PAGE 1
EXHIBIT 4
NAVISTAR INTERNATIONAL CORPORATION
AND CONSOLIDATED SUBSIDIARIES
----------------------------------
INSTRUMENTS DEFINING RIGHTS OF SECURITY HOLDERS,
INCLUDING INDENTURES
The following instruments of Navistar International Corporation and its
principal subsidiary Navistar International Transportation Corp. and its
principal subsidiary Navistar Financial Corporation defining the rights of
security holders are incorporated herein by reference.
4.1 Indenture, dated as of May 30, 1997, by and between Navistar Financial
Corporation and The Fuji Bank and Trust Company, as Trustee, for 9%
Senior Subordinated Notes due 2002 for $100,000,000. Filed on
Registration No. 333-30167.
4.2 $125,000,000 Credit Agreement dated as of November 26, 1997, as
amended by Amendment No. 1 dated as of February 4, 1998, and as
amended by Amendment No. 2 dated as of July 10, 1998, among Navistar
International Corporation Mexico, S.A. de C.V., Navistar International
Corporation, certain banks, certain Co-Arranger banks, Bank of
Montreal, as Paying Agent, and Bancomer, S.A., Institucion de Banca
Multiple, Grupo Financiero, as Peso Agent and Collateral Agent. The
Registrant agrees to furnish to the Commission upon request a copy of
such agreement which it has elected not to file under the provisions
of Regulation 601(b) (4) (iii).
4.3 Indenture, dated as of February 4, 1998, by and between Navistar
International Corporation and Harris Trust and Savings Bank, as
Trustee, for 7% Senior Notes due 2003 for $100,000,000. Filed on
Registration No.
333-47063.
4.4 Indenture, dated as of February 4, 1998, by and between Navistar
International Corporation and Harris Trust and Savings Bank, as
Trustee, for 8% Senior Subordinated Notes due 2008 for $250,000,000.
Filed on Registration No. 333-47063.
4.5 $45,000,000 Revolving Credit Agreement dated as of June 5, 1998 as
amended by Amendment No. 1 dated as of January 1, 1999, and as amended
by Amendment No. 2 dated as of April 9, 1999, as amended by Amendment
No. 3 dated as of July 1999, among Arrendadora Financiera Navistar
S.A., de C.V., Servicios Financieros Navistar S.A. de C.V. and
Navistar Comercial, S.A. de C.V. and The First National Bank of
Chicago. The Registrant agrees to furnish to the Commission upon
request a copy of such agreement which it has elected not to file
under the provisions of Regulation 601(b)(4)(iii).
4.6 $200,000,000 Mexican Peso Revolving Credit Agreement dated as of
October 20, 1998 as amended by Amendment No. 1 dated as of November
12, 1999, among Arrendadora Financiera Navistar S.A. de C.V.,
Servicios Financieros Navistar S.A. de C.V. and Navistar Comercial,
S.A. de C.V. and Comerica Bank. The Registrant agrees to furnish to
the Commission upon request a copy of such agreement which it has
elected not to file under the provisions of Regulation 601(b)(4)(iii).
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PAGE 2
EXHIBIT 4 (CONTINUED)
NAVISTAR INTERNATIONAL CORPORATION
AND CONSOLIDATED SUBSIDIARIES
----------------------------------
INSTRUMENTS DEFINING RIGHTS OF SECURITY HOLDERS,
INCLUDING INDENTURES
4.7 $8,000,000 Mexican Peso Revolving Credit Agreement dated as of October
9, 1998 by and between Arrendadora Financiera Navistar S.A. de C.V.
and Banco Bilbao Vizcaya. The Registrant agrees to furnish to the
Commission upon request a copy of such agreement which it has elected
not to file under the provisions of Regulation 601(b)(4)(iii).
4.8 $27,000,000 Mexican Peso Revolving Credit Agreement dated as of
October 9, 1998 by and between Servicios Financieros Navistar S.A. de
C.V. and Banco Bilbao Vizcaya. The Registrant agrees to furnish to the
Commission upon request a copy of such agreement which it has elected
not to file under the provisions of Regulation 601(b)(4)(iii).
4.9 Rights Agreement dated as of April 20, 1999 between Navistar
International Corporation and Harris Trust and Savings Bank, as Rights
Agent, including the form of Certificate of Designation, Preferences
and Rights of Junior Participating Preferred Stock, Series A attached
thereto as Exhibit A, and the form of Rights Certificate attached
thereto as Exhibit B. Filed as Exhibit 1.1 to the company's
Registration Statement on Form 8-A, dated April 20, 1999. Commission
File No. 1-9618.
4.10 Indenture dated as of June 4, 1999, between Navistar Financial 1999-A
Owner Trust and The Bank of New York, as Indenture Trustee, with
respect to Navistar Financial 1999-A Owner Trust. Filed on
Registration No.
33-50291.
4.11 $30,000,000, Revolving Credit Agreement dated as of July 9, 1999 as
amended by Amendment No. 1 dated as of September 15, 1999, among
Arrendadora Financiera Navistar S.A. de C.V., Servicios Financieros
Navistar S.A. de C.V. and Navistar Comercial, S.A. de C.V. and Banco
Nacional de Mexico, S.A. de C.V. The Registrant agrees to furnish to
the Commission upon request a copy of such agreement which it has
elected not to file under the provisions of Regulation 601(b)(4)(iii).
4.12 $20,000,000 Credit Agreement dated as of August 10, 1999 by and
between Arrendadora Financiera Navistar S.A. de C.V. and Bancomer. The
Registrant agrees to furnish to the Commission upon request a copy of
such agreement which it has elected not to file under the provisions
of Regulation 601(b)(4)(iii).
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PAGE 3
EXHIBIT 4 (CONTINUED)
NAVISTAR INTERNATIONAL CORPORATION
AND CONSOLIDATED SUBSIDIARIES
----------------------------------
INSTRUMENTS DEFINING RIGHTS OF SECURITY HOLDERS,
INCLUDING INDENTURES
4.13 $200,000,000 Mexican Peso Revolving Credit Agreement dated as of
August 10, 1999 by and between Servicios Financieros Navistar S.A. de
C.V. and Bancomer. The Registrant agrees to furnish to the Commission
upon request a copy of such agreement which it has elected not to file
under the provisions of Regulation 601(b)(4)(iii).
=====
Instruments defining the rights of holders of other unregistered
long-term debt of Navistar and its subsidiaries have been omitted from this
exhibit index because the amount of debt authorized under any such instrument
does not exceed 10% of the total assets of the Registrant and its consolidated
subsidiaries. The Registrant agrees to furnish a copy of any such instrument to
the Commission upon request.
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