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): February 23,
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
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 (the company), the nation’s largest combined
commercial truck, school bus and mid-range diesel engine producer, announced
that Daniel C. Ustian, Chairman, President and Chief Executive Officer, will
discuss business opportunities and other matters related to the company during
Credit Suisse Truck Builders Conference on Thursday, March 1, 2007, at 9:15
AM
EST.
Copies
of
the slides to be used by Mr. Ustian for this presentation containing information
about the company will be available one hour prior to the presentation at
the
company’s web site at http://ir.navistar.com/events.cfm.
Also, a
live audio web cast will be available at http://ir.navistar.com/events.cfm,
and
will remain available for a period of 30 days. Investors are advised to log
on
to the web site at least 15 minutes prior to the presentation to allow
sufficient time for downloading any necessary software.
Navistar
International Corporation (OTC:NAVZ) is a holding company whose wholly owned
subsidiaries produce International® brand commercial trucks, MaxxForce brand
diesel engines, IC brand school buses, and Workhorse brand chassis for motor
homes and step vans. It also is a private-label designer and manufacturer
of
diesel engines for the pickup truck, van and SUV markets. The company also
provides truck and diesel engine parts and service. Another wholly owned
subsidiary offers financing services. Additional information is available
at:
www.navistar.com.
PAGE
3
Forward
Looking Statements
Information
provided and statements contained in this report 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 this report and the company assumes no obligation to update the
information included in this report. 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 12, 2006. In addition, the
financial information presented in this report is preliminary and unaudited
and
is subject to change based on the completion of our on-going review of
accounting matters, the completion of our fiscal year 2005 and 2006 annual
financial statements and the completion of the restatement of our financial
results for the fiscal years 2002 through 2004 and for the first nine months
of
fiscal 2005. It is likely that the process of restating the prior year financial
statements will require changes to the company’s financial statements for 2005
and financial information for 2005 and 2006 due to revised application of
certain accounting principles and methodologies that individually or in the
aggregate may be material.
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:
February 23, 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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