FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Stephens Barbara H 		2. Issuer Name and Ticker or Trading Symbol

BUCYRUS INTERNATIONAL INC [ BUCY ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
Senior VP - Human Resources
(Last)          (First)          (Middle)

P. O. BOX 500, 1100 MILWAUKEE AVENUE 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/31/2009
(Street)

SOUTH MILWAUKEE, WI 53172
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   12/31/2009     F (1)    301   (1) D $56.37   3299   (2) D    
Common Stock   12/31/2009     F (3)    452   (3) D $56.37   1348   (4) D    
Common Stock                  250   I   In IRA  
Common Stock                  800   (5) D    
Common Stock                  800   (6) D    
Common Stock                  5400   (7) D    
Common Stock                  200   I   By Spouse  
Common Stock                  1000   I   By Spouse in IRA  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights   $13.52                      (8) 2/24/2019   Common Stock   21850     21850   D    
Stock Appreciation Rights   $51.69                      (9) 2/20/2018   Common Stock   3900     3900   D    
Stock Appreciation Rights   $28.52                      (10) 2/21/2017   Common Stock   3200     3200   D    
Stock Appreciation Rights   $19.882                      (11) 2/16/2016   Common Stock   7200     7200   D    

Explanation of Responses:
( 1)  Reflects the portion of the shares of "base" restricted stock that vested on December 31, 2009 that were retained by the Company in payment of applicable tax withholding obligations, calculated at a price of $56.37 per share, which was the closing price of the Company's common stock as of December 31, 2009.
( 2)  Grant to reporting person of "base" restricted stock under the Omnibus Incentive Plan 2007. The "base" restricted stock vests on December 31, 2009, but vesting is accelerated to 25% on December 31, 2006, 2007, 2008 and 2009 in the event certain financial performance criteria are met.
( 3)  Reflects the portion of the shares of "premium" restricted stock that vested on December 31, 2009 that were retained by the Company in payment of applicable tax withholding obligations, calculated at a price of $56.37 per share, which was the closing price of the Company's common stock as of December 31, 2009.
( 4)  Grant to reporting person of "premium" restricted stock under the Omnibus Incentive Plan 2007. The "premium" restricted stock partially vests in an amount between 20-25% on December 31, 2006, 2007, 2008 and 2009 in the event certain financial performance criteria are met and all partially vested shares fully vest on December 31, 2009.
( 5)  Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 31, 2010.
( 6)  Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 31, 2011.
( 7)  Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 31, 2012.
( 8)  The stock appreciation rights are granted under the Omnibus Incentive Plan 2007 and will incrementally vest 10%, 15%, 25% and 50%, respectively, on December 31, 2009, 2010, 2011 and 2012.
( 9)  The stock appreciation rights are granted under the Omnibus Incentive Plan 2007 and will incrementally vest 10%, 15%, 25% and 50%, respectively, on December 31, 2008, 2009, 2010 and 2011.
( 10)  The stock appreciation rights are granted under the Omnibus Incentive Plan 2007 and will incrementally vest 10%, 15%, 25% and 50%, respectively, on December 31, 2007, 2008, 2009 and 2010.
( 11)  The stock appreciation rights are granted under the Omnibus Incentive Plan 2007 and will incrementally vest 10%, 15%, 25% and 50%, respectively, on December 21, 2006, 2007, 2008 and 2009.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Stephens Barbara H
P. O. BOX 500
1100 MILWAUKEE AVENUE
SOUTH MILWAUKEE, WI 53172


Senior VP - Human Resources

Signatures
/s/Barbara H. Stephens 1/5/2010
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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