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 INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 International Transportation Corp. 401(k) Retirement Savings
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 the Plan's behalf by the undersigned hereunto duly authorized.
Navistar International Transportation Corp.
-------------------------------------------
401(k) Retirement Savings Plan
------------------------------
By: /s/ Mark T. Schwetschenau
-------------------------
Name: Mark T. Schwetschenau
Title: Member, Navistar International
Transportration Corp.
Pension Fund Investment
Committee
June 2, 1999
<PAGE>
APPENDIX 1
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 4-9
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31, 1998 AND
FOR THE YEAR THEN ENDED:
Schedule of Assets Held for Investment Purposes - Item 27(a) 10
Schedule of Reportable Transactions - Item 27(d) 11
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
International Transportation Corp. 401(k) Retirement Savings 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 INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 - 1,062,453 units of
participation, cost $7,819,170 and 1997
- 697,325 units of participation,
cost $5,428,589) $ 7,968,396 $ 4,588,397
American Express Trust
Collective Income Fund II -
at market value (1998 - 2,565,675 shares,
cost $40,057,667 and 1997 - 2,570,366 shares,
cost $38,762,716) 47,317,982 44,709,382
American Express Trust Equity Index Fund -
at market value (1998 - 1,529,383 shares,
cost $25,998,610 and 1997 - 1,470,875 shares,
cost $21,348,377) 53,552,854 40,084,274
IDS Selective Fund (Y) -
at market value (1998 - 1,000,500 shares,
cost $9,243,540 and 1997 - 767,551 shares,
cost $7,075,797) 9,278,637 7,046,114
IDS New Dimensions Fund (Y) -
at market value (1998 - 2,892,064 shares,
cost $53,335,626 and 1997 - 2,786,925 shares,
cost $46,516,206) 83,421,578 66,501,616
Templeton Foreign Fund -
at market value (1998 - 760,239 shares,
cost $7,458,335 and 1997 - 769,713 shares,
cost $7,761,131) 6,378,401 7,658,640
Participant loans 4,121,487 3,987,776
------------ ------------
Total investments 212,039,335 174,576,199
RECEIVABLES:
Participant pre-tax contributions 469,271 552,738
Participant after-tax contributions 11,331 8,302
------------ ------------
Total receivables 480,602 561,040
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $212,519,937 $175,137,239
============ ============
See notes to financial statements.
- --------------------------------------------------------------------------------
- 2 -
<PAGE>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 $ 28,202,593 $ 22,076,270
Interest and dividend income 6,427,505 6,574,937
------------ ------------
Total investment income 34,630,098 28,651,207
Participant contributions:
Pre-tax contributions 14,528,937 12,292,840
After-tax contributions 209,626 196,762
------------ ------------
Total participant contributions 14,738,563 12,489,602
Rollovers from other qualified plans 104,540 192,400
Transfers from other qualified plans - net 612,268 -
------------ ------------
Total additions to net assets 50,085,469 41,333,209
------------ ------------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to participants 12,702,771 8,575,373
Transfers to other qualified plans - net - 787,001
------------ ------------
Total deductions from net assets 12,702,771 9,362,374
------------ ------------
Net increase 37,382,698 31,970,835
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 175,137,239 143,166,404
------------ ------------
END OF YEAR $212,519,937 $175,137,239
============ ============
See notes to financial statements.
- --------------------------------------------------------------------------------
- 3 -
<PAGE>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 International Transportation
Corp. 401(k) Retirement Savings 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 who are participating under the Plan who meet
certain length of service requirements. The Plan was established
February 1, 1965, and has subsequently been restated and 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.
In general, participation in this plan is limited to those eligible
salaried employees of the Company whose initial date of hire is prior
to January 1, 1996, and to eligible salaried employees of certain
affiliates.
Contributions - Contributions may be made to the Plan on a pre-tax
basis, an after-tax basis, or a combination of both. Pre-tax salary
reduction contributions to the Plan are subject to annual maximum
limits equal to the lesser of 25 percent of a participant's annual
compensation or a prescribed dollar amount, indexed for inflation
($10,000 for 1998, and $9,500 for 1997). After-tax contributions are
subject to annual maximum limits of 15 percent of annual compensation.
Both pre-tax and after-tax contributions may be elected at a minimum
level of one percent of eligible compensation at any time. 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 for any other purpose than their rollover account;
however, neither after-tax contributions nor pre-tax salary reduction
contributions may be made until such time as such employee would
otherwise become eligible to and does elect participation in the Plan.
The Plan permits the Company to make matching and discretionary
contributions.
Vesting - 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.
Non-vested Company matching contributions are forfeited when a
participant retires or terminates service. Such forfeitures are used to
offset future Company contributions. Salary reduction contributions,
employee after-tax contributions and rollover contributions are fully
vested immediately. The Company did not make any matching or
discretionary contributions to the Plan during the years ended December
31, 1998 and 1997.
- 4 -
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
Investment Options - Participants may direct the investment of their
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 Fund 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
=========== ===========
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. 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. An in-service
withdrawal may be made for a portion of the value of the assets
purchased with the participants' after-tax contributions and investment
earnings thereon. 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. 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 no later than April 1 following
the year in which the participant becomes age 70-1/2 if the participant
terminated employment prior to April 1, 1992, or age 65 if the
participant terminated employment on or after April 1, 1992. 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.
- 6 -
<PAGE>
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 & 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
The Internal Revenue Service has issued a favorable determination
letter, dated April 1996, that the Plan, as then designed, 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.
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
---- ----
American Express Trust
Collective Income Fund II $47,317,982 $44,709,382
American Express Trust
Equity Index Fund 53,552,854 40,084,274
IDS New Dimensions Fund (Y) 83,421,578 66,501,616
- 7 -
<PAGE>
6. BY FUND INFORMATION
Investment income, participant pre-tax and after-tax contributions,
benefits paid to participants and transfers to and 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 $ 857,759 $ 2,077,554
American Express Trust
Collective Income Fund II 2,718,332 2,610,537
American Express Trust
Equity Index Fund 11,808,919 9,613,902
IDS Selective Fund (Y) 65,436 53,844
IDS New Dimensions Fund (Y) 13,812,880 8,110,168
Templeton Foreign Fund (1,060,733) (389,735)
----------- -----------
Total $28,202,593 $22,076,270
=========== ===========
Interest and dividend income:
Navistar Pooled Stock
Master Trust Fund $ 5,377 $ 4,349
American Express Trust
Collective Income Fund II 81,068 78,096
American Express Trust
Equity Index Fund 81,235 65,753
IDS Selective Fund (Y) 591,549 486,359
IDS New Dimensions Fund (Y) 4,945,060 5,084,340
Templeton Foreign Fund 723,216 856,040
----------- -----------
Total $ 6,427,505 $ 6,574,937
=========== ===========
Participant pre-tax contributions:
Navistar Pooled Stock
Master Trust Fund $ 178,680 $ 39,238
American Express Trust
Collective Income Fund II 2,887,088 2,704,078
American Express Trust
Equity Index Fund 3,695,643 2,710,910
IDS Selective Fund (Y) 1,017,015 855,205
IDS New Dimensions Fund (Y) 5,635,617 4,861,542
Templeton Foreign Fund 1,114,894 1,121,867
----------- -----------
Total $14,528,937 $12,292,840
=========== ===========
Participant after-tax contributions:
Navistar Pooled Stock
Master Trust Fund $ 2,894 $ 500
American Express Trust
Collective Income Fund II 52,615 56,882
American Express Trust
Equity Index Fund 42,395 37,196
IDS Selective Fund (Y) 30,203 11,635
IDS New Dimensions Fund (Y) 65,120 67,712
Templeton Foreign Fund 16,399 22,837
----------- -----------
Total $ 209,626 $ 196,762
=========== ===========
- 8 -
<PAGE>
6. BY FUND INFORMATION (continued)
1998 1997
---- ----
Benefits paid to participants:
Navistar Pooled Stock
Master Trust Fund $ 106,327 $ 45,494
American Express Trust
Collective Income Fund II 4,385,829 3,971,537
American Express Trust
Equity Index Fund 3,087,199 1,440,639
IDS Selective Fund (Y) 744,131 384,749
IDS New Dimensions Fund (Y) 3,892,330 2,212,078
Templeton Foreign Fund 369,877 365,578
Participant loans 117,078 155,298
----------- -----------
Total $12,702,771 $ 8,575,373
=========== ===========
Transfers from (to) other
qualified plans - net:
Navistar Pooled Stock
Master Trust Fund $ 1,427 $ (84,929)
American Express Trust
Collective Income Fund II 70,321 (232,201)
American Express Trust
Equity Index Fund 125,280 (175,078)
IDS Selective Fund (Y) 40,941 (6,531)
IDS New Dimensions Fund (Y) 256,862 (243,717)
Templeton Foreign Fund 79,817 (23,118)
Participant loans 37,620 (21,427)
----------- -----------
Total $ 612,268 $ (787,001)
=========== ===========
- 9 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS 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 1,062,453 units of participation $ 7,819,170 $ 7,968,396
American Express Trust Collective Income Fund II 2,565,675 shares of beneficial
interest, collective investment fund 40,057,667 47,317,982
American Express Trust Equity Index Fund 1,529,383 shares of beneficial
interest, collective investment fund 25,998,610 53,552,854
IDS Selective Fund (Y) 1,000,500 shares of beneficial
interest, mutual fund 9,243,540 9,278,637
IDS New Dimensions Fund (Y) 2,892,064 shares of beneficial
interest, mutual fund 53,335,626 83,421,578
Templeton Foreign Fund 760,239 shares of beneficial
interest, mutual fund 7,458,335 6,378,401
Participant Loans Interest rates ranging
from 6.67% - 10.30%, 4,121,487 4,121,487
(maturing 1999 through 2008) ------------ ------------
TOTAL INVESTMENTS $148,034,435 $212,039,335
============ ============
<FN>
(1) An asterisk indicates a party-in-interest.
</FN>
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- 10 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) RETIREMENT SAVINGS PLAN
- ------------------------------
SCHEDULE OF REPORTABLE TRANSACTIONS - ITEM 27(d) YEAR ENDED DECEMBER 31, 1998
- ------------------------------------------------------------------------------------------------------------------------------------
Single Transactions Exceeding 5% of Value - No transactions qualified for this section.
Series of Transactions with the Same Broker Exceeding 5% of Value - No transactions qualified for this section.
Series of Transactions in Same Security 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 107 $13,373,016
IDS New Dimensions Fund (Y) Mutual Fund 146 $10,269,533 $3,712,334
American Express Trust
Collective Income Fund II Collective Investment Fund 100 8,742,005
American Express Trust
Collective Income Fund II Collective Investment Fund 120 8,849,509 1,402,458
American Express Trust
Equity Index Fund Collective Investment Fund 106 7,347,692
American Express Trust
Equity Index Fund Collective Investment Fund 118 5,688,029 2,990,573
<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>
- 11 -
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements No.
2-70979, No. 33-26847 and No. 333-25783 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 International Transportation Corp. 401(k)
Retirement Savings Plan for the year ended December 31, 1998.
DELOITTE & TOUCHE LLP
June 2, 1999
Chicago, Illinois
