NAVISTAR FINANCIAL CORP
8-K, 2000-11-06
MISCELLANEOUS BUSINESS CREDIT INSTITUTION
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported) November 3, 2000






                         NAVISTAR FINANCIAL CORPORATION
                         ------------------------------
             (Exact name of Registrant as specified in its charter)

                                    Delaware
                 ---------------------------------------------------

                 (State or other jurisdiction of incorporation)




         1-4146-1                                      36-2472404
----------------------------------         ------------------------------------
(Commission File Number)                   (I.R.S. Employer Identification No.)

2850 West Golf Road Rolling Meadows, IL                   60008
----------------------------------------                ----------
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number including area code 847-734-4000



<PAGE>




                                    FORM 8-K



                    INFORMATION TO BE INCLUDED IN THE REPORT



Item 5. Other Events.

         In August 2000,  Navistar  Financial  Corporation (NFC) securitized the
retail  accounts  that  arise  out  of  sales  of  trucks  on  open  account  by
International Truck and Engine Corporation  (International).  On a regular basis
International  transfers the  receivables  to NFC,  which in turn  transfers the
receivables to Truck Retail Accounts Corporation (TRAC), a wholly-owned, special
purpose entity of NFC. TRAC, in turn, sells an undivided  interest in the retail
accounts to a bank conduit.  This transaction is structured on a revolving basis
and provides for up to $100 million of funding.  TRAC retains an interest in the
retail  accounts,  which is  subordinated  to the bank  conduit's  investment as
protection against losses, dilution and carrying costs.

         On  October  16,  2000  Truck  Retail   Instalment   Paper   Corp.,   a
wholly-owned,  special purpose entity of NFC, terminated the previously existing
$400 million Asset-Backed Commercial Paper facility and issued $475 million of a
senior  class  and  $25  million  of  a  subordinated  class  of  floating  rate
asset-backed  notes.  The  proceeds  were used to  establish a revolving  retail
warehouse  facility for NFC's retail  notes and retail  leases,  other than fair
market value leases.

         On  November  1,  2000  NFC  issued  $764.7  million  in  asset  backed
securities  through  Navistar  Financial  Retail  Receivables   Corporation,   a
wholly-owned,  special  purpose  entity  of NFC.  The gain on this  sale will be
approximately  $4.5 million.  The proceeds,  net of underwriting fees and credit
enhancements,  were used by NFC for general working capital purposes and to make
payments on various intercompany obligations.

         NFC is in the  process  of  securitizing  all  of its  unsecured  trade
receivables  generated by the sale of diesel  engines and engine  service  parts
from   International  to  Ford,  which   securitization  is  expected  to  raise
approximately $100 million.

         In  November  2000 NFC has also signed a term sheet to enter into a new
senior credit  agreement  with certain of its existing  lenders and new lenders.
The terms of the new senior credit  agreement are still being  finalized.  Based
upon discussion held to date, the new credit agreement is anticipated to provide
for  aggregate  borrowings  of at least $700 million and will mature in November
2005. Under the new credit  agreement,  Navistar  International's  three Mexican
finance  subsidiaries  will be  permitted  to borrow up to $100  million  in the
aggregate, which will be guaranteed by NFC.



<PAGE>










                                    SIGNATURE



         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                         NAVISTAR FINANCIAL CORPORATION
                                  (Registrant)



Date:    November 3, 2000                        By: /s/ RONALD D. MARKLE
                                                 ----------------------------
                                                 Ronald D. Markle
                                                 Vice President & Controller
                                                 (Principal Accounting Officer)




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