Exhibit 10
NAVISTAR FINANCIAL CORPORATION
AND SUBSIDIARY
MATERIAL CONTRACTS
The following documents of Navistar Financial Corporation are
incorporated herein by reference:
10.1 Master Inter-company Agreement dated as of April 26, 1993,
between the Corporation and International. Filed on Form
8-K dated April 30, 1993. Commission File No. 001-04146.
10.2 Inter-company Purchase Agreement dated as of April 26,
1993, between the Corporation and Truck Retail Instalment
Paper Corp. Filed on Form 8-K dated April 30, 1993.
Commission File No. 001-04146.
10.3 Pooling and Servicing Agreement dated as of June 8, 1995,
among the Corporation, as Servicer, Navistar Financial
Securities Corporation, as Seller, The Chase Manhattan
Bank, as 1990 Trust Trustee, and The Bank of New York, as
Master Trust Trustee. Filed as Exhibit 4.1 to Navistar
Financial Securities Corporation's Form 8-K dated
December 12, 2003. Commission File No. 033-87374.
10.4 Series 1995-1 Supplement to the Pooling and Servicing
Agreement dated as of June 8, 1995, among the 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 Certificate holders. Filed
as Exhibit 4.1 to Navistar Financial Securities
Corporation's Form 8-K dated December 4, 2003. Commission
File No. 033-87374.
10.5 Series 1998-1 Supplement to the Pooling and Servicing
Agreement dated as of July 17, 1998, among the
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 as Exhibit 4.1 to Navistar
Financial Securities Corporation's Form 8-K dated December
4, 2003. Commission File No. 033-87374.
10.6 Certificate Purchase Agreement dated as of January 28,
2000, between Navistar Financial Securities Corporation,
as seller, the Corporation, as Servicer, Receivable
Capital Corporation, as the Conduit Purchaser, Bank of
America, National Association, as administrative Agent for
the Purchasers, and Bank of America, National Association,
as a Committed Purchaser. Filed as Exhibit 1.1 on Form
8-K dated February 24, 2000. Commission File No.
033-87374.
10.7 Fourth Amendment to the Pooling and Servicing Agreement
dated as of June 2, 2000, among the Corporation, as
Servicer, Navistar Financial Securities Corporation, as
Seller, The Chase Manhattan Bank, as 1990 Trust Trustee,
and The Bank of New York, as Master Trust Trustee. Filed
as Exhibit 4.7 to Navistar Financial Securities
Corporation's Form S-3/A dated June 12, 2000. Commission
File No. 333-32960.
10.8 Fifth Amendment to the Pooling and Servicing Agreement
dated as of July 13, 2000, among the Corporation, as
Servicer, Navistar Financial Securities Corporation, as
Seller, The Chase Manhattan Bank, as 1990 Trust Trustee,
and The Bank of New York, as Master Trust Trustee. Filed
as Exhibit 4.2 to Navistar Financial Dealer Note Master
Trust's Form 8-K dated July 14, 2000. Commission File No.
000-00000-00.
10.9 Series 2000-1 Supplement to the Pooling and Servicing
Agreement dated as of July 13, 2000, 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
2000-1 Certificateholders. Filed as Exhibit 4.1 to
Navistar Financial Securities Corporation's Form 8-K dated
July 14, 2000. Commission File No. 033-87374.
10.10 Servicing Agreement dated as of October 16, 2000, between
the Corporation, as Servicer, and Navistar Leasing
Corporation, Harco Leasing Company, Inc., Truck Retail
Instalment Paper Corp, The Bank of New York as Collateral
Agent, and Bank One National Association, as Portfolio
Trustee. Filed as Exhibit 10.01 to the Corporation's Form
10-Q dated March 15, 2001. Commission File No. 001-04146.
10.11 Receivables Purchase Agreement dated as of October 16,
2000, between Truck Retail Instalment Paper Corp. and the
Corporation. Filed as Exhibit 10.02 to the Corporation's
Form 10-Q dated March 15, 2001. Commission File No.
001-04146.
10.12 Indenture Agreement dated as of October 16, 2000, between
Truck Retail Instalment Paper Corp., as Issuer, and The
Bank of New York, as Indenture Trustee. Filed as Exhibit
10.03 to the Corporation's Form 10-Q dated March 15,
2001. Commission File No. 001-04146.
10.13 Series 2000-1 Supplement dated as of October 16, 2000, to
the Indenture also dated October 16, 2000 between Truck
Retail Instalment Paper Corp., as Issuer, and The Bank of
New York, as Indenture Trustee. Filed as Exhibit 10.04 to
the Corporation's Form 10-Q dated March 15, 2001.
Commission File No. 001-04146.
10.14 Credit Agreement dated as of December 8, 2000, between the
Corporation, Arrendadora Financiera Navistar, S.A. de
C.V., Servicios Financieros Navistar, S.A. de C.V., and
Navistar Comercial, S.A. de C.V., as Borrowers, and the
Chase Manhattan Bank, as Administrative Agent, Bank of
America, N.A., as Syndication Agent, and the Bank of Nova
Scotia, as Documentation Agent, with respect to
$820,000,000 Revolving Credit and Competitive Advance
Facility. Filed as Exhibit 10.05 to the Corporation's
Form 10-Q dated March 15, 2001. Commission File No.
001-04146.
10.15 Security, Pledge and Trust Agreement dated as of June 8,
2001, between the Corporation and Bankers Trust Company,
as Trustee, pursuant to the terms of the Credit
Agreement. Filed as Exhibit 10.01 to the Corporation's
Form 10-K dated December 18, 2003. Commission File No.
001-04146.
10.16 Purchase Agreement dated as of April 27, 2001, between the
Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2001-A Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated May 3, 2001. Commission File
No. 033-50291.
10.17 Pooling and Servicing Agreement dated as of April 27,
2001, among the Corporation, as Servicer, and Navistar
Financial Retail Receivables Corporation, as Seller, and
Navistar Financial 2001-A Owner Trust, as Issuer. Filed
as Exhibit 4.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated May 3, 2001. Commission File
No. 033-50291.
10.18 Trust Agreement dated as of April 27, 2001, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2001-A Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated May 3, 2001. Commission File No. 033-50291.
10.19 Indenture dated as of April 27, 2001, between Navistar
Financial 2001-A Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2001-A Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
May 3, 2001. Commission File No. 033-50291.
10.20 Supplement No. 1, dated as of July 24, 2001, to Indenture
agreement dated October 16, 2000, among Truck Retail
Instalment Paper Corp. and The Bank of New York, to amend
the Indenture to (i) revise the definition of "Series
2000-1 Loss Reserve Specified Balance", and (ii) revise
the Amortization Events filed on Form 8-K dated August 6,
2001. Filed on Form 8-K dated August 6, 2001. Commission
File No. 001-04146.
10.21 Purchase Agreement dated as of November 1, 2001, between
the Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2001-B Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 6, 2001. Commission
File No. 033-50291.
10.22 Pooling and Servicing Agreement dated as of November 1,
2001, among the Corporation, as Servicer, and Navistar
Financial Retail Receivables Corporation, as Seller, and
Navistar Financial 2001-B Owner Trust, as Issuer. Filed
as Exhibit 4.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 6, 2001. Commission
File No. 033-50291.
10.23 Trust Agreement dated as of November 1, 2001, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2001-B Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated November 6, 2001. Commission File No.
033-50291.
10.24 Indenture dated as of November 1, 2001, between Navistar
Financial 2001-B Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2001-B Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
November 6, 2001. Commission File No. 033-50291.
10.25 Purchase Agreement dated as of April 30, 2002, between the
Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2002-A Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated May 3, 2002. Commission File
No. 033-50291.
10.26 Pooling and Servicing Agreement dated as of April 30,
2002, among the Corporation, as Servicer, and Navistar
Financial Retail Receivables Corporation, as Seller, and
Navistar Financial 2002-A Owner Trust, as Issuer. Filed
as Exhibit 4.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated May 3, 2002. Commission File
No. 033-50291.
10.27 Trust Agreement dated as of April 30, 2002, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2002-A Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated May 3, 2002. Commission File No. 033-50291.
10.28 Indenture dated as of April 30, 2002, between Navistar
Financial 2002-A Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2002-A Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
May 3, 2002. Commission File No. 033-50291.
10.29 Supplement No. 2, dated as of July 31, 2002, to Indenture
agreement dated October 16, 2000, among Truck Retail
Instalment Paper Corp. and The Bank of New York, to amend
the Indenture to (i) revise the definition of "Series
2000-1 Loss Reserve Specified Balance," and (ii) revise
the definition of "Reserve Account Trigger Event." Filed
on Form 8-K dated November 27, 2002. Commission File No.
001-04146.
10.30 Purchase Agreement dated as of November 19, 2002, between
the Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2002-B Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 25, 2002.
Commission File No. 033-50291.
10.31 Pooling Agreement dated as of November 19, 2002, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2002-B Owner Trust, as Issuer. Filed as Exhibit 4.1 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated November 25, 2002. Commission File No.
033-50291.
10.32 Servicing Agreement dated as of November 19, 2002, among
the Corporation, as Servicer, and Navistar Financial
Retail Receivables Corporation, as Seller, and Navistar
Financial 2002-B Owner Trust, as Issuer. Filed as Exhibit
99.3 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 25, 2002.
Commission File No. 033-50291.
10.33 Trust Agreement dated as of November 19, 2002, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2002-B Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated November 25, 2002. Commission File No.
033-50291.
10.34 Indenture dated as of November 19, 2002, between Navistar
Financial 2002-B Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2002-B Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
November 25, 2002. Commission File No. 033-50291.
10.35 Purchase Agreement dated as of June 5, 2003, between the
Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2003-A Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated June 11, 2003. Commission
File No. 033-50291.
10.36 Pooling Agreement dated as of June 5, 2003, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2003-A Owner Trust, as Issuer. Filed as Exhibit 4.1 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated June 11, 2003. Commission File No. 033-50291.
10.37 Servicing Agreement dated as of June 5, 2003, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2003-A Owner Trust, as Issuer. Filed as Exhibit 99.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated June 11, 2003. Commission File No. 033-50291.
10.38 Trust Agreement dated as of June 5, 2003, between Navistar
Financial Retail Receivables Corporation, as Seller, and
Chase Manhattan Bank USA, National Association, as Owner
Trustee, with respect to Navistar Financial 2003-A Owner
Trust. Filed as Exhibit 4.3 to Navistar Financial Retail
Receivables Corporation's Form 8-K dated June 11, 2003.
Commission File No. 033-50291.
10.39 Indenture dated as of June 5, 2003, between Navistar
Financial 2003-A Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2003-A Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
June 11, 2003. Commission File No. 033-50291.
10.40 Series 2003-1 Supplement to the Pooling and Servicing
Agreement, dated as of July 13, 2003, among the
Corporation, as Servicer, Navistar Financial Securities
Corporation, as Seller, and the Bank of New York, as
Master Trust Trustee on behalf of the Series 2003-1
Certificateholders. Filed as Exhibit 4.1 to Navistar
Financial Securities Corporation's Form 8-K dated July 11,
2003. Commission File No. 033-87374.
10.41 Purchase Agreement dated as of October 31, 2003, between
the Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2003-B Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 5, 2003. Commission
File No. 033-50291.
10.42 Pooling Agreement dated as of October 31, 2003, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2003-B Owner Trust, as Issuer. Filed as Exhibit 4.1 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated November 5, 2003. Commission File No. 033-50291.
10.43 Servicing Agreement dated as of October 31, 2003, among
the Corporation, as Servicer, and Navistar Financial
Retail Receivables Corporation, as Seller, and Navistar
Financial 2003-B Owner Trust, as Issuer. Filed as Exhibit
99.3 to Navistar Financial Retail Receivables
Corporation's Form 8-K dated November 5, 2003. Commission
File No. 033-50291.
10.44 Trust Agreement dated as of October 31, 2003, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2003-B Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation's Form
8-K dated November 5, 2003. Commission File No. 033-50291.
10.45 Indenture dated as of October 31, 2003, between Navistar
Financial 2003-B Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2003-B Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation's Form 8-K dated
November 5, 2003. Commission File No. 033-50291.
10.46 Sixth Amendment to the Pooling and Servicing Agreement
dated as of October 31, 2003, among the Corporation, as
Servicer, Navistar Financial Securities Corporation, as
Seller, The Chase Manhattan Bank, as 1990 Trust Trustee,
and The Bank of New York, as Master Trust Trustee. Filed
as Exhibit 4.7 to Navistar Financial Dealer Note Master
Owner Trust's Form S-3/A dated December 23, 2003.
Commission File No. 000-000000-00.
10.47 Fourth Amendment to the Master Inter-company Agreement
dated as of April 26, 1993, between the Corporation and
International. Filed as Exhibit 3.1 to the Corporation's
Form 10-Q dated March 8, 2004. Commission File No.
001-04146.
10.48 First Amendment to the Credit Agreement dated as of
December 8, 2000, between the Corporation, Arrendadora
Financiera Navistar, S.A. de C.V., Servicios Financieros
Navistar, S.A. de C.V., and Navistar Comercial, S.A. de
C.V., as Borrowers, and the Chase Manhattan Bank, as
Administrative Agent, Bank of America, N.A., as
Syndication Agent, and the Bank of Nova Scotia, as
Documentation Agent, with respect to $820,000,000
Revolving Credit and Competitive Advance Facility. Filed
as Exhibit 3.2 to the Corporation's Form 10-Q dated March
8, 2004. Commission File No. 001-04146.
10.49 Purchase Agreement dated as of April 1, 2004, between the
Corporation and Navistar Financial Retail Receivables
Corporation, as Purchaser, with respect to Navistar
Financial 2004-A Owner Trust, as Issuer. Filed as Exhibit
99.1 to Navistar Financial Retail Receivables Corporation
Owner Trust 2004-A's Form 8-K dated April 5, 2004.
Commission File No. 000-00000-00.
10.50 Pooling Agreement dated as of April 1, 2004, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2004-A Owner Trust, as Issuer. Filed as Exhibit 4.1 to
Navistar Financial Retail Receivables Corporation Owner
Trust 2004-A's Form 8-K dated April 5, 2004. Commission
File No. 000-00000-00.
10.51 Servicing Agreement dated as of April 1, 2004, among the
Corporation, as Servicer, and Navistar Financial Retail
Receivables Corporation, as Seller, and Navistar Financial
2004-A Owner Trust, as Issuer. Filed as Exhibit 99.3 to
Navistar Financial Retail Receivables Corporation Owner
Trust 2004-A's Form 8-K dated April 5, 2004. Commission
File No. 000-00000-00.
10.52 Trust Agreement dated as of April 1, 2004, between
Navistar Financial Retail Receivables Corporation, as
Seller, and Chase Manhattan Bank USA, National
Association, as Owner Trustee, with respect to Navistar
Financial 2004-A Owner Trust. Filed as Exhibit 4.3 to
Navistar Financial Retail Receivables Corporation Owner
Trust 2004-A's Form 8-K dated April 5, 2004. Commission
File No. 000-00000-00.
10.53 Indenture dated as of April 1, 2004, between Navistar
Financial 2004-A Owner Trust and The Bank of New York, as
Indenture Trustee, with respect to Navistar Financial
2004-A Owner Trust. Filed as Exhibit 4.2 to Navistar
Financial Retail Receivables Corporation Owner Trust
2004-A's Form 8-K dated April 5, 2004. Commission File
No. 000-00000-00.
10.54 First Amendment to the Certificate Purchase Agreement
dated as of January 28, 2000, between Navistar Financial
Securities Corporation, as seller, the Corporation, as
Servicer, Receivable Capital Corporation, as the Conduit
Purchaser, Bank of America, National Association, as
administrative Agent for the Purchasers, and Bank of
America, National Association, as a Committed Purchaser.
Filed as Exhibit 99 on Form 10-Q dated June 9, 2004.
Commission File No. 001-04146.
10.55 Indenture, dated as of June 10, 2004, between Navistar
Financial Dealer Note Master Owner Trust, as Issuer, and
The Bank of New York, as Indenture Trustee. Filed as
Exhibit 4.2 to Navistar Financial Dealer Note Master Owner
Trust's Form 8-K dated June 14, 2004. Commission File No.
000-000000-00.
10.56 Master Owner Trust Agreement dated as of June 10, 2004,
between Navistar Financial Dealer Note Master Owner Trust,
as Issuer, and The Bank of New York, as Indenture
Trustee. Filed as Exhibit 4.11 to Navistar Financial
Dealer Note Master Owner Trust's Form 8-K dated June 14,
2004. Commission File No. 000-000000-00.
10.57 Series 0000-0 Xxxxxxxxx Supplement dated as of June 10,
2004, between Navistar Financial Dealer Note Master Owner
Trust, as Issuer, and The Bank of New York, as Indenture
Trustee. Filed as Exhibit 4.3 to Navistar Financial
Dealer Note Master Owner Trust's Form 8-K dated June 14,
2004. Commission File No. 000-000000-00.
10.58 Series 2004-1 Supplement to the Pooling and Servicing
Agreement, dated as of June 10, 2004, among the
Corporation, as Servicer, Navistar Financial Securities
Corporation, as Seller, and the Bank of New York, as
Master Trust Trustee on behalf of the Series 2004-1
Certificateholders. Filed as Exhibit 4.1 to Navistar
Financial Dealer Note Master Owner Trust's Form 8-K dated
June 14, 2004. Commission File No. 000-000000-00.
10.59 Seventh Amendment to the Pooling and Servicing Agreement
dated as of June 10, 2004, among the Corporation, as
Servicer, Navistar Financial Securities Corporation, as
Seller, The Chase Manhattan Bank, as 1990 Trust Trustee,
and The Bank of New York, as Master Trust Trustee. Filed
as Exhibit 4.6 to Navistar Financial Dealer Note Master
Owner Trust's Form 8-K dated June 14, 2004. Commission
File No. 000-000000-00.
The following documents of The Corporation are filed herewith:
10.60 First Amendment to the Master Inter-company Agreement
dated as of September 30, 1996, between the Corporation
and International.
10.61 Second Amendment to the Master Inter-company Agreement
dated as of August 16, 2000, between the Corporation and
International.
10.62 Third Amendment to the Master Inter-company Agreement
dated as of March 2002, between the Corporation and
International.
10.63 Indenture, dated as of November 21, 2000, between Truck
Engine Receivables Master Trust and The Bank of New York,
as Indenture Trustee.
10.64 Trust Agreement dated as of November 21, 2000 between
Truck Engine Receivables Financing Co., as Transferor, and
Chase Manhattan Bank USA, National Association, as Owner
Trustee.
10.65 Trust Sale and Servicing Agreement dated as of November
21, 2000, among the Corporation, as Servicer, Truck Engine
Receivables Financing Co., as Seller, and Truck Engine
Receivables Master Trust, as Trust.
10.66 Series 2000-1 Purchase Agreement dated as of November 15,
2000, among Truck Engine Receivables Financing Co., as
Seller, the Corporation, as Servicer, and The Bank of New
York, as Indenture Trustee.
10.67 Series 0000-0 Xxxxxxxxx Supplement dated as of November
21, 2000, among Truck Engine Receivables Financing Co., as
Issuer, and The Bank of New York, as Indenture Trustee.
10.68 Receivables Sale Agreement dated as of July 30, 2004,
between Navistar Financial Retail Receivables Corporation,
as Purchaser, the Corporation, as Seller.
10.69 Receivables Purchase Agreement dated as of July 30, 2004,
between Navistar Financial Retail Receivables Corporation,
as Seller, the Corporation, as Servicer, and Royal Bank of
Canada, as Agent.
