CUMMINS RETIREMENT AND SAVINGS PLAN FOR NON

CUMMINS RETIREMENT AND SAVINGS PLAN

FOR NON-BARGAINING EMPLOYEES

THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS

COVERING SECURITIES THAT HAVE BEEN REGISTERED

UNDER THE SECURITIES ACT OF 1933

JULY 1, 2013

Prospectus Page - 1 -

INTRODUCTION

Cummins Inc. ("Company") sponsors the Cummins Retirement and Savings Plan for Non-Bargaining

Employees ("Plan") for the benefit of eligible employees of the Company and its subsidiaries. The Company

has filed a registration statement on Form S-8 with the Securities and Exchange Commission ("SEC") to

Plan and the Cummins Retirement and Savings Plan for Non-Bargaining Employees. This document, together

with the Summary Plan Description provided to you, as amended from time to time, ("Summary"), are the

Prospectus for the Plan, as in effect on July 1, 2013. This Prospectus is part of the registration statement.

This Prospectus includes a general description of how the Plan works. The rules and governmental regulations

that apply to the Plan are very complicated. Because this Prospectus is a general summary of a complicated

legal plan document, it does not explain every possible situation that could arise under the Plan. If there are any

differences between the information in this Prospectus and the formal Plan document, the Plan document will

be followed.

WHERE YOU CAN FIND MORE INFORMATION

The Company files annual, quarterly, and current reports; proxy statements; and other information with the

SEC. You may read and copy any document that we file at the Public Reference Room of the SEC at 100 F

Street, N.E., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference

Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet site at

http://www.sec.gov, from which you can electronically access the registration statement on Form S-8, of which

this Prospectus forms a part, including the exhibits to the registration statement.

Certain contributions may be initially invested in the Company stock fund, however, you can find information

about investment alternatives in the Summary.

The Company's common stock is traded on the New York Stock Exchange under the symbol "CMI".

DOCUMENTS INCORPORATED BY REFERENCE

The SEC allows us to incorporate information by reference into this Prospectus, which means that we can

disclose important information to you by referring you to another document filed separately with the SEC. The

information incorporated by reference is deemed to be part of this Prospectus, unless superseded by information

in this Prospectus. The following documents are incorporated by reference:

• The Company's Annual Report on Form 10-K for the year ended December 31, 2010;

• The Plan's Annual Report on Form 11-K for the fiscal year ended December 31, 2009;

• The Company's Current Report on Form 8-K dated February 10, 2011; and

• The description of the Company's common stock contained in the Registration Statement on Form 8-A

filed with the SEC on March 7, 2011.

We also incorporate by reference all documents filed by the Company and the Plan under Sections 13(a), 13(c),

14, or 15(d) of the Securities Exchange Act after March 7, 2011 and prior to such time as the Company files a

post-effective amendment to its Registration Statement which indicates that all securities offered hereby have

been sold or which deregisters all securities then remaining unsold shall be deemed to be incorporated by

reference in the Registration Statement and to be a part thereof from the date of filing of such documents.

Prospectus Page - 2 -

If the Company files a document with the SEC pursuant to this paragraph containing information that changes

or supersedes any information in a document previously incorporated into the Prospectus by reference, the

changed or superseding information shall be deemed incorporated herein.

You may request a copy of any filings referred to above (excluding exhibits), at no cost, by contacting us in

writing or by telephone at the following address:

Cummins Inc.

Attn: Mark J. Sifferlen

Vice President – Ethics and Compliance and Corporate

Secretary

Cummins Inc.

1800 One American Square

Indianapolis, IN 46282

317.610.2461

CUMMINS RETIREMENT AND SAVINGS PLAN

FOR NON-BARGAINING EMPLOYEES

SUMMARY PLAN DESCRIPTION

July 1, 2013

TABLE OF CONTENTS

Page

INTRODUCTION ............................................................................................................. 1

DEFINED TERMS ........................................................................................................... 1

PARTICIPATION ............................................................................................................ 2

When Participation Begins ........................................................................................... 2

When Participation Ends ............................................................................................. 2

Reemployment and Change in Employment Status .................................................... 2

CONTRIBUTIONS AND ALLOCATIONS ....................................................................... 2

Types of Contributions ................................................................................................. 2

Participant Accounts .................................................................................................... 2

Automatic Contribution Arrangement ........................................................................... 2

Before-Tax Contributions ............................................................................................. 3

Before-Tax Contribution Limits .................................................................................... 3

Catch-Up Contributions ............................................................................................... 3

After-Tax Contributions ................................................................................................ 4

Contribution Elections .................................................................................................. 4

Rollover Contributions ................................................................................................. 4

Matching Contributions ................................................................................................ 4

Retiree Medical Contributions ...................................................................................... 5

Limitations on Total Contributions................................................................................ 5

Allocation of Gains and Losses ................................................................................... 5

Administrative Fees ..................................................................................................... 5

INVESTMENTS ............................................................................................................... 5

How Your Accounts Are Invested ................................................................................ 5

Information About Investment Funds ........................................................................... 6

Making or Changing Investment Elections ................................................................... 6

Importance of Diversification ....................................................................................... 6

VESTING ........................................................................................................................ 7

DISTRIBUTIONS AFTER TERMINATION OF EMPLOYMENT OR DEATH .................. 7

General Provisions ...................................................................................................... 7

Distribution of Benefits After Your Termination of Employment ................................... 7

Distribution of Benefits After Your Death ..................................................................... 7

Designation of Beneficiary ........................................................................................... 7

Forms of Payment ....................................................................................................... 8

Benefit Elections .......................................................................................................... 8

IN-SERVICE WITHDRAWALS ....................................................................................... 8

Hardship Withdrawals .................................................................................................. 8

Non-Hardship Withdrawals Before Age 59½ ............................................................... 9

Non-Hardship Withdrawals After Age 59½ .................................................................. 9

Distribution of Dividends on Cummins Stock ............................................................. 10

Nelson Profit Sharing Withdrawals ............................................................................ 10

Tax Consequences of In-Service Withdrawals .......................................................... 10

CHARGES OR DISCOUNTS ON ACCOUNT OF DISTRIBUTIONS ............................ 10

TAX WITHHOLDING AND TAX-FREE ROLLOVERS .................................................. 10

Tax Consequences of Distributions ........................................................................... 10

Distributions That Can Be Rolled Over ...................................................................... 10

Federal Income Tax Withholding ............................................................................... 10

PLAN LOANS ............................................................................................................... 11

Loan Repayments...................................................................................................... 11

Impact of Leaves of Absence .................................................................................... 11

Acceleration of Repayment Obligations ..................................................................... 11

Events of Default ....................................................................................................... 11

Consequences of Default .......................................................................................... 11

INFORMATION REGARDING CUMMINS STOCK....................................................... 12

Voting of Cummins Stock .......................................................................................... 12

Tender Offers ............................................................................................................ 12

CLAIMS PROCEDURES .............................................................................................. 12

Filing a Claim ............................................................................................................. 12

Denial of Claim .......................................................................................................... 12

Review of Denied Claims ........................................................................................... 12

Notice of Decision on Appeal ..................................................................................... 12

Right to Sue under ERISA ......................................................................................... 13

AMENDMENT AND TERMINATION OF THE PLAN .................................................... 13

NON-ASSIGNMENT OF BENEFITS AND DOMESTIC RELATIONS ORDERS .......... 13

Non-Assignment of Benefits ...................................................................................... 13

Domestic Relations Orders ........................................................................................ 13

iii

PLAN BENEFITS NOT INSURED BY PBGC ............................................................... 13

MISCELLANEOUS PROVISIONS ................................................................................ 13

Trust Fund ................................................................................................................. 13

The Role of the Administrator .................................................................................... 14

Special Provisions Regarding Veterans ..................................................................... 14

Right of Recovery ...................................................................................................... 14

Limitation of Rights and Obligations .......................................................................... 14

Receipt and Release ................................................................................................. 14

GENERAL INFORMATION .......................................................................................... 14

PARTICIPANT RIGHTS AND PROTECTIONS UNDER ERISA .................................. 15

APPENDIX A DEFINED TERMS .................................................................................. 17

INTRODUCTION

Cummins Inc. ("Cummins") has established the

Cummins Retirement and Savings Plan for Non-

Bargaining Employees ("Plan") to help you save for

retirement. This summary describes the principal

provisions of the Plan in effect on July 1, 2013, for

non-bargaining unit eligible employees, except for

the following:

• employees at the Jamestown, New York, or

Charleston, South Carolina, facilities who

elected to continue participation in the pre-

cash balance defined benefit plan; and

• hourly employees at Cummins Filtration's

Lake Mills, Iowa, facilities.

The benefits for employees in the excluded groups

listed above are described in other summary plan

descriptions.

Although we have tried to keep this summary as

simple as possible, the rules that apply to the Plan are

complicated. If you have questions, the shaded box

below tells you how to get the answers.

If you have a question that is not answered by this

summary, you may obtain information by using any

computer with internet access or by making a toll-

free telephone call.

To obtain information via internet access, you should

visit the Your Benefits Resources

web site at

www.yourbenefitsresources.com/cummins. This web

site is your best source for detailed, personal

information about the Plan and your benefits. It is

also the fastest way to make Plan transactions. The

web site is available 24 hours a day, seven days a

week.

You may also obtain information by calling the

Cummins Retirement Benefits Service Center toll-

free at 1-800-682-8788.* This toll-free automated

telephone system may be used to complete some of

the same transactions that you can complete online.

Simply follow the prompts, and the system will guide

you through your transactions. Customer service

associates are generally available from 7 a.m. to 6

p.m., Central Time, Monday through Friday.

The Your Benefits Resources

web site and the

Cummins Retirement Benefits Service Center use

state-of-the-art technology to ensure that only you

have access to your personalized account

information. When you visit the web site for the first

time, you are asked to enter personal information to

identify yourself and create a user identification and

password. You use the same password to access the

web site and the Cummins Retirement Benefits

Service Center. After your first visit, you can also

log on by using your Cummins WWID and password

from the "Active Cummins Employee" link.

*Outside the United States, Puerto Rico, and Canada,

please call 1-847-883-2076 (this is a toll call).

The Plan consists of two parts, a profit sharing plan

with a Section 401(k) feature and an employee stock

ownership plan ("ESOP").

The Plan allows eligible employees to make before-

tax and/or after-tax contributions, and it provides for

the following types of Cummins contributions:

• matching contributions, and

• retiree medical contributions.

All contributions, whether made by you or Cummins,

are held by the trust for your benefit and are invested

in one or more of the available investment options,

based on your directions.

The Plan is subject to ERISA, which is a federal law

that provides rights and protections for retirement

plan participants. See

PARTICIPANT RIGHTS AND

PROTECTIONS UNDER ERISA

on page 15 for more

information about your rights.

WARNING

This summary describes the way in which the Plan

usually works, but it does not describe every

circumstance that might occur under the Plan. The

official Plan document adopted by Cummins

governs your rights. If there is any conflict between

this summary and the Plan document, the Plan

document will control. You have the right to review

the Plan document or obtain a copy of it upon the

payment of reasonable copying costs. If you wish to

review or receive a copy of the Plan document, you

should write to the administrator at the address

indicated on page 15.

DEFINED TERMS

This summary contains defined terms that have

special meanings. You need to know what these

terms mean to understand the summary. Whenever

we use a defined term, it is printed in bold italicized

print (for example, summary). The meanings of

defined terms are found in Appendix A, which begins

on page 17.

PARTICIPATION

When Participation Begins

You become a participant on the date on which you

become an eligible employee. Once you become an

eligible employee, it may take up to two weeks to

update the recordkeeping system so that you can elect

to make contributions. For information on how to

make or change a contribution election, see

CONTRIBUTION ELECTIONS on page 4.

When Participation Ends

You cease to be a participant at the time your entire

interest under the Plan has been distributed.

Reemployment and Change in

Employment Status

If your employment status changes so that you are no

longer an eligible employee, but you are still an

employee, you will become a "limited participant."

As a limited participant, you may no longer make

contributions, and you are entitled to share in

Cummins' contributions only to the extent expressly

provided in the Plan.

If you do not again become an eligible employee

before you terminate employment, your accounts

will be distributed as provided under

DISTRIBUTIONS AFTER TERMINATION OF

EMPLOYMENT OR DEATH

on page 7. If you again

become an eligible employee, you may resume

making contributions and sharing in Cummins'

contributions.

CONTRIBUTIONS AND

ALLOCATIONS

Types of Contributions

The Plan provides for the following types of

contributions:

• before-tax contributions,

• after-tax contributions,

• matching contributions,

• retiree medical contributions, and

• rollover contributions.

Participant Accounts

The Plan recordkeeper creates separate bookkeeping

accounts in your name to keep a record of your

interest under the Plan attributable to each type of

contribution made on your behalf. These accounts

record contributions, earnings and losses attributable

to contributions, forfeitures, and distributions. You

have the following accounts, if applicable:

• before-tax account, which records your

interest attributable to before-tax

contributions, including catch-up

contributions;

• pre-1987 after-tax account, which records

your interest attributable to after-tax

contributions made before 1987;

• after-tax account, which records your

interest attributable to after-tax contributions

made after 1986;

• matching account, which records your

interest attributable to matching

contributions for plan years before 2008;

• safe harbor matching account, which records

your interest attributable to matching

contributions for plan years after 2007;

• profit sharing account, which records your

interest attributable to profit sharing

contributions to a predecessor plan and

transferred to this Plan as the result of a

plan merger;

• retiree medical account, which records your

interest attributable to retiree medical

contributions; and

• rollover account, which records your interest

attributable to rollover contributions.

To the extent that an account is invested in the ESOP

portion, a separate ESOP sub-account is established

for that account (e.g., ESOP safe harbor matching

account).

If you participated in the P

lan at a time when other

types of contributions were made, or if you

previously participated in another plan whose

obligations have been assumed by the Plan, you may

have other types of accounts in addition to those

described above.

Automatic Contribution Arrangement

To make saving easier, the Plan has an automatic

contribution arrangement. Under this arrangement,

an election to contribute or not to contribute must be

made within 60 days of becoming an eligible

employee. If no election is made within 60 days, you

are deemed to have elected to contribute 6% of your

plan compensation as before-tax contributions. Your

deemed election becomes effective on the first

payroll date after the 60-day period ends. See

CONTRIBUTION ELECTIONS on page 4 for

information on how to make an election and

BEFORE-TAX CONTRIBUTIONS on page 3 for a

discussion of before-tax contributions.

Contributions are withheld from your pay each pay

period and contributed to the trust. Unless you have

made another investment election, your contributions

are invested in the Vanguard Target Retirement Fund

with the date that most closely corresponds to your

birthday.

You may elect to withdraw any automatic

contribution amounts within 90 days after the first

automatic contribution is withheld from your pay.

Your election must be made by telephone as provided

in the shaded box on page 1. The amount of your

withdrawal will be adjusted for investment gains and

losses.

Withdrawn automatic contribution amounts are

subject to ordinary income taxes, but they are not

subject to the additional 10% tax that applies to most

distributions before age 59-½. If you elect to

withdraw automatic contributions as provided in the

preceding paragraph, you are deemed to have elected

not to make before-tax contributions until you make a

new election. Matching contributions related to

withdrawn automatic contributions are forfeited.

Before-Tax Contributions

As an eligible employee, you may elect to have a

specified whole percentage of your plan

compensation withheld from your pay each pay

period and contributed to the trust as a before-tax

contribution. The procedure for electing to make

contributions is described under

CONTRIBUTION

ELECTIONS

on page 4. Your contributions are

subject to the limitations described under

BEFORE-

TAX CONTRIBUTION LIMITS

on page 3.

In general, your before-tax contributions are excluded

from income for federal and state income tax

purposes, giving you an immediate tax benefit. Your

contributions are included in your wages for Social

Security and Medicare tax purposes, however.

Your before-tax contributions are contributed to the

trust and allocated to your before-tax account after

they are withheld from your pay.

The following example shows how you might benefit

by making before-tax contributions. You may wish

to consult with an accountant or financial advisor to

determine the impact of making before-tax

contributions on your personal tax situation.

Example: Janice Jones' plan compensation for a

year is $50,000. Her marginal federal income tax

rate is 25%, and her marginal state income tax rate is

3.4%. Janice elects to contribute 10% of her plan

compensation (or $5,000) as before-tax

contributions. By making $5,000 in before-tax

contributions, Janice reduces her federal and state

taxes by $1,420. She may use this amount for further

savings or other expenses. Janice also receives

matching contributions, which further increase her

retirement savings.

By making before-tax contributions, you reduce your

current income taxes. In addition, you will receive

safe harbor matching contributions.

Before-Tax Contribution Limits

Your before-tax contributions are subject to both of

the following limits:

• 50% of your plan compensation, and

• the annual before-tax contribution limit

under the Code ($17,500 for 2013). This

limit is increased from time to time to reflect

increases in the cost of living.

If you exceed either of these limits, the Plan returns

your excess contributions, as required by law. We

will notify you if this occurs.

Your before-tax contributions are subject to a number

of limits. To the extent that your elected before-tax

contributions exceed these limits, they are reduced.

Catch-Up Contributions

You may elect to make additional before-tax

contributions, called "catch-up contributions," for a

plan year, if you are at least age 50 at the end of that

year. The procedure for electing contributions is

described under

CONTRIBUTION ELECTIONS on

page 4. Your catch-up contributions are contributed

to the trust and allocated to your before-tax account

after they are withheld from your pay.

If you have made the maximum regular before-tax

contributions permitted for the year, your elected

catch-up contributions are not subject to the limits on

regular before-tax contributions and other types of

contributions. They are subject to a separate annual

limit ($5,500 for 2013), which is adjusted

periodically to reflect increases in the cost of living.

To the extent that you have not made the maximum

regular before-tax contributions permitted for a year,

your elected catch-up contributions are treated as

regular before-tax contributions, subject to all of the

limits described under

BEFORE-TAX CONTRI-

BUTION LIMITS on page 3.

The federal income tax consequences of making

catch-up contributions are generally the same as

those for making regular before-tax contributions.

Catch-up contributions reduce your taxable income

for federal income tax purposes but not for Social

Security and Medicare tax purposes. In most states,

catch-up contributions have the same state tax

consequences as regular before-tax contributions.

Catch-up contributions are subject to a separate

annual limit.

After-Tax Contributions

If you are an eligible employee, you may elect to

have a specified whole percentage of your plan

compensation per pay period withheld from your pay

and contributed to the trust as an after-tax

contribution. The procedure for electing to have

after-tax contributions withheld from your pay and

contributed to the trust is described under

CONTRIBUTION ELECTIONS on this page. In

addition, you may make a lump sum after-tax

contribution in November, to the extent that you have

not exceeded the limit on such contributions for the

year, by sending a check to the Plan recordkeeper.

Your after-tax contributions are contributed to the

trust and allocated to your after-tax account after

they are withheld from your pay or paid by you (in

the case of a lump sum after-tax contribution).

The sum of your after-tax contributions and before-

tax contributions (other than catch-up contributions)

may not exceed 50% of your plan compensation. In

addition, if you are a highly compensated employee,

your after-tax contributions may not exceed 10% of

your plan compensation, and they may also be

limited by nondiscrimination requirements, in which

case the Plan may be required to return a portion of

your contributions to you.

The total amount of your before-tax (excluding catch-

up) and after-tax contributions may not exceed 50%

of your plan compensation. If you are a highly

compensated employee, your after-tax contributions

are subject to further limits.

Contribution Elections

You may elect to make contributions (before-tax,

catch-up, and/or after-tax) or to change an existing

contribution election either by telephone or over the

internet. The shaded box on page 1 tells you how to

access your account by telephone or over the internet.

Your election is generally implemented within two

pay periods after you make it.

Rollover Contributions

If you are an eligible employee, you may make a cash

"rollover contribution" of a prior distribution from

another tax-qualified retirement plan, provided that

the administrator has determined that your rollover

satisfies applicable legal requirements. You must

designate the investment fund(s) in which your

rollover contribution is to be invested. Rollover

contributions are allocated to your rollover account

and invested pursuant to your direction.

Do you have retirement plan savings from a previous

employer? You may be able to "roll over" a

distribution from your previous employer's plan.

Matching Contributions

You are entitled to safe harbor matching

contributions for each payroll period equal to the

larger of the two amounts described below:

• 100% of your before-tax contributions for

such period up to 1% of your plan

compensation for the period, plus 50% of

your before-tax contributions on the next

5% of your plan compensation for the

period; or

• 100% of your before-tax contributions for

the plan year up to 1% of your plan

compensation for the plan year, plus 50%

of your before-tax contributions on the next

5% of your plan compensation for the plan

year, reduced by safe harbor matching

contributions made on your behalf for prior

payroll periods during the plan year.

All safe harbor matching contributions are subject to

applicable legal limits.

Example:

Janice Jones' plan compensation for a year is

$50,000. Her marginal federal income tax rate is

25%, and her marginal state income tax rate is 3.4%.

As shown in the example on page Error! Bookmark

not defined., if Janice elects to contribute 10% of her

plan compensation (or $5,000) as before-tax

contributions, she saves $1,420 in federal and state

income taxes. In addition, she receives matching

contributions of $1,750 (100% of her before-tax

contributions up to 1% of plan compensation plus

50% of her before-tax contributions up to the next

5% of her plan compensation). Janice receives a

total short-term benefit of $3,170 (her matching

contributions plus tax savings), while saving for her

retirement.

Matching contributions for a pay period are allocated

to your safe harbor matching account as of the end of

that pay period.

Retiree Medical Contributions

To be eligible for a retiree medical contribution for a

plan year, as of the last day of the plan year:

• you must be an eligible employee, and

• at least 2½ years must have elapsed since

the date on which you were first an

employee.

For purposes of the preceding sentence, you will be

treated as if you were an eligible employee on the last

day of the plan year, if, during the plan year, you:

• terminated employment while an eligible

employee because of retirement, disability,

death; a plant closing; or a reduction in

force, or

• ceased to be an eligible employee because

of your transfer to another position with

Cummins or an affiliate.

If you satisfy the eligibility requirements described

above, a $500 retiree medical contribution will be

made on your behalf and allocated to your retiree

medical account as of the last day of the plan year.

Limitations on Total Contributions

The Code limits the total amount of contributions that

may be allocated to your accounts for a calendar

year. The Code imposes additional limits on

contributions for highly compensated employees.

The Plan will comply with these legal requirements,

which may reduce the amounts that would otherwise

be allocated to your accounts.

Allocation of Gains and Losses

Your accounts share in the net gains and losses from

the funds in which they are invested. Net gains and

losses of a fund reflect income and losses from fund

investments, charges imposed by the fund, and

increases or decreases in the value of the fund's

investments.

Administrative Fees

Cummins pays certain administrative fees of the

Plan. You pay administrative fees specified by the

administrator and fees charged by the investment

funds in which your accounts are invested. In

addition, administrative fees may be deducted from

your accounts from time to time.

As a participant, you are responsible for the

following administrative fees:

• a monthly administrative fee equal to .05%

of your account balance as of the beginning

of the month (but not to exceed $5.00 per

month);

• if you take out a loan, a $100 loan initiation

fee is charged against the loan amount; and

• if someone tries to obtain a qualified

domestic relations order against your

account, a $400 processing fee is charged

against your account.

Your accounts share in the net gains and losses from

each of the funds in which they are invested.

INVESTMENTS

How Your Accounts Are Invested

The Plan allows you to direct the investment of your

funds among a variety of available options. These

options allow you to choose a diversified investment

mix that is appropriate for your personal situation.

The Plan is intended to meet the requirements of

Section 404(c) of ERISA. Under that section, Plan

fiduciaries are not liable for losses that may occur as

a result of your investment choices. There is no

guarantee that your selected funds will always

increase in value. By selecting particular funds, you

accept the risks associated with those funds.

Except as provided below, the administrator selects

the investment funds in which you may invest your

accounts, and it reserves the right to add or delete

funds at any time. The administrator attempts to

select options that:

• cover the risk/return spectrum of appropriate

investment classes;

• are diversified and professionally managed;

• have reasonable administrative fees; and

• provide you with the opportunity to structure

a portfolio with risk and return

characteristics at any point within a

normally appropriate range of investment

strategies.

In addition to the investment options selected by the

administrator, the Plan provides for a company

stock fund, which is invested primarily in Cummins

common stock. The company stock fund consists of

two sub-funds, known as the ESOP fund and the

Cummins stock fund. The ESOP fund consists

primarily of Cummins stock purchased with the

proceeds of an ESOP loan and dividends on that

stock. The Cummins stock fund consists primarily

of other Cummins stock purchased by the Plan and

dividends on that stock.

Your accounts and contributions to the Plan are

invested pursuant to your elections. If you have

failed to make an investment election, all of your

contributions, except your matching contributions

and retiree medical contributions, are invested in the

Vanguard Target Retirement Fund with the date that

most closely corresponds to your 65th birthday, and

your matching contributions and retiree medical

contributions are invested in the company stock

fund. Subject to the limitations of the Plan and the

funds, you may transfer part or all of your accounts

in any fund to another available fund or funds.

Information About Investment Funds

You may obtain a list and description of the available

investment funds, the funds' annual operating

expenses, copies of prospectuses and financial

statements, a breakdown of investment portfolios,

investment performance data, and information on the

value of shares or units and investment funds, by

calling the Cummins Retirement Benefits Service

Center or visiting the Your Benefits Resources

web

site, as provided in the shaded box on page 1.

Making or Changing Investment

Elections

You may elect to have your future contributions

invested in one or more of the available investment

funds or to transfer your existing accounts among the

available funds. Your investment and/or transfer

elections must be in whole percentages. In general,

• if you make an investment or transfer

election before 4 p.m. Eastern Time of a

business day, your election is implemented

after the close of business on that day, and

• if you make an investment or transfer

election on a non-business day or after 4

p.m. Eastern Time of a business day, your

election is implemented after the close of

business on the next following business day.

Certain investment funds may impose limits on

transfers within a short period after investing in that

fund. For such limits, you should review the

prospectus for the fund.

You may make or change your investment elections

by calling the Cummins Retirement Benefits Service

Center or by visiting the Your Benefits Resources

web site, as provided in the shaded box on page 1.

Importance of Diversification

To help achieve long-term retirement security, you

should give careful consideration to the benefits of a

well-balanced and diversified investment portfolio.

Spreading your assets among different types of

investments can help you achieve a favorable rate of

return while reducing your overall risk of losing

money. This is because market or other economic

conditions that cause one category of assets to

perform well may cause another asset category to

perform poorly. If you invest a significant portion of

your retirement savings in any one company

(including Cummins) or type of asset, your savings

are not appropriately diversified. Although

diversification is not a guarantee against loss, it is an

effective strategy to help you manage investment

risk.

In deciding how to invest your retirement savings,

you should take into account all of your assets,

including any retirement savings outside of the Plan.

No single approach is right for everyone, because,

among other factors, individuals have different

financial goals, targeted retirement ages, and risk

tolerances.

It is also important to review your investment

portfolio, objectives, and options periodically to

assess whether your anticipated retirement savings

will meet your needs.

VESTING

Your interest in your accounts is 100% vested at all

times. This means that you will not forfeit any of

your accounts if you terminate employment.

DISTRIBUTIONS AFTER

TERMINATION OF EMPLOYMENT OR

DEATH

General Provisions

The Plan has been established to provide long-term

savings for a more secure retirement. As a result,

there are restrictions on your ability to take

distributions from the Plan before you terminate

employment. The circumstances under which you

may receive a distribution from the Plan before

termination of employment are discussed under

IN-

SERVICE WITHDRAWALS, beginning on page 8.

Distribution of Benefits After Your

Termination of Employment

If you terminate employment for a reason other than

your death, your accounts are distributed as provided

in this Section.

If the value of your accounts is not more than

$1,000, your accounts are paid to you in a lump sum

cash payment approximately 60 days after you

terminate employment.

If the value of your accounts exceeds $1,000, your

accounts are distributed in the form that you elect, as

described under

FORMS OF PAYMENT on page 8,

beginning as soon as administratively feasible after

you elect for distribution to be made (or begin, if you

elect installment payments). Under no

circumstances, however, may distribution of your

accounts be delayed beyond April 1 following the

year in which you reach age 70½ or terminate

employment, whichever is later.

If you terminate employment, and the value of your

accounts is more than $1,000, your accounts are

distributed pursuant to your election. See FORMS OF

PAYMENT and BENEFIT ELECTIONS on page 8.

Distribution of Benefits After Your Death

If you die before receiving all of your accounts, your

remaining accounts are distributed to your

beneficiary in a lump sum payment as soon as

possible after your death, unless your beneficiary

elects a later distribution date or one of the optional

forms of payment described under

FORMS OF

PAYMENT on page 8.

Designation of Beneficiary

You may designate one or more beneficiaries,

including contingent beneficiaries, to receive

benefits that may become payable after your death.

If you are married, your beneficiary is automatically

your spouse, unless you elect a different beneficiary

with your spouse's written consent.

Your spouse's consent must:

• acknowledge the effect of your election and

the fact that he or she is waiving benefits;

• apply only to a specific beneficiary

designation, which may not be changed

without your spouse's consent; and

• be witnessed by a notary public.

If you do not designate a beneficiary, or no

designated beneficiary survives you, your benefits

under the Plan are payable as follows:

• to your spouse, if living at the time of your

death; or

• if no beneficiary is then alive, to your

estate.

For beneficiary designation information, you should

call the Cummins Retirement Benefits Service Center

or visit the Your Benefits Resources

web site as

provided in the shaded box on page 1. You may

revoke, amend, or change your designation by filing

a new beneficiary designation, subject to the spousal

consent requirements described above. If you

become married after making a beneficiary

designation, your prior designation will no longer be

effective.

To make sure that your death benefits under the Plan

are paid according to your wishes, you should make

sure that you have an effective beneficiary

designation form on file with the recordkeeper. Your

designation should include contingent beneficiaries

as well as your primary beneficiary. Remember that

your existing beneficiary designation will no longer

be effective if you later become married.

Forms of Payment

All distributions are made in cash; provided,

however, you may elect for the portion, if any, of

your accounts invested in the company stock fund to

be distributed in the form of Cummins stock.

Your accounts are distributed as a single lump sum

payment, unless you elect annual installments over a

fixed period of time not to exceed the lesser of:

• 15 years or

• a period not extending beyond your life

expectancy or the joint and last survivor

expectancy of you and your beneficiary.

If you elect installment payments, you may later elect

to receive the balance of your accounts as an

immediate lump sum payment.

Benefit Elections

To initiate a distribution after your termination of

employment, you should call the Cummins

Retirement Benefits Service Center or visit the Your

Benefits Resources

web site, as provided in the

shaded box on page 1. You will receive information

regarding your options, including your right to 30

days' notice of your options before distribution

begins, and what you must do to commence benefits

in a particular form.

IN-SERVICE WITHDRAWALS

The Code and IRS regulations strictly limit your

ability to withdraw your accounts before you

terminate employment. The following provisions

discuss those circumstances under which you may

take an in-service withdrawal. All in-service

withdrawals must be taken as a lump sum cash

payment.

In accordance with IRS rules, the Plan permits in-

service withdrawals in limited circumstances. All in-

service withdrawals must be taken as a lump sum

cash payment.

Hardship Withdrawals

General Provisions

You may take an in-service hardship withdrawal as

provided in this Section before you terminate

employment. The minimum hardship withdrawal

amount is $250.

To apply for a hardship withdrawal, you must request

withdrawal forms by calling the Cummins

Retirement Benefits Service Center or visiting the

Your Benefits Resources

web site, as provided in

the shaded box on page 1. The Plan mails the

required application forms to you or delivers them to

your Secure Participant Mailbox. The Plan

distributes the withdrawal payment as soon as

administratively feasible after approving your

request.

IRS regulations strictly limit the circumstances under

which you may take a hardship withdrawal. The only

amounts available for a hardship withdrawal are your

before-tax contributions and pre-1989 earnings on

those contributions. The Plan approves a hardship

withdrawal request only if the requested withdrawal:

• is on account of your immediate and heavy

financial need, as defined by IRS

regulations, and

• is necessary to satisfy that immediate and

heavy financial need, as determined under

IRS regulations.

You may be able to withdraw part or all of your

before-tax contributions and pre-1989 earnings on

those contributions in limited cases of financial

hardship.

Your Withdrawal Must be for an Immediate and

Heavy Financial Need.

The Plan considers your requested withdrawal to be

on account of an immediate and heavy financial need

only if it is for one of the following reasons:

• unreimbursed medical expenses (as defined

by the Code) incurred by you, your spouse,

or your dependents, or necessary for you,

your spouse, or your dependents to obtain

medical care;

• costs directly related to the purchase of your

principal residence (excluding mortgage

payments);

• tuition, room and board expenses, and

related educational fees for the next 12

months of post-secondary education for you,

your spouse, your children, or your

dependents;

• a payment necessary to prevent your

eviction from your principal residence or

foreclosure on the mortgage on your

principal residence;

• burial or funeral expenses for your deceased

parent, spouse, children, or dependent;

• certain expenses for the repair of damage to

your principal residence as a result of a

casualty loss (for example, hurricane or

flood damage); or

• any other reason deemed acceptable to the

IRS.

Your Withdrawal Must be Necessary to Meet

Your Immediate and Heavy Financial Need.

The Plan considers your requested withdrawal to be

necessary to meet your immediate and heavy

financial need only if all of the following

circumstances exist:

• the requested withdrawal does not exceed

the amount of your immediate and heavy

financial need, including any amounts

necessary to pay taxes or penalties

reasonably anticipated to result from the

withdrawal. Your withdrawal will be

considered necessary, only if the financial

hardship cannot be satisfied:

 through reimbursement or

compensation by insurance or

otherwise;

 by liquidating your assets;

 by ceasing your before-tax and after-tax

contributions under the Plan;

 by receiving all distributions (other than

hardship withdrawals) and all non-

taxable loans available to you from all

retirement plans maintained by

Cummins or an affiliate; or

 by borrowing an amount sufficient to

satisfy your hardship from commercial

sources on reasonable commercial

terms. However, you do not need to

obtain a loan if the withdrawal will be

used to make a down payment on your

principal residence;

• you have obtained all distributions, other

than hardship withdrawals, and all non-

taxable loans currently available under all

retirement plans maintained by Cummins or

an affiliate; and

• you are suspended from making:

 before-tax contributions,

 after-tax contributions, and

 any elective contributions or employee

contributions under any other plan

maintained by Cummins or an affiliate

(except for employee contributions

under a health or welfare benefit plan,

including one that is part of a cafeteria

plan under Code Section 125)

for at least 6 months after the withdrawal

date.

In general, if you receive an in-service hardship

withdrawal, you may not contribute to the Plan for at

least six months after the withdrawal date.

Non-Hardship Withdrawals Before Age

59½

General Provisions

If you are under age 59½, you may apply for an in-

service withdrawal of part or all of your rollover

account, after-tax contribution account, matching

contribution account, and/or retiree medical account

(excluding any portion of your retiree medical

account attributable to unmatured retiree medical

contributions). To initiate a withdrawal, you should

call the Cummins Retirement Benefits Service Center

or visit the Your Benefits Resources

web site, as

provided in the shaded box on page 1.

Source of Withdrawal

A withdrawal described above is made from your

accounts in the order of priority specified by the

Plan document.

Non-Hardship Withdrawals After Age

59½

General Provisions

If you are at least age 59½, you may apply for an in-

service withdrawal of part or all of your accounts,

provided, however, that the minimum withdrawal

amount is $250. The $250 limit in the preceding

sentence does not apply to your profit sharing

account, however. To initiate a withdrawal, you

should call the Cummins Retirement Benefits Service

Center or visit the Your Benefits Resources

web

site, as provided in the shaded box on page 1.

Source of Withdrawal

A withdrawal described above is made from your

accounts in the order of priority specified by the

Plan document.

Distribution of Dividends on Cummins

Stock

To the extent your account is invested in the

company stock fund, you may elect for dividends on

Cummins stock held in that fund to be distributed to

you in cash as soon as administratively feasible after

they are paid to the Plan. You may make or change

your election at any time by telephone or over the

internet before the date set by the administrator with

respect to a particular dividend payment. If you do

not make the election described in this paragraph,

dividends will be allocated to your account.

Nelson Profit Sharing Withdrawals

If your account includes amounts attributable to

Nelson profit sharing contributions, you may apply

for an in-service withdrawal of part or all of your

account attributable to such contributions (a "Nelson

Profit Sharing Withdrawal"). You may make a

Nelson Profit Sharing Withdrawal only once every 12

months. The maximum withdrawal amount will be

equal to (i) the sum of (A) your account attributable

to Nelson profit sharing contributions and (B) your

previous Nelson Profit Sharing Withdrawals,

multiplied by (ii) 50%, minus (iii) your previous

Nelson Profit Sharing Withdrawals.

Tax Consequences of In-Service

Withdrawals

In general, your in-service withdrawals, except to the

extent that they represent the return of after-tax

contributions, are taxable to you. In addition, if you

are under age 59½ and are not disabled, you are

generally subject to an additional 10% penalty tax.

Hardship withdrawals are not eligible for tax-free

rollover treatment, although other in-service

withdrawals are generally eligible for such treatment.

CHARGES OR DISCOUNTS ON

ACCOUNT OF DISTRIBUTIONS

If any charge or discount is incurred by the trustee in

connection with a distribution (including an in-

service withdrawal) of your accounts, your accounts

are reduced by the amount of the charge or discount.

TAX WITHHOLDING AND TAX-FREE

ROLLOVERS

Tax Consequences of Distributions

Most distributions from the Plan are taxable to you,

unless you elect to transfer the distribution to an IRA

or eligible retirement plan as a tax-free rollover.

Most distributions before age 59½ are subject to an

additional 10% early distribution penalty tax.

The rules governing the taxation of distributions from

the Plan and tax-free rollovers can be complicated.

Therefore, we suggest that you consult with a

financial or tax advisor before requesting a

distribution from the Plan. You can find more

information about the tax treatment of Plan

distributions in IRS Publication 575, Pension and

Annuity Income, and IRS Publication 590, Individual

Retirement Arrangements. These publications are

available from your local IRS office, on the IRS

website at www.irs.gov, or by calling 1-800-TAX-

FORMS.

Distributions That Can Be Rolled Over

Most distributions from the Plan (other than hardship

distributions) are eligible for tax-free rollover to an

IRA or eligible retirement plan that accepts rollovers.

Amounts eligible for rollover are called "eligible

rollover distributions." Before you receive an

eligible rollover distribution, the Plan provides you

with a written explanation of the income tax

consequences of the distribution and the rules relating

to rollovers.

Federal Income Tax Withholding

Federal law requires the Plan to withhold 20% from

any eligible rollover distribution to be applied toward

your federal income tax liability, unless you direct

that the distribution be transferred to an IRA or other

eligible retirement plan in a direct rollover.

Example: Jose Sanchez elects to receive his

accounts, which have a value of $10,000, as a lump

sum payment. He does not elect to transfer the

distribution to an IRA or other eligible retirement

plan in a direct rollover. Jose will receive only

$8,000, and $2,000 will be withheld by the Plan and

paid to the IRS on Jose's behalf toward his federal

income taxes. The entire $10,000 will be included in

Jose's taxable income.

PLAN LOANS

You may apply for a loan from the Plan before you

terminate employment. To apply for a loan, you

should call the Cummins Retirement Benefits Service

Center or visit the Your Benefits Resources

web

site, as provided in the shaded box on page 1. Loans

must satisfy the Plan's loan procedures in effect at

the time you request a loan, including the following:

• you may have only one outstanding loan at

any time;

• your loan must be for at least $1,000;

• your loan amount may not exceed the lesser

of (i) $50,000 (reduced by the highest

outstanding loan balance under any other

Plan loan to you during the prior year) or

(ii) 50% of the value of your accounts;

• the term of your loan must be at least 12

months and may not exceed 54 months;

• the interest rate on your loan is equal to the

prime lending rate, as quoted in the Wall

Street Journal on the first day of the month

in which your loan is made, plus 1%. As

required by law, your interest rate will be

limited to a maximum of 6% during certain

military leaves;

• under most circumstances, your loan

payments are made by payroll deduction;

• as security for the repayment of your loan,

the Plan takes a security interest in your

accounts in the amount of the loan; and

• a $100 loan initiation fee will be charged for

any loan from the Plan and deducted from

the loan amount. Thus, if you take out a

$5,000 loan, you will receive a net amount

of $4,900 (the requested $5,000 minus the

$100 loan processing fee).

The Plan allows you to borrow money from your

accounts. The borrowed amount is considered an

investment of your accounts and, when repaid, is

invested in the same way as your contributions.

Loan Repayments

You must repay a loan, with interest, over the period

of the loan. In general, you must make loan

payments by payroll deductions each pay period.

Your first payroll deduction will occur within two to

four payroll periods after the date of your loan. You

may pre-pay your loan at any time after the first

anniversary of the loan date.

If you terminate employment with an outstanding

loan, you are on an unpaid leave of absence, or your

pay is not sufficient to cover your loan repayment,

you must make required payments monthly by

cashier check, certified check, or money order.

Impact of Leaves of Absence

The Plan allows participants on an approved leave

of absence, including a disability leave, to suspend

loan payments for up to 12 months. In addition, you

may also suspend payments during a military leave

protected by the USERRA. For more information on

the impact of a particular leave on your obligations

under a loan, you should call the Cummins

Retirement Benefits Service Center.

Acceleration of Repayment Obligations

The remaining balance on your loan will become

immediately due and payable upon:

• your receipt of a distribution from the Plan

(other than an in-service hardship

distribution and any related distribution) or

• your default under the loan (as described

below).

Events of Default

If you fail to make required loan payments or

otherwise violate the terms of your loan agreement,

and you have not corrected the failure, your loan will

be deemed in default at the end of the calendar

quarter following the quarter in which the failure

occurred or upon your earlier receipt of a distribution

from the Plan (other than an in-service hardship

distribution and any related distribution). If you are

on a leave covered by the FMLA or USERRA, you

should call the Cummins Retirement Benefits Service

Center for more information regarding the impact of

your leave on your loan repayment obligations.

Consequences of Default

If you are in default, the Plan may reduce the balance

in your accounts by the amount owed on the loan, to

the extent permitted by law. If the Plan reduces your

accounts to satisfy your loan obligations, the

reduction amount will be treated as a taxable

distribution.

If you are in default, and the Plan does not reduce

your outstanding accounts to satisfy your loan

obligation, the amount in default will result in a

deemed distribution, resulting in immediate taxation.

If you have a deemed distribution, you will not be

eligible for another loan until you have repaid the

deemed distribution to the Plan.

Please call the Cummins Retirement Benefits Service

Center or visit the Your Benefits Resources

web

site to apply for a loan or obtain additional

information about loans.

INFORMATION REGARDING

CUMMINS STOCK

Voting of Cummins Stock

Except as provided below, the trustee will vote all

shares of Cummins stock pursuant to Cummins'

direction.

You have the right to direct how shares of Cummins

stock (including any fractional shares) allocated to

your accounts are voted on any matter put to a

shareholder vote. The trustee will vote the shares in

accordance with your direction (the "Directed

Shares"). If you do not direct the trustee as to how to

vote shares allocated to your accounts, the trustee

will vote the shares in the same proportion as the

Directed Shares allocated to other participants’

accounts. The trustee votes shares held by the Plan

that have not been allocated to participants’ accounts

in the same proportion as the Directed Shares.

Before a vote occurs, Cummins provides the trustee

and all participants entitled to direct the voting of

Cummins stock with required notices and

information regarding the vote. If you direct the

trustee how to vote Cummins stock allocated to your

accounts, your direction will be kept confidential,

except as required by law.

Tender Offers

If anyone makes a "tender offer," or exchange offer,

or otherwise offers to purchase or solicits an offer to

sell 1% or more of the outstanding shares of

Cummins stock (collectively referred to as a "tender

offer"), you will have the right to direct the trustee to

sell, offer to sell, exchange, or otherwise dispose of

Cummins stock allocated to your accounts in

accordance with terms of the tender offer. If a tender

offer occurs, the Plan will provide you with detailed

information related to your rights.

CLAIMS PROCEDURES

Filing a Claim

If you or your beneficiary believes that the Plan has

not provided a benefit to which you are entitled, you

or your beneficiary may file a written claim with the

administrator. The administrator typically informs

you of its decision on your claim within 90 days. If

the administrator needs more time to consider your

claim, the administrator may extend the review

period by up to 90 additional days, provided that it

notifies you within the original 90-day period why an

extension is needed and when it expects to reach a

decision.

Denial of Claim

If your claim is denied, in whole or in part, the

administrator will provide you with written notice of

the denial, which:

• explains the reasons for the denial,

• refers to any Plan provisions on which the

denial is based,

• describes additional material or information

needed to perfect your claim, together with

an explanation of why the material or

information is necessary, and

• explains the Plan's procedures for reviewing

claims.

Review of Denied Claims

If the administrator denies your claim, you may file

an appeal with the administrator within 60 days after

receiving written notice of the denial. If you do not

file an appeal within this period, the administrator's

original denial will be final.

As part of your appeal, you or your authorized

representative may review any Plan documents

relevant to your claim and may submit written issues

and comments in support of your appeal. The

administrator will provide you or your authorized

representative, upon request and free of charge,

reasonable access to and copies of documents

relevant to your claim.

Notice of Decision on Appeal

If you file a timely appeal, the administrator

typically informs you of its decision on your appeal

within 60 days. If the administrator needs more time

to consider your appeal, the administrator may

extend the decision period by up to 60 additional

days, provided that it notifies you within the original

60-day period why an extension is needed and when

it expects to reach a decision.

If the administrator denies your appeal, the

administrator will provide written notice to you

stating the reasons for the denial and any relevant

Plan provisions on which the denial is based. The

administrator's notice will also inform you that you

are entitled to receive, upon request and free of

charge, reasonable access to and copies of all

documents, records, and other information relevant to

your claim. Finally, the administrator's notice will

inform you of your rights to bring an action under

Section 502(a) of ERISA. Subject to your right to

bring an action under ERISA, the administrator's

decision on your appeal will be final.

Right to Sue under ERISA

If you disagree with the administrator's decision on

your appeal, and you have followed all of these

claims procedures, you have the right to bring a civil

action in a court of law under ERISA Section 502(a).

AMENDMENT AND TERMINATION OF

THE PLAN

Cummins has the right, in its discretion, to amend or

terminate the Plan at any time. No change will

decrease vested benefits that you have already

earned, except as may be required by the IRS for its

continuing approval of the Plan. Funds already

contributed to the Plan cannot be diverted for any

purpose other than the exclusive benefit of

participants and their beneficiaries.

NON-ASSIGNMENT OF BENEFITS

AND DOMESTIC RELATIONS

ORDERS

Non-Assignment of Benefits

For your protection, you cannot assign your benefits

under the Plan to anyone else. To the extent allowed

by law, your benefits cannot be seized to pay your

debts or satisfy other obligations you may have.

However, a court may order payment of part or all of

your benefits under the Plan pursuant to a qualified

domestic relations order, and such payments will

reduce your benefits under the Plan. Under limited

circumstances, as permitted by law, the Plan

provides that your accounts may be reduced to

satisfy your liability to the Plan due to (i) your

conviction of a crime involving the Plan, (ii) a

judgment, consent order, or decree in an action for

violation of fiduciary standards, or (iii) certain

settlement agreements.

Domestic Relations Orders

A court may issue a qualified domestic relations

order requiring that part or all of your accounts be

paid to others, such as your former spouse (as part of

the division of marital property) or your children (as

child support payments). The Plan will comply with

any such order, provided the order satisfies

applicable legal requirements. You may obtain a

copy of the Plan's procedures governing domestic

relations procedures by calling the QDRO

administrator at (888) 858-5500.

If the Plan receives such a domestic relations order

relating to your accounts, it will notify you and the

individual claiming a portion of your accounts (the

alternate payee) of (i) its receipt of the order, (ii) its

procedures for determining whether the order is a

qualified domestic relations order, and (iii) its

decision as to whether the order is qualified.

An administrative charge of $400 will be deducted

automatically from your account for processing any

purported qualified domestic relations order related

to your account.

PLAN BENEFITS NOT INSURED BY

PBGC

The administrator is required to tell you that the

Pension Benefit Guaranty Corporation ("PBGC")

does not insure benefits under the Plan. This is

simply because the Plan is a defined contribution

plan with separate accounts for each participant,

unlike a defined benefit pension plan with benefits

paid out of a single fund. This means that your

benefit is fully funded at all times with periodic

contributions (although it may change in value from

time to time due to trust gains or losses). The PBGC

does not insure the funding of this type of benefit.

MISCELLANEOUS PROVISIONS

Trust Fund

All contributions under the Plan are held and

invested in a trust, the assets of which are protected

from Cummins' creditors. Your Plan benefits will

be paid from the trust.

The Role of the Administrator

The Cummins Benefits Policy Committee serves as

the administrator of the Plan. The committee and

any persons to whom it has delegated administrative

duties may use their discretion to the maximum

extent permitted by law in performing their duties.

The administrator has full, discretionary authority to:

• operate and administer the Plan,

• determine eligibility for Plan benefits,

• direct the trustee to make payments from the

trust fund to participants and beneficiaries,

• interpret and apply Plan provisions, resolve

any ambiguities, inconsistencies, and/or

omissions, and

• take any other action necessary or proper to

carry out its responsibilities under the Plan

document or ERISA.

Benefits under the Plan are paid only if the

administrator decides, in its sole discretion, that the

recipient is entitled to such benefits.

Special Provisions Regarding Veterans

You may be entitled to reemployment and other

rights after a period of "uniformed services" under

the USERRA, including certain contributions and

service credits under the Plan. For purposes of the

USERRA, "uniformed services" include the Army,

Navy, Marine Corps, Air Force, Coast Guard, and

Public Health Service Commission Corps, as well as

the reserve components of each of these services.

Training or service in the Army National Guard or

the Air National Guard, certain types of service by

members in the National Disaster Medical System,

and certain types of service by members of the

Reserve Officers' Training Corps also constitute

service in the "uniformed services."

To be eligible for USERRA rights and benefits,

before leaving for military service, you are generally

required to give your employer advance notice that

you are leaving the job for service in the "uniformed

services." When you return from military service,

you must timely submit an application for

reemployment with your employer and request

information regarding your reemployment rights.

Time limits for returning to work will depend on the

length of time of your military service. You should

contact the administrator to receive additional

information regarding your rights under the Plan in

the case of a leave protected by the USERRA.

Special provisions may apply if you leave for

military service.

Right of Recovery

If the trustee makes a payment that, according to the

terms of the Plan should not have been made, the

trustee may recover that incorrect payment. If an

incorrect payment is made directly to you, the trustee

may deduct it when making future payments directly

to you.

Limitation of Rights and Obligations

The Plan does not constitute a contract between

Cummins or any affiliate and any employee, and it is

not a condition of employment. Nothing in the Plan

gives you the right to be retained in the service or

prevents you from terminating your employment with

Cummins or any affiliate.

Receipt and Release

Any payment payable to you will be in full

satisfaction of your claim for such benefit. The

trustee or administrator may condition such payment

upon your delivery of a signed receipt and release.

GENERAL INFORMATION

Plan Name

Cummins Retirement and Savings Plan for Non-

Bargaining Employees.

Sponsor/Employer

Cummins Inc.

Post Office Box 3005

Columbus, IN 47202-3005

Attention: Benefits Policy Committee

Mail Code: 60803

(800) 682-8788

Sponsor's Employer Identification

Number

35-0257090

Plan Number Assigned by the Plan

Sponsor

020

Type of Plan

Defined contribution profit sharing plan with Section

401(k) feature and employee stock ownership plan.

Plan Administrator

Cummins Benefits Policy Committee

Post Office Box 3005

Columbus, IN 47202-3005

Mail Code: 60803

(800) 682-8788

Plan Recordkeeper

Cummins Retirement Benefits Service Center

P.O. Box 64002

The Woodlands, TX 77387-4002

(800) 682-8788

Trustee

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110

Plan Year

The plan year is the 12-consecutive month period

beginning on January 1 and ending on December 31.

Agent for Service of Legal Process

Office of General Counsel

Cummins Inc.

Box 3005

Columbus, IN 47202-3005

Service of legal process may be made upon the

administrator.

Source of Financing for the Plan

Employee and employer contributions.

PARTICIPANT RIGHTS AND

PROTECTIONS UNDER ERISA

As a participant, you are entitled to certain rights and

protections under ERISA.

ERISA provides that all Plan participants will be

entitled to:

• Examine, without charge, at the

administrator's office and at other specified

locations, such as work sites and union halls,

all Plan documents, including collective

bargaining agreements and a copy of the

latest annual report (Form 5500 Series) filed

by the Plan with the U.S. Department of

Labor and available at the Public Disclosure

Room of the Employee Benefits Security

Administration;

• Obtain copies of all Plan documents,

including collective bargaining agreements,

copies of the latest annual report (Form

5500 Series), and the updated summary pla

scription, upon written request to the

administrator (the administrator may mak

reasonable charge for copies);

• Receive a summary of the Plan's annual

financial report (the administrator is

required by law to furnish each participant

with a copy of this summary annual report);

• Obtain a statement telling you whether you

have a right to receive a pension at normal

retirement age (age 65) and if so, what your

benefits would be at normal retirement age

f you stop working under the Plan. This

statement must be requested in writing and

is not required to be given more than once a

year. The Plan must provide the statement

free of charge; and

• Receive quarterly statements of your

account balance under the Plan in

accordance with applicable law.

In addition to creating rights for participants, ERISA

imposes duties upon the people who are responsible

for the operation of the employee benefit plan. The

people who operate your Plan, called fiduciaries of

the Plan, have a duty to do so prudently and in the

interest of you and other participants and

beneficiaries. No one, including your employer or

any other person, may fire you or otherwise

discriminate against you in any way to prevent you

from obtaining a pension benefit or exercising your

rights under ERISA.

If your claim for a pension benefit is denied or

ignored in whole or in part you must receive a written

explanation of the reason for the denial. You have

the right to have the administrator review and

reconsider your claim (within certain time limits) and

the right to obtain documents relating to the decision

(without charge).

Under ERISA, there are steps you can take to enforce

the above rights. For instance, if you request

materials from the Plan that the Plan is required by

law to provide, and you do not receive them within

30 days, you may file suit in a federal court. In such

a case, the court may require the administrator to

provide the materials and pay you up to $110 a day

until you receive the materials, unless the materials

were not sent because of reasons beyond the control

of the administrator.

If you have a claim for benefits which is denied or

ignored, in whole or in part, you may file suit in a

state or federal court. However, before you file suit,

you must first comply with the claims procedures

described in this summary (see page 12). If you do

not follow these claims procedures, you will have no

right of appeal and no right to file a lawsuit for Plan

benefits, and any denial of a claim for benefits will

become final and binding. In addition, if you

disagree with the Plan's decision or lack thereof

concerning the qualified status of a domestic relations

order, you may file a suit in federal court, provided

that you have first gone through the Plan's claims

procedures.

If it should happen that Plan fiduciaries misuse the

Plan's money, or if you are discriminated against for

asserting your rights, you may seek assistance from

the U.S. Department of Labor, or you may file suit in

a federal court. The court will decide who should

pay court costs and legal fees. If you are successful

the court may order the person you have sued to pay

these costs and fees. If you lose, the court may order

you to pay these costs and fees, for example, if it

finds your claim is frivolous.

If you have any questions about your Plan, you

should contact the Cummins Retirement Benefits

Service Center or visit the Your Benefits Resources

web site, as provided in the shaded box on page 1. If

you have any questions about this statement or about

your rights under ERISA, you should contact the

nearest office of the Employee Benefits Security

Administration, U.S. Department of Labor, listed in

your telephone directory or the Division of Technical

Assistance and Inquiries, Employee Benefits Security

Administration, U.S. Department of Labor, 200

Constitution Avenue N.W., Washington, D.C. 20210.

You may also obtain certain publications about your

rights and responsibilities under ERISA by calling

the publications hotline of the Employee Benefits

Security Administration.

APPENDIX A

DEFINED TERMS

"account" means the separate bookkeeping account

or accounts maintained in your name to keep a record

of the different types of contributions made on your

behalf and the earnings and losses on those

contributions. See page 2. Where the context

permits, "account" also refers to the value of the

account.

"administrator" means the Cummins Benefits Policy

Committee. To the extent that the committee has

delegated any of its responsibilities as administrator

to any other person, that person will be treated as the

administrator with respect to the delegated

responsibility.

"affiliate" means an employer that must be

combined with Cummins for purposes of applying

the federal tax rules applicable to retirement plans.

"beneficiary" the person entitled to receive any of

your accounts remaining after your death.

"Code" means the Internal Revenue Code of 1986,

as amended from time to time.

"company stock fund" means the investment option

under the Plan that invests primarily in Cummins

stock. To determine the value of this fund, you can

visit Your Benefits Resources

and view the total

stock value. This fund consists of the ESOP fund

and the Cummins stock fund.

"co-op employee" means an undergraduate student

who alternates between attending school for a term

and being employed by Cummins for three to four

months.

"Cummins" means Cummins Inc.

"Cummins stock fund" refers to the sub-fund of the

company stock fund that consists primarily of

Cummins stock that was not purchased with the

proceeds of an ESOP loan.

"disability" means that you are eligible to receive

disability benefits under the Cummins long-term

disability plan on account of your physical or mental

condition.

"eligible employee" means:

• a salaried employee,

• an hourly employee whose terms and

conditions of employment are not covered

by a collective bargaining agreement, or

• an hourly employee whose terms and

conditions of employment are covered by a

collective bargaining unit that provides for

the employee's participation in the Plan,

who (i) is not an excluded employee, (ii) is not

eligible to participate in a Cummins-sponsored home

country retirement plan, (iii) is not on an expatriate

assignment in the United States that began after

December 31, 2011, unless he/she was participating

in a Cummins-sponsored plan in his/her home

country immediately before his/her transfer to the

United States and is legally barred from continued

participation in that plan, and (iv) is either a legal

permanent resident of the United States or holds one

of the following types of United States' visas:

• F-1 Student,

• F-2 Spouse or Child of F-1 visa holder,

• H-1B Specialty Occupation,

• H-2B Temporary worker performing

services unavailable in country,

• H-3 Trainee,

• H-4 Spouse or Child of H-1, H-2, or H-3

visa holder,

• L-1 Intra-Company Transfer (but, for

calendar year 2007, only if a participant

before 1/1/06),

• L-2 Spouse or Child of L-1 visa holder,

• O-1 Extraordinary Ability (for years after

2007),

• O-3 Spouse or Child of O-1 or O-2 visa

holder (for years after 2007), or

• TN Trade visa for Canadian or Mexican.

"employee" means a common law employee of

Cummins, except for a nonresident alien who

receives no United States income from Cummins or

an affiliate.

"ERIS

A" means the Employee Retirement Income

Security Act of 1974, as amended from time to time.

"ESOP" refers to the portion of the Plan that is an

employee stock ownership plan. All amounts

invested in the company stock fund are part of the

ESOP.

"ESOP fund" refers to the sub-fund of the company

stock fund that consists primarily of Cummins

common stock that was purchased with the proceeds

of an ESOP loan.

"ESOP loan" means a loan to the Plan for the

purpose of providing funds to purchase Cummins

stock.

"excluded employee" means one of the following:

• an employee receiving disability benefits

under the Cummins long-term disability

program;

• an employee on layoff;

• an employee on a non-paid leave of absence;

• a co-op employee, temporary employee, or

summer intern;

• a person designated in good faith by

Cummins as an independent contractor,

regardless of whether that person is later

determined to be a common law employee

for tax purposes; or

• a person employed by Cummins on a basis

that excludes him or her from participation

in any of Cummins' benefit programs.

"FMLA" means the federal Family and Medical

Leave Act of 1993, as amended.

"highly compensated employee" means, with respect

to a plan year, an employee to whom Cummins

and/or one or more affiliates paid compensation of

more than a specified amount during the preceding

plan year. For determining whether a person is a

highly compensated employee in 2013, the specified

amount earned in 2012 is $115,000. The specified

amount is adjusted from time to time, as provided in

the Code.

"married" means that you are married under the

laws in effect in the state in which you reside at that

time, subject to any contrary provisions of federal

law.

"non-highly compensated employee" means an

employee who is not a highly compensated

employee.

"participant" means an eligible employee or former

eligible employee who is, or may become, eligible to

receive a benefit from the Plan.

"Plan" means the Cummins Retirement and Savings

Plan for Non-Bargaining Employees, as amended

from time to time.

"plan compensation" means, with respect to a plan

year, the following types of compensation paid to

you by Cummins during the plan year and included

in your taxable income for the plan year: regular pay,

sick pay, variable pay, overtime pay, commissions,

holiday pay, vacation pay, shift premium, short-term

disability pay, pay for responsibility, and six sigma

bonus, increased by any amount excluded from the

preceding type of pay on account of a salary

reduction election pursuant to Code Section 125 or

401(k). Plan compensation does not include sign-on

bonuses, invention awards, pay on leave of absence,

relocation pay, deferred compensation, or severance

pay. To the extent required by Code Section

401(a)(17), your plan compensation for a plan year

may not exceed the limit imposed by Code Section

401(a)(17) for that year. The limitation for 2013 is

$255,000.

Amounts described in the preceding paragraph and

paid to you within 60 days after you terminate

employment will generally be included in plan

compensation, provided that you would have

received the payment if you had not terminated

employment. Except as provided in the preceding

sentence, amounts paid to you after you terminate

employment generally are not included in plan

compensation.

"plan year" means the fiscal and accounting year for

the Plan. The plan year is the calendar year.

"qualified domestic relations order" means a

domestic relations order meeting requirements

specified in the Code that requires the payment of all

or a portion of your Plan benefits to others, such as

your former spouse (as part of the division of marital

property) or your children (as child support

payments), thereby reducing the benefits payable to

you under the Plan.

"retirement" means, with respect to a participant, a

termination of employment (i) under circumstances

that are considered a retirement under a tax-qualified

pension plan or, (ii) if the participant is not covered

by such a plan on his or her termination of

employment, on or after the participant's 55

birthday.

pouse" the person to whom you are married on the

applicable date.

"summary" means this summary plan description, as

amended from time to time.

"summer intern" means a full-time student who is

employed by Cummins during his or her summer

vacation.

"temporary employee" means a person performing

services for Cummins on a temporary basis who is

paid through the payroll of an unrelated entity, such

as that of an employment agency.

"terminate employment" or "termination of

employment" means, with respect to an employee, a

complete termination of the employment relationship

with Cummins and all affiliates. "Termination of

employment" does not include the following:

• a temporary absence due to vacation,

sickness (not including disability), or layoff;

• military service to the extent required under

the USERRA;

• a leave that qualifies as a family or medical

leave under the FMLA;

• a Cummins-approved leave of absence for

not more than two years; or

• a transfer of employment from Cummins to

an affiliate or a change in status from an

employee to a leased employee.

"trust" means the trust established and maintained

under the trust agreement to hold the assets of the

Plan.

"trust agreement" means the trust agreement for the

trust or trusts through which the Plan is funded.

"trustee" means the trustee of the trust.

"unmatured retiree medical contribution" means a

retiree medical contribution that has not been

allocated to your account for at least two years.

"USERRA" means the federal Uniformed Services

Employment and Reemployment Rights Act, as

amended.

SUMMARY OF MATERIAL MODIFICATIONS

Cummins Retirement and Savings Plan

PLAN SPONSOR NUMBER: 35-0257090 PLAN ID NUMBER: 020

July 28, 2016

This Summary of Material Modifications (“Summary”) describes certain changes made to the

Cummins Retirement and Savings Plan (“Plan”). In the event of an inconsistency between the terms of this

SMM and the terms of the official plan document, the terms of the official plan document shall control.

This Summary amends your Summary Plan Description (“SPD”) as follows:

1. To delete “Cummins Retirement and Savings Plan for Non-Bargaining Employees” each time it

appears therein and insert in its place “Cummins Retirement and Savings Plan” to reflect the renaming

of the Plan, effective January 1, 2015.

2. To amend in its entirety the fourth paragraph of the section titled “How Your Accounts are Invested”

on page six, to read as follows:

Your accounts and contributions to the Plan are invested pursuant to your

elections. If you have failed to make an investment election, all of your

contributions are invested in the fund or funds that the administrator

designates from time to time as the default under the Plan. For participants

hired on or after April 1, 2016, the current default fund for all of your

contributions is the Vanguard Target Retirement Fund with the date that

most closely corresponds to your 65th birthday. For participants hired prior

to April 1, 2016, the current default fund for all of your contributions except

your matching contributions and retiree medical contributions is the

Vanguard Target Retirement Fund with the date that most closely

corresponds to your 65

birthday, and the current default fund for your

matching contributions and retiree medical contributions is the company

stock fund. The administrator reserves the right to change the default fund

under the Plan or to designate new default funds from time to time. Subject

to the limitations of the Plan and the funds, you may transfer part or all of

your accounts in any fund to another available fund or funds.

3. To insert the following after the first sentence of the section titled “Right to Sue under ERISA,” to

read as follows:

The Plan provides that you generally have one year from the date of

receiving a final decision by the administrator in which to commence such

an action. No other legal or equitable action involving the Plan may be

commenced later than two years after the time you know, or had reason to

know, of the circumstances giving rise to the action.

To the extent not preempted by federal law, the Plan is governed by the laws of the State of

Indiana, and any lawsuit or other action arising under the Plan exclusively shall be in the

Southern District of Indiana.

ACTIVE 213962013v.1 RSP-NB

NOTES:

RSP for Salaried & Non-Bargained Hourly

Locations: 110, 111, 115, 135, 190, 200, 220, 240, 250, 260, 291, 300, 301, 390, 400, 500, 600, 610, 631, 640, 650,

652, 660, 661, 662, 700, 721, 810, 815, 950, 951, 952

I/2907732.13

SUMMARY OF MATERIAL MODIFICATIONS

Cummins Retirement and Savings Plan

PLAN SPONSOR NUMBER: 35-0257090 PLAN ID NUMBER: 020

July 28, 2017

This Summary of Material Modifications (“SMM”) describes certain changes made to the

Cummins Retirement and Savings Plan (“Plan”). In the event of an inconsistency between the

terms of this SMM and the terms of the official plan document, the terms of the official plan

document shall control.

This SMM amends your Summary Plan Description (“SPD”) as follows:

1. To insert a new second paragraph under the section titled “Distributions After

Termination of Employment or Death,” to read as follows:

If you have accounts attributable to your previous participation in another plan, there

may be additional rules regarding the circumstances under which you may receive a

distribution from such accounts. You should call the Cummins Retirement Benefits

Service Center if you have questions.

2. To insert a new second paragraph under the section titled “In-Service Withdrawals,” to

read as follows:

If you have accounts attributable to your previous participation in another plan, there may be

additional rules regarding the circumstances under which you may take an in-service withdrawal

from such accounts. You should call the Cummins Retirement Benefits Service Center if you

have questions.

890, 892, 893, 894

SUMMARY OF MATERIAL MODIFICATIONS

Cummins Retirement and Savings Plan

PLAN SPONSOR NUMBER: 35-0257090 PLAN ID NUMBER: 020

July 27, 2018

This Summary of Material Modifications (“SMM”) describes certain changes made to the

Cummins Retirement and Savings Plan (“Plan”). In the event of an inconsistency between the

terms of this SMM and the terms of the official plan document, the terms of the official plan

document shall control.

This SMM amends your Summary Plan Description (“SPD”):

1. To delete the first paragraph of the section titled “Retiree Medical Contributions” and to

insert the following in lieu thereof:

To be eligible for a retiree medical contribution for a plan year, as of the last day

of the plan year:

• you must be a covered employee, and

• generally, at least 2½ years must have elapsed since the date on which you

were first an employee.

However, if you are covered by a collective bargaining agreement with any of the

unions listed below, special rules may apply to you as a result of bargaining:

• International Association of Machinists and Aerospace Workers, Local

Lodge 698,

• International Association of Machinists and Aerospace Workers, AFL-

CIO, Local Lodge No. 1943,

• International Union of Operating Engineers, Local Union Nos. 18, 18A,

18B and 18C AFL-CIO, and

• International Union of Operating Engineers, Local 66.

2. To add the definition of covered employee to Appendix A, as follows:

“Covered employee” means, with respect to the retiree medical contribution, a

participant who

(i) an eligible employee on the last day of the plan year,

890, 892, 893, 894

(ii) during the plan year and while an eligible employee, terminated employment (A)

after reaching the age for receiving an immediate retirement benefit under any

defined benefit plan of an affiliate in which he or she participates (or, if the

employee does not participate in any such plan, age 55), or (B) on account of

disability, death, plant closing or general workforce reduction, or

(iii) ceased to be an eligible employee during the plan year but remained an

employee.

830, 831, 837, 847, 849

SUMMARY OF MATERIAL MODIFICATIONS

Cummins Retirement and Savings Plan

PLAN SPONSOR NUMBER: 35-0257090 PLAN ID NUMBER: 020

July 27, 2018

This Summary of Material Modifications (“SMM”) describes certain changes made to the

Cummins Retirement and Savings Plan (“Plan”). In the event of an inconsistency between the

terms of this SMM and the terms of the official plan document, the terms of the official plan

document shall control.

This Summary amends your Summary Plan Description (“SPD”) to insert a new second

paragraph under the section titled “In-Service Withdrawals,” to read as follows:

If you have accounts attributable to your previous participation in another plan, you may

have additional rights, and there may be additional rules, regarding the circumstances

under which you may take an in-service withdrawal from such accounts. You should

call the Cummins Retirement Benefits Service Center if you have questions.