Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Effective June 8, 2009, Jonathan D. Carter, Vice President, Controller and Chief Accounting Officer of Terex Corporation ("Terex" or the "Company") since January 2006 has accepted a new assignment leading the global finance team of the Company's Cranes business segment and will no longer be the Company's Controller and Chief Accounting Officer.

(c) Effective June 8, 2009, Mark I. Clair has been appointed the Company's Vice President, Controller and Chief Accounting Officer. Mr. Clair, 49, had been serving as Vice President, Corporate Controller and Chief Accounting Officer of Hexcel Corporation since July 2007. Prior to that, Mr. Clair served as Assistant Controller of Terex from June 2005 to July 2007. From 1988 to June 2005, Mr. Clair held various positions for United States Steel Corporation, including Director-General and Consolidation Accounting from June 2003 through May 2005, and Controller of U.S. Steel's Minnesota Ore Operations from June 1999 through May 2003. Mr. Clair is a certified public accountant and certified internal auditor.

Mr. Clair is to receive an initial annual base salary of $300,000, which will be reviewed by Terex in accordance with its normal review process, as well as annual bonuses. In accordance with the Company's previously announced salary reduction program, after three months of employment with the Company, Mr. Clair's base salary will be reduced by 10% for the remainder of 2009, consistent with other team members. Mr. Clair will be eligible for an incentive bonus with a target set at 50% of his unreduced base salary (pro-rated for partial year participation). For 2009, Mr. Clair will receive a bonus amount of not less than $100,000. Mr. Clair will also receive a one-time start bonus of $35,000 thirty days after his employment with the Company begins, as well as certain other benefits and perquisites.

Subject to compliance with all applicable laws, Mr. Clair will receive an initial grant of shares of Terex common stock worth $300,000, however in no event will the number of shares granted exceed 60,000. All shares will vest ratably over a three year period.