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): May 16,
2006
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
ITEM
7.01. REGULATION FD DISCLOSURE
In
accordance with General Instruction B.2. to Form 8-K, the following information
shall not be deemed “filed” for purposes of Section 18 of the Securities Act of
1934, as amended, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as shall be expressly
set
forth by specific reference in such a filing.
Navistar
International Corporation (NYSE: NAV), the nation’s largest combined commercial
truck, school bus and mid-range diesel engine producer, announced that Terry
M.
Endsley, Vice President and Treasurer, will discuss business opportunities
and
other matters related to the company during Bear Stearns’ Fifteenth Annual
Global Credit Conference on Wednesday, May 17th, 2006
at 8:15 a.m. EST and at Bank of America Securities’ Industrials/Services
Conference on Thursday, May 18th, 2006
at 9:30 a.m. EST.
Copies
of
the slides to be used by Mr. Endsley for these presentations are attached as
Exhibit 99.1 to this report and will be available on the company’s web site at
http://ir.navistar.com/PresentationsDataPackages.cfm. A
web
cast of this event will not be available.
Navistar
International Corporation (NYSE: NAV) is the parent company of International
Truck and Engine Corporation. The company through its affiliates
produces
InternationalÒ
brand
commercial trucks, mid-range diesel engines, IC brand school buses, Workhorse
brand chassis for motor homes and step-vans and is
a
private label designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets. The company is also a provider of truck and diesel engine
parts and service sold under the InternationalÒ
brand. A
wholly owned subsidiary offers financing services. Additional information is
available at www.internationaldelivers.com.
ITEM
9.01 FINANCIAL
STATEMENTS AND EXHIBITS
The
following Exhibit shall
not
be deemed “filed” under
the
Securities
Exchange Act of 1934, as amended.
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(d)
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Exhibits
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Exhibit
No.
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Description
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Page
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99.1
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Slide
Presentation for conferences to be held on May 17 and
May
18, 2006
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E-1
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PAGE
3
Forward
Looking Statements
Information
provided and statements contained in the presentation that are not purely
historical are forward -looking statements within the meaning of
Section 27A of the Securities Act, Section 21E of the Exchange Act,
and the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements only speak as of the date of the presentation and the company assumes
no obligation to update the information included in the presentation. Such
forward-looking statements include information concerning our possible or
assumed future results of operations, including descriptions of our business
strategy. These statements often include words such as “believe,” “expect,”
“anticipate,” “intend,” “plan,” “estimate” or similar expressions. These
statements are not guarantees of performance or results and they involve risks,
uncertainties and assumptions, including the risk of continued delay in
the completion of our financial statements and the consequences thereof, the
availability of funds, either through cash on hand or the company’s other
liquidity sources, to repay any amounts due should any of the company’s debt
become accelerated, and decisions by suppliers and other vendors to restrict
or
eliminate customary trade and other credit terms for the company’s future orders
and other services, which would require the company to pay cash and which could
have a material adverse effect on the company’s liquidity position and financial
condition. Although we believe that these forward-looking statements are based
on reasonable assumptions, there are many factors that could affect our actual
financial results or results of operations and could cause actual results to
differ materially from those in the forward-looking statements. For a further
description of these factors, see Exhibit 99.1 to our Form 8-K filed
on April 6, 2006. In addition, until the previously announced review by the
company of its accounts is concluded, no assurance can be given with respect
to
the financial statement adjustments, impacts and period resulting from such
review, if any, nor can there be any assurance that additional adjustments
to
the financial statements of the company will not be identified.
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.
NAVISTAR
INTERNATIONAL CORPORATION
Registrant
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Date:
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May
16, 2006
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/s/Robert
C. Lannert
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Robert
C. Lannert
Vice
Chairman and Chief Financial Officer
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