| 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 F, 2.65% NOTES DUE 2016                                                                                                                                                                                                                                                                                                                                         | $450,000,000                         | $52,245.00                                                                                                                                                                                                                                                                                                                                                                                                                |
| (1) Excludes acrrued interest, if any.                                                                                                                                                                                                                                                                                                                                                    |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| (2) The filing fee of $52,245.00 is calculated in accordance with Rule 457(r) under the Securities Act of 1933.                                                                                                                                                                                                                                                                           |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| PRICING SUPPLEMENT NO. 449                                                                                                                                                                                                                                                                                                                                                                |                                 | Filed Pursuant to Rule 424(b)(3)                                                                                                                                                                                                                                                                                                                                                                                          |
| Dated March 23, 2011 to                                                                                                                                                                                                                                                                                                                                                                   |                                 | Registration No. 333-150218                                                                                                                                                                                                                                                                                                                                                                                               |
| PROSPECTUS SUPPLEMENT                                                                                                                                                                                                                                                                                                                                                                     |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| Dated April 11, 2008 and                                                                                                                                                                                                                                                                                                                                                                  |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| PROSPECTUS                                                                                                                                                                                                                                                                                                                                                                                |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| Dated April 11, 2008                                                                                                                                                                                                                                                                                                                                                                      |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| CATERPILLAR FINANCIAL SERVICES CORPORATION                                                                                                                                                                                                                                                                                                                                                |                                 |
| MEDIUM-TERM NOTES, SERIES F, 2.65% NOTES DUE 2016                                                                                                                                                                                                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| SUBJECT                                                                                                                                                                                                                                                                                                                                                                                   |                                 | PRELIMINARY PRICING DETAILS                                                                                                                                                                                                                                                                                                                                                                                               |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 |                                                                                                                                                                                                                                                                                                                                                                                                                      |
| Issuer:                                                                                                                                                                                                                                                                                                                                                                                   |                                 | Caterpillar Financial Services Corporation                                                                                                                                                                                                                                                                                                                                                                                |
| Title of Securities:                                                                                                                                                                                                                                                                                                                                                                      |                                 | Medium-Term Notes, Series F, 2.65% Notes Due 2016                                                                                                                                                                                                                                                                                                                                                                         |
| Format:                                                                                                                                                                                                                                                                                                                                                                                   |                                 | SEC Registered-Registration Statement Number 333-150218                                                                                                                                                                                                                                                                                                                                                                   |
| Trade Date/Pricing Effective Time:                                                                                                                                                                                                                                                                                                                                                        |                                 | March 23, 2011                                                                                                                                                                                                                                                                                                                                                                                                            |
| Settlement Date (Original Issue date):                                                                                                                                                                                                                                                                                                                                                    |                                 | April 1, 2011, which is the seventh business day following the Trade Date. Accordingly, purchasers who wish to trade the Medium-Term Notes on the date hereof or the next three business days 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:                                                                                                                                                                                                                                                                                                                                                                            |                                 | April 1, 2016                                                                                                                                                                                                                                                                                                                                                                                                             |
| Principal Amount:                                                                                                                                                                                                                                                                                                                                                                         |                                 | $450,000,000                                                                                                                                                                                                                                                                                                                                                                                                              |
| Price to Public (Issue Price):                                                                                                                                                                                                                                                                                                                                                            |                                 | 99.823%                                                                                                                                                                                                                                                                                                                                                                                                                   |
| Dealers' Commission:                                                                                                                                                                                                                                                                                                                                                                      |                                 | 0.35% (35 basis points)                                                                                                                                                                                                                                                                                                                                                                                                   |
| All-in-price:                                                                                                                                                                                                                                                                                                                                                                             |                                 | 99.473%                                                                                                                                                                                                                                                                                                                                                                                                                   |
| Net Proceeds to Issuer:                                                                                                                                                                                                                                                                                                                                                                   |                                 | $447,628,500                                                                                                                                                                                                                                                                                                                                                                                                              |
| Coupon                                                                                                                                                                                                                                                                                                                                                                                    |                                 | 2.65%                                                                                                                                                                                                                                                                                                                                                                                                                     |
| Yield to Maturity                                                                                                                                                                                                                                                                                                                                                                         |                                 | 2.688%                                                                                                                                                                                                                                                                                                                                                                                                                    |
| 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                                                                                                                                                                                                                                                                                                                                                                                                              |
| 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 April and October                                                                                                                                                                                                                                                                                                                                                       |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | of each year, commencing October 1, 2011  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:                                                                                                                                                                                                                                                                                                                                                    |                                 | Citigroup Global Markets Inc. (39.5%)                                                                                                                                                                                                                                                                                                                                                                                     |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | Goldman, Sachs & Co. (39.5%)                                                                                                                                                                                                                                                                                                                                                                                          |
| Co-Managers:                                                                                                                                                                                                                                                                                                                                                                              |                                 | Banco Bilbao Vizcaya Argentaria, S.A. (3.00%)                                                                                                                                                                                                                                                                                                                                                                             |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | BNP Paribas Securities Corp. (3.00%)                                                                                                                                                                                                                                                                                                                                                                                      |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | Commerz Markets LLC (3.00%)                                                                                                                                                                                                                                                                                                                                                                                               |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | HSBC Securities (USA) Inc. (3.00%)                                                                                                                                                                                                                                                                                                                                                                                        |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | ING Financial Markets LLC (3.00%)                                                                                                                                                                                                                                                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | Lloyds Securities Inc. (3.00%)                                                                                                                                                                                                                                                                                                                                                                                            |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | Standard Chartered Bank (3.00%)                                                                                                                                                                                                                                                                                                                                                                                           |
|                                                                                                                                                                                                                                                                                                                                                                                      |                                 | Standard Chartered Bank  and  Banco Bilbao Vizcaya Argentaria, S.A. 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:                                                                                                                                                                                                                                                                                                                                                               |                                 | Goldman, Sachs & Co.                                                                                                                                                                                                                                                                                                                                                                                                  |
| Exchange Rate Agent:                                                                                                                                                                                                                                                                                                                                                                      |                                 | U.S. Bank Trust National Association                                                                                                                                                                                                                                                                                                                                                                                      |
| Calculation Agent:                                                                                                                                                                                                                                                                                                                                                                        |                                 | U.S. Bank Trust National Association                                                                                                                                                                                                                                                                                                                                                                                      |
| CUSIP:                                                                                                                                                                                                                                                                                                                                                                                    |                                 | 14912L4S7                                                                                                                                                                                                                                                                                                                                                                                                                 |
| 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. |