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) PLAN FOR REPRESENTED EMPLOYEES
-------------------------------------------
(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) Plan for Represented
Employees ("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) Plan for Represented Employees
-------------------------------------
By: /s/ Mark T. Schwetschenau
-------------------------
Name: Mark T. Schwetschenau
Title: Member, Navistar International
Transportation Corp.
Pension Fund Investment
Committee
June 2, 1999
<PAGE>
APPENDIX 1
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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) 11-12
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) Plan for Represented Employees (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 financial
statements taken as a whole. The accompanying supplemental schedules listed in
the table of contents are presented for the purpose 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) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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 - 391,992 units of participation,
cost $2,574,365 and 1997 - 114,903 units of $ 2,939,938 $ 756,064
participation, cost $722,568)
AmericanExpress Trust Collective Income Fund II
at market value (1998 - 943,476
shares, cost $15,539,300 and 1997 - 798,899 shares,
cost $12,487,596) 17,401,048 13,897,125
American Express Trust Equity Index Fund -
at market value (1998 - 685,317 shares,
cost $15,597,416 and 1997 - 551,890 shares,
cost $10,395,878) 23,997,051 15,040,117
IDS Selective Fund (Y) - at market value
(1998 - 1,369,574 shares, cost $12,611,700
and 1997 - 1,044,121 shares, cost $9,585,517) 12,701,428 9,585,028
IDS New Dimensions Fund (Y) - at market value
(1998 - 2,049,459 shares, cost $41,752,569
and 1997 - 1,775,841 shares, cost $32,139,217) 59,116,639 42,375,128
Templeton Foreign Fund - at market value
(1998 - 646,434 shares, cost $6,313,069
and 1997 - 597,887 shares, cost $6,044,373) 5,423,581 5,948,980
Participant loans 3,864,609 2,870,446
------------- -------------
Total investments 125,444,294 90,472,888
RECEIVABLES:
Participant pre-tax contributions 694,597 715,534
Employer discretionary retirement contributions 110,443 45,281
Employer matching contributions 11,802 -
------------- -------------
Total receivables 816,842 760,815
------------- -------------
NET ASSETS AVAILABLE FOR BENEFITS $ 126,261,136 $ 91,233,703
============= =============
See notes to financial statements.
- --------------------------------------------------------------------------------
- 2 -
<PAGE>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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 $ 14,856,651 $ 8,289,609
Interest and dividend income 5,032,735 4,630,658
------------ ------------
Total investment income 19,889,386 12,920,267
Participant pre-tax contributions 21,563,340 16,431,536
Employer discretionary retirement contributions 110,443 45,281
Employer matching contributions 37,688 -
Rollovers from other qualified plans 728,825 427,515
------------ ------------
Total additions to net assets 42,329,682 29,824,599
------------ ------------
DEDUCTIONS FROM NET ASSETS:
Benefits paid to participants 6,643,153 3,484,833
Transfers to other qualified plans - net 659,096 545,079
------------ ------------
Total deductions from net assets 7,302,249 4,029,912
------------ ------------
Net increase 35,027,433 25,794,687
NET ASSETS AVAILABLE FOR BENEFITS:
BEGINNING OF YEAR 91,233,703 65,439,016
------------ ------------
END OF YEAR $126,261,136 $ 91,233,703
============ ============
See notes to financial statements.
- --------------------------------------------------------------------------------
- 3 -
<PAGE>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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) Plan for Represented Employees (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 represented employees of the Company and
of certain of its affiliates participating under the Plan. The Plan is
offered to eligible Company employees who are represented by a labor
organization under a collective bargaining agreement who have met
certain seniority or service requirements under the terms of their
respective bargaining agreements. The Plan was established October 1,
1991. 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. Administrative expenses
are paid by the Company.
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 18 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 for any other purpose than their rollover account;
however, no 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. Participant salary reduction
contributions and rollover contributions are fully vested immediately.
For the 1998 and 1997 Plan years, certain collective bargaining
agreements provide for an Employer Retirement Contribution. This
contribution is employer-provided and is allocated among eligible
members of the applicable bargaining unit based on the participant's
age at year-end and eligible compensation as follows:
Age Percent Contributed
--- -------------------
Under 30 1.75
30 through 39 2.75
40 through 49 3.75
50 and over 4.75
- 4 -
<PAGE>
1. DESCRIPTION OF THE PLAN (continued)
The amount credited to an eligible participant's account is subject to
a five-year cliff vesting schedule. Non-vested contributions are
forfeited when a participant retires or terminates service. Such
forfeitures will be used to offset future Company contributions.
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 for the fact 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
and unrealized appreciation and depreciation, 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 total
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 10 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. The Employer Retirement Contribution 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 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 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.
- 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 the 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 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 Internal Revenue Code of 1986
(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, the interest of each participant in the
funds will be distributed to such participant or his or her beneficiary
at the time prescribed by 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 AVAILABLE FOR BENEFITS
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 $17,401,048 $13,897,125
American Express Trust Equity Index Fund 23,997,051 15,040,117
IDS Selective Fund (Y) 12,701,428 9,585,028
IDS New Dimensions Fund (Y) 59,116,639 42,375,128
Templeton Foreign Fund * 5,948,980
*This investment did not exceed 5 percent of the net assets available
for benefits as of December 31, 1998.
- 7 -
<PAGE>
6. BY FUND INFORMATION
Investment income, participant contributions, employer retirement
contributions, benefits paid to participants and transfers to 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 $ 382,834 $ 74,030
American Express Trust
Collective Income Fund II 900,248 758,946
American Express Trust
Equity Index Fund 4,977,324 3,055,635
IDS Selective Fund (Y) 100,891 75,714
IDS New Dimensions Fund (Y) 9,374,824 4,671,179
Templeton Foreign Fund (879,470) (345,895)
----------- -----------
Total $14,856,651 $ 8,289,609
=========== ===========
Interest and dividend income:
Navistar Pooled Stock
Master Trust Fund $ 6,518 $ 1,246
American Express Trust
Collective Income Fund II 42,481 40,309
American Express Trust
Equity Index Fund 56,309 27,855
IDS Selective Fund (Y) 780,827 663,165
IDS New Dimensions Fund (Y) 3,546,783 3,237,896
Templeton Foreign Fund 599,817 660,187
----------- -----------
Total $ 5,032,735 $ 4,630,658
=========== ===========
Participant pre-tax contributions:
Navistar Pooled Stock
Master Trust Fund $ 481,640 $ 76,197
American Express Trust
Collective Income Fund II 2,886,836 2,566,017
American Express Trust
Equity Index Fund 4,815,006 2,957,583
IDS Selective Fund (Y) 2,178,586 1,835,475
IDS New Dimensions Fund (Y) 9,324,634 7,192,882
Templeton Foreign Fund 1,876,638 1,803,382
----------- -----------
Total $21,563,340 $16,431,536
=========== ===========
- 8 -
<PAGE>
6. BY FUND INFORMATION (continued)
1998 1997
---- ----
Employer discretionary retirement
contributions:
Navistar Pooled Stock
Master Trust Fund $ 11,074 $ 2,457
American Express Trust
Collective Income Fund II 65,099 31,897
American Express Trust
Equity Index Fund 8,270 2,415
IDS Selective Fund (Y) 5,089 1,601
IDS New Dimensions Fund (Y) 14,833 4,592
Templeton Foreign Fund 6,078 2,319
----------- -----------
Total $ 110,443 $ 45,281
=========== ===========
Employer matching contributions:
Navistar Pooled Stock
Master Trust Fund $ 6,625 $ -
American Express Trust
Collective Income Fund II 7,210 -
American Express Trust
Equity Index Fund 6,161 -
IDS Selective Fund (Y) 3,291 -
IDS New Dimensions Fund (Y) 11,633 -
Tempelton Foreign fund 2,768 -
----------- -----------
Total $ 37,688 $ -
=========== ===========
Benefits paid to participants:
Navistar Pooled Stock
Master Trust Fund $ 7,400 $ -
American Express Trust
Collective Income Fund II 1,686,781 905,365
American Express Trust
Equity Index Fund 1,084,921 464,468
IDS Selective Fund (Y) 639,581 476,847
IDS New Dimensions Fund (Y) 2,848,697 1,349,941
Templeton Foreign Fund 249,536 195,847
Participant loans 126,237 92,365
----------- -----------
Total $ 6,643,153 $ 3,484,833
=========== ===========
Transfers to other qualified
plans - net:
Navistar Pooled Stock
Master Trust Fund $ 2,519 $ -
American Express Trust
Collective Income Fund II 70,812 59,526
American Express Trust
Equity Index Fund 128,490 66,938
IDS Selective Fund (Y) 42,675 72,832
IDS New Dimensions Fund (Y) 274,238 255,715
Templeton Foreign Fund 96,739 63,788
Participant loans 43,623 26,280
----------- -----------
Total $ 659,096 $ 545,079
=========== ===========
- 9 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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 391,992 units of participation $ 2,574,365 $ 2,939,938
American Express Trust Collective Income 943,476 shares of beneficial
Fund II interest, collective investment fund 15,539,300 17,401,048
American Express Trust Equity Index Fund 685,317 shares of beneficial
interest, collective investment fund 15,597,416 23,997,051
IDS Selective Fund (Y) 1,369,574 shares of beneficial
interest, mutual fund 12,611,700 12,701,428
IDS New Dimensions Fund (Y) 2,049,459 shares of beneficial
interest, mutual fund 41,752,569 59,116,639
Templeton Foreign Fund 646,434 shares of beneficial
interest, mutual fund 6,313,069 5,423,581
Participant Loans Interest rates ranging
from 6.67% - 9.73%
(maturing 1999 through 2008) 3,864,609 3,864,609
------------ ------------
TOTAL INVESTMENTS $ 98,253,028 $125,444,294
============ ============
<FN>
(1) An asterisk indicates a party-in-interest
</FN>
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
- 10 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
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 Same Broker 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>
Navistar Pooled Stock Master Trust Fund Company Stock 135 $3,480,972
Navistar Pooled Stock Master Trust Fund Company Stock 67 $1,679,931 $50,757
<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 -
<PAGE>
<TABLE>
<CAPTION>
NAVISTAR INTERNATIONAL TRANSPORTATION CORP.
401(k) PLAN FOR REPRESENTED EMPLOYEES
- -------------------------------------------
SCHEDULE OF REPORTABLE TRANSACTIONS - ITEM 27(d)
YEAR ENDED DECEMBER 31, 1998 (continued)
- ------------------------------------------------------------------------------------------------------------------------------------
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 107 $14,253,009
IDS New Dimensions Fund (Y) Mutual Fund 149 $6,883,388 $2,246,663
IDS Selective Fund (Y) Mutual Fund 246 4,589,914
IDS Selective Fund (Y) Mutual Fund 108 1,574,412 10,673
Templeton Foreign Fund Mutual Fund 57 2,663,392
Templeton Foreign Fund Mutual Fund 155 2,309,316 (85,377)
American Express Trust Collective
Collective Income Fund II Investment Fund 118 6,215,022
American Express Trust Collective
Collective Income Fund II Investment Fund 112 3,614,665 451,350
American Express Trust Collective
Equity Index Fund Investment Fund 123 7,118,761
American Express Trust Collective
Equity Index Fund Investment Fund 106 3,139,153 1,221,928
Navistar Pooled Stock
Master Trust Fund Company Stock 135 3,480,972
Navistar Pooled Stock
Master Trust Fund Company Stock 67 1,679,931 50,757
<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>
- 12 -
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements No.
2-70979, No. 33-26847 and No. 333-29739 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) Plan
for Represented Employees for the year ended December 31, 1998.
DELOITTE & TOUCHE LLP
June 2, 1999
Chicago, Illinois
