PRICING
      SUPPLEMENT DATED February 7, 2007 Filed
      Pursuant to Rule 424(b)(3)


File
      No.
      333-124310


------------------------------------------------------------------


(To
      Prospectus Supplement, dated June 8, 2005, and Prospectus, dated May 13,
      2005)


Pricing
      Supplement Number: 419





Caterpillar
      Financial Services Corporation


Medium-Term
      Notes, Series F (Floating Rate)


Caterpillar
      Financial Medium-Term Extendible Notes





The
      floating rate notes described in this pricing supplement, which we refer to
      as
      the Caterpillar Financial Medium-Term Extendible Notes (the “Notes”), will be
      issued as part of the series of Caterpillar Financial Services Corporation’s
      (the “Company”) Medium-Term Notes, Series F, with Maturities of 9 Months or More
      from Date of Issue. The Notes will mature on the Initial Maturity Date, unless
      the maturity of all or any portion of the principal amount of the Notes is
      extended in accordance with the procedures described below. In no event will
      the
      maturity of the Notes be extended beyond the Final Maturity Date.





During
      the Notice Period relating to each Election Date, you may elect to extend the
      maturity of all or any portion of the principal amount of your Notes so that
      the
      maturity of your Notes will be extended to the date occurring 366 calendar
      days
      from and including the 8 th day of
      the next succeeding month following such Election Date, up to the Final Maturity
      Date. However, if that 366 th calendar
      day is not a Business Day, the maturity of your Notes will be extended to the
      immediately preceding Business Day. The Election Dates will be the 8 th calendar
      day of each month commencing in March 2007.





You
      may
      elect to extend the maturity of all of your Notes or any portion thereof having
      a principal amount of $1,000 or any multiple of $1,000 in excess thereof. To
      make your election effective on any Election Date, you must deliver a notice
      of
      election during the Notice Period for that Election Date. The Notice Period
      for
      each Election Date will begin on the fifth scheduled Business Day prior to
      the
      Election Date and end on the Election Date; however, if that Election Date
      is
      not a Business Day, the Notice Period will be extended to the following Business
      Day. Your notice of election must be delivered to the Trustee for the Notes,
      through the normal clearing system channels described in more detail below,
      no
      later than close of business, New York City time, on the last Business Day
      in
      the Notice Period relating to the applicable Election Date. Upon delivery to
      the
      Trustee of a notice of election to extend the maturity of the Notes or any
      portion thereof during any Notice Period, that election will be revocable during
      each day of such Notice Period until 12:00 noon (New York City time), on the
      last Business Day in the Notice Period relating to the applicable Election
      Date,
      at which time such notice will become irrevocable.





If,
      with
      respect to any Election Date, you do not make an election to extend the maturity
      of all or any portion of the principal amount of your Notes, the principal
      amount of the Notes for which you have failed to make such an election will
      become due and payable on the Initial Maturity Date, or any later date to which
      the maturity of your Notes has previously been extended. The principal amount
      of
      the Notes for which such election is not exercised will be represented by a
      note
      issued on the last Business Day of the applicable Notice Period. The note so
      issued will have the same terms as the Notes, except that it will not be
      extendible, will have a separate CUSIP number and its maturity date will be
      the
      date that is 366 calendar days from and including such Election Date or, if
      such
      366 th calendar
      day is not a Business Day, the immediately preceding Business Day; however,
      the
      maturity date for the first Election Period shall be the Initial Maturity Date.
      The failure to elect to extend the maturity of all or any portion of the Notes
      will be irrevocable and will be binding upon any subsequent holder of such
      Notes.





The
      Company has the right to redeem any of the Notes, beginning with the Interest
      Payment Date occurring in March 2012 and thereafter on each Interest Payment
      Date occurring prior to the Final Maturity Date, if any, in whole or in part,
      on
      not less than 20 Business Days’ notice to the holder of such Note at a
      redemption price equal to 100% of the principal amount of such Note to be
      redeemed, plus any accrued and unpaid interest thereon. In
      addition, if at any time the holder of any Notes does not elect to extend all
      or
      any portion of its Notes (the Notes that are not so extended being, the
“Non-Extended Notes”), then the Company shall have the right at any time to
      redeem such Non-Extended Notes in whole or in part on not less than five
      Business Days notice, at 100% of the principal amount of such Non-Extended
      Notes, plus accrued
      and unpaid interest.





The
      Notes
      will bear interest from the Settlement Date until the principal amount thereof
      is paid or made available for payment at a rate determined for each Interest
      Reset Period by reference to the Interest Rate Basis, based on the Index
      Maturity, plus the Spread applicable for the relevant Interest Reset Date.
      We
      describe how floating rates are determined and calculated in the section called
      “Description of Notes-Interest Rate-Floating Rate Notes” in the Prospectus
      Supplement, subject to and as modified by the provisions described
      below.





The
      Notes
      will be issued in registered global form and will remain on deposit with The
      Depositary Trust Company, the depositary for the Notes (the “Depositary”).
      Therefore, you must exercise the option to extend the maturity of your Notes
      through the Depositary. To ensure that the Depositary will receive timely notice
      of your election to extend the maturity of all or a portion of your Notes,
      so
      that it can deliver notice of your election to the Trustee prior to the close
      of
      business, New York City time, on the last Business Day in the Notice Period,
      you
      must instruct the direct or indirect participant through which you hold an
      interest in the Notes to notify the Depositary of your election to extend the
      maturity of your Notes in accordance with the then applicable operating
      procedures of the Depositary. Notice of any decision to revoke your election
      must be made through the same clearing system channels.





The
      Depositary must receive any notice of election from its participants no later
      than 12:00 noon (New York City time) on the last Business Day in the Notice
      Period for any Election Date. Different firms have different deadlines for
      accepting instructions from their customers. You should consult the direct
      or
      indirect participant through which you hold an interest in the Notes to
      ascertain the deadline for ensuring that timely notice will be delivered to
      the
      Depositary. If the Election Date is not a Business Day, notice of your election
      to extend the maturity date of your Notes must be delivered to the Depositary
      by
      its participants no later than 12:00 noon (New York City time) on the first
      Business Day following the Election Date.





The
      Notes
      will initially be limited to $300,000,000 in aggregate principal amount. We
      may
      create and issue additional floating rate notes with the same terms as the
      Notes
      so that such additional floating rate extendible notes will be combined with
      this initial issuance of Notes.





CAPITALIZED
      TERMS USED IN THIS PRICING SUPPLEMENT THAT ARE NOT OTHERWISE DEFINED HEREIN
      AND
      WHICH ARE DEFINED IN THE PROSPECTUS SUPPLEMENT SHALL HAVE THE MEANINGS ASSIGNED
      TO THEM IN THE PROSPECTUS SUPPLEMENT.





Settlement
      Date


(Original
      Issue Date): February
      8, 2007





Initial
      Maturity Date: March
      4,
      2008, or if such day is not a Business Day, the immediately preceding Business
      Day.





Final
      Maturity Date: March
      8,
      2013, or if such day is not a Business Day, the immediately preceding Business
      Day.





Aggregate
      Principal Amount: $300,000,000





Price
      to
      Public (Issue Price): 100%





Dealers’
      Commission: 0.20%





All
      in
      Price: 99.80%





Net
      Proceeds to Issuer: $299,400,000





Interest
      Rate Calculation: Regular
      Floating Rate





Day
      Count
      Convention: Actual/360




Interest
      Rate Basis: 1
      Month
      USD LIBOR, as determined by LIBOR Telerate





Spread:  The
      table
      below indicates the applicable Spread for the Interest Reset Dates occurring
      during each of the indicated periods.


For
      Interest
      Reset Dates occurring:  Spread:


-    -----------------------------------------  ---------


From
      the Settlement
      Date


to
      but excluding
      Interest Payment Date  Minus
      .03%


in
      March
      2008




From
      and including
      Interest Payment  Plus
      .00%


Date
      in
      March 2008 to but excluding


Interest
      Payment Date in March 2009




From
      and including Interest
      Payment  Plus
      .01%


Date
      in March 2009 to
      but excluding


Interest Payment Date in March 2010




From and
      including Interest Payment  Plus
      .02%


Date in March 2010 to but excluding


Interest
      Payment Date in March 2011




From and including Interest Payment  Plus
      .02%


Date in March 2011 to but excluding


Interest Payment Date in March 2012




On
      or after the
      Interest Payment Date  Plus
      .02%


in
      March
      2012







Index
      Maturity: One
      Month





LIBOR
      Currency: U.S.
      Dollars





Minimum
      Interest Rate: N/A





Interest
      Payment Period: Monthly.
      See also “Interest Payment Dates.”





Interest
      Payment Dates: The
      8 th day of
      each month, commencing March 8, 2007.


The
      final Interest Payment
      Date for any Notes maturing


prior
      to the Final Maturity
      Date will be the relevant


maturity
      date, and interest
      for the final Interest Payment


Period
      will accrue from and
      including the Interest Payment


Date
      in the month
      immediately preceding such relevant


maturity
      date to but
      excluding the applicable maturity date.





Initial
      Interest Reset Date: March
      8,
      2007.





Interest
      Reset Dates: The
      8 th day of
      each calendar month, commencing March 8,


2007, and monthly
      thereafter through the Interest Reset


Date that is in the calendar month immediately preceding


the Final Maturity Date; provided, that the final Interest


Reset Date for any Notes maturing prior to the Final


Maturity Date will be the 8 th day of
      the calendar month


immediately preceding the relevant maturity date of such Notes.


.


Interest
      Reset Periods: The
      first
      Interest Reset Period will be the period from and


including the Settlement
      Date to but excluding the next


immediately succeeding Interest Reset Date. Thereafter,


the Interest Reset
      Periods will be the periods from and


including an Interest Reset Date to but excluding the


immediately succeeding Interest Reset Date; provided


that the final Interest Reset Period for any Notes


maturing
      prior to the Final Maturity Date will be the


period from and including the Interest Reset Date in the


month immediately preceding the relevant maturity date


of such Notes to the relevant maturity date.





Interest
      Determination Dates: Two
      London Banking Days prior to (a) the Settlement


Date,
      and (b) each Interest
      Reset Date thereafter.





Election
      Dates and Notice Periods:  The
      Election Date shall be the 8 th calendar
      day of


each
      month commencing March 8, 2007, and monthly


thereafter, whether or not such day is a Business Day.


The Notice Period for each Election Date will begin on


the
      fifth
      scheduled Business Day prior to but not including


the
      Election
      Date and end on the Election Date; however,


if that Election Date is not a Business Day, the Notice Period


will be extended to the following Business Day.





Form: The
      Notes
      are being issued in fully registered book-entry form.





Redemption
      at the Option


of
      the
      Company: The
      Company has the right to redeem any of the Notes at 100%


of
      the principal amount of such Notes, plus accrued and unpaid


interest,
      beginning with the Interest Payment Date in March 2012


and
      thereafter on each Interest Payment Date prior to the Final


Maturity Date. In
      addition, if at any time the holder of any Notes


does not elect to extend all or any portion of its Notes (the Notes


that
      are not so
      extended being, the “Non-Extended Notes”), then


the
      Company shall
      have the right at any time to redeem such


Non-Extended Notes in whole or in part on not less than five


Business Days notice, at 100% of the principal amount of such


Non-Extended Notes, plus accrued and unpaid interest.





Calculation
      Agent: U.S.
      Bank
      Trust National Association





Exchange
      Rate Agent: U.S.
      Bank
      Trust National Association





Trustee: U.S.
      Bank
      Trust National Association





CUSIP
      No.: 14912L3H2.
      New CUSIP numbers will be assigned to Notes maturing


prior to the Final Maturity Date.





Pricing
      Supplement Dated: February
      7, 2007





Dealers: Banc
      of
      America Securities LLC (100%)





**Caterpillar
      Financial Services Corporation may change the interest rates on its medium
      term
      notes offered from time to time under the Prospectus Supplement, but any such
      change will not affect the interest rate on any medium term note offered under
      the Prospectus Supplement prior to the effective date of the change.** **After
      the issuance of the Notes covered by this pricing supplement, $4,900 mm
      principal amount of medium term notes remain available for sale pursuant to
      the
      Prospectus Supplement.**





**Certain
      United States Federal Income Tax Consequences:**





The
      following summary describes certain material United States federal income tax
      consequences of the purchase, ownership and disposition of the Notes as of
      the
      date hereof. This summary is based on the Internal Revenue Code of 1986 (the
“Code”) as well as final, temporary and proposed Treasury regulations and
      administrative and judicial decisions, all as in effect on the date hereof
      and
      all of which are subject to change, possibly with retroactive effect. The
      Company has not requested, and will not request, a ruling from the Internal
      Revenue Service with respect to any of the United States federal income tax
      consequences described below. There can be no assurance that the Internal
      Revenue Service will not disagree with or challenge any of the conclusions
      set
      forth below.




The
      following summary does not purport to address all the United States federal
      income tax matters that may be relevant to particular purchasers of the Notes.
      For example, it generally is addressed only to original purchasers of the Notes
      at the initial offering price by “United States persons” (as defined in Section
      7701(a)(30) of the Code), deals only with Notes held as capital assets within
      the meaning of Section 1221 of the Code, and does not address the tax
      consequences of holding Notes that may be relevant to investors in special
      tax
      situations, such as banks and other financial institutions, insurance companies,
      dealers in securities or currency, traders in securities electing mark to market
      treatment, partnerships or other entities classified as partnerships for United
      States federal income tax purposes or investors therein, retirement plans or
      other tax-exempt entities, Notes held as a hedge or as part of a hedging,
      straddle, integrated or conversion transaction or holders whose “functional
      currency” (as defined in Code Section 985) is not the United States dollar. **Persons
      considering the purchase of Notes should consult their own tax advisors
      concerning the application of the United States federal income tax laws to
      their
      particular situations, as well as any tax consequences arising under the laws
      of
      any state, local or foreign taxing jurisdictions.**




**Tax
      Treatment of the Notes**




There
      are
      no regulations, rulings or other authorities addressing the United States
      federal income tax treatment of debt instruments with terms that are
      substantially similar to the Notes and, therefore, the United States federal
      income tax treatment of the Notes is subject to uncertainty. The United States
      federal income tax treatment of the Notes depends in part on the application
      and
      interplay of the Treasury regulations governing original issue discount on
      debt
      instruments (the “OID Regulations”) and the Treasury regulations governing
      modifications to the terms of debt instruments (the “Modification
      Regulations”).




**Anticipated
      Tax Treatment**




Under
      the
      OID Regulations, for purposes of determining the yield and maturity of a debt
      instrument, a holder is deemed to exercise an option or combination of options
      if the yield on the debt instrument would be more than it would be if the option
      were not exercised. Conversely, the issuer is deemed to exercise an option
      or
      combination of options if the yield on the debt instrument would be minimized.
      Because the interest on the Notes will periodically increase during the term
      of
      the Notes from an initial amount equal to the Interest Rate Basis minus .03%
      to
      an amount equal to the Interest Rate Basis plus .02%, for purposes of the OID
      Regulations, a holder of the Notes should be deemed to elect to extend the
      maturity date of the Notes on each Election Date to the Final Maturity Date
      (i.e., March 8, 2013). However, the Company has a right to redeem the Notes
      beginning with the Interest Payment Date in March 2012 which, if exercised,
      could minimize the yield on the Notes as compared to the yield if the Notes
      remained outstanding until the Final Maturity Date. Accordingly, it is expected
      that under the OID Regulations the Notes should be considered to have a maturity
      of five years and one month (i.e., March 8, 2012). In the event that the Company
      does not in fact exercise its right to redeem the Notes, then solely for
      purposes of the OID Regulations, the Notes are treated as retired and reissued
      for an amount equal to their adjusted issue price on that date.




The
      Modification Regulations may affect the maturity of the Notes and the manner
      in
      which a holder must apply the OID Regulations to the Notes. Under the
      Modification Regulations, the exercise of an option by a holder of a debt
      instrument to defer any scheduled payments will be treated as a taxable
      disposition of the debt instrument if, based on all the facts and circumstances
      (including the length of the deferral, the original term of the instrument,
      the
      amount of the payments that are deferred and the time period between the
      modification and the actual deferral of payments), the deferral is considered
      a
      material deferral. The Modification Regulations contain a safe harbor deferral
      rule which provides that the extension of a debt instrument for a period not
      to
      exceed the lesser of five years or fifty-percent of the original term of the
      debt obligation will not be considered a material deferral. In determining
      the
      original term of the debt instrument for purposes of applying the safe harbor
      deferral rule it is uncertain whether the deemed exercise option rule of the
      OID
      Regulations would apply, in which case the Notes may be considered to have
      a
      maturity of thirteen months for purposes of applying the safe harbor deferral
      rule.




If
      an
      election to extend the maturity of the Notes is treated as a taxable disposition
      of the Notes by the holder for United States federal income tax purposes, a
      holder would most likely be required to recognize gain (but not loss) equal
      to
      the difference between the fair market value of the Notes and the holder’s
      adjusted tax basis of the Notes. Because the interest rate on the Notes is
      reset
      every month it would be expected that any such gain resulting from a deemed
      taxable disposition of a Note would not be significant (but the amount of any
      such gain recognized will depend upon all of the facts and circumstances present
      at the time of the taxable disposition). In addition, it is likely that the
      Notes would be considered a newly issued debt instrument for purposes of
      applying the OID Regulations. Furthermore, it is also possible that the Internal
      Revenue Service would assert that the Notes are subject to special rules with
      respect to contingent payment debt instruments, which generally would require
      a
      holder to accrue interest on a current basis and any gain recognized on a
      disposition of the Notes would be treated as ordinary income. Prospective
      investors are urged to consult their own tax advisors regarding the United
      States federal income tax treatment of the Notes and the income tax consequences
      of electing to extend the maturity date of the Notes.




The
      remainder of this summary assumes that an election to extend the maturity is
      not
      considered a taxable disposition of the Notes, and further the special rules
      with respect to contingent payment debt instruments are not
      applicable.




**Interest**




Interest
      on a Note will be taxable to a holder as ordinary interest income at the time
      it
      accrues or is received, in accordance with the holder's method of accounting
      for
      tax purposes.




**Sale,
      Exchange or Retirement**




Upon
      the
      sale, exchange or retirement of a Note, a holder will recognize taxable gain
      or
      loss equal to the difference between the amount realized from the sale, exchange
      or retirement, other than accrued but unpaid interest (which will be taxable
      as
      such), and the holder's adjusted tax basis in the Note. Such gain or loss
      generally will be capital gain or loss, and will be long term capital gain
      or
      loss if the Note has been held for more than one year. The deductibility of
      capital losses are restricted and, in general, may only be used to reduce
      capital gains to the extent thereof. However, individual taxpayers generally
      may
      deduct annually $3,000 of capital losses in excess of their capital gains.
      A
      holder's adjusted tax basis in a Note generally will equal the purchase price
      of
      the Note.




**Backup
      Withholding Tax and Information Reporting**




Backup
      withholding tax and information reporting requirements apply to certain payments
      of principal and interest on a Note and to proceeds of the sale or redemption
      of
      a Note to certain non-corporate holders of the Notes. Backup withholding will
      be
      required on payments to a holder, other than an exempt recipient such as a
      corporation, if the holder fails to furnish its correct taxpayer identification
      number or otherwise fails to comply with, or establish an exemption from, the
      backup withholding requirements.




The
      above
      description is not intended to constitute a complete analysis of all tax
      consequences relating to the acquisition, ownership, disposition and retirement
      of the Notes. Prospective purchasers of the Notes should consult their tax
      advisors concerning the tax consequences of their particular situations,
      including any tax consequences under the laws of any state, local or foreign
      tax
      jurisdiction.