UNITED
STATES
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): December 7,
2007
NAVISTAR
INTERNATIONAL CORPORATION
(Exact
name of registrant as specified in its charter)
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Delaware
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1-9618
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36-3359573
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
File No.)
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(I.R.S.
Employer
Identification
No.)
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4201
Winfield Road, P.O. Box 1488, Warrenville, Illinois
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60555
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (630) 753-5000
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[_]
Written communications pursuant to Rule 425 under the Securities
Act
[_]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[_]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
[_]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
PAGE
2
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ITEM1.01
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ENTRY
INTO A MATERIAL DEFINITIVE
AGREEMENT
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Effective
December 7, 2007, Navistar Financial Corporation (NFC), the captive finance
subsidiary of Navistar International Corporation (the company), received, among
others, several waivers to various material agreements of the company and
NFC. These waivers were designed to provide additional surety around
NFC’s capital structure and are as follows: (1) a Fifth Waiver and Consent from
the participants in its $1.4 billion Amended and Restated Credit Agreement
dated as of July 1, 2005, as amended; (2) a ninth waiver from the
participants in NFC’s Receivables Purchase Agreement and a fourth waiver from
the participants in NFC’s Receivables Sale Agreement both dated as of April 8,
2004, as amended; and (3) an amendment, waiver and extension from the
participants in NFC’s Amended and Restated Certificate Purchase Agreement dated
as of December 27, 2004, as amended. All of these waivers extend through
November 30, 2008, and expands the previous waivers which waive any default
or
event of default that would result solely from NFC’s and the company’s failure
to meet the filing requirements of Sections 13 or 15 of the Exchange Act of
1934, as amended, with respect to their Annual Reports on Form 10-K for 2005,
2006, and 2007, and their quarterly reports on Form 10-Q for the periods from
November 1, 2005 through July 31, 2008.
The
preceding summary of certain provisions of the Waiver is qualified in its
entirety by reference to the complete waiver filed as Exhibit 10.1, 10.6,
and 10.11 to NFC’s Form 8-K filed with the Securities and Exchange Commission
(SEC) on December 13, 2007 and incorporated herein by reference.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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NAVISTAR
INTERNATIONAL CORPORATION
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Registrant
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Date:
December 13, 2007
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/s/
William A. Caton
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William
A. Caton
Executive
Vice President and Chief Financial
Officer
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