Cummins
Annual
Report

Table of Contents

Highlights

Letter to the Shareholders

Management Discussion and Analysis

Statement of Earnings

Statement of Financial Position

Statement of Cash Flows

Statement of Shareholders' Investment

Notes to Consolidated Financial Statements

Responsibility for Financial Statements

Report of Independant Public Accountants

Five-Year Supplemental Data

Board of Directors

Officers and Executives

Cummins Worldwide Locations

Shareholder Information

Cummins
Web Site
Home Page

Cummins'
Worldwide
Business
Sales, Markets
and Products

ders

Delivering Value

Generating Value

Enhancing Value

ysis

Statement of Earnings

Statement of Financial Position

Statement of Cash Flows

Statement of Shareholders Investment

Notes to Consolidated Financial Statements

Responsibility for Financial Statements

Report of Independant Public Accountants

Five-Year Suppliment Data

Board of Directors

Officers and Executives

Cummins Worldwide Locations

Shareholder Information

Engine Business

Automotive

The automotive business comprises three primary markets: heavy-duty truck, medium-duty truck, and bus and light commercial vehicles. Products in these markets include a full range of diesel and alternate-fueled engines from 135 to 600 horsepower. In 1998, Cummins launched major new engine platforms as part of the "Interact System" of electronically controlled products including the ISB, ISC, ISM, and Signature engines.

For the past twenty-six years, Cummins has been the North American market leader in heavy-duty trucks, which represents the largest portion of the Engine Business sales. Cummins also leads the market in Mexico, Australia, South Africa and is a major presence in the United Kingdom and in many other countries.

The Signature 600, introduced in 1998, continues to generate unprecedented excitement and demand in the market, providing 600 horsepower of high-torque performance as well as 600 horsepower of braking power with the new Cummins' Intebrake. The N14, recognized as the industry leader in durability and performance, remains the foundation of the heavy-duty product line.

Introduced in late 1998, the ISM builds upon the industry-leading fuel economy of the M11 Plus engine while providing the latest electronics technology and features. The ISM provides the best fuel economy and power-to-weight performance in the industry.

Signature 600

The ISB and ISC electronic four-valve-head engines provide the primary power for the medium-duty truck segment, ranging from 175 to 300 horsepower. Key territories in the medium-duty truck segment include North America, Latin America, Europe, China, India, Turkey and Australia where Cummins powers a wide variety of medium-duty trucks and other on-road vehicles. In 1998, shipments of ISB and ISC engines surpassed all previous company records

In the bus and light commercial segment, the ISB powers the Dodge Ram pickup. The bus market, including shuttle, transit, coach, school bus, and the recreational vehicle market, utilizes diesel engines throughout the ISB to N14 product range. Cummins continues to enjoy strong market share in this growing business in North America, Europe, Mexico and Asia. Bus customers worldwide remain interested in natural gas engines from 150 to 300 horsepower. In 1998, Cummins achieved record sales in the North American transit bus market and has over 75 percent share in the Class A motor home market. Cummins entered the pickup truck market in Brazil with the ISB, further expanding our presence in this market segment internationally.

With the most modern product range in the industry, Cummins delivers engine hardware, electronic systems and information, and business support as part of our Interact System of products, which deliver exceptional value to each of our customers.

ISC

ISB

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Industrial

Cummins engines power virtually every type of equipment made for construction, agricultural, mining, logging, rail, military, commercial marine and pleasure boat markets. Continuing alliances with our delivery partners worldwide, as well as closer relationships with our end customers, offer us significant market share in most of these markets.

Through a joint venture manufacturing agreement with Komatsu Ltd., Cummins offers its latest midrange engine, the B3.3. Along with the addition of the B3.3 and the release of the high horsepower QSK60 engine, the Industrial Group offers the complete Cummins engine power range to its markets from 60 to 2700 horsepower.

B3.3

Power Generation Business

The Power Generation Business provides a wide range of equipment and services for the generation and control of electrical power for both standby and prime power customers throughout the world. Customers include major utilities, independent power providers, hospitals and commercial office towers, manufacturing plants, telecommunications companies, equipment rental houses, as well as manufacturers of mobile recreation vehicles.

The Power Generation Business, together with Cummins Wartsila, offers products that span a broad power output from 2 kilowatts to 4 megawatts, and a choice of diesel, natural gas or gasoline-fired power generator sets. Cummins also offers a range of services including turnkey power plant solutions and long-term operation and maintenance contracts.

QSK60

Filtration Business and Other

The Filtration Business serves a broad base of customers in more than 100 countries with a wide range of filtration and exhaust systems. Products include filters for engine applications and hydraulic and air intake systems for both engine and industrial applications.

Cummins owns 14 distributorships, most of them outside the United States, with the largest being in Australia, India and the United Kingdom.Holset is a Cummins subsidiary that designs and produces turbochargers for worldwide engine markets.

Filtration Products

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Delivering Value

Over two million customers a day depend on FedEx for timely, dependable delivery of their packages and freight to locations worldwide. Cummins delivers that same level of world-class service and value to FedEx with a broad line of automotive and industrial engines.

Engine Business

With $4.0 billion in annual sales, our engine business is Cummins' largest. Our customers &emdash; both original equipment manufacturers (OEMs) and end users &emdash; buy engines and parts produced in Cummins plants around the world, and our worldwide distributor network plays a prominent role in both sales and customer support.

Our overall strategy in the engine business is to give end-user customers comparative advantage through a 'value package' of technically advanced products, customer-focused information and support. We rely heavily on end-user customer councils to identify emerging product and support needs.

A partnership between Cummins and its distributor network, Cummins PowerCare is designed to earn customer loyalty and repeat business through superior support. One innovative PowerCare program is QuickServe, promising one-hour diagnosis and rapid repair. QuickServe is now available in over 150 distributor locations, and mobile QuickServe, designed to bring support to the customer's construction or mine site, is being piloted in China and the U.S., with widespread deployment to begin in late 1999.

Our engine business serves a broad variety of Automotive and Industrial markets. Automotive markets include buses and trucks of all sizes &emdash; from the Dodge Ram pickup to the heavy-duty trucks that are the backbone of the freight delivery system. Industrial customers use our engines for construction, mining, and agriculture and also in marine, rail and military applications.

Automotive

With the 1998 introduction of three new engines and two new fuel systems, our automotive product line-up has positioned us firmly as the leader in performance, fuel economy, emissions control, electronics and information technology. In 1999, the ISX and the ISL engines will be released, rounding out our completely redesigned product line. Product leadership attracted new and repeat business in 1998 from many U.S. fleet customers such as FedEx, Wal-Mart, UPS and J. B. Hunt. In October, two large original equipment manufacturers, Mack and Volvo, announced that Cummins would be their key outside engine supplier for North America and Australia.

Business was strong in North American automotive markets in 1998, particularly in the highly competitive heavy-duty market, where Cummins remained the market share leader for the 26th consecutive year. Heavy-duty shipments grew by 20 percent. We increased our share of light- and medium-duty engine sales in bus markets by 24 percent, and we shipped a record 98,700 ISB engines to our largest customer, DaimlerChrysler, for the Dodge Ram pickup truck. Outside the U.S., automotive sales slowed during 1998 in Mexico and Brazil, and towards the end of the year there were signs of a slowdown in the United Kingdom and Turkey.

Industrial

We build value for our industrial customers by providing cleanly designed engines that require less maintenance. These engines, featuring high pressure injection systems and electronic controls, deliver increased power and performance with reduced emissions. In late 1998, we began a series of new product introductions with the limited introduction of the new fully electronic 2700-horsepower QSK60 engine for mining applications and the new 635-horsepower M11 engine for pleasure boat applications. These will be followed in 1999 by the QSK45 and the industrial versions of the new Signature, ISB and ISC engines (called the QSX15, QSB5.9 and QSC8.3 respectively). The B3.3 engine, developed with our joint-venture partner Komatsu, is scheduled for release in the second half of 1999.

Industrial markets were mixed in 1998. Construction sales remained strong in the U.S. and Europe, but economic problems affected sales of construction and commercial marine equipment in Asia. Outside Asia, marine sales grew. Agricultural sales were down worldwide because of lower commodity prices, which also affected some mining markets during the second half of the year. We are confident, however, that new products and programs like mobile QuickServe position us for a strong rebound when these markets recover.

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Generating Value

The largest multi-set installation in Africa is in Tema, where Cummins provides 24 hour energy peace of mind for the government and people of Ghana.

Power Generation Business

Cummins Power Generation offers value to customers by providing integrated power solutions to users of prime and standby electrical power. This integration is made possible because Cummins is the only company to make all elements of a generator set &emdash; engines, alternators and advanced electronic controls.

1998 Power Generation sales were $1.2 billion, 2 percent above 1997. Profitability improved because of our success in reducing costs. Lower costs allowed us to hold prices level despite increases by our competition, enhancing our competitive position and the value of Cummins power solutions for our customers.

In the Americas, 1998 was a very successful year in sales and improved profitablity. We completed our restructuring program, closing our Huntsville, Alabama engine plant. Huntsville's manufacturing operations were successfully integrated into our Fridley, Minnesota facility, which now produces generator sets ranging from 2 megawatts at the top end down to the 2.8-kilowatt Onan generator sets used for recreational vehicles. The RV market remained buoyant in 1998, and we continued to dominate, with a market share in excess of 80 percent.

Economic conditions affected sales throughout Asia and to some European customers for G-drive engines. Recognizing the trend early, we launched a second round of restructuring, closing and downsizing plants in Asia and streamlining production at Newage, our alternator company. Lower Asian sales also meant a difficult and challenging year for our Cummins Wartsila joint venture. In response, we announced major restructuring to enable the joint venture to be successful in spite of less favorable near-term sales volumes.

In addition to improving our share in the market for larger industrial generator sets used for standby power, the Power Generation Business took a major step forward in the emerging market for prime power when we received our largest single order ever, for $17 million from the Government of Ghana. Cummins Power Generation supplied 39 diesel-powered generator sets to operate in parallel at a single power station, connecting seamlessly into the utility grid. This marks the first time that Cummins Power Generation has taken on responsibility for building, operating and maintaining an entire power plant.

Our focus on prime power has given us the ability to move to integrated power solutions that go beyond hardware. In addition to selling generator sets, we can offer value-adding services such as extended warranty, maintenance and service contracts, and 'Uptime' guarantees. At Cummins Power Generation, we continue to increase our value to customers by selling kilowatts &emdash; providing reliable energy at reasonable cost around the world.

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Enhancing Value

The Filtration Group enhances value by designing an integrated system that includes air intake, engine filtration and exhaust systems. Our customers receive improved performance at lower cost from a single supplier.

Filtration Business and Other

At $1.1 billion, Filtration Business and Other sales set a record, exceeding the $1-billion mark for the first time. The revenue comes from sales of our filtration companies &emdash; Fleetguard, Nelson, Kuss and Universal Silencer; our turbocharger company, Holset; and company-owned distributors, most of them outside the United States.

Our filtration companies work together to provide customers with an integrated system for air intake and filtration, fluid filtration and conditioning, air handling and exhaust. We offer value by enhancing equipment performance, reducing operating costs and controlling emissions and noise.

Early in 1998, Cummins completed the acquisition of Nelson Industries, North America's leading producer of exhaust systems and its number two supplier of air intake systems for diesel powered equipment. The integration of Nelson with Fleetguard has gone exceptionally well; organizations have been merged; overlaps have been eliminated; and complementary product lines are attracting new customers around the world. The acquisition was accretive to earnings in its first year.

Fleetguard and Nelson are continuing on the path to global leadership by offering customers the best technical solutions available in the industry. We lead the world in providing filtration and exhaust technology for heavy-duty diesel engines. Together, we rank sixth in the world among filtration companies and first in the heavy-duty market.

Fuel filters made by Kuss Corporation were installed in over 60 percent of automobiles made in North America and in almost 20 percent of those made in Europe. Universal Silencer, which supplies air filtration and exhaust silencing for gas turbines and other plant and equipment operations, had a record year in sales and profits in 1998.

Fleetguard's commitment to quality was recognized in 1998 when it was the only manufacturing company awarded the Tennessee Quality Governor's Award. Fleetguard was the first company ever to win the Global Excellence Award for demonstrating leadership in the international marketplace.

Cummins' ownership of 14 distributorships links us closely to our end-user customers in strategic locations worldwide.

Holset has restructured its operations to focus on its core competence in turbocharging. Breakthrough variable geometry technology enables Holset turbochargers to improve performance for the driver while lowering operating costs for the truck owner. Closely integrated with Cummins' advanced fuel systems, Holset's air handling technology is at the heart of Cummins' strategy to meet emissions requirements for the year 2002 and beyond.

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