FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Mackus Craig R
(Last)(First)(Middle)
PO BOX 500, 1100 MILWAUKEE AVENUE
(Street)
SOUTH MILWAUKEEWI53172
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
BUCYRUS INTERNATIONAL INC [BUCY]		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO and Secretary
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction 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)
CodeVAmount(A) or (D)Price
Common Stock (1)         40,200 (2) (3) D  
Common Stock (1)         20,100 (2) (4) D  
Common Stock (1)         4,000 (2) (5) D  
Common Stock (1)         2,700 (2) (6) D  

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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
(Month/Day/Year)		7. Title and Amount of Underlying Securities
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Appreciation Rights $ 51.69 (2)        (7)02/20/2018 Common Stock (1) 12,900 (2)   12,900 (2) D  
Stock Appreciation Rights $ 28.52 (2)        (8)02/21/2017 Common Stock (1) 18,400 (2)   18,400 (2) D  
Stock Appreciation Rights $ 19.882 (2)        (9)02/16/2016 Common Stock (1) 80,400 (2)   80,400 (2) D  
Explanation of Responses:
1. Effective April 30, 2008, the issuer's Class A Common Stock has been renamed "Common Stock".
2. The amounts and prices shown have been adjusted to reflect a 2-for-1 Common Stock split effectuated by the Company on May 27, 2008.
3. 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.
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. 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.
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, 2007, 2008, 2009 and 2010.
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, 2006, 2007, 2008 and 2009.
/s/Craig R. Mackus09/23/2008
** Signature of Reporting PersonDate
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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