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| CALCULATION OF REGISTRATION FEE                                                                   |
| Title of Each Class of Securities Offered                                                         | Maximum Aggregate Offering Price (1) | Amount of Registration Fee(2) |
| MEDIUM-TERM NOTES, SERIES G, 2.85% NOTES DUE 2022                                                 | $500,000,000 | $57,300 |
| (1) Excludes accrued interest, if any.                                                            |   |   |
| (2) The filing fee is calculated in accordance with Rule 457(r) under the Securities Act of 1933. |

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| PRICING SUPPLEMENT NO. 12                         |   | Filed Pursuant to Rule 424(b)(2) |
| Dated May 22, 2012 to                             |   | Registration No. 333-173364 |
| PROSPECTUS SUPPLEMENT                             |   |   |
| Dated April 7, 2011 and                           |   |   |
| PROSPECTUS                                        |   |   |
| Dated April 7, 2011                               |   |   |
| CATERPILLAR FINANCIAL SERVICES CORPORATION        |
| MEDIUM-TERM NOTES, SERIES G, 2.85% NOTES DUE 2022 |

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|                                                                                                 |  |  |
| SUBJECT                                                                                         |   | FINAL PRICING DETAILS |
|                                                                                            |   |   |
| Issuer:                                                                                         |   | Caterpillar Financial Services Corporation |
| Title of Securities:                                                                            |   | Medium-Term Notes, Series G, 2.85% Notes Due 2022 |
| Format:                                                                                         |   | SEC Registered-Registration Statement Number 333-173364 |
| Trade Date/Pricing Effective Time:                                                              |   | May 22, 2012 |
| Settlement Date (Original Issue Date):                                                          |   | May 30, 2012, which is the fifth business day following the Trade Date. Accordingly, purchasers who wish to trade the Medium-Term Notes on the date hereof or the next business day will be required, because the Medium-Term Notes will not initially settle in T+3, to specify an alternative settlement date at the time of such trade to prevent a failed settlement and should consult their own advisors. |
| Maturity Date:                                                                                  |   | June 1, 2022 |
| Principal Amount:                                                                               |   | $500,000,000 |
| Price to Public (Issue Price):                                                                  |   | 99.836% |
| Dealers' Commission:                                                                            |   | 0.475% (47.5 basis points) of the principal amount |
| All-in-price:                                                                                   |   | 99.361% |
| Net Proceeds to Issuer:                                                                         |   | $496,805,000 |
| Coupon                                                                                          |   | 2.85% |
| Yield to Maturity:                                                                              |   | 2.869% |
| Spread Multiplier:                                                                              |   | N/A |
| Spread/Spread Multiplier Reset Option:                                                          |   | N/A |
| Optional Reset Dates (only applicable if option to reset spread or spread multiplier):          | N/A |
| Basis for Interest Rate Reset (only applicable if option to reset spread or spread multiplier): | N/A |
| Specified Currency:                                                                             |   | U.S. Dollars |

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|                                                                                                                                                                                                                                                                                                                                                                                           |  |  |
| Option to Elect Payment in U.S. Dollars  (only applicable if Specified Currency is other than U.S. Dollars):                                                                                                                                                                                                                                                                    | N/A |
| Authorized Denominations (only applicable if Specified Currency is other than U.S. Dollars):                                                                                                                                                                                                                                                                                              | N/A |
| Historical Exchange Rate (only applicable if Specified Currency is other than U.S. Dollars):                                                                                                                                                                                                                                                                                              | N/A |
| Maximum Interest Rate:                                                                                                                                                                                                                                                                                                                                                                    |   | N/A |
| Minimum Interest Rate:                                                                                                                                                                                                                                                                                                                                                                    |   | N/A |
| Interest Payment Dates:                                                                                                                                                                                                                                                                                                                                                                   |   | Interest will be paid semi-annually on the 1st of June and December of each year, commencing December 1, 2012 and ending on the Maturity Date |
| Stated Maturity Extension Option:                                                                                                                                                                                                                                                                                                                                                         |   | N/A |
| Extension Period(s) and Final Maturity Date (only applicable if option to extend stated maturity):                                                                                                                                                                                                                                                                                        | N/A |
| Basis for Interest Rate During Extension Period (only applicable if option to extend stated maturity):                                                                                                                                                                                                                                                                                    | N/A |
| Original Issue Discount Note:                                                                                                                                                                                                                                                                                                                                                             |   | N/A |
| Total Amount of OID:                                                                                                                                                                                                                                                                                                                                                                      |   | N/A |
| Terms of Amortizing Notes:                                                                                                                                                                                                                                                                                                                                                                |   | N/A |
| Redemption Date(s):                                                                                                                                                                                                                                                                                                                                                                       |   | N/A |
| Redemption Price:                                                                                                                                                                                                                                                                                                                                                                         |   | N/A |
| Repayment Date(s):                                                                                                                                                                                                                                                                                                                                                                        |   | N/A |
| Repayment Price(s):                                                                                                                                                                                                                                                                                                                                                                       |   | N/A |
| Day Count Convention:                                                                                                                                                                                                                                                                                                                                                                     |   | 30/360 |
| Denominations:                                                                                                                                                                                                                                                                                                                                                                            |   | Minimum denominations of $1,000 with increments of $1,000 thereafter |
| Joint Lead Managers & Bookrunners:                                                                                                                                                                                                                                                                                                                                                    |   | Merrill Lynch, Pierce, Fenner & Smith                      Incorporated (35.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Citigroup Global Markets Inc. (35.00%) |
| Co-Managers:                                                                                                                                                                                                                                                                                                                                                                              |   | BNP Paribas Securities Corp. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | BNY Mellon Capital Markets, LLC (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Commerz Markets LLC (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Deutsche Bank Securities Inc. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | HSBC Securities (USA) Inc. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | ING Financial Markets LLC (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Lloyds Securities Inc. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Mitsubishi UFJ Securities (USA), Inc. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Standard Chartered Bank (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | U.S. Bancorp Investments, Inc. (3.00%) |
|                                                                                                                                                                                                                                                                                                                                                                                      |   | Standard Chartered Bank will not effect any offers or sales of any notes in the United States unless it is through one or more U.S. registered broker-dealers as permitted by the regulations of FINRA. |
| Billing and Delivery Agent:                                                                                                                                                                                                                                                                                                                                                               |   | Merrill Lynch, Pierce, Fenner & Smith                      Incorporated |
| Exchange Rate Agent:                                                                                                                                                                                                                                                                                                                                                                      |   | U.S. Bank Trust National Association |
| Calculation Agent:                                                                                                                                                                                                                                                                                                                                                                        |   | U.S. Bank Trust National Association |
| CUSIP:                                                                                                                                                                                                                                                                                                                                                                                    |   | 14912L5F4 |
| Other Terms:                                                                                                                                                                                                                                                                                                                                                                              |   | N/A |
| CAPITALIZED TERMS USED HEREIN WHICH ARE DEFINED IN THE PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASCRIBED THERETO IN THE PROSPECTUS SUPPLEMENT. THE INTEREST RATES ON THE NOTES MAY BE CHANGED BY CATERPILLAR FINANCIAL SERVICES CORPORATION FROM TIME TO TIME, BUT ANY SUCH CHANGE WILL NOT AFFECT THE INTEREST RATE ON ANY NOTES OFFERED PRIOR TO THE EFFECTIVE DATE OF THE CHANGE. |