted in the United States of America (GAAP).

CUMMINS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited) (a)
					September 25,		December 31,
In millions, except par value					2011		2010
ASSETS
Current assets
	Cash and cash equivalents				$	1,165	$	1,023
	Marketable securities					273		339
		Total cash, cash equivalents and marketable securities				1,438		1,362
	Accounts and notes receivable, net					2,666		2,243
	Inventories					2,295		1,977
	Deferred income taxes					277		314
	Prepaid expenses and other current assets					350		393
			Total current assets			7,026		6,289
Long-term assets
	Property, plant and equipment					5,131		4,927
		Accumulated depreciation				(2,963)		(2,886)
		Property, plant and equipment, net				2,168		2,041
	Investments and advances related to equity method investees					830		734
	Goodwill					346		367
	Other intangible assets, net					215		222
	Deferred income taxes					125		203
	Other assets					628		546
		Total assets			$	11,338	$	10,402

LIABILITIES
Current liabilities
	Loans payable				$	48	$	82
	Accounts payable (principally trade)					1,659		1,362
	Current portion of accrued product warranty					417		421
	Accrued compensation, benefits and retirement costs					481		468
	Deferred revenue					208		182
	Taxes payable (including taxes on income)					251		202
	Other accrued expenses					678		543
		Total current liabilities				3,742		3,260
Long-term liabilities
	Long-term debt					665		709
	Pensions					75		195
	Postretirement benefits other than pensions					446		439
	Other liabilities and deferred revenue					866		803
		Total liabilities				5,794		5,406

EQUITY
	Cummins Inc. shareholders’ equity
		Common stock, $2.50 par value, 500 shares authorized, 222.2 and 221.8 shares issued				1,982		1,934
		Retained earnings				5,567		4,445
		Treasury stock, at cost, 29.3 and 24.0 shares				(1,505)		(964)
		Common stock held by employee benefits trust, at cost, 1.9 and 2.1 shares				(22)		(25)
		Accumulated other comprehensive loss
			Defined benefit postretirement plans			(606)		(646)
			Other			(205)		(74)
				Total accumulated other comprehensive loss		(811)		(720)
			Total Cummins Inc. shareholders’ equity			5,211		4,670
	Noncontrolling interests					333		326
			Total equity			5,544		4,996
Total liabilities and equity					$	11,338	$	10,402

(a) Prepared on an unaudited basis in accordance with accounting principles generally accepted in the United States of America (GAAP).

CUMMINS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) (a)
			Nine months ended
			September 25,		September 26,
In millions			2011		2010
CASH FLOWS FROM OPERATING ACTIVITIES
	Consolidated net income		$	1,374	$	749
	Adjustments to reconcile consolidated net income to net cash provided by operating activities:
		Depreciation and amortization		243		239
		Gain on sale of business (Note 2)		(68)		-
		Gain on fair value adjustment for consolidated investee		-		(12)
		Deferred income taxes		148		83
		Equity in income of investees, net of dividends		7		(95)
		Pension contributions in excess of expense		(71)		(114)
		Excess tax benefits on stock based awards		(4)		(8)
		Other post-retirement benefits payments in excess of expense		(10)		(22)
		Stock-based compensation expense		28		17
		Translation and hedging activities		(14)		10
	Changes in current assets and liabilities, net of acquisitions and divestitures:
		Accounts and notes receivable		(469)		(198)
		Inventories		(367)		(524)
		Other current assets		(5)		(16)
		Accounts payable		317		336
		Accrued expenses		173		102
	Changes in other liabilities and deferred revenue			93		97
	Other, net			(7)		(25)
Net cash provided by operating activities				1,368		619

CASH FLOWS FROM INVESTING ACTIVITIES
	Capital expenditures			(377)		(170)
	Investments in internal use software			(31)		(28)
	Proceeds from disposals of property, plant and equipment			5		46
	Investments in and advances to equity investees			(104)		(17)
	Proceeds from sale of business, net of cash sold (Note 2)			111		-
	Acquisition of businesses, net of cash acquired			-		(77)
	Investments in marketable securities—acquisitions			(538)		(560)
	Investments in marketable securities—liquidations			572		452
	Purchases of other investments			-		(54)
	Cash flows from derivatives not designated as hedges			4		2
	Other, net			2		-
Net cash used in investing activities				(356)		(406)

CASH FLOWS FROM FINANCING ACTIVITIES
	Proceeds from borrowings			96		163
	Payments on borrowings and capital lease obligations			(174)		(64)
	Net borrowings under short-term credit agreements			(5)		(4)
	Distributions to noncontrolling interests			(50)		(21)
	Dividend payments on common stock			(178)		(120)
	Proceeds from sale of common stock held by employee benefit trust			-		52
	Repurchases of common stock			(546)		(241)
	Excess tax benefits on stock-based awards			4		8
	Other, net			13		17
Net cash used in financing activities				(840)		(210)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS				(30)		4
Net increase (decrease) in cash and cash equivalents				142		7
Cash and cash equivalents at beginning of year				1,023		930
CASH AND CASH EQUIVALENTS AT END OF PERIOD			$	1,165	$	937

(a) Prepared on an unaudited basis in accordance with accounting principles generally accepted in the United States of America (GAAP).

			Engine		Power Generation		Components		Distribution		Non-segment Items⁽¹⁾		Total
	In millions
	Three months ended September 25, 2011
	External sales		$	2,539	$	604	$	704	$	779	$	-	$	4,626
	Intersegment sales		416		270		311		4		(1,001)			-
		Total sales		2,955		874		1,015		783		(1,001)		4,626
	Depreciation and amortization⁽²⁾			46		11		19		6		-		82
	Research, development and engineering expenses			103		14		46		1		-		164
	Equity, royalty and interest income from investees			35		16		7		44		-		102
	Interest income			5		2		1		1		-		9
	Segment EBIT			349		92		113		104		(18)		640

	Three months ended June 26, 2011
	External sales		$	2,476	$	649	$	741	$	775	$	-	$	4,641
	Intersegment sales		424			260		291		10		(985)		-
		Total sales		2,900		909		1,032		785		(985)		4,641
	Depreciation and amortization⁽²⁾			44		11		18		5		-		78
	Research, development and engineering expenses			102		12		43		-		-		157
	Equity, royalty and interest income from investees			49		13		9		46		-		117
	Interest income			6		3		1		-		-		10
	Segment EBIT			377		105		120		106		67		775

	Three months ended September 26, 2010
	External sales		$	1,727	$	564	$	540	$	570	$	-	$	3,401
	Intersegment sales		342		227		229		3		(801)			-
		Total sales		2,069		791		769		573		(801)		3,401
	Depreciation and amortization⁽²⁾			42		10		20		5		-		77
	Research, development and engineering expenses			65		8		30		-		-		103
	Equity, royalty and interest income from investees			37		12		6		33		-		88
	Interest income			3		2		-		1		-		6
	Segment EBIT			223		97		63		74		(8)		449

	Nine months ended September 25, 2011
	External sales		$	7,021	$	1,810	$	2,105	$	2,191	$	-	$	13,127
	Intersegment sales		1,225		768		866		19		(2,878)			-
		Total sales		8,246		2,578		2,971		2,210		(2,878)		13,127
	Depreciation and amortization⁽²⁾			135		32		55		17		-		239
	Research, development and engineering expenses			285		37		126		2		-		450
	Equity, royalty and interest income from investees			126		37		24		128		-		315
	Interest income			14		6		3		2		-		25
	Segment EBIT			1,016		286		338		299		8		1,947

	Nine months ended September 26, 2010
	External sales		$	4,495	$	1,460	$	1,515	$	1,617	$	-	$	9,087
	Intersegment sales		896		556		613		8		(2,073)			-
		Total sales		5,391		2,016		2,128		1,625		(2,073)		9,087
	Depreciation and amortization⁽²⁾			125		31		61		19		-		236
	Research, development and engineering expenses			187		23		81		-		-		291
	Equity, royalty and interest income from investees			124		27		17		93		-		261
	Interest income			7		4		1		2		-		14
	Segment EBIT			553		207		195		215		(54)		1,116

(1)	Includes intersegment sales and profit in inventory eliminations and unallocated corporate expenses. The three months ended June 26, 2011, and the nine months ended September 25, 2011, include a $68 million gain ($37 million after-tax) related to the sale of our exhaust business from the Components segment. The gain has been excluded from segment results as it was not considered by management in its evaluation of operating results for the three months ended June 26, 2011, and the nine months ended September 25, 2011. For the three and nine months ended September 26, 2010, unallocated corporate expenses included $32 million of Brazil tax recoveries ($21 million after-tax) and $2 million in flood damage expenses. In the third quarter of 2010, it was determined that we overpaid a Brazilian revenue based tax during 2004-2008. Our 2010 results include a pre-tax recovery related to tax credits on imported products arising from this overpayment. The recovery has been excluded from segment results as it was not considered by management it its evaluation of operating results for the quarter. There were no other significant unallocated corporate expenses for the three and nine months ended September 25, 2011 and September 26, 2010.
(2)	Depreciation and amortization as shown on a segment basis excludes the amortization of debt discount that is included in the Condensed Consolidated Statements of Income as “Interest expense.”

A reconciliation of our segment information to the corresponding amounts in the Condensed Consolidated Statements of Income is shown in the table below:

Equity, royalty and interest income from investees included in our Condensed Consolidated Statements of Income for the interim reporting periods was as follows:

		Three months ended						Nine months ended
		September 25,		June 26,		September 26,		September 25,		September 26,
In millions		2011		2011		2010		2011		2010
Distribution Entities
North American distributors		$	35	$	35	$	26	$	100	$	72
Komatsu Cummins Chile, Ltda			6		6		5		16		11
All other distributors			1		1		-		3		2
Manufacturing Entities
Chongqing Cummins Engine Company, Ltd.			20		19		12		51		35
Dongfeng Cummins Engine Company, Ltd.			15		26		24		64		76
Shanghai Fleetguard Filter Co., Ltd.			4		4		3		12		9
Cummins Westport, Inc.			4		3		2		8		7
Tata Cummins, Ltd.			2		3		4		9		11
Valvoline Cummins, Ltd.			2		2		2		6		7
Komatsu manufacturing alliances			-		(1)		2		1		7
Beijing Foton Cummins Engine Co., Ltd.			(2)		(1)		(6)		(5)		(12)
All other manufacturers			7		6		7		19		14
	Cummins share of net income		94		103		81		284		239
Royalty and interest income			8		14		7		31		22
Equity, royalty and interest income from investees		$	102	$	117	$	88	$	315	$	261

In January 2011, we reached an agreement to sell certain assets and liabilities of our exhaust business which manufactures exhaust products and select components for emission systems for a variety of applications not core to our other product offerings. The transaction closed in the second quarter of 2011. This business was historically included in our Components segment. The sales price was $123 million. We recognized a pre-tax gain on the sale of $68 million, which included an allocation of goodwill of $19 million. The transaction had a working capital adjustment mechanism that was determined in the third quarter. There was not a significant change to the measurement of the gain. The gain was excluded from segment results as it was not considered by management in its evaluation of operating results for the nine months ended September 25, 2011.

Sales for this business were $171 million, $126 million and $169 million in 2010, 2009 and 2008, respectively. Income before income taxes for this business was approximately $22 million, $11 million and $19 million in 2010, 2009 and 2008, respectively.

We will enter into supply and other agreements with the operations that will represent ongoing involvement and as such, the results of these operations will not be presented as discontinued operations.

Our effective tax rate for the year is expected to approximate 29.5 percent, absent any discrete period activity. Our tax rate is generally less than the 35 percent U.S. income tax rate primarily due to lower income tax rates on foreign income and research tax credits. The tax rates for the three and nine month periods ended September 25, 2011, were 25.0 percent and 28.2 percent, respectively. The tax rate for the third quarter includes discrete items that total a benefit of $29 million (or $0.15 per share) related primarily to amended tax returns for prior periods. The tax rate for the nine months ended September 25, 2011, includes total discrete tax benefits of $25 million.

Our effective tax rates for the comparable prior year periods were 29.5 percent and 31.1 percent, respectively. In July 2010, the U.K. passed legislation which reduced our U.K. tax rate from 28 percent to 27 percent in 2011. We had an additional charge to our third quarter tax provision of approximately $2 million to reduce the value of our U.K. deferred tax assets. The tax rate for the nine month period included a discrete income tax charge of $7 million related to the enactment of the “Patient Protection and Affordable Care Act.” The lower rate in 2011 compared to 2010 is a result of the geographic mix of earnings.

We define EBIT as earnings before interest expense, income tax expense and noncontrolling interests in income of consolidated subsidiaries (EBIT). We use EBIT to assess and measure the performance of our operating segments and also as a component in measuring our variable compensation programs. Below is a reconciliation of EBIT, a non-GAAP financial measure, to “Net income attributable to Cummins Inc.,” for each of the applicable periods:

		Three months ended						Nine months ended
		September 25,		June 26,		September 26,		September 25,		September 26,
In millions		2011		2011		2010		2011		2010
Earnings before interest expense, income taxes
	and gain on sale of business	$	640	$	707	$	449	$	1,879	$	1,116

Earnings before interest expense, income taxes and
	gain on sale of business as a percentage of net sales		13.8%		15.2%		13.2%		14.3%		12.3%

Add:
	Gain on sale of business		-		68		-		68		-

Earnings before interest expense and income taxes			640		775		449		1,947		1,116

EBIT as a percentage of net sales			13.8%		16.7%		13.2%		14.8%		12.3%

Less:
	Interest expense		11		13		11		34		29
	Income tax expense		157		225		129		539		338
Consolidated net income			472		537		309		1,374		749

Less:
	Net income attributable to noncontrolling interests		20		32		26		74		71
Net income attributable to Cummins Inc.		$	452	$	505	$	283	$	1,300	$	678

Net income attributable to Cummins Inc. as a
	percentage of net sales		9.8%		10.9%		8.3%		9.9%		7.5%

Net income and diluted earnings per share (EPS) attributable to Cummins Inc. excluding gain on sale of business and discrete income tax items

We believe this is a useful measure of our operating performance for the periods presented as it illustrates our underlying operating performance and trends without regard to discrete income tax items and the gain related to the sale of our exhaust business. This measure is not in accordance with, or an alternative for, accounting principles generally accepted in the United States of America and may not be consistent with measures used by other companies. It should be considered supplemental data. The following table reconciles net income attributable to Cummins Inc. excluding gain on sale of business and discrete income tax items to “Net income attributable to Cummins Inc.” for the three and nine month periods ended September 25, 2011.

2011
In millions		Q1		Q2		Q3		Q4		YTD
Heavy-duty truck		$	485	$	693	$	748	$	-	$	1,926
Medium-duty truck and bus			474		608		640		-		1,722
Light-duty auto and RV			296		310		271		-		877
Industrial			855		988		977		-		2,820
Stationary power			281		301		319		-		901
	Total sales	$	2,391	$	2,900	$	2,955	$	-	$	8,246

2010
In millions		Q1		Q2		Q3		Q4		YTD
Heavy-duty truck		$	252	$	340	$	395	$	516	$	1,503
Medium-duty bus and truck			217		352		430		436		1,435
Light-duty auto and RV			207		296		239		280		1,022
Industrial			577		656		700		956		2,889
Stationary power			170		255		305		309		1,039
	Total sales	$	1,423	$	1,899	$	2,069	$	2,497	$	7,888

Unit shipments by engine classification (including unit shipments to Power Generation)

2011
In millions		Q1		Q2		Q3		Q4		YTD
Commercial products		$	505	$	568	$	579	$	-	$	1,652
Generator technologies			153		190		166		-		509
Consumer			50		53		48		-		151
Commercial projects			55		58		46		-		159
Power electronics			32		40		35		-		107
	Total sales	$	795	$	909	$	874	$	-	$	2,578

2010
In millions		Q1		Q2		Q3		Q4		YTD
Commercial products		$	307	$	436	$	519	$	569	$	1,831
Generator technologies			107		135		140		167		549
Commercial projects			33		57		49		83		222
Consumer			43		49		49		45		186
Power electronics			27		31		34		39		131
	Total sales	$	517	$	708	$	791	$	903	$	2,919

2011
In millions		Q1		Q2		Q3		Q4		YTD
Turbo technologies		$	297	$	314	$	298	$	-	$	909
Emission solutions			273		311		306		-		890
Filtration			255		287		288		-		830
Fuel systems			99		120		123		-		342
	Total sales	$	924	$	1,032	$	1,015	$	-	$	2,971

2010
In millions		Q1		Q2		Q3		Q4		YTD
Turbo technologies		$	200	$	226	$	239	$	283	$	948
Emission solutions			137		170		192		251		750
Filtration			228		250		248		285		1,011
Fuel systems			65		83		90		99		337
	Total sales	$	630	$	729	$	769	$	918	$	3,046

2011
In millions		Q1		Q2		Q3		Q4		YTD
Parts and filtration		$	235	$	271	$	283	$	-	$	789
Power generation			145		195		191		-		531
Engines			140		186		171		-		497
Service			122		133		138		-		393
	Total sales	$	642	$	785	$	783	$	-	$	2,210

2010
In millions		Q1		Q2		Q3		Q4		YTD
Parts and filtration		$	193	$	221	$	220	$	248	$	882
Power generation			99		135		125		157		516
Engines			83		109		112		162		466
Service			101		111		116		132		460
	Total sales	$	476	$	576	$	573	$	699	$	2,324

[ ]	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))

2011
Units		Q1		Q2		Q3		Q4		YTD
Midrange			109,400		131,300		130,600		-		371,300
Heavy-duty			20,000		29,900		31,100		-		81,000
High-horsepower			4,900		5,700		5,600		-		16,200
	Total units		134,300		166,900		167,300		-		468,500

2010
Units		Q1		Q2		Q3		Q4		YTD
Mid-range			69,100		90,500		93,500		115,800		368,900
Heavy-duty			8,700		14,500		15,200		22,800		61,200
High horsepower			3,400		4,800		4,900		5,400		18,500
	Total units		81,200		109,800		113,600		144,000		448,600