- Amended Statement of Beneficial Ownership (3/A)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Gessner Dieter

2. Date of Event Requiring Statement (MM/DD/YYYY) 1/31/2011

3. Issuer Name and Ticker or Trading Symbol

BUCYRUS INTERNATIONAL INC [BUCY]

(Last) (First) (Middle)

1100 MILWAUKEE AVENUE, P.O. BOX 500

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
_____ Officer (give title below) ___ X ___ Other (specify below)
/ Senior Vice President

(Street)

SOUTH MILWAUKEE, WI 53172-0500

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

4/22/2010

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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	600 ⁽¹⁾ ⁽²⁾	D
Common Stock	700 ⁽¹⁾ ⁽³⁾	D
Common Stock	2750 ⁽⁴⁾	D
Common Stock	1100 ⁽⁵⁾	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Rights	⁽⁶⁾	2/23/2020	Common Stock	4150	$59.48	D
Stock Appreciation Rights	⁽⁷⁾	2/24/2019	Common Stock	11250	$13.52	D
Stock Appreciation Rights	⁽⁸⁾	2/20/2018	Common Stock	3400	$51.69	D
Stock Appreciation Rights	⁽⁹⁾	8/7/2017	Common Stock	2400	$34.185	D

Explanation of Responses:
( 1)	Amended to properly reflect the amounts which were adjusted to reflect a 2-for-1 common stock split effectuated by the Company on May 27, 2008.
( 2)	Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 2010.
( 3)	Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 2011.
( 4)	Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 2012.
( 5)	Grant to reporting person of restricted stock under the Omnibus Incentive Plan 2007. The restricted stock vests on December 2013.
( 6)	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, 2010, 2011, 2012 and 2013.
( 7)	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.
( 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, 2008, 2009, 2010 and 2011.
( 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, 2007, 2008, 2009 and 2010.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Gessner Dieter 1100 MILWAUKEE AVENUE P.O. BOX 500 SOUTH MILWAUKEE, WI 53172-0500				Senior Vice President

Signatures
/s/Dieter Gessner		1/31/2011
^** 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 5(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.