UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended October 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to__________
----------
Commission File Number 33-87374
----------
NAVISTAR FINANCIAL SECURITIES CORPORATION on behalf of
NAVISTAR FINANCIAL DEALER NOTE MASTER TRUST
(Exact name of Registrant as specified in its charter)
Delaware 36-3731520
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2850 West Golf Road
Rolling Meadows, Illinois 60008
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 734-4000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days. Yes X No __
<PAGE>
PART I
Item 1. Business
The Navistar Financial Dealer Note Trust 1990 (the "1990 trust") was
terminated as of February 28, 1999. All outstanding 1990 Trust Certificates were
redeemed in full. At that time all assets owned by the 1990 Trust were
transferred to the Navistar Financial 1995 Dealer Note Master Trust (the "Master
Trust") and the Master Trust became the active trust.
The Master Trust was formed pursuant to a Pooling and Servicing Agreement
dated as of June 8, 1995 among Navistar Financial Securities Corporation, as
Seller (the "Seller"), Navistar Financial Corporation, as Servicer, and The Bank
of New York, as Master Trust Trustee. On June 8, 1995, the 1990 Trust issued
certificates representing an undivided interest in the 1990 Trust assets (the
"1990 Trust Certificates") in the amount of $207.9 million to the Master Trust
which, in turn, issued Series 1995-1 Certificates in the amount of $200.0
million to the public. On August 19, 1997, the 1990 Trust issued 1990 Trust
Certificates in the amount of $200.0 million to the Master Trust which, in turn,
issued Series 1997-1 Certificates to the public. On July 17, 1998, the 1990
Trust issued 1990 Trust Certificates in the amount of $200.0 million to the
Master Trust which, in turn, issued Series 1998-1 Certificates to the public.
Wholesale dealer notes (the "Dealer Notes") and security interests in the
vehicles financed thereby were transferred to the Master Trust in exchange for
floating rate pass-through certificates (the "Investor Certificates") which were
remarketed to the public. Additional Dealer Notes are sold on a daily basis by
the Seller to the Master Trust to replace those Dealer Notes, which have been
liquidated or charged off as uncollectible. Accordingly, the aggregate amount of
Dealer Notes in the Master Trust will fluctuate from day to day as new Dealer
Notes are generated and as existing Dealer Notes are removed.
Under the terms of the Pooling and Servicing Agreement, the Seller is
required to maintain a minimum investment in the Master Trust (the "Minimum
Master Trust Seller's Interest"), a portion of which is subordinated to the
Investor Certificates. If the amount of Dealer Notes in the Master Trust is less
than the combined ownership interest evidenced by the Investor Certificates and
Minimum Master Trust Seller's Interest, the Seller must transfer additional
funds ("Investment Securities") to the Master Trust to maintain NFSC's
investment in the Master Trust (the "Master Trust Seller's Interest") at an
amount not less the Minimum Master Trust Seller's Interest.
Item 2. Properties
Not applicable.
<PAGE>
PART I (continued)
Item 3. Legal Proceedings
The registrant knows of no material pending legal proceedings involving
either the Dealer Notes or the trustees, or the Seller or Servicer in respect of
the trusts.
Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted during the period of this report to a vote of
holders of the Certificates.
PART II
Item 5. Market for the Registrant's Common Equity
and Related Stockholder Matters
Not applicable.
Item 6. Selected Financial Data
Not applicable.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
As of October 31, 1999, the combined aggregate principal balance of
Dealer Notes and Investment Securities was $1,105.4 million. Reference is made
to Exhibit 13 for additional information regarding principal and interest
payments in respect of the Investor Certificates and information regarding
servicing compensation and other fees paid by the trusts during the fiscal year.
As of October 31, 1999, the combined aggregate principal balance of
Dealer Notes and Investment Securities allocated by the Master Trust to Investor
Certificates and the Master Trust Seller's Interest was $600.0 million and
$505.4 million, respectively.
Item 8. Financial Statements and Supplementary Data
Not applicable.
Item 9. Changes in and Disagreements With Accountants on
Accounting and Financial Disclosure
None.
<PAGE>
PART III
Item 10. Directors and Executive Officers of the Registrant
Not applicable.
Item 11. Executive Compensation
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Not applicable.
Item 13. Certain Relationships and Related Transactions
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) Exhibits
3 Articles of Incorporation and By-Laws
10 Material Contracts
An Annual Summary of the Servicer and Settlement
Certificate listed below is an annualized version of the
monthly Servicer Certificates prepared by the Servicer.
13(a) - Annual Summary of Servicer and Settlement Certificates
Series 1995-1
13(b) - Annual Summary of Servicer and Settlement Certificates
Series 1997-1
13(c) - Annual Summary of Servicer and Settlement Certificates
Series 1998-1
(b) Reports on Form 8-K:
The Registrant filed the following reports on Form 8-K during the three
months ended October 31, 1999:
(i) Form 8-K dated August 25, 1999
(ii) Form 8-K dated September 25, 1999
(iii) Form 8-K dated October 25, 1999
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 SECURITIES CORPORATION on behalf
of NAVISTAR FINANCIAL DEALER NOTE MASTER TRUST
(Exact name of Registrant as specified in its charter)
By: /s/ PHYLLIS E. COCHRAN December 23, 1999
--------------------------------
Phyllis E. Cochran
Vice President and Controller
(Principal Accounting Officer)
<PAGE>
EXHIBIT INDEX
Sequential
Exhibit No. Exhibit Page No.
3 Articles of Incorporation and By-Laws 7
10 Material Contracts 8
13(a) Annual Summary 10
- Servicer and Settlement Certificates
Series 1995-1
13(b) Annual Summary 13
- Servicer and Settlement Certificates
Series 1997-1
13(c) Annual Summary 16
- Servicer and Settlement Certificates
Series 1998-1
<PAGE>
Exhibit 3
NAVISTAR FINANCIAL SECURITIES CORPORATION
ARTICLES OF INCORPORATION AND BY-LAWS
The following documents of Navistar Financial Securities Corporation are
incorporated herein by reference:
3.1 Certificate of Incorporation of Navistar Financial Securities
Corporation (as in effect on September 13, 1990). Filed
on Registration No. 33-36767.
3.2 The By-Laws of Navistar Financial Securities Corporation. Filed on
Registration No. 33-36767.
<PAGE>
Exhibit 10
MATERIAL CONTRACTS
The following material contracts of Navistar Financial Securities
Corporation are incorporated herein by reference:
10.1 Pooling and Servicing Agreement dated as of June 8, 1995, among
Navistar Financial Corporation, as Servicer, Navistar Financial
Securities Corporation, as Seller, The Chase Manhattan Bank
(survivor in the merger between The Chase Manhattan Bank and
Chemical Bank which was the survivor in the merger between Chemical
Bank and Manufacturers Hanover Trust Company), as 1990 Trust
Trustee, and The Bank of New York, as Master Trust Trustee. Filed
on Registration No. 33-87374.
10.2 Series 1995-1 Supplement to the Pooling and Servicing Agreement
dated as of June 8, 1995, among Navistar Financial Corporation, as
Servicer, Navistar Financial Securities Corporation, as Seller, and
The Bank of New York, as Master Trust Trustee on behalf of the
Series 1995-1 Certificateholders. Filed on Registration No.
33-87374.
10.3 Purchase Agreement dated as of June 8, 1995, between Navistar
Financial Corporation and Navistar Financial Securities
Corporation, as Purchaser, with respect to the Dealer Note Master
Trust. Filed on Registration No. 33-87374.
10.4 Series 1997-1 Supplement to the Pooling and Servicing Agreement
dated as of August 19, 1997, among Navistar Financial Corporation,
as Servicer, Navistar Financial Securities Corporation, as Seller,
and The Bank of New York, as Master Trust Trustee on behalf of the
Series 1997-1 Certificateholders. Filed on Registration No.
333-30737.
10.5 Series 1998-1 Supplement to the Pooling and Servicing Agreement
dated as of July 17, 1998, among Navistar Financial Corporation, as
Servicer, Navistar Financial Securities Corporation, as Seller, and
The Bank of New York, as Master Trust Trustee on behalf of the
Series 1998-1 Certificateholders. Filed on Registration No.
333-30737.
<PAGE>
Exhibit 13(a)
Page 1 of 7
ANNUAL SERVICER AND SETTLEMENT CERTIFICATE
DEALER NOTE MASTER TRUST
CLASS A, DEALER NOTE
ASSET BACKED CERTIFICATES
SERIES 1995-1
Under the Series 1995-1 Supplement dated as of June 8, 1995 (the "Supplement")
by and among Navistar Financial Corporation, ("NFC"), Navistar Financial
Securities Corporation ("NFSC") and The Bank of New York, as trustee (the
"Master Trust Trustee") to the Pooling and Serving Agreement dated as of June 8,
1995 (as amended and supplemented, the "Agreement") by and among NFC, NFSC, the
Master Trust Trustee and The Chase Manhattan Bank, as 1990 Trust Trustee, the
Master Trust Trustee is required to prepare certain information each month
regarding current distributions to certain accounts and payments to Series
1995-1 Certificateholders as well as the performance of the Master Trust during
the previous month. An annual aggregation of such monthly reports for the period
November 1, 1998 through October 31, 1999 with respect to distributions and
performance of the Master Trust is set forth below in Section 3. The information
set forth in Section 4 below represents the monthly activity for Series 1995-1
for the period of March 1, 1999 through October 31, 1999. Certain of the
information is presented on the basis of an original principal amount of $1,000
per Investor Certificate. Certain other information is presented based on the
aggregate amounts for the Master Trust as a whole. Capitalized terms used but
not otherwise defined herein shall have the meanings assigned to such terms in
the Agreement and the Supplement.
1. NFC is Servicer under the Agreement.
2. The undersigned is a Servicing Officer
3. Master Trust Information for the period of November 1, 1998 through
October 31, 1999:
3.1 The amount of the Advance, if any, for the
Due Period
$264,946.70
3.2 The amount of NITC Finance Charges for the
Due Period $45,271,367.49
3.3 The average daily balance of Dealer Notes
outstanding during the Due Period $1,045,746,278.08
3.4 The total amount of Advance Reimbursements
for the Due Period $0.00
<PAGE>
Exhibit 13(a)
Page 2 of 7
3.5 The aggregate principal amount of Dealer Notes
repaid during the Due Period. $3,890,625,634.45
3.6 The aggregate principal amount of Dealer Notes
purchased by the Master Trust during the Due
Period. $3,998,162,163.17
3.7 The amount of the Servicing Fee for the Due
Period. $10,500,957.35
3.8 The average daily Master Trust Seller's Interest
during the Due Period. $421,764,339.65
3.9 The Master Trust Seller's Interest as of the
Distribution Date (after giving effect to the
transactions set forth in Article IV of the
Supplement). $505,364,183.27
3.10 The aggregate amount of Collections for the
Due Period. $3,986,125,362.34
3.11 The aggregate amount of Finance Charge
Collections for the Due Period. $95,499,727.89
3.12 The aggregate amount of Principal Collections
for the Due Period. $3,890,625,634.45
3.13 The amount of Dealer Note Losses for the Due
Period. $0.00
3.14 The aggregate amount of Dealer Notes as of the
last day of the Due Period. $1,105,364,183.27
3.15 The aggregate amount of funds on deposit in the
Excess Funding Account as of the end of the last
day of the Due Period (after giving effect to
the transactions set forth in Article IV of the
Supplement and Article IV of the Agreement. $0.00
3.16 Eligible Investments in the Excess Funding Account:
a. The aggregate amount of funds invested in
Eligible Investments. $0.00
b. Description of each Eligible Investment. $0.00
<PAGE>
Exhibit 13(a)
Page 3 of 7
c. The rate of interest applicable to each such
Eligible Investment.
0.00%
d. The rating of each such Eligible Investment $0.00
3.17 The aggregate amount of Dealer Notes issued to
finance OEM Vehicles, as of the end of the Due
Period. $14,539,995.12
3.18 The Dealers with the five largest aggregate
outstanding principal amounts of Dealer Notes
in the Master Trust as of the end of the Due
Period.
i) Hoglund Bus Company
ii) Interstate Motor Trucks
iii) Prairie International
iv) KCR
v) Southwest International
3.19 Aggregate amount of delinquent principal
payments (past due greater than 30 days)
as a percentage of the total principal
amount outstanding, as of the end of the
Due Period. 0.11%
4. Series 1995-1 Information for the period of March 1, 1999
---------------------------------------------------------
through October 31, 1999
------------------------
4.1 The Deficiency Amount as of the Transfer Date
(after giving effect to the transactions set
forth in Article IV of the Supplement). $0.00
4.2a The Maximum Subordinated Amount as of the
Transfer Date (after giving effect to the
transactions set forth in Article IV of the
Supplement). $31,000,000.00
4.2b The Available Subordinated Amount as of the
Transfer Date (after giving effect to the
transactions set forth in Article IV of
the Supplement) $31,000,000.00
4.3 The Projected Spread for the following
Distribution Period. $2,500,000.00
4.4 The amount on deposit in the Spread Account
as of the Transfer Date (after giving effect
to the transactions set forth in Article IV
of the Supplement). $2,500,000.00
<PAGE>
Exhibit 13(a)
Page 4 of 7
4.5 The aggregate amount on deposit in the
Liquidity Reserve Account as of the
Transfer Date (after giving effect to
the transactions set forth in Article
IV of the Supplement. $0.00
4.6 The aggregate amount on deposit in the
Negative Carry Reserve Fund as of the
Transfer Date (after giving effect to
the transactions set forth in Article
IV of the Supplement). $0.00
4.7 The Invested Amount as of the Distribution
Date (after giving effect to the transactions
set forth in Article IV of the Supplement and
to the payments made on the Distribution Date). $200,000,000.00
4.8 The amount of Series Allocable Dealer Notes
Losses for the Due Period. $0.00
4.9 The amount of Series Allocable Finance Charge
Collections for the Due Period. $21,548,107.77
4.10 The amount of Series Allocable Principal
Collections for the Due Period. $905,917,026.90
4.11 The amount of Series Principal Account
Losses for the Due Period. $0.00
4.12 The amount of Investor Dealer Note Losses
for the Due Period. $0.00
4.13 The amount of Investor Finance Charge
Collections for the Due Period. $12,209,039.83
4.14 The amount of Investor Principal Collections
for the Due Period. $514,055,965.69
4.15 The amount of Available Certificateholder's
Interest Collections for the Due Period. $12,362,983.42
4.16 The amount of Series 1995-1 Shared Principal
Collections for the Due Period. $514,055,965.66
4.17 The aggregate amount of the Series 1995-1
Principal Shortfall, if any, for the Due
Period. $0.00
4.18 The Seller's Percentage for the Due Period. 43.24%
<PAGE>
Exhibit 13(a)
Page 5 of 7
4.19 The Excess Seller's Percentage for the
Due Period. 32.72%
4.20 The aggregate amount of Seller's Principal
Collections for the Due Period. $391,861,061.22
4.21 The amount of Available Seller's Finance
Charge Collections for the Due Period. $2,909,029.01
4.22 The aggregate amount of Available Seller's
Principal Collections for the Due Period. $95,273,867.75
4.23 The aggregate amount of Excess Seller's
Principal Collections for the Due Period. $296,587,193.47
4.24 The Controlled Amortization Amount, if
applicable, for the Due Period. $0.00
4.25 The Minimum Series 1995-1 Master Trust
Seller's Interest as of the Distribution
Date (after giving effect to the trans-
actions set forth in Article IV of the
Supplement). $42,811,454.69
4.26 The Series 1995-1 Allocation Percentage
for the Due Period. 33.91%
4.27 The Floating Allocation Percentage for
the Due Period. 56.76%
4.28 The Principal Allocation Percentage,
if applicable, for the Due Period. 0.00%
4.29 The total amount to be distributed on
the Series 1995-1 Certificates on the
Distribution Date. $8,776,884.34
4.30 The total amount, if any, to be distributed
on the Series 1995-1 Certificates on the
Distribution Date allocable to the Invested
Amount. $0.00
4.31 The total amount, if any, to be distributed
on the Series 1995-1 Certificates on the
Distribution Date allocable to interest
on the Series 1995-1 Certificates. $7,443,453.62
4.32 The Draw Amount as of the Transfer Date. $0.00
4.33 The amount of Investor Charge-Offs as of the
Transfer Date. $0.00
<PAGE>
Exhibit 13(a)
Page 6 of 7
4.34 The amount of reimbursement of Investor
Charge-Offs as of the Transfer Date. $0.00
4.35 The amount of the Investor Servicing Fee
to be paid on such Distribution Date. $1,333,331.52
4.36 The aggregate amount of funds on deposit
in the Negative Carry Reserve Account as
of the end of the last day of the Due
Period (after giving effect to the payments
and adjustments made pursuant to Article IV
of the Supplement and of the Agreement). $0.00
4.37 The aggregate amount of funds on deposit
in the Series Principal Account as of the
end of the last day of the Due Period
(after giving effect to the payments and
adjustments made pursuant to Article IV
of the Supplement and of the Agreement). $0.00
4.38 The aggregate amount of funds on deposit
in the Spread Account as of the end of the
last day of the Due Period (after giving
effect to payments and adjustments made
pursuant to Article IV of the Supplement
and the Agreement). $2,500,000.00
4.39 Eligible Investments in the Series Principal
Account:
a. The aggregate amount of funds invested in
Eligible Investments. $0.00
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each
such Eligible Investment. N/A
d. The rating of each such Eligible Investment. N/A
4.40 Eligible Investments in the Liquidity Reserve Account:
a. The aggregate amount of funds invested in
Eligible Investments. $0.00
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each
such Eligible Investment. N/A
<PAGE>
Exhibit 13(a)
Page 7 of 7
d. The rating of each such Eligible Investment. N/A
4.41 The amount of Excess Interest Collections
for the Due Period. $3,586,099.08
4.42 The amount of Investor Principal Collections
treated as Shared Principal Collections for
the Due Period. $514,055,965.69
4.43 The amount of Excess Interest Collections for
the Due Period allocated to other Series. $0.00
4.44 The amount of Investor Principal Collections
treated as Shared Principal Collections for
the Due Period allocated to Other Series. $0.00
4.45 The percentages and all other information
calculated pursuant to Sections 6.01 and
7.01 of the Supplement. N/A
4.46 The amount of Remaining Available Seller's
Principal Collections for the Due Period. $0.00
4.47 The amount of Series 1995-1 Shared Seller's
Principal Collections for the Due Period. $391,861,061.22
4.48 The aggregate amount of Shared Seller's
Principal Collections from Other Series
for the Due Period. $0.00
4.49 The amount of all Shared Seller's Principal
Collections allocated to Series 1995-1 for
the Due Period. $0.00
4.50 The aggregate amount of all Shared Seller's
Principal Collections allocated to Other
Series for the Due Period. $0.00
4.51 The aggregate amount of all Early Distribution
Amounts paid or deemed paid for the Distribution
Period. $0.00
<PAGE>
Exhibit 13(b)
Page 1 of 7
ANNUAL SERVICER AND SETTLEMENT CERTIFICATE
DEALER NOTE MASTER TRUST
CLASS A, DEALER NOTE
ASSET BACKED CERTIFICATES
SERIES 1997-1
Under the Series 1997-1 Supplement dated as of August 19, 1997 (the
"Supplement") by and among Navistar Financial Corporation, ("NFC"), Navistar
Financial Securities Corporation ("NFSC") and The Bank of New York, as trustee
(the "Master Trust Trustee") to the Pooling and Servicing Agreement dated as of
June 8, 1995 (as amended and supplemented, the "Agreement") by and among NFC,
NFSC, the Master Trust Trustee and The Chase Manhattan Bank, as 1990 Trust
Trustee, the Master Trust Trustee is required to prepare certain information
each month regarding current distributions to certain accounts and payments to
Series 1997-1 Certificateholders as well as the performance of the Master Trust
during the previous month. An annual aggregation of such monthly reports for the
period November 1, 1998 through October 31, 1999 with respect to distributions
and performance of the Trust is set forth below in Section 3. The information
set forth in Section 4 below represents the monthly activity for Series 1997-1
for the period of March 1, 1999 through October 31, 1999. Certain of the
information is presented on the basis of an original principal amount of $1,000
per Investor Certificate. Certain other information is presented based on the
aggregate amounts for the Master Trust as a whole. Capitalized terms used but
not otherwise defined herein shall have the meanings assigned to such terms in
the Agreement and the Supplement.
1. NFC is Servicer under the Agreement.
2. The undersigned is a Servicing Officer
3. Master Trust Information for the period of November 1, 1998
-----------------------------------------------------------
through October 31, 1999:
-------------------------
3.1 The amount of the Advance, if any, for the Due $264,946.70
Period
3.2 The amount of NITC Finance Charges for the Due $45,271,367.49
Period
3.3 The average daily balance of Dealer Notes $1,046,746,278.08
outstanding during the Due Period
3.4 The total amount of Advance Reimbursements for $0.00
the Due Period
<PAGE>
Exhibit 13(b)
Page 2 of 7
3.5 The aggregate principal amount of Dealer Notes $3,890,625,634.45
repaid during the Due Period.
3.6 The aggregate principal amount of Dealer Notes $3,998,162,163.17
purchased by the Master Trust during the Due
Period.
3.7 The amount of the Servicing Fee for the Due $10,500,957.35
Period.
3.8 The average daily Master Trust Seller's $421,764,339.65
Interest during the Due Period.
3.9 The Master Trust Seller's Interest as of the $505,364,183.27
Distribution Date (after giving effect to the
transactions set forth in Article IV of the
Supplement).
3.10 The aggregate amount of Collections for the $3,986,125,362.34
Due Period.
3.11 The aggregate amount of Finance Charge $95,499,727.89
Collections for the Due Period.
3.12 The aggregate amount of Principal Collections $3,890,625,634.45
for the Due Period.
3.13 The amount of Dealer Note Losses for the Due $0.00
Period.
3.14 The aggregate amount of Dealer Notes as of the $1,105,364,183.27
last day of the Due Period.
3.15 The aggregate amount of funds on deposit in $0.00
the Excess Funding Account as of the end of
the last day of the Due Period (after giving
effect to the transactions set forth in
Article IV of the Supplement and Article IV of
the Agreement.
3.16 Eligible Investments in the Excess Funding
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment. $0.00
<PAGE>
Exhibit 13(b)
Page 3 of 7
c. The rate of interest applicable to each 0.00%
such Eligible Investment.
d. The rating of each such Eligible Investment 0.00
3.17 The aggregate amount of Dealer Notes issued to $14,539,995.12
finance OEM Vehicles, as of the end of the Due
Period.
3.18 The Dealers with the five largest aggregate
outstanding principal amounts of Dealer Notes
in the Master Trust as of the end of the Due
Period.
i) Hoglund Bus Company
ii) Interstate Motor Trucks
iii) Prairie International
iv) KCR
v) Southwest International
3.19 Aggregate amount of delinquent principal 0.11%
payments (past due greater than 30 days) as a
percentage of the total principal amount
outstanding, as of the end of the Due Period.
4. Series 1997-1 Information for the period of March 1,
----------------------------------------------------
1999 through October 31, 1999
-----------------------------
4.1 The Deficiency Amount as of the Transfer Date $0.00
(after giving effect to the transactions set
forth in Article IV of the Supplement).
4.2a The Maximum Subordinated Amount as of the $31,000,000.00
Transfer Date (after giving effect to the
transactions set forth in Article IV of the
Supplement).
4.2b The Available Subordinated Amount as of the $31,000,000.00
Transfer Date (after giving effect to the
transactions set forth in Article IV of the
Supplement)
4.3 The Projected Spread for the following $2,500,000.00
Distribution Period.
4.4 The amount on deposit in the Spread Account $2,500,000.00
as of the Transfer Date (after giving effect
to the transactions set forth in Article IV
of the Supplement).
<PAGE>
Exhibit 13(b)
Page 4 of 7
4.5 The aggregate amount on deposit in the $0.00
Liquidity Reserve Account as of the Transfer
Date (after giving effect to the transactions
set forth in Article IV of the Supplement.
4.6 The Invested Amount as of the Distribution $200,000,000.00
Date (after giving effect to the transactions
set forth in Article IV of the Supplement and
to the payments made on the Distribution
Date).
4.7 The amount of Series Allocable Dealer Notes $0.00
Losses for the Due Period.
4.8 The amount of Series Allocable Finance Charge $20,997,656.46
Collections for the Due Period.
4.9 The amount of Series Allocable Principal $882,755,200.98
Collections for the Due Period.
4.10 The amount of Series Principal Account Losses $0.00
for the Due Period.
4.11 The amount of Investor Dealer Note Losses for $0.00
the Due Period.
4.12 The amount of Investor Finance Charge $12,208,912.31
Collections for the Due Period.
4.13 The amount of Investor Principal Collections $514,049,512.09
for the Due Period.
4.14 The amount of Available Certificateholder's $12,359,947.02
Interest Collections for the Due Period.
4.15 The amount of Series 1997-1 Shared Principal $514,049,512.09
Collections for the Due Period.
4.16 The aggregate amount of the Series 1997-1 $0.00
Principal Shortfall, if any, for the Due
Period.
4.17 The Seller's Percentage for the Due Period. 41.75%
4.18 The Excess Seller's Percentage for the Due 32.73%
Period.
4.19 The aggregate amount of Seller's Principal $368,705,688.88
Collections for the Due Period.
<PAGE>
Exhibit 13(b)
Page 5 of 7
4.20 The amount of Available Seller's Finance $2,522,127.26
Charge Collections for the Due Period.
4.21 The aggregate amount of Available Seller's $79,670,048.64
Principal Collections for the Due Period.
4.22 The aggregate amount of Excess Seller's $289,035,640.23
Principal Collections for the Due Period
4.23 The Controlled Amortization Amount, if $0.00
applicable, for the Due Period.
4.24 The Minimum Series 1997-1 Master Trust $37,000,000.00
Seller's Interest as of the Distribution Date
(after giving effect to the transactions set
forth in Article IV of the Supplement).
4.25 The Series 1997-1 Allocation Percentage for 33.05%
the Due Period.
4.26 The Floating Allocation Percentage for the 58.25%
Due Period.
4.27 The Principal Allocation Percentage, if 0.00%
applicable, for the Due Period.
4.28 The total amount, if any, to be distributed $8,571,874.33
on the Series 1997-1 Certificates on the
Distribution Date.
4.29 The total amount, if any, to be distributed $0.00
on the Series 1997-1 Certificates on the
Distribution Date allocable to the Invested
Amount.
4.30 The total amount, if any, to be distributed $7,238,553.61
on the Series 1997-1 Certificates on the
Distribution Date allocable to interest on
the Series 1997-1 Certificates.
4.31 The Draw Amount as of the Transfer Date. $0.00
4.32 The amount of Investor Charge-Offs as of the $0.00
Transfer Date.
4.33 The amount of reimbursement of Investor $0.00
Charge-Offs as of the Transfer Date.
<PAGE>
Exhibit 13(b)
Page 6 of 7
4.34 The amount of the Investor Servicing Fee to $1,333,320.72
be paid on such Distribution Date.
4.35 The aggregate amount of funds on deposit in $0.00
the Series Principal Account as of the end of
the last day of the Due Period (after giving
effect to the payments and adjustments made
pursuant to Article IV of the Supplement and
of the Agreement).
4.36 The aggregate amount of funds on deposit in $2,500,000.00
the Spread Account as of the end of the last
day of the Due Period (after giving effect to
payments and adjustments made pursuant to
Article IV of the Supplement and the
Agreement).
4.37 Eligible Investments in the Series Principal
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each N/A
such Eligible Investment.
d. The rating of each such Eligible N/A
Investment.
4.38 Eligible Investments in the Liquidity Reserve
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each N/A
such Eligible Investment.
d. The rating of each such Eligible N/A
Investment.
4.39 The amount of Excess Interest Collections for $3,788,072.68
the Due Period.
<PAGE>
Exhibit 13(b)
Page 7 of 7
4.40 The amount of Investor Principal Collections $514,049,512.09
treated as Shared Principal Collections for
the Due Period.
4.41 The amount of Excess Interest Collections for $0.00
the Due Period Allocated to other Series.
4.42 The amount of Investor Principal Collections $0.00
treated as Shared Principal Collections for
the Due Period allocated to Other Series.
4.43 The percentages and all other information N/A
calculated pursuant to Sections 6.01 of the
Supplement.
4.44 The amount of Remaining Available Seller's $0.00
Principal Collections for the Due Period.
4.45 The amount of Series 1997-1 Shared Seller's $368,705,688.88
Principal Collections for the Due Period.
4.46 The aggregate amount of Shared Seller's $0.00
Principal Collections from Other Series for
the Due Period.
4.47 The amount of all Shared Seller's Principal $0.00
Collections allocated to Series 1997-1 for
the Due Period.
4.48 The aggregate amount of all Shared Seller's $0.00
Principal Collections allocated to Other
Series for the Due Period.
4.49 The aggregate amount of all Early N/A
Distribution Amounts paid or deemed paid for
the Distribution Period.
<PAGE>
Exhibit 13(c)
Page 1 of 7
ANNUAL SERVICER AND SETTLEMENT CERTIFICATE
DEALER NOTE MASTER TRUST
CLASS A, DEALER NOTE
ASSET BACKED CERTIFICATES
SERIES 1998-1
Under the Series 1998-1 Supplement dated as of July 17, 1998 (the "Supplement")
by and among Navistar Financial Corporation, ("NFC"), Navistar Financial
Securities Corporation ("NFSC") and The Bank of New York, as trustee (the
"Master Trust Trustee") to the Pooling and Servicing Agreement dated as of June
8, 1995 (as amended and supplemented, the "Agreement") by and among NFC, NFSC,
the Master Trust Trustee and The Chase Manhattan Bank, as 1990 Trust Trustee,
the Master Trust Trustee is required to prepare certain information each month
regarding current distributions to certain accounts and payments to Series
1998-1 Certificateholders as well as the performance of the Master Trust during
the previous month. An annual aggregation of such monthly reports for the period
November 1, 1998 through October 31, 1999 with respect to distributions and
performance of the Trust is set forth below in Section 3. The information set
forth in Section 4 below represents the monthly activity for Series 1998-1 for
the period of March 1, 1999 through October 31, 1999. Certain of the information
is presented on the basis of an original principal amount of $1,000 per Investor
Certificate. Certain other information is presented based on the aggregate
amounts for the Master Trust as a whole. Capitalized terms used but not
otherwise defined herein shall have the meanings assigned to such terms in the
Agreement and the Supplement.
1. NFC is Servicer under the Agreement.
2. The undersigned is a Servicing Officer
3. Master Trust Information for the period of November 1,
------------------------------------------------------
1998 through October 31, 1999:
-----------------------------
3.1 The amount of the Advance, if any, for the Due $264,946.70
Period
3.2 The amount of NITC Finance Charges for the Due $45,271,367.49
Period
3.3 The average daily balance of Dealer Notes $1,046,746,278.08
outstanding during the Due Period
3.4 The total amount of Advance Reimbursements for $0.00
the Due Period
<PAGE>
Exhibit 13(c)
Page 2 of 7
3.5 The aggregate principal amount of Dealer Notes $3,890,625,634.45
repaid during the Due Period.
3.6 The aggregate principal amount of Dealer Notes $3,998,162,163.17
purchased by the Master Trust during the Due
Period.
3.7 The amount of the Servicing Fee for the Due $10,500,957.35
Period.
3.8 The average daily Master Trust Seller's $421,764,339.65
Interest during the Due Period.
3.9 The Master Trust Seller's Interest as of the $505,364,183.27
Distribution Date (after giving effect to the
transactions set forth in Article IV of the
Supplement).
3.10 The aggregate amount of Collections for the $3,986,125,362.34
Due Period.
3.11 The aggregate amount of Finance Charge $95,499,727.89
Collections for the Due Period.
3.12 The aggregate amount of Principal Collections $3,890,625,634.45
for the Due Period.
3.13 The amount of Dealer Note Losses for the Due $0.00
Period.
3.14 The aggregate amount of Dealer Notes as of the $1,105,364,183.27
last day of the Due Period.
3.15 The aggregate amount of funds on deposit in $0.00
the Excess Funding Account as of the end of
the last day of the Due Period (after giving
effect to the transactions set forth in
Article IV of the Supplement and Article IV of
the Agreement.
3.16 Eligible Investments in the Excess Funding
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment. $0.00
<PAGE>
Exhibit 13(c)
Page 3 of 7
c. The rate of interest applicable to each 0.00%
such Eligible Investment.
d. The rating of each such Eligible Investment $0.00
3.17 The aggregate amount of Dealer Notes issued to $14,539,995.12
finance OEM Vehicles, as of the end of the Due
Period.
3.18 The Dealers with the five largest aggregate
outstanding principal amounts of Dealer Notes
in the Master Trust as of the end of the Due
Period.
i) Hoglund Bus Company
ii) Interstate Motor Trucks
iii) Prairie International
iv) KCR
v) Southwest International
3.19 Aggregate amount of delinquent principal 0.11%
payments (past due greater than 30 days) as a
percentage of the total principal amount
outstanding, as of the end of the Due Period.
4. Series 1998-1 Information for the period of March 1, 1999
---------------------------------------------------------
through October 31, 1999
------------------------
4.1 The Deficiency Amount as of the Transfer Date $0.00
(after giving effect to the transactions set
forth in Article IV of the Supplement).
4.2a The Maximum Subordinated Amount as of the $31,000,000.00
Transfer Date (after giving effect to the
transactions set forth in Article IV of the
Supplement).
4.2b The Available Subordinated Amount as of the $31,000,000.00
Transfer Date (after giving effect to the
transactions set forth in Article IV of the
Supplement)
4.3 The Projected Spread for the following $2,500,000.00
Distribution Period.
4.4 The amount on deposit in the Spread Account as $2,500,000.00
of the Transfer Date (after giving effect to
the transactions set forth in Article IV of
the Supplement).
<PAGE>
Exhibit 13(c)
Page 4 of 7
4.5 The aggregate amount on deposit in the $0.00
Liquidity Reserve Account as of the Transfer
Date (after giving effect to the transactions
set forth in Article IV of the Supplement.
4.6 The Invested Amount as of the Distribution $200,000,000.00
Date (after giving effect to the transactions
set forth in Article IV of the Supplement and
to the payments made on the Distribution Date).
4.7 The amount of Series Allocable Dealer Notes $0.00
Losses for the Due Period.
4.8 The amount of Series Allocable Finance Charge $20,997,656.46
Collections for the Due Period.
4.9 The amount of Series Allocable Principal $882,755,200.98
Collections for the Due Period.
4.10 The amount of Series Principal Account Losses $0.00
for the Due Period.
4.11 The amount of Investor Dealer Note Losses for $0.00
the Due Period.
4.12 The amount of Investor Finance Charge $12,208,912.31
Collections for the Due Period.
4.13 The amount of Investor Principal Collections $514,049,512.09
for the Due Period.
4.14 The amount of Available Certificateholder's $12,359,947.02
Interest Collections for the Due Period.
4.15 The amount of Series 1998-1 Shared Principal $514,049,512.09
Collections for the Due Period.
4.16 The aggregate amount of the Series 1998-1 $0.00
Principal Shortfall, if any, for the Due
Period.
4.17 The Seller's Percentage for the Due Period. 41.75%
4.18 The Excess Seller's Percentage for the Due 32.73%
Period.
4.19 The aggregate amount of Seller's Principal $368,705,688.88
Collections for the Due Period.
<PAGE>
Exhibit 13(c)
Page 5 of 7
4.20 The amount of Available Seller's Finance $2,522,127.26
Charge Collections for the Due Period.
4.21 The aggregate amount of Available Seller's $79,670,048.64
Principal Collections for the Due Period.
4.22 The aggregate amount of Excess Seller's $289,035,640.23
Principal Collections for the Due Period
4.23 The Controlled Amortization Amount, if $0.00
applicable, for the Due Period.
4.24 The Minimum Series 1998-1 Master Trust $37,000,000.00
Seller's Interest as of the Distribution Date
(after giving effect to the transactions set
forth in Article IV of the Supplement).
4.25 The Series 1998-1 Allocation Percentage for 33.05%
the Due Period.
4.26 The Floating Allocation Percentage for the Due 58.25%
Period.
4.27 The Principal Allocation Percentage, if 0.00%
applicable, for the Due Period.
4.28 The total amount, if any, to be distributed on $8,585,540.99
the Series 1998-1 Certificates on the
Distribution Date.
4.29 The total amount, if any, to be distributed on $0.00
the Series 1998-1 Certificates on the
Distribution Date allocable to the Invested
Amount.
4.30 The total amount, if any, to be distributed on $7,252,220.27
the Series 1998-1 Certificates on the
Distribution Date allocable to interest on the
Series 1998-1 Certificates.
4.31 The Draw Amount as of the Transfer Date. $0.00
4.32 The amount of Investor Charge-Offs as of the $0.00
Transfer Date.
4.33 The amount of reimbursement of Investor $0.00
Charge-Offs as of the Transfer Date.
<PAGE>
Exhibit 13(c)
Page 6 of 7
4.34 The amount of the Investor Servicing Fee to be $1,333,320.72
paid on such Distribution Date.
4.35 The aggregate amount of funds on deposit in $0.00
the Series Principal Account as of the end of
the last day of the Due Period (after giving
effect to the payments and adjustments made
pursuant to Article IV of the Supplement and
of the Agreement).
4.36 The aggregate amount of funds on deposit in $2,500,000.00
the Spread Account as of the end of the last
day of the Due Period (after giving effect to
payments and adjustments made pursuant to
Article IV of the Supplement and the
Agreement).
4.37 Eligible Investments in the Series Principal
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each N/A
such Eligible Investment.
d. The rating of each such Eligible N/A
Investment.
4.38 Eligible Investments in the Liquidity Reserve
Account:
a. The aggregate amount of funds invested in $0.00
Eligible Investments.
b. Description of each Eligible Investment: N/A
c. The rate of interest applicable to each N/A
such Eligible Investment.
d. The rating of each such Eligible N/A
Investment.
4.39 The amount of Excess Interest Collections for $3,768,406.02
the Due Period.
<PAGE>
Exhibit 13(c)
Page 7 of 7
4.40 The amount of Investor Principal Collections $514,049,512.09
treated as Shared Principal Collections for
the Due Period.
4.41 The amount of Excess Interest Collections for $0.00
the Due Period Allocated to other Series.
4.42 The amount of Investor Principal Collections $0.00
treated as Shared Principal Collections for
the Due Period allocated to Other Series.
4.43 The percentages and all other information N/A
calculated pursuant to Sections 6.01 of the
Supplement.
4.44 The amount of Remaining Available Seller's $0.00
Principal Collections for the Due Period.
4.45 The amount of Series 1998-1 Shared Seller's $368,705,688.88
Principal Collections for the Due Period.
4.46 The aggregate amount of Shared Seller's $0.00
Principal Collections from Other Series for
the Due Period.
4.47 The amount of all Shared Seller's Principal $0.00
Collections allocated to Series 1998-1 for the
Due Period.
4.48 The aggregate amount of all Shared Seller's $0.00
Principal Collections allocated to Other
Series for the Due Period.
4.49 The aggregate amount of all Early Distribution $0.00
Amounts paid or deemed paid for the
Distribution Period.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE IS NOT APPLICABLE AS THE ANNUAL SUMMARIES ATTACHED AS
EXHIBIT 13 ARE ANNUALIZED VERSIONS OF THE MONTHLY SERVICER CERTIFICATES
PREPARED BY THE SERVICER AND ARE NOT FINANCIAL STATEMENTS OF THE TRUSTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> OCT-31-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
