UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year end December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
----- -----
Commission file number 1-9618
NAVISTAR RETIREMENT ACCUMULATION PLAN
-------------------------------------
(Full Title of the Plan)
NAVISTAR INTERNATIONAL CORPORATION
----------------------------------
455 North Cityfront Plaza Drive
Chicago, Illinois 60611
(Name of Issuer of the securities held pursuant
to the plan and the address of its principal executive office)
<PAGE>
PAGE 2
REQUIRED INFORMATION
Navistar Retirement Accumulation Plan ("Plan") is subject to the
Employee Retirement Income Security Act of 1974 ("ERISA"). Therefore, in lieu of
the requirements of Items 1-3 of Form 11-K, the financial statements and
schedules of the Plan as of December 31, 1998 and 1997, and for the years then
ended, which have been prepared in accordance with the financial reporting
requirements of ERISA, are attached hereto as Appendix 1 and incorporated herein
by this reference.
EXHIBITS
--------
Exhibit Number Description 11-K Page
- -------------- ----------- ---------
23 Consent of Deloitte & Touche LLP E-1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator for the Plan has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
Navistar Retirement Accumulation Plan
-------------------------------------
By: Navistar International Transportation Corp.
Plan Administrator
By: /s/ Mark T. Schwetschenau
------------------------------
Name: Mark T. Schwetschenau
Title: Vice President and Controller
(Principal Accounting Officer)
June 2, 1999
<PAGE>
APPENDIX 1
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
TABLE OF CONTENTS Page
----------------- ----
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1998 AND 1997
AND FOR THE YEARS THEN ENDED:
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets
Available for Benefits 3
Notes to Financial Statements 4-10
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31, 1998 AND
FOR THE YEAR THEN ENDED:
Schedule of Assets Held for Investment Purposes - Item 27(a) 11
Schedule of Reportable Transactions - Item 27(d) 12-13
All other schedules are omitted because of the absence of the
conditions under which they are required.
- --------------------------------------------------------------------------------
<PAGE>
INDEPENDENT AUDITORS' REPORT
Navistar International Transportation Corp:
We have audited the accompanying financial statements of the Navistar Retirement
Accumulation Plan (the "Plan") as of December 31, 1998 and 1997, and for the
years then ended, listed in the table of contents. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1998 and 1997 and the changes in net assets available for benefits for the years
then ended, in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
listed in the table of contents are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974 and are not a required part
of the basic financial statements. These schedules are the responsibility of the
Plan's management. Such supplemental schedules have been subjected to the
auditing procedures applied in the audit of the basic 1998 financial statements
and, in our opinion, are fairly stated in all material respects when considered
in relation to the basic 1998 financial statements taken as a whole.
DELOITTE & TOUCHE LLP
May 14, 1999
Chicago, Illinois
- 1 -
<PAGE>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1998 AND 1997
- --------------------------------
ASSETS 1998 1997
- ------ ---- ----
INVESTMENTS:
Navistar Pooled Stock Master Trust Fund -
at market value (1998 - 59,374 units of
participation, cost $377,259, and 1997 -
21,643 units of participation, cost $122,450) $ 445,304 $ 142,410
American Express Trust Collective Income Fund II -
at market value (1998 - 10,440 shares,
cost $186,344, and 1997 - 12,411 shares,
cost $214,271) 192,630 219,663
American Express Trust Equity Index Fund -
at market value (1998 - 31,105 shares,
cost $907,254, and 1997 - 8,879 shares,
cost $219,017) 1,089,170 241,973
IDS Selective Fund (Y) -
at market value (1998 - 34,088 shares,
cost $315,330, and 1997 - 7,537 shares,
cost $69,103) 316,128 69,193
IDS New Dimensions Fund (Y) -
at market value (1998 - 40,233 shares,
cost $1,036,093, and 1997 - 15,428 shares,
cost $370,122) 1,160,524 368,141
Templeton Foreign Fund -
at market value (1998 - 34,776 shares,
cost $341,382, and 1997 - 13,169 shares,
cost $147,440) 291,773 131,028
Frank Russell Aggressive Balanced Fund -
at market value (1998 - 89,047 shares,
cost $1,142,362, and 1997 - 18,101 shares,
cost $198,372) 1,335,086 229,480
Participant loans 123,667 56,219
---------- ----------
Total investments 4,954,282 1,458,107
RECEIVABLES:
Participant pre-tax contributions 78,991 25,014
Employer discretionary retirement contributions 1,873,915 701,483
Employer matching contributions 109,355 34,841
---------- ----------
Total receivables 2,062,261 761,338
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $7,016,543 $2,219,445
========== ==========
See notes to financial statements.
- --------------------------------------------------------------------------------
- 2 -
<PAGE>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997
- ----------------------------------------------
1998 1997
---- ----
ADDITIONS TO NET ASSETS:
- ------------------------
Investment income:
Net realized/unrealized appreciation
in fair value of investments $ 485,877 $ 65,270
Interest and dividend income 121,269 43,178
---------- ----------
Total investment income 607,146 108,448
Contributions:
Participant pre-tax contributions 1,006,190 184,576
Employer discretionary retirement contributions 1,898,353 701,483
Employer matching contributions 282,730 65,037
---------- ----------
Total contributions 3,187,273 951,096
Rollovers from other qualified plans 996,135 700,145
Transfers from other qualified plans - net 46,828 293,949
---------- ----------
Total additions to net assets 4,837,382 2,053,638
---------- ----------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to participants 40,284 2,741
---------- ----------
Total deductions from net assets 40,284 2,741
---------- ----------
Net increase 4,797,098 2,050,897
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 2,219,445 168,548
---------- ----------
END OF YEAR $7,016,543 $2,219,445
========== ==========
See notes to financial statements.
- --------------------------------------------------------------------------------
- 3 -
<PAGE>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
NOTES TO FINANCIAL STATEMENTS FOR THE YEARS
ENDED DECEMBER 31, 1998 AND 1997
- --------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the Navistar Retirement Accumulation Plan
(the "Plan") provides only general information. Participants should
refer to the Plan document for a complete description of the Plan's
provisions.
General - The Plan is sponsored by Navistar International
Transportation Corp. (the "Company") to provide savings and retirement
benefits for certain eligible salaried employees of the Company and of
certain of its affiliates that are participating under the Plan who
were first hired on or after January 1, 1996 and who meet certain
length of service requirements. The Plan was established January 1,
1996, and has subsequently been amended to maintain qualification under
Sections 401(a), 401(k) and 501 of the Internal Revenue Code of 1986
(the "Code") and to modify the provisions of the Plan. Administrative
expenses relating to the Plan are paid by the Company. The Plan is
subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA").
The Trustee, American Express Trust, is authorized to hold and invest
the assets of the Plan in accordance with the provisions of the Trust
Agreement between the Company and the Trustee.
Contributions - Contributions may be made to the Plan only on a pre-tax
basis. Pre-tax salary reduction contributions to the Plan are subject
to annual maximum limits equal to the lesser of 15 percent of a
participant's annual compensation or a prescribed dollar amount,
indexed for inflation ($10,000 for 1998, and $9,500 for 1997). Subject
to Company approval, certain eligible employees are allowed to make
rollover contributions to the Plan, if such contributions satisfy
applicable regulations. Such employees are not required to be
participants in the pre-tax salary reduction portion of the Plan and no
pre-tax salary reduction contributions may be made until such time as
such employees would otherwise become eligible to and do elect
participation in that portion of the Plan.
The Plan permits the Company to make matching and discretionary
contributions. Company matching and discretionary contributions are
subject to a vesting schedule based upon the participant's length of
employment, and fully vest upon completion of five years of service.
The Company matches 50 percent of the first 6 percent of eligible
compensation deferred by the participant. Discretionary retirement
contributions are allocated to eligible members based on the
participant's age at year-end and eligible compensation.
Non-vested Company matching and discretionary contributions are
forfeited when a participant retires or terminates service. Such
forfeitures are used to offset future Company contributions. Salary
reduction contributions and rollover contributions are fully vested
immediately.
- 4 -
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
Investment Options - Participants may direct the investment of their
pre-tax salary reduction and rollover account assets as follows:
o American Express Trust Collective Income Fund II is a collective
investment fund which invested in a diversified pool of investment
contracts varying in maturity date, size and yield and short-term
cash instruments.
o American Express Trust Equity Index Fund is a collective investment
fund which invested primarily in nearly all of the same stocks as
are in the Standard & Poor's 500 stock index.
o IDS Selective Fund (Y) is a mutual fund which invested primarily
in investment grade corporate bonds, government bonds, and
other debt securities.
o IDS New Dimensions Fund (Y) is a mutual fund which invested
primarily in common stocks of United States companies.
o Templeton Foreign Fund is a mutual fund which invested primarily
in common stocks and other securities of companies and governments
outside the United States.
o Navistar International Corporation Common Stock Pooled Fund is a
pool consisting primarily of Navistar International Corporation
Common Stock and a small amount of short-term cash investments.
Navistar International Corporation ("Navistar") is the parent of
the Company.
The shares of Navistar International Corporation and the units of
a money market fund are pooled in a master trust and represented
by units of the Navistar Stock Pool (the "Pool"). The value of each
unit of the Pool is represented in terms of "net asset value"
("NAV"). The NAV per unit of the Pool is determined by dividing
the value of all assets of the Pool by the total number of
outstanding units of the Pool.
The plans participating in the master trust are allocated units of
the Pool based on their respective percent interest and share in
the assets of the Pool, investment income generated by assets of
the Pool, and the gains/losses of the assets of the Pool by way of
the increase/decrease of the NAV of each participating plan's
allocated units of the Pool. Except that each participating plan
may hold a different number of units of the Pool, each
participating plan shares equally in the assets and investment
experience of the Pool since the same NAV applies to all units of
the Pool.
The participating plans in the Master Trust Fund and their percent
interest as of December 31, 1998 are as follows:
Navistar International Transportation Corp.
401(k) Retirement Savings Plan 70.2%
Navistar International Transportation Corp.
401(k) Plan for Represented Employees 25.9%
Navistar Retirement Accumulation Plan 3.9%
- 5 -
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
The following table presents the carrying value of investments of the
Master Trust Fund as of December 31, 1998 and 1997 and the components
of investment income for the two years then ended.
1998 1997
---- ----
Cash and cash equivalents $ 176,042 $ 148,796
Navistar International Corporation
Common Stock 11,177,596 5,338,075
----------- -----------
Total investments $11,353,638 $ 5,486,871
=========== ===========
Net realized/unrealized appreciation
in fair value of investments $ 1,298,552 $ 2,176,820
Interest and dividend income 14,174 5,081
----------- -----------
Total investment income $ 1,312,726 $ 2,181,901
=========== ===========
Investment of Company Matching and Discretionary Contributions - The
Company controls the investment of these contributions. The Company
employs professional investment managers, as selected by the Pension
Fund Investment Committee of the Company, to manage such investment
portfolio. It is intended that the assets will be invested on a
long-term basis, consistent with the purpose of the Plan to provide
retirement benefits. Such Plan assets for the years ended December 31,
1998 and 1997 were invested in the Frank Russell Aggressive Balanced
Fund, a mutual fund which invested in common stocks of United States
and foreign companies and in intermediate bonds.
Participant Accounts - Contributions and assets allocated to a specific
investment fund are commingled with those of other participants and are
invested in accordance with the nature of the specific fund. Realized
gains and losses, unrealized appreciation and depreciation, and
dividends and interest are allocated to participants based on their
proportionate share of the funds. Fund managers' fees are charged to
participants' accounts as a reduction of the return earned on each
investment option.
Loans to Participants - Participants may borrow from their fund
accounts a minimum of $1,000 up to the lesser of 50% of their vested
account balance or $50,000. Company matching and discretionary
contributions are not available for loans. Loan transactions are
treated as a transfer between the applicable investment funds and the
loan fund. Loan terms range from 1 to 5 years, with the exception of
loans made for the purchase of a principal residence, which must be
repaid in installments over a period of up to ten years. The loans are
secured by the balance in the participant's account and bear interest
at a rate commensurate with local prevailing rates as determined by the
Plan Administrator.
Payment of Benefits - Participants may request either an in-service or
hardship withdrawal of certain of their account assets. Participants
may only withdraw authorized pre-tax salary reduction contributions
after attaining age 59-1/2, or on a hardship basis prior to attaining
age 59-1/2. Company matching and discretionary contributions and
investment earnings thereon are not eligible for in-service withdrawal.
A participant's vested account is distributable at the time a
participant separates from service with the Company, suffers a total
and permanent disability or dies.
- 6 -
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
When the participant terminates employment, the vested portion of the
account will be distributed if the asset value is $5,000 or less. If
the asset value is more than $5,000, the participant has the option of
receiving the account upon separation or deferring receipt until age
65. Accounts are distributed in a single sum. If the account includes
100 or more shares of Navistar Common Stock, the distribution of that
portion of the account will be made in the form of full shares of
Common Stock and a cash payment for any fractional shares. For accounts
with less than 100 shares of Navistar Common Stock, the distribution
will be made in cash.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation - The financial statements of the Plan are
presented on the accrual basis of accounting.
Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Investment Valuation and Income Recognition - Participant loans are
valued at cost which approximates market value. All other investments
are presented at published market values. Security transactions are
accounted for on the trade date. Dividend income is accrued on the
ex-dividend date.
Unrealized appreciation or depreciation on investments is determined by
comparing the fair value of these separate funds at the current
year-end, net of contributions made during the year, to their
respective fair values at the preceding year-end. Realized gains or
losses are determined by comparing net sales proceeds to the fair value
of the investment at the preceding year-end.
Participant Withdrawals - As of December 31, 1998 and December 31,
1997, there were no benefits which were due to former participants who
have withdrawn from participation in the Plan. Benefits are recorded
when paid.
3. TAX STATUS OF THE PLAN
Application has not yet been made to the Internal Revenue Service for a
determination letter as to whether the Plan qualified under Sections
401(a) and 401(k) of the Code. The Company believes that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the Code and thus the Plan and related trust are exempt
from federal income taxes under Section 501(a) of the Code as of the
financial statement date. Therefore, no provision for income taxes is
included in the Plan's financial statements.
- 7 -
<PAGE>
4. AMENDMENT OR TERMINATION OF THE PLAN
Although the Company expects to continue the Plan indefinitely, the
Company, at its discretion, reserves the right to amend, modify,
suspend or terminate the Plan, provided that no such action shall
deprive any person of any rights to contributions made under the Plan.
If the Plan is terminated or contributions thereto have been completely
discontinued, the rights of all participants to the amounts credited to
their accounts shall be non-forfeitable and the interest of each
participant in the funds will be distributed to such participant or his
or her beneficiary in accordance with the Plan terms and ERISA. If the
Plan is terminated, Plan participants will become fully vested in any
funds allocated to them.
5. INVESTMENTS EXCEEDING 5 PERCENT OF NET ASSETS
The Plan's investments which exceeded 5 percent of net assets available
for benefits as of December 31, 1998 and 1997 are as follows:
1998 1997
---- ----
Navistar Pooled Stock
Master Trust Fund $ 445,304 $ 142,410
American Express Trust
Collective Income Fund II * 219,663
American Express Trust
Equity Index Fund 1,089,170 241,973
IDS New Dimensions Fund (Y) 1,160,524 368,141
Templeton Foreign Fund * 131,028
Frank Russell Aggressive Balanced Fund 1,335,086 229,480
*This investment did not exceeed 5 percent of the net assets available
for benefits as of December 31, 1998.
- 8 -
<PAGE>
6. BY FUND INFORMATION
Investment income, participant pre-tax contributions, benefits paid
to participants and transfers from other qualified plans, by separate
investment fund, are as follows for the years ended December 31, 1998
and 1997.
1998 1997
---- ----
Net realized/unrealized appreciation
(depreciation) in fair value of investments:
Navistar Pooled Stock
Master Trust Fund $ 57,959 $ 25,236
American Express Trust
Collective Income Fund II 6,845 1,617
American Express Trust
Equity Index Fund 163,883 23,334
IDS Selective Fund (Y) 785 114
IDS New Dimensions Fund (Y) 135,787 481
Templeton Foreign Fund (45,700) (15,937)
Frank Russell Aggressive
Balanced Fund 171,457 31,278
---------- ---------
Total $ 491,016 $ 66,123
========== =========
Interest and dividend income:
Navistar Pooled Stock
Master Trust Fund $ 2,279 $ (514)
American Express Trust
Collective Income Fund II 309 1
American Express Trust
Equity Index Fund 125 172
IDS Selective Fund (Y) 13,824 2,287
IDS New Dimensions Fund (Y) 68,242 27,941
Templeton Foreign Fund 31,334 12,980
Frank Russell Aggressive
Balanced Fund 5,156 311
---------- ---------
Total $ 121,269 $ 43,178
========== =========
Participant pre-tax contributions:
Navistar Pooled Stock
Master Trust Fund $ 67,359 $ 6,342
American Express Trust
Collective Income Fund II 64,860 12,031
American Express Trust
Equity Index Fund 294,455 52,679
IDS Selective Fund (Y) 66,817 12,355
IDS New Dimensions Fund (Y) 371,556 67,573
Templeton Foreign Fund 141,143 33,596
---------- ----------
Total $1,006,190 $ 184,576
========== ==========
Benefits paid to participants:
Navistar Pooled Stock
Master Trust Fund $ 1,194 $ -
American Express Trust
Collective Income Fund II 351 -
American Express Trust
Equity Index Fund 8,141 1,842
IDS Selective Fund (Y) 901 -
IDS New Dimensions Fund (Y) 18,388 899
Templeton Foreign Fund 7,838 -
Participant loans 3,471 -
---------- ----------
Total $ 40,284 $ 2,741
========== ==========
- 9 -
<PAGE>
6. BY FUND INFORMATION (continued)
1998 1997
---- ----
Transfers from other qualified plans - net:
Navistar Pooled Stock
Master Trust Fund $ 1,092 $ 83,730
American Express Trust
Collective Income Fund II 490 5,748
American Express Trust
Equity Index Fund 3,211 65,765
IDS Selective Fund (Y) 1,734 21,802
IDS New Dimensions Fund (Y) 17,376 75,548
Templeton Foreign Fund 16,922 36,979
Participant loans 6,003 4,377
---------- ----------
Total $ 46,828 $ 293,949
========== ==========
Rollovers from other qualified plans:
Navistar Pooled Stock
Master Trust Fund $ 64,578 $ 52,317
American Express Trust
Collective Income Fund II 13,672 199,062
American Express Trust
Equity Index Fund 401,796 90,801
IDS Selective Fund (Y) 128,527 36,702
IDS New Dimensions Fund (Y) 316,194 239,012
Templeton Foreign Fund 71,368 82,251
---------- ----------
Total $ 996,135 $ 700,145
========== ==========
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<PAGE>
<TABLE>
<CAPTION>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(a), DECEMBER 31, 1998
- -------------------------------------------------------------------------------
DESCRIPTION OF INVESTMENT,
INCLUDING MATURITY DATE,
IDENTITY OF ISSUE, BORROWER, RATE OF INTEREST, COLLATERAL,
(1) LESSOR OR SIMILAR PARTY PAR OR MATURITY VALUE COST MARKET VALUE
----------------------------------------- -------------------------------------- ---- ------------
<S> <S> <S> <C> <C>
* Navistar Pooled Stock Master Trust Fund 59,374 units of participation $ 377,259 $ 445,304
American Express Trust
Collective Income Fund II 10,440 shares of beneficial 186,344 192,630
interest, collective investment fund
American Express Trust Equity Index Fund 31,105 shares of beneficial 907,254 1,089,170
interest, collective investment fund
IDS Selective Fund (Y) 34,088 shares of beneficial 315,330 316,128
interest, mutual fund
IDS New Dimensions Fund (Y) 40,233 shares of beneficial 1,036,093 1,160,524
interest, mutual fund
Templeton Foreign Fund 34,776 shares of beneficial 341,382 291,773
interest, mutual fund
Frank Russell Aggressive Balanced Fund 89,047 shares of beneficial 1,142,362 1,335,086
interest, mutual fund
Participant Loans Interest rates ranging from 123,667 123,667
8.16% - 9.50%, (maturing ---------- ----------
2000 through 2008)
TOTAL INVESTMENTS $4,429,691 $4,954,282
========== ==========
<FN>
(1) An asterisk indicates a party-in-interest.
</FN>
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- 11 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
SCHEDULE OF REPORTABLE TRANSACTIONS - ITEM 27(d)
YEAR ENDED DECEMBER 31, 1998
- ------------------------------------------------
Single Transactions Exceeding 5% of Value:
Number Number
Description of of
Identity of Issue of Asset Purchases Sales Purchases Sales Net Gain
- --------------------------------------- ------------- --------- ----- --------- ----- --------
<S> <S> <C> <C> <C> <C> <C>
IDS New Dimensions Fund (Y) Mutual Fund 1 $ 75,364
IDS New Dimensions Fund (Y) Mutual Fund 1 $131,527 $ 1,625
American Express Trust Collective
Equity Index Fund Investment Fund 1 87,456
Navistar Pooled Stock
Master Trust Fund Company Stock 1 131,527
Frank Russell Aggressive Mutual Fund 2 774,196
Series of Transactions with the Same Broker Exceeding 5% of Value:
Number Number
Description of of
Identity of Issue of Asset Purchases Sales Purchases Sales Net Gain
- --------------------------------------- ------------- --------- ----- ---------- ----- --------
Navistar Pooled Stock Master Trust Fund Company Stock 56 $ 298,891
Navistar Pooled Stock Master Trust Fund Company Stock 11 $ 352,851 $ 9,872
Frank Russell Aggressive Balanced Fund Mutual Fund 29 1,077,774
Frank Russell Aggressive Balanced Fund Mutual Fund 45 82,181 9,843
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- 12 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR RETIREMENT ACCUMULATION PLAN
- -------------------------------------
SCHEDULE OF REPORTABLE TRANSACTIONS - ITEM 27(d)
YEAR ENDED DECEMBER 31, 1998
- ------------------------------------------------
Series of Transactions in Same Security Exceeding 5% of Value:
Number Number
Description of of Net Gain
Identity of Issue of Asset Purchases Sales Purchases Sales (Loss)
- --------------------------------------- ------------- --------- ----- --------- ----- --------
<S> <S> <C> <C> <C> <C> <C>
IDS New Dimensions Fund (Y) Mutual Fund 85 $ 754,518
IDS New Dimensions Fund (Y) Mutual Fund 22 $ 97,922 $ 9,378
IDS Selective Fund (Y) Mutual Fund 76 259,440
IDS Selective Fund (Y) Mutual Fund 15 13,292 79
American Express Trust Collective
Collective Income Fund II Investment Fund 43 121,551
American Express Trust Collective
Collective Income Fund II Investment Fund 19 151,736 2,261
American Express Trust Collective
Equity Index Fund Investment Fund 80 704,555
American Express Trust Collective
Equity Index Fund Investment Fund 18 21,240 4,923
Navistar Pooled Stock
Master Trust Fund Company Stock 56 298,891
Navistar Pooled Stock
Master Trust Fund Company Stock 11 53,960 9,872
Templeton Foreign Fund Mutual Fund 53 254,458
Templeton Foreign Fund Mutual Fund 19 48,011 (12,503)
Frank Russell Aggressive
Balanced Fund Mutual Fund 29 998,279
Frank Russell Aggressive
Balanced Fund Mutual Fund 45 64,131 9,843
<FN>
Note: The above list of reportable transactions, provided by American Express
Trust, was determined by comparing the current value of the
transactions, or series of transactions, on the transaction date(s),
with 5 percent of the current value of the Trust assets at the
beginning of the Plan year; and, as such, may include transactions
which represent 5 percent of the assets of the Trust, but may not
represent transactions which represent 5 percent of Plan assets.
</FN>
- --------------------------------------------------------------------------------
</TABLE>
- 13 -
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements No.
2-70979, No. 33-26847 and No. 333-29735 of Navistar International Corporation on
Form S-8 of our report dated May 14, 1999 appearing in this Annual Report on
Form 11-K of the Navistar Retirement Accumulation Plan for the year ended
December 31, 1998.
DELOITTE & TOUCHE LLP
June 2, 1999
Chicago, Illinois
