Pricing Supplement No. 2 Dated July 29, 1998 (To Prospectus Supplement Dated July 27, 1998 Filed Pursuant to Rule 424(b)(2) and Prospectus Dated July 20, 1998) File No. 333-52725 and 333-35815 CASE CREDIT CORPORATION Medium-Term Notes, Series B - Fixed Rate Agent (Principal Amount): J.P. Morgan Securities Inc. ($62,500,000) Chase Securities Inc. ($31,250,000) BancAmerica Robertson Stephens ($10,416,667) Citicorp Securities, Inc. ($10,416,667) NationsBanc Montgomery Securities LLC ($10,416,666) Aggregate Principal Amount: $125,000,000 Agent's Discount or Commission: 0.35% of Principal Amount Net Proceeds to Company: $124,562,500 Original Issue Date: August 3, 1998 Original Issue Price: 100% of Principal Amount Interest Rate: 6.12% Stated Maturity: August 1, 2001 Cusip Number: 146908AE8 Regular Record Date(s) (if other than the March 15 or September 15 immediately preceding the Interest Payment Date): January 15 and July 15 Interest Payment Date(s) (if other than April 1 and October 1 of each year): February 1 and August 1 Redemption: /X/ The Notes may not be redeemed prior to Stated Maturity. / / The Notes may be redeemed prior to Stated Maturity. Redemption Commencement Date:________________ Redemption Price:_______% of Principal Amount The Redemption Price initially shall be __% of the Principal Amount of the Note to be redeemed and shall decline at each anniversary of the Redemption Commencement Date by __% of the Principal Amount to be redeemed until the Redemption Price is 100% of such Principal Amount. Repayment: /X/ The Notes may not be repaid prior to Stated Maturity. / / The Notes may be repaid prior to Stated Maturity at the option of the holder of the Note. Holder's Optional Repayment Date(s):____________________ Holder's Optional Repayment Price:_________% of Principal Amount Original Issue Discount: / / Yes /X/ No Total Amount of OID: Yield to Maturity: Initial Accrual Period OID: Method Used to Determine Yield for Initial Accrual Period: / / Approximate / / Exact Amortization: /X/ The Notes are not Amortizing Notes. / / The Notes are Amortizing Notes. Amortization Formula: _________________ Amortization Payment Date(s): _________________ Form of Notes: /X/ Book-Entry / / Certificated Agent's Capacity: / / Agent /X/ Principal 2 If as Principal: / / The Agent proposes to offer the Notes from time to time for resale in negotiated transactions or otherwise, at market prices prevailing at the time of resale, at prices related to such prevailing market prices or at negotiated prices. /X/ The Agent proposes to offer the Notes at a fixed initial public offering price of 100% of Principal Amount. If as Agent: The Notes are being offered at a fixed initial public offering price of ___% of Principal Amount. Other Provisions: "N/A" as used herein means "Not Applicable." 3