NAVISTAR FINANCIAL RETAIL RECEIVABLES CORPORATION
8-K, 1998-05-20
ASSET-BACKED SECURITIES
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION


                            Washington, D.C. 20549



                                   FORM 8-K

                                CURRENT REPORT



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

Date of Report (Date of earliest event reported):         May 18, 1998
                                                  ------------------------------

               NAVISTAR FINANCIAL RETAIL RECEIVABLES CORPORATION
               -------------------------------------------------
            (Exact name of registrant as specified in its charter)



   Delaware                         333-64249                    51-0337491
- ---------------              ------------------------       --------------------
(State or other              (Commission File Number)       (I.R.S. Employer
Jurisdiction of                                             Identification No.)
Incorporation)



Navistar Financial Retail Receivables Corporation
2850 W. Golf Road
Rolling Meadows, IL                                              60008   
- --------------------------------------------------             ----------
(Address of principal executive offices)                       (Zip Code)



Registrant's telephone number, including area code:  (847) 734-4000

Former name or former address, if changed since last report:  Not applicable


                        Exhibit Index appears on Page 4


                                       1



<PAGE>
 
Item 5.        Other Events
               ------------

               Series 1998-A. On May 18, 1998, the registrant made available to
prospective investors a series term sheet setting forth a description of the
collateral pool and the proposed structure of $500,864,370.04 aggregate
principal amount of Series 1998-A Asset Backed Notes, Class A and Class B, of
Navistar Financial 1998-A Owner Trust. The series term sheet is attached hereto
as Exhibit 99.

Item 7.        Financial Statements, Pro Forma Financial Statements and Exhibits
               -----------------------------------------------------------------

Exhibit No.    Description
- -----------    -----------    


Exhibit 99     Series Term Sheet dated May 18, 1998 with respect to the proposed
               issuance of the Asset Backed Notes, Class A and Class B, of
               Navistar Financial 1998-A Owner Trust.



                                       2
<PAGE>
 
                                  SIGNATURES

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

                                       NAVISTAR FINANCIAL RETAIL RECEIVABLES
                                       CORPORATION
                                       (Registrant)



Dated: May 20, 1998                    By:  /s/ R. Wayne Cain
                                            -----------------------------------
                                       Its: Vice President and Treasurer



                                       3
<PAGE>
 
                               INDEX OF EXHIBITS
                               -----------------

<TABLE>
<CAPTION>
                                                                   Sequentially
Exhibit Number                     Exhibit                         Numbered Page
- --------------     --------------------------------------          -------------
<C>                <S>                                             <C>
Exhibit 99         Series Term Sheet dated May 18, 1998,                 5
                   with respect to the proposed issuance
                   of the Asset Backed Notes, Class A and
                   Class B, of Navistar Financial 1998-A
                   Owner Trust.
</TABLE>

                                       4

<PAGE>
 
                     Navistar Financial 1998-A Owner Trust

               Navistar Financial Retail Receivables Corporation

                                     Seller

                         Navistar Financial Corporation

                                    Servicer

                              Subject to Revision

                         Term Sheet Dated May 18, 1998



Underwriters of the Class A Notes
Chase Securities Inc.
    BancAmerica Robertson Stephens
        First Chicago Capital Markets, Inc.
               NationsBanc Montgomery Securities LLC


Underwriter of the Class B Notes
Chase Securities Inc.
<PAGE>
 
PROCEEDS OF THE ASSETS OF THE TRUST AND AMOUNTS ON DEPOSIT IN THE RESERVE
ACCOUNT ARE THE SOLE SOURCES OF PAYMENTS ON THE NOTES. NONE OF THE NOTES
REPRESENTS AN INTEREST IN OR OBLIGATION OF, OR IS INSURED OR GUARANTEED BY,
NAVISTAR FINANCIAL CORPORATION, NAVISTAR FINANCIAL RETAIL RECEIVABLES
CORPORATION OR ANY OF THEIR RESPECTIVE AFFILIATES.

THIS TERM SHEET CONTAINS STRUCTURAL AND COLLATERAL INFORMATION WITH RESPECT TO
THE NAVISTAR FINANCIAL 1998-A OWNER TRUST. THE INFORMATION CONTAINED IN THIS
TERM SHEET IS PRELIMINARY AND WILL BE SUPERSEDED IN ITS ENTIRETY BY THE
INFORMATION APPEARING IN THE PROSPECTUS SUPPLEMENT RELATING TO THE NAVISTAR
FINANCIAL 1998-A OWNER TRUST (THE "PROSPECTUS SUPPLEMENT") AND THE RELATED
PROSPECTUS (THE "PROSPECTUS"). THE INFORMATION CONTAINED IN THIS TERM SHEET
ADDRESSES ONLY CERTAIN LIMITED ASPECTS OF THE NOTES' CHARACTERISTICS, AND DOES
NOT PURPORT TO PROVIDE A COMPLETE ASSESSMENT THEREOF. THE INFORMATION CONTAINED
HEREIN THEREFORE MAY NOT REFLECT THE IMPACT OF ALL STRUCTURAL CHARACTERISTICS OF
THE NOTES OR ANY CHANGES MADE TO THE STRUCTURE OF THE NOTES AFTER THE DATE
HEREOF. ADDITIONAL INFORMATION WILL BE CONTAINED IN THE PROSPECTUS SUPPLEMENT
AND THE PROSPECTUS. PURCHASERS ARE URGED TO READ BOTH THE PROSPECTUS SUPPLEMENT
AND THE PROSPECTUS.

ALTHOUGH A REGISTRATION STATEMENT (INCLUDING THE PROSPECTUS) RELATING TO THE
NOTES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND IS
EFFECTIVE, THE PROSPECTUS SUPPLEMENT HAS NOT BEEN FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION. SALES OF THE NOTES MAY NOT BE CONSUMMATED UNLESS THE
PURCHASER HAS RECEIVED BOTH THE PROSPECTUS SUPPLEMENT AND THE PROSPECTUS. THIS
TERM SHEET SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER
TO BUY NOR SHALL THERE BE ANY SALE OF THE NOTES IN ANY STATE OR OTHER
JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR
TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES OR OTHER APPLICABLE LAWS
OF ANY SUCH STATE OR OTHER JURISDICTION. THE NOTES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION.

                                      -2-
<PAGE>
 
                       $500,864,370.04 Asset Backed Notes

                     Navistar Financial 1998-A Owner Trust
               Navistar Financial Retail Receivables Corporation
                                     Seller
                         Navistar Financial Corporation
                                    Servicer

                              Subject to Revision

                         Term Sheet Dated May 18, 1998

This Term Sheet will be superseded in its entirety by the information appearing
in the Prospectus Supplement and the Prospectus.  Capitalized terms used but not
defined herein shall have the meanings specified in the Prospectus Supplement
and the Prospectus.  A final Prospectus and Prospectus Supplement may be
obtained by contacting Joy Dunphy at (212) 834-4533.

Issuer................Navistar Financial 1998-A Owner Trust, a Delaware business
                      trust to be formed by the Seller and the Owner Trustee
                      pursuant to the Owner Trust Agreement.

Seller................Navistar Financial Retail Receivables Corporation.

Servicer..............Navistar Financial Corporation.

Indenture Trustee.....The Bank of New York, as trustee under the Indenture.

Owner Trustee.........Chase Manhattan Bank Delaware, as owner trustee under the
                      Owner Trust Agreement.

The Notes.............The Trust will issue Notes as follows:

                      Class A ____% Asset Backed Notes in the aggregate
                      principal amount of $483,334,000 (the "Class A Notes").

                      Class B ____% Asset Backed Notes in the aggregate
                      principal amount of $17,530,370.04 (the "Class B Notes";
                      together with the Class A Notes").

                      The Class B Notes will be subordinated to the Class A
                      Notes to the extent described herein and in the Prospectus
                      Supplement.

                      The Trust will also issue Certificates (the
                      "Certificates"), which will not bear interest but will
                      have certain rights in excess monies in the Reserve
                      Account and certain other excess funds, that will

                                      -3-
<PAGE>
 
                        initially be held by the Seller, the Servicer and/or one
                        of their affiliates.

The Trust Property....  The Trust Property will include a pool of Retail Notes
                        (the "Receivables"), certain monies due or received
                        thereunder on and after May 1, 1998 (the "Cutoff Date"),
                        security interests in the vehicles financed thereby,
                        certain accounts (including the Reserve Account) and the
                        proceeds thereof, the proceeds, if any, of Dealer
                        Liability, NITC Purchase Obligations and any Guaranties,
                        any proceeds from claims on certain insurance policies,
                        the benefits of any lease assignments and certain rights
                        of the Seller under the related Purchase Agreement and
                        the related Custodian Agreement. The Initial Aggregate
                        Receivables Balance is $500,864,370.04.

Terms of the Notes:     The principal terms of the Notes will be as described
                        below:

     A.   Interest....  Class A Notes:  ____%
                        Class B Notes:  ____%

                        Interest on the Notes will accrue at the applicable
                        Interest Rate from the Closing Date or the most recent
                        Distribution Date on which interest has been paid to but
                        excluding the next Distribution Date, and will generally
                        be payable monthly on the 15th day of each month, or, if
                        any such day is not a business day, on the next
                        succeeding business day, commencing on June 15, 1998
                        (each, a "Distribution Date"). Interest on the Notes
                        will be calculated on the basis of a 360-day year
                        consisting of twelve 30-day months.

                        Interest on the Class B Notes will not be paid on any
                        Distribution Date until all accrued interest due and
                        payable on the Class A Notes on such Distribution Date
                        has been paid in full. Under certain circumstances,
                        after an Event of Default and acceleration of the Notes,
                        no interest will be payable on the Class B Notes until
                        all principal of and interest on the Class A Notes has
                        been paid in full.

     B.   Principal...  Subject to the subordination provisions described in the
                        following two paragraphs, principal of the Class A Notes
                        and the Class B Notes will be payable on each
                        Distribution Date in an amount equal to 96.5% and 3.5%,
                        respectively, of the Principal Payment Amount for such
                        Distribution Date. The "Principal Payment Amount" for
                        each Distribution Date will generally equal the lesser
                        of (x) the Principal Distributable Amount for such
                        Distribution Date and (y) the excess, if any, of the sum
                        of the Available Amount for such Distribution Date and
                        available funds on deposit

                                      -4-
<PAGE>
 
                        in the Reserve Account on such Distribution Date (the
                        "Total Available Amount") over the sum of the Total
                        Servicing Fee and accrued and unpaid interest on the
                        Notes due and payable on such Distribution Date. For a
                        Distribution Date, the "Principal Distributable Amount"
                        generally will equal the sum, with respect to the
                        related Monthly Period, of the principal portion of all
                        payments due on the Receivables, the principal portion
                        of all prepayments received in respect of the
                        Receivables, the principal portion of all Receivables
                        repurchased by the Seller or purchased by the Servicer
                        and the principal portion of all Receivables that became
                        Liquidating Receivables, and the "Available Amount"
                        generally will equal (a) the sum, with respect to the
                        related Monthly Period, of (i) that portion of all
                        collections on the Receivables allocable to principal,
                        interest or Prepayment Surplus, (ii) all Liquidation
                        Proceeds to the extent attributable to principal or
                        interest in accordance with the Servicer's customary
                        procedures, (iii) that portion of all Monthly Advances
                        made by the Servicer allocable to principal or interest
                        due on the Receivables, (iv) the Warranty Payment, the
                        Administrative Purchase Payment or the Optional Purchase
                        Proceeds of each Receivable that the Seller repurchased
                        or the Servicer purchased during such related Monthly
                        Period to the extent attributable to principal, accrued
                        interest or Prepayment Surplus thereon and (v) the
                        principal portion of all Prepayments minus (b) that
                        portion of collections retained by the Servicer in
                        respect of unreimbursed Monthly Advances and Liquidation
                        Expenses.

                        If the amount on deposit in the Reserve Account on any
                        Distribution Date would be, after giving effect to the
                        distribution of the Principal Payment Amount, less than
                        1.0% of the Initial Aggregate Receivables Balance, then
                        the principal of the Class A Notes will be payable in an
                        amount equal to 100% of the Principal Payment Amount and
                        no principal of the Class B Notes will be paid on any
                        Distribution Date thereafter until either the Class A
                        Notes are paid in full or the amount on deposit in the
                        Reserve Account equals or exceeds the Specified Reserve
                        Account Balance.

                        Also, if an Event of Default occurs and the Notes are
                        declared immediately due and payable, the principal of
                        the Class A Notes will be payable in an amount equal to
                        100% of the Principal Payment Amount and no principal of
                        the Class B Notes will be paid on any Distribution Date
                        thereafter until the Class A Notes are paid in full.
                        Thereafter, the principal of the Class B Notes will be
                        payable in an amount equal to 100% of the Principal
                        Payment

                                      -5-
<PAGE>
 
                        Amount on each Distribution Date until the Class B Notes
                        are repaid in full.

                        The Notes will be payable in full on November 15, 2004
                        (the "Final Scheduled Distribution Date") (although the
                        actual payment in full of the Notes could occur sooner).

C.   Redemption.......  If the Servicer exercises its option to purchase the
                        Receivables on any Distribution Date on or after the
                        date on which the Aggregate Receivables Balance declines
                        to 10% or less of the Initial Aggregate Receivables
                        Balance, the holders of the Notes will be redeemed in
                        whole, but not in part, at a redemption price equal to
                        the unpaid principal amount of such Notes, plus accrued
                        and unpaid interest thereon.

D.   Voting Rights...   To the extent the Prospectus specifies certain
                        circumstances under which the consent, approval,
                        direction, or request of a specified percentage in
                        principal amount of the outstanding Notes must be
                        obtained, given or made, or under which such a specified
                        percentage are permitted to take an action or give a
                        notice, then such consent, approval, direction, request,
                        action or notice shall be valid only if the holders of
                        such specified percentage in principal amount of (a) all
                        the outstanding Class A Notes and Class B Notes voting
                        together as a single class and (b) the outstanding Class
                        A Notes voting as a single class have voted to give such
                        consent, approval, direction, request or notice, or take
                        such action.

Priority of                                                                     
 Distributions........  Distributions of the Total Available Amount to the      
                        Noteholders and the Servicer will generally be          
                        distributed in the following order of priority on each  
                        Distribution Date: (i) the Servicing Fee and any unpaid 
                        Servicing Fee for prior Distribution Dates ("Total      
                        Servicing Fee"); (ii) interest on the Class A Notes;    
                        (iii) interest on the Class B Notes; and (iv) principal 
                        on the Notes as described above. Under certain          
                        circumstances, after the occurrence of an Event of      
                        Default and the acceleration of the Notes, all principal
                        and interest on the Class A Notes will be paid in full  
                        prior to making any further payments on or with respect 
                        to the Class B Notes.                                   

Reserve Account.......  On the Closing Date an amount of cash or eligible
                        investments equal to 3.50% of the Initial Aggregate
                        Receivables Balance will be deposited into the Reserve
                        Account. The Reserve Account will be increased on each
                        Distribution Date by the deposit in the Reserve Account
                        of amounts remaining after payment to the

                                      -6-
<PAGE>
 
                        Servicer of the Total Servicing Fee and deposits to the
                        Distribution Account of amounts to be distributed to
                        Noteholders.

                        Amounts in the Reserve Account on any Distribution Date
                        (after giving effect to all distributions to be made to
                        the Servicer and the Noteholders on such Distribution
                        Date) in excess of the Specified Reserve Account Balance
                        for such Distribution Date will be paid to the holders
                        of the Certificates. The Specified Reserve Account
                        Balance on each Distribution Date will equal the lesser
                        of (i) the aggregate outstanding principal balance of
                        the Notes and (ii) the greater of (x) 5.25% (or 10.0%
                        under certain circumstances described in the Prospectus
                        Supplement) of the Aggregate Receivables Balance as of
                        the close of business on the last day of the related
                        Monthly Period, and (y) 2.0% of the Initial Aggregate
                        Receivables Balance.

                        Funds will be withdrawn from cash in the Reserve Account
                        on the day preceding each Distribution Date to the
                        extent that the Available Amount (after payment of the
                        Total Servicing Fee) is less than amounts payable on the
                        Notes.

Tax Status............  In the opinion of Kirkland & Ellis, federal tax counsel,
                        for federal income tax purposes, the Notes will be
                        characterized as indebtedness and the Trust will not be
                        characterized as an association (or publicly traded
                        partnership) taxable as a corporation. Each Noteholder
                        by the acceptance of a Note will agree to treat the
                        Notes as indebtedness.

ERISA Considerations..  Although there is little guidance on the subject, the
                        Seller believes the Notes should be treated as
                        indebtedness without substantial equity features for the
                        purposes of the Plan Assets Regulation. Therefore, the
                        Notes are available for investment by a Benefit Plan,
                        subject to a determination by such Benefit Plan's
                        fiduciary that the Notes are suitable investments for
                        such Benefit Plan under ERISA and the Internal Revenue
                        Code.

Ratings...............  It is a condition to the issuance of the Notes that the
                        Class A Notes be rated in the highest rating category
                        for long-term debt obligations, and the Class B Notes be
                        rated in the "A" category or its equivalent, in each
                        case, by at least one nationally recognized rating
                        agency.

                                      -7-
<PAGE>
 
                             THE RECEIVABLES POOL

     The Receivables were originally acquired by Navistar Financial Corporation
("NFC") from (i) Navistar International Transportation Corp. ("NITC") dealers,
(ii) other dealers, including those selling other manufacturers' vehicles and
equipment and (iii) retail customers. Certain of the Receivables were sold by
NFC to Truck Retail Instalment Paper Corp. ("TRIP"), a special purpose, wholly
owned subsidiary of NFC, and will be repurchased by NFC from TRIP as of the
Closing Date for resale to the Seller. The Receivables were selected randomly
for inclusion in the Receivables Pool from those Retail Notes in NFC's portfolio
of owned Retail Notes which satisfied several criteria, including that each
Receivable (i) has a first payment due date on or before May 31, 1998, (ii) has
an original term to maturity of 12 to 84 months and a remaining term to maturity
of 12 to 73 months, (iii) provides for finance charges at an APR of no less than
7.00%, (iv) as of the Cutoff Date, was not more than 60 days past due and (v)
satisfies the other criteria set forth in the Prospectus under the caption "The
Receivables Pools."

     The composition, distribution by annual percentage rate, distribution by
remaining maturity, distribution by payment terms and geographic distribution of
the Receivables Pool are as set forth in the following tables. Due to rounding,
the percentages shown in these tables may not add to 100.00%.


                      Composition of the Receivables Pool

<TABLE>
<CAPTION>
                                                                                                       Weighted          Weighted
  Weighted Average            Initial          Aggregate                              Average           Average           Average
 Annual Percentage           Aggregate         Original           Number of           Initial          Original          Remaining
Rate of Receivables         Receivables        Principal         Receivables         Receivable        Maturity          Maturity
      (Range)                 Balance           Balance            in Pool            Balance           (Range)           (Range)
- -------------------         -----------       ----------         -----------         ----------        --------         ----------
<S>                       <C>               <C>                  <C>                 <C>               <C>              <C>
       9.581%             $500,864,370.04   $543,788,034.45        11,591            $43,211.49          54.13             50.39
 (7.00%-22.50%)(1)                                                                                      months            months
                                                                                                       (12 to 84         (12 to 73
                                                                                                        months)           months)
</TABLE>

- --------------------
(1)  Excludes two Receivables with APRs above 22.50%.

                                      -8-
<PAGE>
 
        Distribution by Annual Percentage Rate of the Receivables Pool

<TABLE>
<CAPTION>

                                                                Percentage of
Annual Percentage       Number of           Initial           Initial Aggregate
   Rate Range          Receivables    Receivables Balance    Receivables Balance
- -----------------      -----------    -------------------    -------------------
<S>                    <C>            <C>                    <C>                
 7.00- 8.49%              3,769         $180,527,263.09             36.04%
 8.50- 9.49%              2,480          112,630,140.49             22.49%
 9.50-10.49%              1,787           84,162,157.43             16.80%
10.50-11.49%              1,082           49,317,843.91              9.85%
11.50-12.49%                749           28,764,480.79              5.74%
12.50-13.49%                574           19,034,386.28              3.80%
13.50-14.49%                442           11,261,902.74              2.25%
14.50-15.49%                296            6,888,913.43              1.38%
15.50-16.49%                217            4,516,385.49              0.90%
16.50-17.49%                 62            1,233,425.63              0.25%
17.50% & Over....           133            2,527,470.76              0.50%
    Total                11,591         $500,864,370.04            100.00%
</TABLE>


          Distribution by Remaining Maturity of the Receivables Pool

<TABLE>
<CAPTION>
 
    Remaining                                                   Percentage of
    Maturity            Number of           Initial           Initial Aggregate
    (Months)           Receivables    Receivables Balance    Receivables Balance
- -----------------      -----------    -------------------    -------------------
<S>                    <C>            <C>                    <C>  
 1-12                       229         $  3,598,662.81              0.72%
13-24                     1,139           20,141,718.95              4.02%
25-36                     2,286           65,895,371.84             13.16%
37-48                     2,639          118,946,415.24             23.75%
49-60                     4,215          239,836,007.85             47.88%
61-66                        86            4,833,303.07              0.96%
67 & Over                   997           47,612,890.28              9.51%
    Total                11,591         $500,864,370.04            100.00%
</TABLE>


                 Distribution by Payment Terms of Receivables

<TABLE>
<CAPTION>
                                       Percentage of
                                     Initial Aggregate
       Type of Receivable           Receivables Balance
- --------------------------------    -------------------
<S>                                 <C>
Equal Payment Fully Amortizing             61.52%
Equal Payment Balloon                      13.46%
Equal Payment Skip                          2.84%
Level Principal Fully Amortizing            5.62%
Level Principal Balloon                    10.28%
Level Principal Skip                        0.22%
Other                                       6.06%
    Total                                 100.00%
</TABLE>


     The Receivables Pool includes Receivables originated in 48 states and The
District of Columbia. The following table sets forth the percentage of the
Initial Aggregate Receivables Balance in the

                                      -9-
<PAGE>
 
states with the largest concentration of Receivables. No other state accounts
for more than 2.80% of the Initial Aggregate Receivables Balance. None of the
Receivables were originated in Alaska or Hawaii.

                Geographic Distribution of the Receivables Pool

<TABLE>
<CAPTION>

                            Percentage of Initial
                            Aggregate Receivables
       State(1)                    Balance
- ----------------------      ----------------------
<S>                         <C>
      Texas                          8.43%
      Ohio                           8.27%
      New York                       6.00%
      Arkansas                       5.80%
      California                     5.66%
      Illinois                       5.55%
      Florida                        4.68%
      Tennessee                      3.89%
      Indiana                        3.41%
      Minnesota                      3.20%
      Other                         45.11%
        Total                      100.00%
</TABLE>

- --------------
(1)  Based on billing addresses of the obligors on the Receivables.

     No single obligor accounts for more than 2.00% of the Initial Aggregate
Receivables Balance. As of the Cutoff Date, approximately 75.10% of the Initial
Aggregate Receivables Balance, constituting 62.42% of the aggregate number of
Receivables, represent Receivables secured by new vehicles. The remainder are
secured by used vehicles.


                                 THE SERVICER

Delinquencies, Repossessions and Net Losses

     Set forth below is certain information concerning NFC's experience in the
United States pertaining to delinquencies, repossessions and net losses on its
entire portfolio of Retail Notes (including Retail Notes previously sold which
NFC continues to service). Fluctuations in retail delinquencies, repossessions
and losses generally follow cycles in the overall business environment. Although
NFC believes retail delinquencies, repossessions and net losses are particularly
sensitive to the industrial sector, which generates a significant portion of the
freight tonnage hauled, NFC does not track such data and is unable to ascertain
the specific causes of such fluctuations. Due to the bankruptcy of one of NFC's
largest obligors, net losses for 1996 were higher than those reported for the
other years shown. Due to economic conditions affecting the trucking industry
generally, delinquencies and repossessions for 1996, 1997 and the first six
months of 1998 were higher than reported for 1994 and 1995. Also, NFC's recent
experience is that competitive conditions are causing it increasingly to waive
Dealer Liability when acquiring Retail Notes, and the extent and terms of Dealer
Liability will continue to be subject to change as market conditions require. As
of April 30, 1998, approximately 26% of the aggregate principal amount of Retail
Notes serviced by

                                     -10-
<PAGE>
 
NFC had the benefit of Dealer Liability. The Prospectus sets forth an
explanation of the extent, terms and effect of Dealer Liability and the bases on
which the delinquency, repossession and net loss numbers set forth below have
been calculated. See "The Servicer--Delinquencies, Repossessions and Net Losses"
in the Prospectus. There can be no assurance that the delinquency, repossession
and net loss experience on the Receivables Pool will be comparable to that set
forth below. Due to rounding, the amounts shown for NFC and NITC separately in
this table may not add to the amount shown for NFC and NITC combined.

<TABLE>
<CAPTION>

                
                                                                                             Six Months
                                                Year Ended October 31,                    Ended April 30,
                                          ---------------------------------------------------------------- 
NFC Retail Notes                            1993     1994     1995     1996(1)    1997      1997     1998  
- ----------------                            ----     ----     ----     ----       ----      ----     ----
                                                                  ($ in millions)
<S>                                       <C>       <C>      <C>      <C>        <C>       <C>      <C>
Gross Balance Outstanding at end of
  Period................................  $ 1,437   $1,653   $2,073   $2,282     $2,282    $2,216   $2,319
Gross Balance Past Due as a
  Percentage of Gross Balance           
  Outstanding at end of Period          
     31-60 days.........................     0.67%    0.41%    2.43%    1.99%      2.42%     3.33%    2.67%
     over 60 days.......................     0.09%    0.06%    0.09%    0.30%      0.60%     0.73%    0.67%
Average Gross Balance of Retail                                                                            
  Notes (13 month average)..............  $ 1,341   $1,515   $1,809   $2,204     $2,245    $2,242   $2,268 
Net Losses (recoveries):
     NFC................................  $  (0.1)  $  0.6   $  0.3   $  5.0     $  2.1    $  0.8   $  1.3
     NITC...............................      4.8      0.6      0.6      9.5        3.9       2.3      2.3
                                          ---------------------------------------------------------------- 
     Combined...........................  $   4.7   $  1.2   $  0.9   $ 14.5     $  6.0    $  3.1   $  3.6
Liquidations minus Net Losses...........  $   713   $  790   $  833   $1,002     $1,083    $  539   $  591
Net Losses (recoveries) as a
  Percentage of Liquidations     
  minus Net Losses:              
     NFC................................    (0.01)%   0.08%    0.04%    0.50%      0.19%     0.14%    0.22%
     NITC...............................     0.67%    0.07%    0.07%    0.95%      0.36%     0.43%    0.39%
                                          ---------------------------------------------------------------- 
     Combined...........................     0.66%    0.15%    0.11%    1.45%      0.55%     0.57%    0.61%
Net Losses (recoveries) as a
  Percentage of Average Gross  
  Balance (2):                 
     NFC................................     0.00%    0.04%    0.02%    0.23%      0.09%     0.07%    0.11%
     NITC...............................     0.35%    0.04%    0.03%    0.43%      0.18%     0.21%    0.20%
                                          ---------------------------------------------------------------- 
     Combined...........................     0.35%    0.08%    0.05%    0.66%      0.27%     0.28%    0.31%
Repossessions as a Percentage of
  Average Gross Balance (2).............     1.95%    0.97%    0.92%    3.15%      2.01%     2.01%    2.19%
</TABLE>

- --------
(1)  The information presented herein for the year ended October 31, 1996
     includes the effect of the bankruptcy of one of NFC's largest obligors,
     with obligations under Retail Notes covering approximately 720 vehicles. As
     adjusted to eliminate the impact of that obligor's bankruptcy, the Combined
     Net Losses, Combined Net Losses as a Percentage of Liquidations minus Net
     Losses, Combined Net Losses as a Percentage of Average Gross Balance and
     Repossessions as a Percentage of Average Gross Balance for the year ended
     October 31, 1996 would have been $4.0 million, 0.39%, 0.18% and 1.64%,
     respectively.

(2)  April 30 figures have been annualized.

                                     -11-


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