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EXHIBIT 10
NAVISTAR INTERNATIONAL CORPORATION
AND CONSOLIDATED SUBSIDIARIES
----------------------------------
MATERIAL CONTRACTS
The following documents of Navistar International Corporation and its
affiliate Navistar Financial Corporation are incorporated herein by
reference.
10.1 Navistar International Corporation 1984 Stock Option
Plan. Filed as Exhibit A to Proxy Statement dated
February 6, 1984. Commission File No. 1-5236.
10.2 Pooling and Servicing Agreement dated as of December
1, 1990, among Navistar Financial Corporation as
Servicer, Navistar Financial Securities Corporation
as Seller, and Manufacturers Hanover Trust Company,
as Trustee. Filed on Registration No. 33-36767.
10.3 Navistar 1994 Performance Incentive Plan. Filed as
Appendix to Proxy Statement dated January 27, 1994.
Commission File No. 1-9618.
10.4 Indenture dated as of May 3, 1994 between Navistar
Financial 1994-A Owner Trust and The Bank of New
York, as Indenture Trustee, with respect to Navistar
Financial 1994-A Owner Trust. Filed on Registration
No. 33-50291.
10.5 Indenture dated as of August 3, 1994 between
Navistar Financial 1994-B Owner Trust and The Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1994-B Owner Trust. Filed on
Registration No. 33-50291.
10.6 Amended and Restated Credit Agreement dated as of
November 4, 1994 among Navistar Financial
Corporation, certain banks, certain Co-Arranger
banks, and Morgan Guaranty Trust Company of New
York, as Administrative Agent. Filed on Form 8-K
dated November 4, 1994. Commission File
No. 1-4146-1.
10.7 Liquidity Agreement dated as of November 7, 1994
among NFC Asset Trust, as Borrower, Chemical Bank,
Bank of America Illinois, The Bank of Nova Scotia,
and Morgan Guaranty Trust Company of New York, as
Co-Arrangers, and Chemical Bank, as Administrative
Agent. Filed on Form 8-K dated November 4, 1994.
Commission File No. 1-4146-1.
10.8 Indenture dated as of December 15, 1994 between
Navistar Financial 1994-C Owner Trust and the Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1994-C Owner Trust. Filed on
Registration No. 33-55865.
10.9 Indenture dated as of May 25, 1995 between Navistar
Financial 1995-A Owner Trust and The Bank of New
York, as Indenture Trustee, with respect to Navistar
Financial 1995-A Owner Trust. Filed on Registration
No. 33-55865.
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EXHIBIT 10 (CONTINUED)
NAVISTAR INTERNATIONAL CORPORATION
AND CONSOLIDATED SUBSIDIARIES
----------------------------------
MATERIAL CONTRACTS
10.10 Indenture dated as of November 1, 1995 between
Navistar Financial 1995-B Owner Trust and The Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1995-B Owner Trust. Filed on
Registration No. 33-55865.
10.11 Amendment No. 2 dated as of March 29, 1996, to the
Amended and Restated Credit Agreement dated as of
November 4, 1994, as amended by Amendment No. 1
dated as of December 15, 1995, among Navistar
Financial, certain banks, certain Co-Arranger
banks, and Morgan Guaranty Trust Company of New
York, as Administrative Agent filed on Form 8-K
dated June 5, 1996. Commission File No. 1-4146-1.
10.12 Indenture dated as of May 30, 1996, between
Navistar Financial 1996-A Owner Trust and The Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1996-A Owner Trust. Filed on
Registration No. 33-55865.
10.13 Indenture dated as of November 6, 1996, between
Navistar Financial 1996-B Owner Trust and The Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1996-B Owner Trust. Filed on
Registration No. 33-55865.
10.14 Indenture dated as of May 7, 1997, between Navistar
Financial 1997-A Owner Trust and The Bank of New
York, as Indenture Trustee, with respect to
Navistar Financial 1997-A Owner Trust. Filed on
Registration No. 33-55865.
10.15 Amendment No. 3 dated as of May 27, 1997, to the
Amended and Restated Credit Agreement dated as of
November 4, 1994, as amended by Amendment No. 1
dated as of December 15, 1995 and Amendment No. 2
dated as of March 29, 1996, among the Navistar
Financial Corporation, certain banks, certain
Co-Arranger banks, and Morgan Guaranty Trust
Company of New York, as Administrative Agent filed
on Form 8-K dated June 17, 1997. Commission File
No. 1-4146-1.
10.16 Form of Executive Severance Agreement which is
executed with all executive officers dated June 16,
1997. Filed as Exhibit 10.5 to Form 10-Q dated
September 12, 1997. Commission File No. 1-9618.
10.17 Navistar International Corporation Stock Ownership
Program. Filed as Exhibit 10.20 to Form 10-Q dated
September 12, 1997. Commission File No. 1-9618.
10.18 Indenture dated as of November 5, 1997, between
Navistar Financial 1997-B Owner Trust and The Bank
of New York, as Indenture Trustee, with respect to
Navistar Financial 1997-B Owner Trust. Filed on
Registration No. 33-64249.
The following documents of Navistar International Corporation are
included herein:
Form 10-K Page
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10.19 Navistar 1988 Non-Employee Director E-5
Stock Option Plan amended as of
March 20, 1996.
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