F-4/A

As filed with the Securities and Exchange Commission on July 7, 2011

Registration No. 333-173332

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

AMENDMENT NO. 3

TO

FORM F-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

CASE NEW HOLLAND INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	3531	39-1982756
(State or Other Jurisdiction of Incorporation or Organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

SEE TABLE OF ADDITIONAL REGISTRANTS

Tower B, 10th Floor

World Trade Center, Amsterdam Airport

Schiphol Boulevard 217

1118 BH Amsterdam

The Netherlands

+ (31-20) 446-0429

(Address, including zip code, and telephone number, including area code,

of Registrant’s principal executive offices)

Michael P. Going

Senior Vice President and General Counsel

CNH Global N.V.

6900 Veterans Boulevard

Burr Ridge, Illinois 60527 USA

(630) 887-3766

(Name, address, including zip code, and telephone number, including area code, of agent for service)

With a copy to:

John L. Savva

Sullivan & Cromwell LLP

1870 Embarcadero Road

Palo Alto, California 94303

(650) 461-5600

Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after the effective date of this Registration Statement.

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨                                          

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨                                          

If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction:

Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer)	¨
Exchange Act Rule 14d-1(d) (Cross-Border Third Party Tender Offer)	¨

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

TABLE OF ADDITIONAL REGISTRANTS

Exact Name of Additional Registrant as Specified in its Charter(1)	State or Other Jurisdiction of Incorporation or Organization	Primary Standard Industrial Classification Code Number	IRS Employer Identification Number
BLI Group, Inc.	Delaware	3531	51-0363222
Blue Leaf I.P., Inc.	Delaware	3531	51-0363221
CNH America LLC	Delaware	3531	76-0433811
CNH Australia Pty Limited.	New South Wales, Australia	3531	None
CNH Belgium N.V.	Belgium	3531	None
CNH Canada, Ltd.	Canada	3531	None
CNH Deutschland GmbH	Germany	3531	None
CNH Global N.V.	The Netherlands	3531	None
CNH International SA	Switzerland	3531	None
CNH Trade N.V.	The Netherlands	3531	None
CNH U.K. Limited	England and Wales, United Kingdom	3531	None
Fiatallis North America LLC	Delaware	3531	39-1158150
HFI Holdings, Inc.	Delaware	3531	76-0436954
New Holland Holding Limited	England and Wales, United Kingdom	3531	None
New Holland Tractor Limited N.V.	Belgium	3531	None

(1) The address and telephone number for each of the additional registrants is World Trade Center, Amsterdam Airport, Tower B, 10th Floor, Schiphol Boulevard 217, 1118 BH Amsterdam, The Netherlands, Telephone: + (31-20) 446-0429.

EXPLANATORY NOTE

The purpose of this Amendment No. 3 to the Registration Statement is solely to file certain exhibits to the Registration Statement as set forth below in Item 21 of Part II.

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 20. Indemnification of Directors and Officers.

Australia

CNH Australia Pty Limited (“CNH Australia”), one of the guarantors, is incorporated in Australia.

Section 199A(1) of the Corporations Act 2001 of Australia (the “Corporations Act”) provides that a company or a related body corporate must not exempt a person from a liability to the company incurred as an officer of the company.

Section 199A(2) of the Corporations Act provides that a company or a related body corporate must not indemnify a person against any of the following liabilities incurred as an officer of the company:

• a liability owed to the company or a related body corporate;

• a liability for a pecuniary penalty order or compensation order under section 1317G, section 1317H or section 1317HA of the Corporations Act;

• a liability that is owed to someone other than the company or a related body corporate and did not arise out of conduct in good faith.

Section 199A(2) does not apply to a liability for legal costs.

Section 199A(3) provides that a company or a related body corporate must not indemnify a person against legal costs incurred in defending an action for a liability incurred as an officer of the company if the costs are incurred:

• in defending or resisting proceedings in which the person is found to have a liability for which they could not be indemnified under section 199A(2); or

• in defending or resisting criminal proceedings in which the person is found guilty; or

• in defending or resisting proceedings brought by the Australian Securities and Investments Commission (ASIC) or a liquidator for a court order if the grounds for making the order are found by the court to have been established (this does not apply to costs incurred in responding to actions taken by ASIC or a liquidator as part of an investigation before commencing proceedings for the court order); or

• in connection with proceedings for relief to the person under the Corporations Act in which the court denies the relief.

Section 199B of the Corporations Act provides that a company or a related body corporate must not pay, or agree to pay, a premium for a contract insuring a person who is or has been an officer of the company against a liability (other than one for legal costs) arising out of:

• conduct involving a willful breach of any duty in relation to the company; or

• a contravention of the officer’s duties under the Corporations Act not to improperly use their position or make improper use of information obtained as an officer.

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For the purpose of sections 199A and 199B, an “officer” of a company includes:

• a director or secretary;

• a person who makes, or participates in making, decisions that affect the whole, or a substantial part, of the business of the company;

• a person who has the capacity to significantly affect the company’s financial standing;

• some other people who manage the company of its property, such as a liquidator or a receiver; and

• a person in accordance with whose instructions or wishes the directors of the company are accustomed to act.

Article 174 of the articles of association of CNH Australia specifies that every auditor, director, managing director, agent, secretary and other officer for the time being of CNH Australia shall be indemnified out of the assets of CNH Australia against any liability incurred by him as such in defending any proceedings whether civil or criminal in which judgement is given in favor or in which he is acquitted or in connection with any application in relation thereto in which relief under the Corporations Act is granted to him by the court in respect of any negligence, default, breach of duty or breach of trust.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries (including CNH Australia) for amounts that CNH Global and such subsidiaries may be required or permitted by law to pay to their directors and officers.

Belgium

CNH Belgium N.V. (“CNH Belgium”) and New Holland Tractor Limited N.V. (“New Holland Tractor”), two of the guarantors, are incorporated in Belgium.

There is no general provision under Belgian law dealing with insurance or indemnification of director liability. According to general Belgian company law provisions concerning director liability, the directors of a Belgian company can, in principle, be held liable: (i) by the company for any fault in the exercise of their office, (ii) by the company and any other third party for breach of the company’s articles or the Belgian Company Code, and (iii) by the company and any other third party under the general principles of tort liability.

In addition to the above grounds for civil liability, directors may be held liable in very specific circumstances, including where a director’s acts have contributed to the bankruptcy of the company or where the director has received unlawful financial gain through actions resulting in material adverse financial consequences to the company.

Further, directors, former directors and persons who are considered to be de facto directors of the company may also be held personally liable by the Belgian social-security authorities and by the company’s bankruptcy trustee for any social security contributions that are due on the date of bankruptcy of the company if it is established that a serious fault by such directors, former directors and persons who are considered to be de facto directors of the company is at the basis of such bankruptcy.

Directors are also subject to general criminal law such as fraud and the usurpation of corporate assets as well as several specific criminal law provisions contained in, and related to, corporate law.

Directors can be discharged by shareholders of any liability towards the company. However, such discharge is not enforceable against third parties.

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CNH Belgium does not, by provision in its articles of association, provide for indemnification of its directors or officers.

There are no specific provisions on safeguard clauses in the Belgian Companies Code. In principle, a director can be indemnified and held harmless for all damages (including lawyers’ fees) that the director owes, in his/her capacity as director, to third parties or to the company. A director may enter into a safeguard clause with any third party, including the company.

A safeguard clause is not possible for infringement of rules of public order, including criminal liability, fraud and willful misconduct.

Article 136 of New Holland Tractor’s articles of association provides that every director, officer or auditor of New Holland Tractor shall be indemnified out of the assets of New Holland Tractor against all losses or liabilities which he may sustain or incur in or about the execution of the duties of his office or otherwise in relation thereto, including any liability incurred by him in defending any proceedings whether civil or criminal, in which judgment is given in his favor or in which he is acquitted or in connection with any application under the provision of the act in which relief is granted to him by the court, and no director or other officer or auditor shall be liable for any loss, damage or misfortune which may happen to or be incurred by New Holland Tractor in the execution of the duties of his office or in relation thereto. This Article further provides that it shall only have effect insofar as its provisions are not avoided by the provisions of the Belgian Company Code.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries (including CNH Belgium and New Holland Tractor) for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay to their directors and officers. In addition, CNH Global has entered into an indemnification agreement with each director of CNH Belgium and New Holland Tractor.

Canada

CNH Canada, Ltd. (“CNH Canada”), one of the guarantors, is organized under Canadian law.

Under the Canada Business Corporations Act (the “CBCA”), a corporation may indemnify a present or former director or officer or an individual who acts or acted at the corporation’s request as a director or officer, or a person acting in a similar capacity of another entity, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by an individual in respect of any civil, criminal, administrative, investigative or other proceeding in which an individual is made a party by reason of his or her association with the corporation or other entity. A corporation may not indemnify an individual unless the individual acted honestly and in good faith with a view to the best interests of the corporation, or, as the case may be, to the best interests of the other entity for which the individual acted as director or officer or in a similar capacity at the corporation’s request and, in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, had reasonable grounds for believing that his conduct was lawful. Such indemnification may be made in connection with a derivative action only with court approval. A person referenced above is entitled to indemnification from the corporation in respect of all costs, charges, and expenses reasonably incurred by the individual in connection with the defense of any civil, criminal, administrative, investigative or other proceeding to which the individual is subject if the individual was not judged by the court or other competent authority to have committed any fault or omitted to do anything that the individual ought to have done and fulfilled the conditions set forth above.

In accordance with the CBCA, Section 7.1 of the by-laws of CNH Canada provides that it shall indemnify its directors or officers, former directors or officers or other individuals who act or acted at its request as a director or officer or in a similar capacity, of another entity, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by such individual in

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respect of any civil, criminal, administrative, investigative or other proceeding to which the individual is involved because of that association with CNH Canada or other entity. Section 7.1 further specifies that it may not indemnify any individual unless that individual (i) acted honestly and in good faith with a view to the best interests of CNH Canada or other entity and (ii) in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, had reasonable grounds for believing that his conduct was lawful.

Under Section 7.1 of its by-laws, CNH Canada is also required to seek the approval of a court to indemnify an individual in respect of an action by or on behalf of CNH Canada or other entity to procure a judgment in its favor, to which the individual is made a party because of the individual’s association with CNH Canada or other entity, provided that such individual fulfills the conditions set forth in the preceding paragraph.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries (including CNH Canada) for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay to their directors and officers.

Delaware

Case New Holland, the issuer of the notes, and BLI Group, Inc., Blue Leaf I.P., Inc. and HFI Holdings, Inc., three of the guarantors, are incorporated in Delaware. Two other guarantors, Fiatallis North America LLC and CNH America LLC, are organized as Delaware limited liability companies.

Section 145 of the DGCL provides that a corporation may indemnify directors and officers as well as other employees and individuals against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement in connection with specified actions, suits or proceedings, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation — a “derivative action”), if they acted in good faith and in a manner they reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe their conduct was unlawful. A similar standard is applicable in the case of derivative actions, except that indemnification only extends to expenses (including attorneys’ fees) incurred in connection with the defense or settlement of such action, and the statute requires court approval before there can be any indemnification where the person seeking indemnification has been found liable to the corporation. The statute provides that it is not exclusive of other indemnification that may be granted by a corporation’s charter, by-laws, disinterested director vote, stockholder vote, agreement or otherwise.

Section 102(b)(7) of the DGCL provides that a corporation’s certificate of incorporation may contain a provision eliminating or limiting the personal liability of a director to the corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, provided that such provision shall not eliminate or limit the liability of a director (i) for any breach of the director’s duty of loyalty to the corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) under Section 174 of the DGCL, or (iv) for any transaction from which the director derived an improper personal benefit.

Article VII of Case New Holland’s Amended and Restated Certificate of Incorporation limits the liability of directors and officers to the fullest extent permitted by Section 102(b)(7). Under Article V of Case New Holland’s bylaws, Case New Holland is required to indemnify its directors and officers to the fullest extent permitted by the DGCL.

Article VII of the Certificate of Incorporation of each of BLI Group, Inc. and Blue Leaf I.P., Inc. limits the liability of directors and officers to the fullest extent permitted by Section 102(b)(7). Under Section 6.1 of their respective bylaws, each of BLI Group, Inc. and Blue Leaf I.P., Inc. is required to indemnify its directors and

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officers to the fullest extent permitted by the DGCL. However, the bylaws provide that BLI Group, Inc. and Blue Leaf I.P., Inc. are not required to indemnify any director or officer in connection with any proceeding (or part thereof) initiated by such person unless the proceeding was authorized by the respective company’s board of directors.

Under Article V, Section 16 of HFI Holdings, Inc.’s bylaws, HFI Holdings, Inc. is required to indemnify its directors and officers to the fullest extent permitted by the DGCL.

Under Section 18-108 of the Delaware Limited Liability Company Act, subject to such standards and restrictions, if any, as are set forth in its limited liability company agreement, a limited liability company may, and shall have the power to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever.

Section 15 of the limited liability company agreements of each of Fiatallis North America LLC and CNH America LLC provides that each of the respective companies shall indemnify members and officers to the fullest extent permitted by law from any loss, damage or claim incurred by such person by reason of any act or omission performed or omitted by such person in good faith on behalf of the company in a manner believed to be within the scope of authority conferred by the limited liability company agreement. Such person shall not be entitled to indemnification in respect to any loss, damage or claim incurred by reason of such person’s gross negligence or willful misconduct.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay to their directors and officers.

Germany

CNH Deutschland GmbH (“CNH Deutschland”), a guarantor, is incorporated in Germany.

The laws of Germany make no provision of indemnification of officers and directors, except that German law provides for the indemnification of employees under certain circumstances. CNH Deutschland GmbH does not, by provision in its articles of association, provide for the indemnification of any controlling person, officer or director.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries (including CNH Deutschland) for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay to their directors and officers.

The Netherlands

CNH Global and CNH Trade N.V. (“CNH Trade”), two of the guarantors, are incorporated under the laws of The Netherlands.

Article 15 of the Articles of Association of CNH Global provides that:

“The company shall indemnify any and all of its directors or officers or former directors or officers or any person who may have served at its request as a director or officer of another company in which it owns shares or of which it is a creditor against expenses actually and necessarily incurred by them in connection with the defense of any action, suit or proceeding in which they, or any of them, are made parties, or a party, by reason of being or having been directors or officers or a former director or officer of the company, or of such other company, except in relation to matters as to which any such director or officer or former

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director or officer or person shall be adjudged in such action, suit or proceeding to be liable for negligence or misconduct in the performance of duty. Such indemnification shall not be deemed exclusive of any other rights to which those indemnified may be entitled otherwise.”

In addition, at the general shareholders’ meeting in April 2004, shareholders approved a form of indemnification agreement for directors and officers of CNH Global.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries (including CNH Trade) for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay their directors and officers. In addition, CNH Global has entered into indemnification agreements with each of its directors and officers.

Switzerland

CNH International SA (“CNH International”), a guarantor, is incorporated in Switzerland.

Under Swiss law, directors and senior officers acting in violation of their statutory duties—whether dealing with bona fide third parties or performing any other acts on behalf of the corporation—may become liable to the corporation, its shareholders and (in bankruptcy) its creditors for damages. The directors’ liability is joint and several but only to the extent the damage is attributable to each director based on wilful or negligent violation of duty. If the board of directors lawfully delegated the power to carry out day-to-day management to a different corporate body, such as the executive board, the board of directors is not vicariously liable for the acts of the members of the executive board. Instead, the directors can be held liable for their failure to properly select, instruct or supervise the executive board members. If directors and officers enter into a transaction on behalf of the corporation with bona fide third parties in violation of their statutory duties, the transaction is nevertheless valid as long as it is not excluded by the corporation’s business purpose.

Under Swiss law, a corporation may in principle indemnify a director or officer of the corporation against losses and expenses (unless arising from his gross negligence or wilful misconduct), including attorney’s fees, judgments, fines and settlement amounts actually and reasonably incurred in a civil or criminal action, suit or proceeding by reason of having been the representative of or serving at the request of the corporation.

CNH International’s articles of incorporation do not contain provisions regarding the indemnification of directors and officers but according to general principles of Swiss employment law, an employer may, under certain circumstances, be required to indemnify an employee against losses and expenses incurred by him in the execution of his duties under the employment agreement, unless the losses and expenses arise from the employee’s gross negligence or wilful misconduct.

CNH International has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH International and its subsidiaries for amounts that CNH International or such subsidiaries may be required or permitted by law to pay to their directors and officers.

United Kingdom

CNH U.K. Limited (“CNH U.K.”) and New Holland Holding Limited (“NHH”), two of the guarantors, are incorporated under English Law commonly referred to as United Kingdom law.

English law does not permit a company to indemnify to any extent (whether directly or indirectly) a director of the company against any liability attaching to him in connection with any negligence, default, breach of duty or breach of trust by him in relation to the company. However, this prohibition does not apply to a “qualifying third party indemnity provision” (see below section 309B(1) of the Companies Act 1985) which satisfies conditions A to C set out in sections 309(B)(2), (3) and (4) of the Companies Act 1985 of Great Britain,

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as amended (the “Companies Act”) (see below). Section 309(C) of the Companies Act requires that each qualifying indemnity provision made by a company must be open to inspection by the shareholders of the company. In addition, this section requires that if any qualifying indemnity provision is in force when the directors’ report was approved or at any time during the financial year to which the directors’ report relates, the directors’ report must include a statement to this effect.

Sections 309A, 309B and 309C of the Companies Act provide as follows:

309A Provisions protecting directors from liability

(1) This section applies in relation to any liability attaching to a director of a company in connection with any negligence, default, breach of duty or breach of trust by him in relation to the company.

(2) Any provision which purports to exempt (to any extent) a director of a company from any liability within subsection (1) is void.

(3) Any provision by which a company directly or indirectly provides (to any extent) an indemnity for a director of –

(a) the company, or

(b) an associated company,

against any liability within subsection (1) is void.

This is subject to subsections (4) and (5).

(4) Subsection (3) does not apply to a qualifying third party indemnity provision (see section 309B(1)).

(5) Subsection (3) does not prevent a company from purchasing and maintaining for a director of –

(a) the company, or

(b) an associated company,

insurance against any liability within subsection (1).

(6) In this section –

“associated company”, in relation to a company (“C”), means a company which is C’s subsidiary, or C’s holding company or a subsidiary of C’s holding company;

“provision” means a provision of any nature, whether or not it is contained in a company’s articles or in any contract with a company.

309B Qualifying third party indemnity provisions

(1) For the purposes of section 309A(4) a provision is a qualifying third party indemnity provision if it is a provision such as is mentioned in section 309A(3) in relation to which conditions A to C below are satisfied.

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(2) Condition A is that the provision does not provide any indemnity against any liability incurred by the director –

(a) to the company, or

(b) to any associated company.

(3) Condition B is that the provision does not provide any indemnity against any liability incurred by the director to pay –

(a) a fine imposed in criminal proceedings, or

(b) a sum payable to a regulatory authority by way of a penalty in respect of non-compliance with any requirement of a regulatory nature (however arising).

(4) Condition C is that the provision does not provide any indemnity against any liability incurred by the director –

(a) in defending any criminal proceedings in which he is convicted, or

(b) in defending any civil proceedings brought by the company, or an associated company, in which judgment is given against him, or

(c) in connection with any application under any of the following provisions in which the court refuses to grant him relief, namely –

(i) section 144(3) or (4) (acquisition of shares by innocent nominee), or

(ii) section 727 (general power to grant relief in case of honest and reasonable conduct).

(5) In paragraph (a), (b) or (c) of subsection (4) the reference to any such conviction, judgment or refusal of relief is a reference to one that has become final.

(6) For the purposes of subsection (5) a conviction, judgment or refusal of relief becomes final –

(a) if not appealed against, at the end of the period of bringing an appeal, or

(b) if appealed against, at the time when the appeal (or any further appeal) is disposed of.

(7) An appeal is disposed of –

(a) if it is determined and the period for bringing any further appeal has ended, or

(b) if it is abandoned or otherwise ceases to have effect.

(8) In this section “associated company” and “provision” have the same meaning as in section 309A.

309C Disclosure of qualifying third party indemnity provisions

(1) Subsections (2) and (3) impose disclosure requirements in relation to a directors’ report under section 234 in respect of a financial year.

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(2) If –

(a) at the time when the report is approved under section 234A, any qualifying third party indemnity provision (whether made by the company or otherwise) is in force for the benefit of one or more directors of the company, or

(b) at any time during the financial year, any such provision was in force for the benefit of one or more persons who were then directors of the company,

the report must state that any such provision is or (as the case may be) was so in force.

(3) If the company has made a qualifying third party indemnity provision and –

(a) at the time when the report is approved under section 234A, any qualifying third party indemnity provision made by the company is in force for the benefit of one or more directors of an associated company, or

(b) at any time during the financial year, any such provision was in force for the benefit of one or more persons who were then directors of an associated company,

the report must state that any such provision is or (as the case may be) was so in force.

(4) Subsection (5) applies where a company has made a qualifying third party indemnity provision for the benefit of a director of the company or of an associated company.

(5) Section 318 shall apply to –

(a) the company, and

(b) if the director is a director of an associated company, the associated company,

as if a copy of the provision, or (if it is not in writing) a memorandum setting out its terms, were included in the list of documents in section 318(1).

(6) In this section –

“associated company” and “provision” have the same meaning as in section 309A; and

“qualifying third party indemnity provision” has the meaning given by section 309B(1).

Section 310 of the Companies Act provides as follows:

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(1) This section applies to any provision, whether contained in a company’s articles or in any contract with the company or otherwise, for exempting any person (whether an officer or not) employed by the company as auditor from, or indemnifying him against, any liability which by virtue of any rule of law would otherwise attach to him in respect of any negligence, default, breach of duty or breach of trust of which he may be guilty in relation to the company.

(2) Except as provided by the following subsection, any such provision is void.

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(3) This section does not prevent a company –

(a) from purchasing and maintaining for any such auditor insurance against any such liability, or

(b) from indemnifying any such auditor against any liability incurred by him –

(i) in defending any proceedings (whether civil or criminal) in which judgment is given in his favor or he is acquitted, or

(ii) in connection with any application under section 144(3) or (4) (acquisition of shares by innocent nominee) or section 727 (general power to grant relief in case of honest and reasonable conduct) in which relief is granted to him by the court.

Section 727 of the Companies Act provides, as follows:

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(1) If in any proceedings for negligence, default, breach of duty or breach of trust against an officer of a company or a person employed by a company as auditor (whether he is or is not an officer of the company) it appears to the court hearing the case that officer or person is or may be liable in respect of the negligence, default, breach of duty or breach of trust, but that he has acted honestly and reasonably, and that having regard to all the circumstances of the case (including those connected with his appointment) he ought fairly to be excused for the negligence, default, breach of duty or breach of trust, that court may relieve him, either wholly or partly, from his liability in such terms as the court thinks fit.

(2) If any such officer or person as above-mentioned has reason to apprehend that any claim will or might be made against him in respect of any negligence, default, breach of duty or breach of trust, he may apply to the court for relief; and the court on the application has the same power to relieve him as under this section it would have had if it had been a court before which proceedings against that person for negligence, default, breach of duty or breach of trust had been brought.

(3) Where a case to which subsection (1) applies is being tried by a judge with a jury, the judge, after hearing the evidence, may, if he is satisfied that the defendant or defender ought in pursuance of that subsection to be relieved either in whole or in part from the liability sought to be enforced against him, withdraw the case in whole or in part from the jury and forthwith direct judgment to be entered for the defendant or defender on such terms as to costs or otherwise as the judge may think proper.

Article 146 of the Articles of Association of CNH U.K. specifies that every director or other officer or auditor of CNH U.K. shall be indemnified out of CNH U.K.’s assets against all losses or liabilities which he may sustain or incur in or about the execution of his duties of his office or otherwise in relation thereto, including any liability incurred by him in defending any proceedings, whether civil or criminal, in which judgment is given in his favor or in which he is acquitted or in connection with any application under Section 144 or Section 727 of the Companies Act in which relief is granted to him by the court, and no director or other officer or auditor shall be liable for any loss, damage or misfortune which may happen to or be incurred by CNH U.K. in the execution of the duties of his office or in relation thereto. Article 146 also specifies that it only has effect in so far as its provisions are not avoided by Section 310 of the Companies Act.

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Article 30 of NHH’s Articles of Association provides that subject to the provisions of the Companies Act, every director, alternate director, auditor, secretary or other officer of NHH is entitled to be indemnified by NHH against all costs, charges, losses, expenses and liabilities incurred by him in the execution and discharge of his duties or in relation to his duties, including any liability incurred by him in defending any proceedings, civil or criminal, that relate to anything done or omitted or alleged to have been done or omitted by him as an officer or employee of NHH and in which judgment is given in his favor (or the proceedings otherwise disposed of without any finding or admission of any material breach of duty on his part) or in which he is acquitted or in connection with any application under any statute for relief from liability in respect of any such act or omission in which relief is granted by the court. Article 30 further provides that Regulation 118 of Table A shall not apply.

CNH Global has obtained directors’ and officers’ liability insurance which, subject to policy terms and limitations, includes coverage to reimburse CNH Global and its subsidiaries including CNH U.K. and NHH for amounts that CNH Global or such subsidiaries may be required or permitted by law to pay to their directors and officers.

Item 21. Exhibits and Financial Statement Schedules.

(a) Exhibits.

Exhibit No.	Description
3.1	Certificate of Incorporation of Case New Holland Inc.*
3.2	By-laws of Case New Holland Inc.*
3.3	Certificate of Incorporation of BLI Group, Inc.*
3.4	By-laws of BLI Group, Inc.*
3.5	Certificate of Incorporation of Blue Leaf I.P., Inc.*
3.6	By-laws of Blue Leaf I.P., Inc.*
3.7	Certificate of Formation of CNH America LLC.*
3.8	Amended and Restated Limited Liability Company Agreement of CNH America LLC.*
3.9	Constitution of CNH Australia Pty Limited.*
3.10	Articles of Association of CNH Belgium N.V.**
3.11	Certificate and Articles of Amalgamation of CNH Canada, Ltd.*
3.12	By-laws of CNH Canada, Ltd.*
3.13	Articles of Association of CNH Deutschland GmbH.**
3.14	Amended Articles of Association of CNH Global N.V., amended on April 13, 2006. (Previously filed as Exhibit 1.1 to the annual report on Form 20-F of the registrant for the year ended December 31, 2006 (File No. 333-05752) and incorporated herein by reference).
3.15	Regulations of the Board of Directors of CNH Global N.V. dated December 8, 1999 (Previously filed as Exhibit 1.2 to the annual report on Form 20-F of the registrant for the year ended December 31, 1999 (File No. 001-14528) and incorporated herein by reference).
3.16	Registration Rights Agreement entered into among CNH Global N.V., Fiat S.p.A. and Sicind S.p.A. dated April 8, 2003 (Previously filed as Exhibit 2.1 to the annual report on Form 20-F of the registrant for the year ended December 31, 2002 (File No. 333-05752) and incorporated herein by reference).
3.17	Articles of Association of CNH Trade N.V.*
3.18	Memorandum and Articles of Association of CNH U.K. Limited.*
3.19	Certificate of Formation of Fiatallis North America LLC.*
3.20	Limited Liability Company Agreement of Fiatallis North America LLC.*
3.21	Certificate of Incorporation of HFI Holdings, Inc.*
3.22	By-laws of HFI Holdings, Inc.*
3.23	Articles of Association of New Holland Holding Limited.*
3.24	Resolution of the Board of Directors of New Holland Holding Limited dated July 29, 2003.*
3.25	Co-ordinated Articles of Association of New Holland Tractor Limited N.V.**
3.26	Articles of Association of CNH International SA***

II-11

Exhibit No.	Description
3.27	Business and Internal Regulations of CNH International SA **
4.1	Indenture, dated as of June 28, 2010, by and among Case New Holland Inc., as issuer, the Guarantors named therein and Wells Fargo Bank, N.A., as trustee, regarding 7 7/8% Senior Notes due 2017.***
4.2	Form of 7 7/8% Senior Note (included in Exhibit 4.1).
4.3	Registration Rights Agreement, dated as of June 28, 2010, by and among Case New Holland Inc., the guarantors named therein, Credit Suisse Securities (USA) LLC, UBS Securities LLC and Goldman, Sachs & Co.***
5.1	Opinion of Sullivan & Cromwell LLP.
5.2	Opinion of Clayton Utz.*****
5.3	Opinion of Altius Law Firm.*****
5.4	Opinion of Bär & Karrer AG.
5.5(a)	Opinion of Charles De Alwis Solicitors.****
5.5(b)	Opinion of Charles De Alwis Solicitors.****
5.6	Opinion of NautaDutilh N.V.
5.7	Opinion of Osler, Hoskin & Harcourt LLP.****
5.8	Opinion of Shearman & Sterling LLP.****
8.1	Opinion re tax matters of Sullivan & Cromwell LLP.***
12.1	Statement regarding computation of ratios.***
21.1	Subsidiaries of CNH Global (filed as Exhibit 8.1 to CNH Global’s Form 20-F for the fiscal year ended December 31, 2010 (File No. 333-05752) and incorporated herein by reference).
23.1	Consent of Deloitte & Touche LLP.
23.2	Consent of Sullivan & Cromwell LLP (included in Exhibits 5.1 and 8.1).
23.3	Consent of Clayton Utz (included in Exhibit 5.2).
23.4	Consent of Altius Law Firm (included in Exhibit 5.3).
23.5	Consent of Bär & Karrer AG (included in Exhibit 5.4).
23.6	Consent of Charles De Alwis Solicitors (included in Exhibit 5.5(a) and (b)).
23.7	Consent of NautaDutilh N.V. (included in Exhibit 5.6).
23.8	Consent of Osler, Hoskin & Harcourt LLP (included in Exhibit 5.7).
23.9	Consent of Shearman & Sterling LLP (included in Exhibit 5.8).
24.1	Powers of Attorney (included in the signature pages to Case New Holland Inc.’s Form F-4 filed on April 6, 2011).
25.1	Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939 of Wells Fargo Bank, N.A., as trustee.***
99.1	Letter of Transmittal (including Guidelines For Certification of Taxpayer Identification Number on Substitute Form W-9).***
99.2	Notice of Guaranteed Delivery.***
99.3	Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.***
99.4	Form of Letter to Clients.***
99.5	Form of Instruction to Registered Holder from Beneficial Owner.***

* Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on April 29, 2005 and incorporated herein by reference.

** Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on March 19, 2010 and incorporated herein by reference.

*** Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on April 6, 2011 and incorporated herein by reference.

**** Filed as an exhibit to Case New Holland Inc.’s Form F-4/A filed on May 23, 2011 and incorporated herein by reference.

***** Filed as an exhibit to Case New Holland Inc.’s Form F-4/A filed on June 24, 2011 and incorporated herein by reference.

II-12

(b)        Financial Statement Schedules. All schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission have been omitted because they are not required, are not applicable or the required information is included in the consolidated financial statements or notes thereto incorporated by reference in this registration statement.

Item 22. Undertakings.

The undersigned Registrants hereby undertake:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4) To file a post-effective amendment to the registration statement to include any financial statements required by Item 8.A. of Form 20-F at the start of any delayed offering or throughout a continuous offering. Financial statements and information otherwise required by Section 10(a)(3) of the Act need not be furnished, provided, that the registrant includes in the prospectus, by means of a post-effective amendment, financial statements required pursuant to this paragraph (4) and other information necessary to ensure that all other information in the prospectus is at least as current as the date of those financial statements.

(5) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser, if the Registrants are subject to Rule 430C, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or

II-13

prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

(6) That, for the purpose of determining liability of the Registrants under the Securities Act of 1933 to any purchaser in the initial distribution of the securities, in a primary offering of securities of the undersigned Registrants pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

(i) Any preliminary prospectus or prospectus of the undersigned Registrants relating to the offering required to be filed pursuant to Rule 424;

(ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned Registrants or used or referred to by the undersigned Registrants;

(iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned Registrants or its securities provided by or on behalf of the undersigned Registrants; and

(iv) Any other communication that is an offer in the offering made by the undersigned Registrants to the purchaser.

(7) That, for purposes of determining any liability under the Securities Act of 1933, each filing of the Registrants’ annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in this registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(8) That insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrants pursuant to the foregoing provisions, or otherwise, the Registrants have been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrants of expenses incurred or paid by a director, officer or controlling person of the Registrants in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrants will, unless in the opinion of their counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

(9) (i) To respond to requests for information that is incorporated by reference into the prospectus pursuant to Item 4, 10(b), 11, or 13 of this form, within one business day of receipt of such request, and to send the incorporated documents by first class mail or other equally prompt means and (ii) to arrange or provide for a facility in the United States for the purpose of responding to such requests. The undertaking in clause (i) above includes information contained in documents filed subsequent to the effective date of the registration statement through the date of responding to the request.

(10) To supply by means of a post-effective amendment all information concerning a transaction, and the company being acquired involved therein, that was not the subject of and included in the registration statement when it became effective.

II-14

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CASE NEW HOLLAND INC.
By:                             *
Name:	Harold D. Boyanovsky
Title:	President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Harold D. Boyanovsky	President, Chief Executive Officer and Director (Principal Executive Officer)	July 6, 2011
* Richard Tobin	Chief Financial Officer (Principal Financial Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-15

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

BLI GROUP, INC.
By: /s/ Michael P. Going
Name:	Michael P. Going
Title:	Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
/s/ Michael P. Going Michael P. Going	Chief Executive Officer (Principal Executive Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer (Principal Financial and Accounting Officer)	July 6, 2011
* James J. Kennedy	Director	July 6, 2011
* William K. Langan	Director	July 6, 2011
* H. James Shaub	Director	July 6, 2011
* Michael G. Harms	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-16

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

BLUE LEAF I.P., INC.
By: /s/ Michael P. Going
Name:	Michael P. Going
Title:	Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
/s/ Michael P. Going Michael P. Going	Chief Executive Officer (Principal Executive Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer (Principal Financial and Accounting Officer)	July 6, 2011
* James J. Kennedy	Director	July 6, 2011
* William K. Langan	Director	July 6, 2011
* H. James Shaub	Director	July 6, 2011
* Michael G. Harms	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-17

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH AMERICA LLC
By: CASE NEW HOLLAND INC.
Its: Sole Member
By:                         *
Name:	Harold D. Boyanovsky
Title:	President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Harold D. Boyanovsky	President and Chief Executive Officer of CNH America LLC and Director of Case New Holland Inc. (Principal Executive Officer)	July 6, 2011
* Richard Tobin	Chief Financial Officer of CNH America LLC and Director of Case New Holland, Inc. (Principal Financial Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer of CNH America LLC (Principal Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-18

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH AUSTRALIA PTY LIMITED
By:                         *
Name:	Ian Fisher
Title:	Director

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Ian Fisher	Director (Principal Executive, Financial and Accounting Officer)	July 6, 2011
* Mario Gasparri	Director	July 6, 2011
* Matthew King	Director	July 6, 2011
* Damiano Cretarola	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-19

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH BELGIUM N.V.
By:                         *
Name:	Luc De Splentere
Title:	President

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Luc De Splentere	President	July 6, 2011
* Norbert Benoot	Director (Principal Financial and Accounting Officer)	July 6, 2011
* Paul Snauwaert	Managing Director (Principal Executive Officer)	July 6, 2011
* Ann Mangelschots	Director	July 6, 2011
* Bart Noppe	Director	July 6, 2011
* Thomas Verbaeten	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going Attorney-in-Fact

II-20

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH CANADA, LTD.
By:                     *
Name:	Richard Tobin
Title:	President

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Richard Tobin	President and Director (Principal Executive, Financial and Accounting Officer)	July 6, 2011
* Frank Colarossi	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going Attorney-in-Fact

II-21

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH DEUTSCHLAND GMBH
By:                         *
Name:	Gerhard Boening
Title:	Managing Director
By:                         *
Name:	Christian Bauer
Title:	Managing Director
By:                         *
Name:	Vincenzo Cetani
Title:	Managing Director

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Christian Bauer	Managing Director (Principal Executive Officer)	July 6, 2011
* Gerhard Boening	Managing Director (Principal Executive Officer)	July 6, 2011
* Vincenzo Cetani	Managing Director (Principal Executive Officer)	July 6, 2011
* Paul Pluim	Finance Manager (Principal Financial and Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-22

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH GLOBAL N.V.
By:                         *
Name:	Harold D. Boyanovsky
Title:	President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Harold D. Boyanovsky	Director, President and Chief Executive Officer (Principal Executive Officer)	July 6, 2011
* Richard Tobin	Chief Financial Officer (Principal Financial Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)	July 6, 2011
* Sergio Marchionne	Chairman of the Board	July 6, 2011
* Thomas J. Colligan	Director	July 6, 2011
* Edward A. Hiler	Director	July 6, 2011
* Leo W. Houle	Director	July 6, 2011
* Rolf M. Jeker	Director	July 6, 2011
* Peter Kalantzis	Director	July 6, 2011
* John B. Lanaway	Director	July 6, 2011

II-23

Signature	Title	Date
* Kenneth Lipper	Director	July 6, 2011
* Paolo Monferino	Director	July 6, 2011
* Jacques Theurillat	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-24

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH INTERNATIONAL SA
By:                         *
Name:	Franco Fusignani
Title:	Director

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Sergio Marchionne	Director and Chairman	July 6, 2011
* Franco Fusignani	Director (Principal Executive Officer)	July 6, 2011
* Camillo Rossotto	Director	July 6, 2011
* Paolo Bottini	Director	July 6, 2011
* Richard Tobin	Director	July 6, 2011
* Damiano Cretarola	Chief Financial and Accounting Officer (Principal Financial and Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-25

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH TRADE N.V.
By:                         *
Name:	Carlo Alberto Sisto
Title:	Director

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Carlo Alberto Sisto	Director (Principal Executive Officer)	July 6, 2011
* Rolando Nijs	Director (Principal Financial and Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-26

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

CNH U.K. LIMITED
By:                         *
Name:	Colin J. Cantello
Title:	Chairman

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Colin J. Cantello	Chairman (Principal Executive, Financial and Accounting Officer)	July 6, 2011
* Derek Neilson	Managing Director	July 6, 2011
* Charles De Alwis	Director	July 6, 2011
* Andrew Watson	Director	July 6, 2011
* Eduardo Teodorani Fabbri	Director	July 6, 2011
* Colin D. Larkin	Director	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-27

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

FIATALLIS NORTH AMERICA LLC
By: CNH AMERICA LLC
Its: Sole Member
By: CASE NEW HOLLAND INC.
Its: Sole Member
By:                         *
Name:	Harold D. Boyanovsky
Title:	President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Harold D. Boyanovsky	Chairman and President of Fiatallis North America LLC and Director of Case New Holland Inc. (Principal Executive Officer)	July 6, 2011
* Richard Tobin	Chief Financial Officer of Fiatallis North America LLC and Director of Case New Holland Inc. (Principal Financial Officer)	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer of Fiatallis North America LLC (Principal Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-28

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

HFI HOLDINGS, INC.
By:                         *
Name:	Richard Tobin
Title:	President and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Richard Tobin	President, Chief Financial Officer and Director (Principal Executive and Financial Officer)	July 6, 2011
* Harold D. Boyanovsky	Director	July 6, 2011
* Nancy Merola	Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-29

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

NEW HOLLAND HOLDING LIMITED
By:                         *
Name:	Colin J. Cantello
Title:	Chairman

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Colin J. Cantello	Chairman (Principal Executive, Financial and Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-30

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Burr Ridge, State of Illinois, on July 6, 2011.

NEW HOLLAND TRACTOR LIMITED N.V.
By:                         *
Name:	Luc De Splentere
Title:	Managing Director

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.

Signature	Title	Date
* Luc De Splentere	Managing Director (Principal Executive Officer)	July 6, 2011
* Bart Noppe	Director	July 6, 2011
* Guy Adams	Director	July 6, 2011
* Norbert Benoot	Finance Manager (Principal Financial and Accounting Officer)	July 6, 2011

*By:	/s/ Michael P. Going
	Michael P. Going
	Attorney-in-Fact

II-31

SIGNATURE OF AUTHORIZED REPRESENTATIVE IN THE UNITED STATES

Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned has signed this Registration Statement, solely in the capacity of the duly authorized representative in the United States of CNH Australia Pty Limited, CNH Belgium N.V., CNH Canada, Ltd., CNH Deutschland GmbH, CNH International SA, CNH Global N.V., CNH Trade N.V., CNH U.K. Limited, New Holland Holding Limited and New Holland Tractor Limited N.V., in the City of Burr Ridge, State of Illinois, on July 6, 2011.

By: /s/ Michael P. Going
Name:	Michael P. Going
Title:	Senior Vice President and General Counsel

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EXHIBIT INDEX

Exhibit No.	Description
3.1	Certificate of Incorporation of Case New Holland Inc.*
3.2	By-laws of Case New Holland Inc.*
3.3	Certificate of Incorporation of BLI Group, Inc.*
3.4	By-laws of BLI Group, Inc.*
3.5	Certificate of Incorporation of Blue Leaf I.P., Inc.*
3.6	By-laws of Blue Leaf I.P., Inc.*
3.7	Certificate of Formation of CNH America LLC.*
3.8	Amended and Restated Limited Liability Company Agreement of CNH America LLC.*
3.9	Constitution of CNH Australia Pty Limited.*
3.10	Articles of Association of CNH Belgium N.V.**
3.11	Certificate and Articles of Amalgamation of CNH Canada, Ltd.*
3.12	By-laws of CNH Canada, Ltd.*
3.13	Articles of Association of CNH Deutschland GmbH.**
3.14	Amended Articles of Association of CNH Global N.V., amended on April 13, 2006. (Previously filed as Exhibit 1.1 to the annual report on Form 20-F of the registrant for the year ended December 31, 2006 (File No. 333-05752) and incorporated herein by reference).
3.15	Regulations of the Board of Directors of CNH Global N.V. dated December 8, 1999 (Previously filed as Exhibit 1.2 to the annual report on Form 20-F of the registrant for the year ended December 31, 1999 (File No. 001-14528) and incorporated herein by reference).
3.16	Registration Rights Agreement entered into among CNH Global N.V., Fiat S.p.A. and Sicind S.p.A. dated April 8, 2003 (Previously filed as Exhibit 2.1 to the annual report on Form 20-F of the registrant for the year ended December 31, 2002 (File No. 333-05752) and incorporated herein by reference).
3.17	Articles of Association of CNH Trade N.V.*
3.18	Memorandum and Articles of Association of CNH U.K. Limited.*
3.19	Certificate of Formation of Fiatallis North America LLC.*
3.20	Limited Liability Company Agreement of Fiatallis North America LLC.*
3.21	Certificate of Incorporation of HFI Holdings, Inc.*
3.22	By-laws of HFI Holdings, Inc.*
3.23	Articles of Association of New Holland Holding Limited.*
3.24	Resolution of the Board of Directors of New Holland Holding Limited dated July 29, 2003.*
3.25	Co-ordinated Articles of Association of New Holland Tractor Limited N.V.**
3.26	Articles of Association of CNH International SA***
3.27	Business and Internal Regulations of CNH International SA**
4.1	Indenture, dated as of June 28, 2010, by and among Case New Holland Inc., as issuer, the Guarantors named therein and Wells Fargo Bank, N.A., as trustee, regarding 7 7/8% Senior Notes due 2017.***
4.2	Form of 7 7/8% Senior Note (included in Exhibit 4.1).
4.3	Registration Rights Agreement, dated as of June 28, 2010, by and among Case New Holland Inc., the guarantors named therein, Credit Suisse Securities (USA) LLC, UBS Securities LLC and Goldman, Sachs & Co.***
5.1	Opinion of Sullivan & Cromwell LLP.
5.2	Opinion of Clayton Utz.*****
5.3	Opinion of Altius Law Firm.*****
5.4	Opinion of Bär & Karrer AG.
5.5(a)	Opinion of Charles De Alwis Solicitors.****
5.5(b)	Opinion of Charles De Alwis Solicitors.****
5.6	Opinion of NautaDutilh N.V.
5.7	Opinion of Osler, Hoskin & Harcourt LLP.****

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Exhibit No.	Description
5.8	Opinion of Shearman & Sterling LLP.****
8.1	Opinion re tax matters of Sullivan & Cromwell LLP.***
12.1	Statement regarding computation of ratios.***
21.1	Subsidiaries of CNH Global (filed as Exhibit 8.1 to CNH Global’s Form 20-F for the fiscal year ended December 31, 2010 (File No. 333-05752) and incorporated herein by reference).
23.1	Consent of Deloitte & Touche LLP.
23.2	Consent of Sullivan & Cromwell LLP (included in Exhibits 5.1 and 8.1).
23.3	Consent of Clayton Utz (included in Exhibit 5.2).
23.4	Consent of Altius Law Firm (included in Exhibit 5.3).
23.5	Consent of Bär & Karrer AG (included in Exhibit 5.4).
23.6	Consent of Charles De Alwis Solicitors (included in Exhibit 5.5(a) and (b)).
23.7	Consent of NautaDutilh N.V. (included in Exhibit 5.6).
23.8	Consent of Osler, Hoskin & Harcourt LLP (included in Exhibit 5.7).
23.9	Consent of Shearman & Sterling LLP (included in Exhibit 5.8).
24.1	Powers of Attorney (included in the signature pages to Case New Holland Inc.’s Form F-4 filed on April 6, 2011).
25.1	Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939 of Wells Fargo Bank, N.A., as trustee.***
99.1	Letter of Transmittal (including Guidelines For Certification of Taxpayer Identification Number on Substitute Form W-9).***
99.2	Notice of Guaranteed Delivery.***
99.3	Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.***
99.4	Form of Letter to Clients.***
99.5	Form of Instruction to Registered Holder from Beneficial Owner.***

* Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on April 29, 2005 and incorporated herein by reference.

** Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on March 19, 2010 and incorporated herein by reference.

*** Filed as an exhibit to Case New Holland Inc.’s Form F-4 filed on April 6, 2011 and incorporated herein by reference.

**** Filed as an exhibit to Case New Holland Inc.’s Form F-4/A filed on May 23, 2011 and incorporated herein by reference.

***** Filed as an exhibit to Case New Holland Inc.’s Form F-4/A filed on June 24, 2011 and incorporated herein by reference.

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EX-5.1

Exhibit 5.1

July 6, 2011

Case New Holland Inc.,

      CNH Global N.V.,

            Tower B, 10th Floor,

                  World Trade Center, Amsterdam Airport,

                        Schiphol Boulevard 217,

                               1118 BH Amsterdam,

                                     The Netherlands.

Ladies and Gentlemen:

In connection with the registration under the Securities Act of 1933 (the “Act”) of (i) $1,500,000,000 principal amount of 7 ⁷/8% Senior Notes due 2017 (the “New Notes”) of Case New Holland Inc., a Delaware corporation (the “Company”), to be issued in exchange for an equivalent principal amount of the Company’s outstanding 7 ⁷/8% Senior Notes due 2017 (the “Old Notes”), pursuant to the Indenture, dated as of June 28, 2010 (the “Indenture”), by and among the Company, CNH Global N.V., a Netherlands public limited liability company (the “Parent Guarantor”), certain subsidiaries of the Parent as set forth on Schedule A hereto (the “Subsidiary Guarantors” and, together with the Parent Guarantor, the “Other Guarantors”), HFI Holdings, Inc., BLI Group, Inc. and Blue Leaf I.P., Inc., each a Delaware corporation (the “Delaware Corporate Guarantors”), Fiatallis North America LLC and CNH America LLC, each a Delaware limited liability company (the “Delaware LLC Guarantors”, together with the Delaware Corporate Guarantors, the “Delaware Guarantors”, and, together with the Other Guarantors, the “Guarantors”), and Wells Fargo Bank, N.A., as Trustee (the “Trustee”), and (ii) the Guarantees (the “Guarantees”) of each of the Guarantors endorsed upon the New Notes, we, as your counsel, have examined such corporate records, certificates and other documents, and such questions of law, as we have considered necessary or appropriate for the purposes of this opinion.

Upon the basis of such examination, we advise you that, in our opinion, when (i) the Registration Statement on Form F-4 relating to the New Notes and the Guarantees

Case New Holland Inc. CNH Global N.V. -2-

(the “Registration Statement”) has become effective under the Act and (ii) the New Notes and the Guarantees have been duly executed and, in the case of the New Notes, authenticated in accordance with the Indenture and issued, delivered and exchanged as contemplated in the Registration Statement, (a) the New Notes will constitute valid and legally binding obligations of the Company and (b) the Guarantees will constitute valid and legally binding obligations of the respective Guarantors, subject, in each case, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.

In rendering the foregoing opinion, we are expressing no opinion as to Federal or state laws relating to fraudulent transfers.

The foregoing opinion is limited to the Federal laws of the United States, the laws of the State of New York, the General Corporation Law of the State of Delaware and the Limited Liability Company Act of the State of Delaware, and we are expressing no opinion as to the effect of the laws of any other jurisdiction. With respect to all matters under the laws of the Netherlands, England and Wales, Germany, Belgium, Australia, Switzerland and Canada, we note that you have received the opinions of NautaDutilh N.V., Rotterdam, Netherlands, Charles de Alwis Solicitors, Essex, England, Shearman & Sterling LLP, Frankfurt, Germany, Altius, Brussels, Belgium, Clayton Utz, Sydney, Australia, Bär & Karrer AG, Lugano, Switzerland and Osler, Hoskin & Harcourt LLP, Toronto, Canada, all of which are also filed as exhibits to the Registration Statement, and our opinion is subject to the same assumptions, qualifications and limitations with respect to such matters as are contained in such opinions. This opinion addresses laws in effect on, and facts as of, the date hereof.

We have relied as to certain factual matters on information obtained from public officials, officers of the Company and the Guarantors and other sources believed by us to be responsible, and we have assumed that the Indenture has been duly authorized, executed and delivered by the Trustee, that the New Notes and the Guarantees to be endorsed will conform to the specimens thereof examined by us, and that the signatures on all documents examined by us are genuine, assumptions which we have not independently verified.

Case New Holland Inc. CNH Global N.V. -3-

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us under the heading “Validity of the New Notes” in the Prospectus. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act.

Very truly yours,

/s/ Sullivan & Cromwell LLP

Schedule A

1. CNH U.K. Limited

2. New Holland Holding Limited

3. CNH Canada, Ltd.

4. CNH Australia Pty Ltd

5. CNH Belgium N.V.

6. New Holland Tractor Limited N.V.

7. CNH Deutschland GmbH

8. CNH Trade N.V.

9. CNH International SA

EX-5.4

Exhibit 5.4

Case New Holland Inc.

CNH Global, N.V.

Tower B, 10th Floor

World Trade Center, Amsterdam Airport

Schiphol Boulevard 217

1118 BH Amsterdam

The Netherlands

Lugano/Zurich, 6 July 2011

379416/287/wib/x20937320.doc

Case New Holland Inc. Form F-4 Registration Statement—CNH International SA, Paradiso—Issuance of a guarantee in relation to 7 ⁷/8% Senior Notes due 2017 in the Aggregate Principal Amount of USD 1’500’000’000 by Case New Holland Inc.

Ladies and Gentlemen,

This opinion is furnished to you in connection with the registration statement on Form F-4 (the “Registration Statement”) being filed by Case New Holland Inc., a Delaware corporation (the “Issuer”), CNH Global, N.V., a Netherlands public limited liability company (the “Parent”) and certain subsidiaries of the Parent named therein as guarantors (collectively with the Parent, the “Guarantors”), including CNH International SA, Paradiso, Switzerland (the “Company”) with the United States of America (the “United States” or “U.S.”) Securities and Exchange Commission (the “SEC”) under the United States Securities Act of 1933, as amended (the “Securities Act”), relating to the registration of USD 1’500’000’000 principal amount of the Issuer’s 7 ⁷/8% senior notes due 2017 that have been registered under the Securities Act of 1933, as amended (the “New Notes”) which are to be offered in exchange for an equivalent principal amount of presently outstanding 7 ⁷/8% senior notes due 2017 (the “Old Notes”) as more fully described in the Registration Statement. The Old Notes are and the New Notes will be guaranteed by the Guarantors, including the Company.

The Old Notes were and the New Notes will be issued under an indenture dated 28 June 2010 (the “Indenture”) by and among the Issuer, the Guarantors and Wells Fargo, N.A. as trustee.

Terms not otherwise defined herein shall have the same meaning as ascribed to them in the Indenture.

I Documents

For the purpose of this opinion letter, we have examined and relied on such documents, and examined such questions of law, as we have considered necessary to form our opinion, including the documents listed below:

a) a original excerpt from the Commercial Register of the Canton of Ticino relating to the Company dated 6 July 2011;

b) a original copy of the articles of association of the Company dated 2 June 2010 (the “Articles of Association”);

c) a pdf copy of (i) the Business Regulations of the Company dated 26 October 2007 and (ii) the Internal Regulations of the Company approved on 13 May 2008 (together the “Organisational Regulations”);

d) a original copy of the Company’s extraordinary shareholder’s meeting dated 14 June 2010 regarding inter alia the issuance of and the payment under the guarantee included in the Indenture;

e) a original copy of the circular resolution of the Company’s board of directors (the “Board of Directors”) of June 2010 regarding inter alia the issuance of and the payment under the guarantee included in the Indenture;

f) a copy of the Indenture;

g) a copy of the Registration Statement dated 6 April 2011;

h) a copy of the form of guarantee (the “Guarantee”, together with the Indenture and the Registration Statement, the “Documents”).

II Assumptions

In rendering this opinion, we have assumed:

a) the completeness and correctness of the representations and warranties made in the Documents (and in documents referred to therein) and information provided to us as to matters of fact;

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b) that the choice by the parties to the Indenture of the laws of the State of New York to govern the Indenture, as expressed in Section 11.08 of the Indenture is recognised by the law of the state of New York as a valid choice of law;

c) the requisite capacity, power and authority to execute and perform the obligations arising from the Documents of the parties thereto other than the Company;

d) that the Indenture and the Registration Statement have been duly authorised, signed, executed and delivered by or on behalf of the parties thereto other than the Company;

e) that the Guarantee remains in force as of the date of this opinion and has not been amended, revoked or affected by any action subsequent to its execution, and that its terms reflect the true intent and the entire agreement of the parties thereto in respect of its subject-matter;

f) that the information contained in the excerpt from the Commercial Register of the Canton of Ticino referred to in Section I a) above is correct and up-to-date as of the date of this opinion, and the version of the Articles of Association referred to in Section I b) above is the version in force at the date of this opinion, in all respects relevant to our opinions;

g) the genuineness of all signatures on and the authenticity and completeness of all documents submitted to us whether as original or copy;

h) the due organisation, valid existence and good standing (if applicable) of each of the parties to the Indenture and the Registration Statement (other than the Company) under the laws of the jurisdiction of their incorporation;

i) that the Indenture and the Registration Statement constitute legal, valid, binding and enforceable obligations of the parties thereto under the laws applicable to each of them, other than the laws of Switzerland;

j) that all authorisations, approvals, consents, licenses, exemptions, registrations and other requirements, other than those required under the laws of Switzerland, for the legality, validity and enforceability of the Indenture and the Registration Statement have been duly obtained and are and will remain in full force and effect and that any related conditions to which the parties thereto are subject have been satisfied;

k) that none of the parties to the Indenture or the Registration Statement has passed a voluntary winding-up resolution, no petition has been presented or order made by a court for the winding-up, dissolution, bankruptcy or administration of any party, and that no receiver, trustee in bankruptcy, administrator or similar officer has been appointed in relation to any of the

3

parties or any of their assets or revenues, it being noted that we are not aware of anything of the foregoing having occurred by the date of this Legal Opinion in respect of the Company;

l) that the Company was not and will not be, at the date of execution of the Guarantee, insolvent or over-indebted (in the sense of Article 725 of the Swiss Code of Obligations), and no insolvency or overindebtedness was or will be threatened or reasonably expected;

m) that all parties entered into the Indenture and file the Registration Statement for bona fide commercial reasons and at arm’s length terms, and the guarantees included in the Indenture and the Guarantee and given by the Company pursuant to the Indenture and the Guarantee may reasonably be regarded as being in the best interest of the Company;

n) that the resolutions referred to in Section I d) and e) and the Organisational Regulations are as of the date of this letter validly in force and effect in their version referred to in Section I.

III Opinion

Based on the foregoing assumptions and subject to the qualifications set out under Section IV below, we are of the opinion that:

a) the Company has been duly organised and is validly existing as a stock corporation (Aktiengesellschaft) under the laws of Switzerland, established with unlimited duration, having the capacity to sue or be sued in its own name, and having the power and authority to carry on business and to own property and assets in Switzerland and abroad in accordance with the Articles of Association;

b) the Company has the necessary corporate capacity and power to enter into, execute and deliver the Guarantee and to perform its obligations under the Guarantee; and

c) the execution, delivery and performance by the Company of the Indenture to which it is a party and the issuance of the guarantees thereunder (including the Guarantee) and compliance by the Company with the terms thereof and the consummation of the transactions thereby contemplated has not resulted and will not result (i) in any violation of the provisions of the Articles of Association or (ii) in the violation of any law or statute of any governmental or regulatory authority in Switzerland, except that limitations under Swiss corporate law limit the extent to which it may make payments under the guarantees included in the Indenture and the Guarantee and the extent to which it may perform its other liabilities for other parties under or in connection with the Indenture and the Guarantee (other than for obligations

4

of wholly owned and controlled subsidiaries of the Company) (cf. in this context also Section IV e) below).

IV Qualifications

The opinions set out in Section III above are subject to the following qualifications:

a) we are members of the Zurich Bar and do not hold ourselves to be experts in any laws other than the laws of Switzerland. Accordingly, our opinion is confined to Swiss law. We have abstained from examining any issues of any other jurisdiction and therefore no opinion on matters other than Swiss law issues is to be inferred;

b) we have not been retained as tax counsel or accountants and, consequently, express no opinion on any tax or accounting matters;

c) we express no opinion on the commercial value of the guarantee obligations included in the Indenture or in the Guarantee or other obligations for liabilities of other parties created pursuant to the Indenture or the Guarantee, nor on the possibilities to actually recover proceeds when realising such security interests;

d) no opinion is rendered as to the validity, binding effect or enforceability as against the Company of its guarantee obligations under the Indenture and the Guarantee;

e) our opinions expressed in Section III b) and c) are subject the qualification that Swiss corporate law sets mandatory limits as to the extent to which the Company may make payments under the guarantees included in the Indenture or under the Guarantee or under other obligations assumed for liabilities of parties to the Indenture not being wholly owned and controlled subsidiaries of the Company and, within such limitations, further corporate actions (including unanimous shareholders’ resolutions and board resolutions) may become necessary to make related payments; it is, however, (while the issue is not opinable) our best belief that the limitation language relating to Swiss law requirements in Section 10.03 (a)(6) of the Indenture and the Guarantee and also relating to other of its liabilities for the benefit of other companies of the group the Company belongs to, set appropriate limits for the amounts the Company may pay without violating mandatory Swiss corporate law (subject to related further corporate actions generally required for (interim) dividend distributions, including (special) auditors’ confirmations as to the amounts available for distribution and related unanimous shareholders’ resolutions and board resolutions);

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f) no opinion in Section III b) is expressed in respect of any undertaking of the Company contained in the Indenture or the Guarantee to take or cause to be taken any corporate action, to the extent it would relate to the corporate actions necessary to make related payments as described in Section IV e) above;

g) our opinion is based solely on the documents referred to in Section I above and is confined to Swiss law as in force and interpreted at the date of this opinion;

h) our opinion is subject to the fact that the nature and enforcement of obligations may be affected by lapse of time, failure to take action or laws (including, without limitation, laws relating to bankruptcy, fraudulent transfer, insolvency, liquidation, receivership, moratorium, reorganisation and reconstruction) and defences generally relating to or affecting creditors’ rights including Swiss law principles on the abuse of rights (Rechtsmissbrauch as per Article 2 (2) of the Swiss Civil Code (“CC”)) or good faith (Treu und Glauben);

i) enforceability may be limited, as to the indemnification undertakings by the Company, if a court considers that the indemnified person or a person acting on its behalf has acted wilfully or by negligence;

j) in this opinion, Swiss legal concepts are expressed in English terms and not in their original Swiss terms. The concepts concerned may not be identical to the concepts described by the same English terms as they exist under the laws of other jurisdictions;

k) notwithstanding a valid choice of law by the parties to an agreement, a Swiss court will not apply a provision of foreign law if and to the extent that this would, in the court’s view, lead to a result violating Swiss public policy (ordre public). Moreover, a Swiss court will apply, notwithstanding a valid choice of law by the parties, any provisions of Swiss law (and, subject to further conditions, of another foreign law) which in the court’s view imperatively demand application in view of their specific purpose (lois d’application immédiate). In disputes of a commercial nature, a Swiss court may furthermore require a party invoking the applicability of foreign laws to prove their content;

l) under Swiss domestic laws there would also be limitations as to the validity, binding effect and/or enforceability of the following or as follows:

i) provisions allowing a party to proceed or determine in its “sole opinion” or “sole discretion” in matters affecting legitimate interests of other parties;

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ii) provisions providing for a party’s determinations to be “conclusive” or “prima facie evidence”;

iii) provisions providing for delivery of communications or documents to be deemed although not received by (all of) the addressee(s) concerned;

iv) generally applicable concepts of Swiss contract law on impossibility and fraud or error which may invalidate duties to perform obligations;

v) a Swiss court may not consider to be bound by the severability/partial invalidity provisions contained in the Indenture (or referenced to be the Indenture);

vi) the concept of trust (entailing legal and beneficial ownership) as known in England or the United States is not known under Swiss law; the concept probably most closely resembling it under Swiss domestic law being the one of a fiduciary arrangement pursuant to which a fiduciary (instead of a trustee) becomes and is the legal owner of the assets and other rights transferred to it with the possibility of disposing of and/or enforcing such in its name, being subject to the contractual restrictions and other obligations as provided for in the related (fiduciary) documents;

m) for purposes of the enforcement of a claim for the payment of monies in forced collection and/or bankruptcy or similar proceedings in Switzerland, the amount claimed will have to be converted into Swiss Francs;

n) furthermore our opinion is generally subject to the following qualifications:

i) our opinions expressed in Section III above are subject to the effects of Swiss laws on forced debt collection and insolvency (including in respect of bankruptcy, moratoria, and composition proceedings, and including related provisions for the avoidance of transactions made to the detriment or preference of creditors) and of Swiss laws and rules of civil procedure (or, as the case may be, applicable arbitration rules), as applied to creditors and debtors and claimants and defendants generally and availability of certain remedies is at the discretion of a court in Switzerland and the commencement of court, insolvency or bankruptcy proceedings in Switzerland will be subject to the Swiss rules of civil, insolvency and bankruptcy procedure;

ii) an obligation to pay an amount may be unenforceable, if the amount is held to constitute a penalty (such as exemplary or punitive damages);

7

iii) no opinion is expressed as to the accuracy of the representations and warranties set out in the Indenture (or in documents referred to by the Indenture) or the factual background assumed therein;

iv) in making references to the terms of the Indenture (or documents referred to therein), no opinion is expressed as to whether and to what extent these leave room for interpretation which may, as the case may be, become a matter of the discretion of the courts;

v) court proceedings may be stayed if the subject of the proceedings is concurrently before another court, and damages awarded by courts may be awarded depending upon the degree of fault of the party;

vi) the enforceability of a foreign judgment (if any) rendered against the Company is subject to the limitations set forth in the Lugano Convention on Jurisdiction and Enforcement of Judgments in Civil and Commercial Matters of 16 September 1988, as amended, such treaties to which Switzerland is bound, and the Swiss Federal Act on Private International Law of 18 December 1987, as amended. In particular and without limitation to the foregoing, a judgment rendered by a foreign court may only be enforced in Switzerland if (x) the foreign court has jurisdiction, (y) the judgment of such foreign court has become final and non appealable and does not contravene Swiss public policy and (z) the court procedures and the service of documents leading to the judgment followed the principles of due process of law. In particular, a judgement by the courts of the State of New York would only be recognised in Swiss courts, if the consent to service of process to the agent specified in Section 11.12 of the Indenture had not been withdrawn by the Company prior to the service of the relevant document to the agent; and

vii) the legality, validity, binding nature and enforceability of obligations (including judgment obligations) under Swiss law or in Switzerland may be or become affected by rules enacted under the Swiss Federal Act on Enforcement of International Sanctions.

We are aware that we are referred to under the heading “Legal Matters” in the Registration Statement. We hereby consent to the references to us in such section and the filing of this opinion letter as an exhibit to the Registration Statement without thereby implying or admitting that we are “experts” within the meaning of the Securities Act or the rules and regulations of the Commission issued thereunder, with respect to any part of the Registration Statement, including this exhibit.

Also, in giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act.

8

This opinion is strictly limited to the matter stated in it and does not apply by implication to any other matters. We do not assume any obligation to inform you of any facts or circumstances occurring or coming to our attention subsequently to the date of this letter and which might have an impact on any matters addressed in our opinions given herein.

This opinion letter and the obligations resulting from it are governed by and shall be interpreted in accordance with the substantive provisions of Swiss law, the ordinary courts in Zurich (Switzerland) having exclusive jurisdiction.

Yours sincerely,

Bär & Karrer AG

9

EX-5.6

Exhibit 5.6

Postbus 1110 3000 BC Rotterdam Weena 750 3014 DA Rotterdam T +31 10 224 00 00 F +31 10 414 84 44	Rotterdam, July 6, 2011
	Case New Holland Inc. CNH Global N.V. Tower B, 10th Floor World Trade Center, Amsterdam Airport Schiphol Boulevard 217 1118 BH AMSTERDAM The Netherlands

Ladies and Gentlemen,

Case New Holland Inc. offer to exchange U.S.$ 1,500,000,000 7 ⁷/8 % Senior Notes due 2017 for U.S. $ 1,500,000,000 7 ⁷/8 % Senior Notes due 2017.

We refer to the Registration Statement on Form F-4 (the “Registration Statement”) being filed by Case New Holland Inc., a Delaware corporation (the “Company”), CNH Global N.V., a Netherlands public limited liability company (the “Parent”), and certain subsidiaries of the Parent named therein (together with the Parent, the “Guarantors”), including the subsidiary CNH Trade N.V. (together with the Parent, the “Dutch Guarantors”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), relating to the registration of U.S.$ 1,500,000,000 principal amount of the Company’s 7 ⁷/8% Senior Notes due 2017 (the “New Notes”), which are to be offered in exchange for an equivalent principal amount of presently outstanding 7 ⁷/8% Senior Notes due 2017 (the “Old Notes”) all as more fully described in the Registration Statement. The Old Notes are, and the New Notes will be, guaranteed by the Guarantors. Old Notes that are accepted in exchange for New Notes will be cancelled and retired.

The Old Notes were and the New Notes will be issued under the Indenture, dated as of June 28, 2010 (the “Indenture”), by and among the Company, the Guarantors and Wells Fargo Bank, N.A. as trustee (the “Trustee”).

We have acted as legal counsel as to Netherlands law to the Company and the

NautaDutilh N.V. has its seat at Rotterdam, the Netherlands and is registered in the Commercial Register in Rotterdam under number 24338323. All services and other work are carried out subject to the general conditions of NautaDutilh N.V., which apply mutatis mutandis to our relationship with third parties relying on statements of NautaDutilh N.V. These general conditions include, among other provisions, a limitation of liability clause and have been filed with the Rotterdam Court of First Instance. They can be consulted at www.nautadutilh.com and will be provided free of charge upon request.

ABN AMRO Bank 46.69.93.293; Fortis Bank 64.21.43.218; Postbank 50296; Account Name: Stichting Beheer Derdengelden Advocatuur NautaDutilh.

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Rotterdam, July 6, 2011

Dutch Guarantors in connection with the filing of the Registration Statement with the Commission.

We have examined and relied upon copies of the following documents:

(a) the Registration Statement;

(b) the Indenture;

(c) the form of the guarantees which will be endorsed on the New Notes (the “Guarantees” and, together with the Registration Statement and the Indenture, the “Opinion Documents”);

(d) (i) the documents containing the resolutions of the general meeting of shareholders (algemene vergadering van aandeelhouders) and the resolutions of the managing board (bestuur) of CNH Trade N.V. dated June 14, 2010 and (ii) the document containing the resolutions of the managing board (bestuur) of CNH Global N.V. dated June 15, 2010 (the “Resolutions”);

(e) in relation to CNH Global N.V., its deed of incorporation (akte van oprichting) dated 30 August 1996 and, in relation to CNH Trade N.V., its deed of incorporation dated 13 October 1993 (the “Deeds of Incorporation”);

(f) in relation to CNH Global N.V., its articles of association (statuten) as they read after the execution of a deed of amendment dated 13 April 2006, which, according to the relevant Extract (as defined below), was the last amendment to this Dutch Guarantor’s articles of association and, in relation to CNH Trade N.V., its articles of association as they read after the execution of a deed of amendment dated 14 January 2002, which, according to the relevant Extract, was the last amendment to this Dutch Guarantor’s articles of association (the “Articles of Association”); and

(g) in relation to each Dutch Guarantor, an extract from the Amsterdam Chamber of Commerce Commercial Register (handelsregister gehouden door de kamer van koophandel en fabrieken), dated the date of this opinion letter with respect to such Dutch Guarantor (the “Extracts” and, together with the Resolutions, the Deeds of Incorporation and the Articles of Association, the “Corporate Documents”).

In rendering the opinions expressed herein, we have reviewed and relied upon the

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Opinion Documents and the Corporate Documents and we have examined such other matters as we deemed necessary to form our opinions expressed herein and we have assumed that the Opinion Documents have been entered into for bona fide commercial reasons. We have not investigated or verified any factual matter disclosed to us in the course of our review.

This opinion letter is strictly limited to the matters stated in it and may not be read as extending by implication to any matters not specifically referred to in it. Nothing in this opinion letter should be taken as expressing an opinion in respect of any representations or warranties, or other information, contained in the Opinion Documents or any other document reviewed in connection with this opinion letter, except as expressly confirmed in this opinion letter.

This opinion letter sets out our opinion on certain matters of the laws with general applicability of the Netherlands (i.e. the European territory of the Kingdom of the Netherlands), and, insofar as they are directly applicable in the Netherlands, of the European Union, as at today’s date and as presently interpreted under published authoritative case law of the Netherlands courts, the European General Court and the European Court of Justice. We do not express any opinion on Netherlands or European competition law, tax law or securities law. No undertaking is assumed on our part to revise, update or amend this opinion letter in connection with or to notify or inform you of, any developments and/or changes of Netherlands law subsequent to today’s date.

The opinions expressed in this opinion letter are to be construed and interpreted in accordance with Netherlands law. This opinion letter is rendered on the condition that each party that relies on this opinion letter accepts that the legal relationship between it, on the one hand, and NautaDutilh N.V. on the other hand, is governed by Netherlands law and that any issues of interpretation or liability arising out of or in connection with this opinion letter are submitted to the exclusive jurisdiction of the competent courts at Rotterdam, the Netherlands.

In this opinion letter, legal concepts are expressed in English terms. The Netherlands legal concepts concerned may not be identical in meaning to the concepts described by the English terms as they exist under the law of other jurisdictions. In the event of a conflict or inconsistency, the relevant expression shall be deemed to refer only to the Netherlands legal concepts described by the English terms.

For the purposes of this opinion letter, we have assumed that:

a. all documents reviewed by us as originals are complete and authentic and the signatures thereon are the genuine signatures of the persons purported

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to have signed them, all documents reviewed by us as drafts of documents or as fax, photo or electronic copies of originals are in conformity with the executed originals thereof and these originals are complete and authentic and the signatures thereon are the genuine signatures of the persons purported to have signed them;

b. no defects which do not appear from the face of the Deeds of Incorporation attach to the incorporation of any of the Netherlands Companies (aan haar totstandkoming geen gebreken kleven);

c. none of the Dutch Guarantors has (i) been dissolved (ontbonden), (ii) ceased to exist pursuant to a merger (fusie) or a division (splitsing), (iii) had its assets placed under administration (onder bewind gesteld), or (iv) been declared bankrupt (failliet verklaard), granted a suspension of payments (surseance van betaling verleend) or (v) been made subject to similar proceedings in any jurisdiction or otherwise been limited in its rights to dispose of its assets. The Extracts and our inquiries of today with (a) the online central insolvency register (Centraal Insolventie Register) held by the Council for the Administration of Justice (Raad voor de Rechtspraak), (b) the online EU Insolvency Register (Centraal Insolventie Register-EU Registraties) held by the Council for the Administration of Justice (Raad voor de Rechtspraak) and (c) the Amsterdam court bankruptcy clerk’s office (faillissementsgriffie) support the items (i) through (iv) of this assumption. However, this information does not constitute conclusive evidence that the events set out in items (i) through (iv) have not occurred;

d. all powers of attorney and appointments made in the Resolutions (i) are in full force and effect, and (ii) under any applicable law other than Netherlands law validly authorise the person or persons purported to be granted power of attorney to represent and bind the relevant Dutch Guarantor vis-à-vis the other parties to the Opinion Documents with regard to the transactions contemplated by and for the purposes stated in the Opinion Documents;

e. the resolutions recorded in the Resolutions are in full force and effect, and the factual statements made and the confirmations given in the Resolutions are complete and correct; and

f. none of the opinions set forth in this opinion letter will be affected by any foreign law.

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Based upon and subject to the foregoing and subject to the qualifications set forth herein and to any matters, documents or events not disclosed to us, we express the following opinions:

1. Each of the Dutch Guarantors has been duly incorporated and is validly existing under the laws of the Netherlands.

2. Each of the Dutch Guarantors has the requisite power and authority to execute the Indenture and the Guarantees, and to perform its obligations under the Indenture and under the Guarantees (when validly signed on behalf of the Dutch Guarantors).

3. The Indenture has been duly authorized and executed by each of the Dutch Guarantors.

4. The Guarantees have been duly authorized by each of the Dutch Guarantors.

The opinions expressed above are subject to the following qualifications:

A. As Netherlands lawyers we are not qualified or able to assess the true meaning and purport of the terms of the Opinion Documents under the applicable law and the obligations of the parties to the Opinion Documents and we have made no investigation of that meaning and purport. Our review of the Opinion Documents and of any other documents subject or expressed to be subject to any law other than Netherlands law has therefore been limited to the terms of these documents as they appear to us on their face.

B. The information contained in the Extracts does not constitute conclusive evidence of the facts reflected in them.

C. Pursuant to Article 2:7 of the Netherlands Civil Code (Burgerlijk Wetboek), any transaction entered into by a legal entity may be nullified by the legal entity itself or its liquidator in bankruptcy proceedings (curator) if the objects of that entity were transgressed by the transaction and the other party to the transaction knew or should have known this without independent investigation (wist of zonder eigen onderzoek moest weten). The Netherlands Supreme Court (Hoge Raad der Nederlanden) has ruled that in determining whether the objects of a legal entity are transgressed, not only the description of the objects in that legal entity’s articles of association (statuten) is decisive, but all (relevant)

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circumstances must be taken into account, in particular whether the interests of the legal entity were served by the transaction. Entering into the Guarantees does not transgress the description of the objects contained in the articles of association of each of the Dutch Guarantors. However, there will be other relevant circumstances that must be taken into account, in particular whether the interests of each of the Dutch Guarantors are served by the Guarantees. We note that a relevant circumstance is that CNH Trade N.V. is not a shareholder of the Company and this could be an argument that the guarantee by CNH Trade N.V. is not in the interests of CNH Trade N.V. We have been informed that the managing boards of the Dutch Guarantors believe that entering into the Guarantees does not transgress their corporate objects, but there is limited law and jurisprudence on this issue. Therefore, there can be no assurance that the Guarantees would not transgress the objects of the Dutch Guarantors.

This opinion is being delivered to you in connection with the Registration Statement and is not to be used, circulated, quoted or otherwise referred to for any other purpose without our prior written authorization. We hereby consent to (i) the filing of this opinion as an exhibit to the Registration Statement and to the use of our name under the caption “Validity of the New Notes” in the prospectus contained therein and (ii) the disclosure of this opinion to the holder of the New Notes. In giving such consent, we do not thereby admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act, or under the rules and regulations of the Commission thereunder.

Yours faithfully,

on behalf of NautaDutilh N.V.

A.J.J. Pors

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in this Amendment No. 3 to Registration Statement No. 333-173332 on Form F-4 of our reports dated February 28, 2011, relating to the (1) consolidated financial statements of CNH Global N.V. (which report expresses an unqualified opinion and includes an explanatory paragraph relating to the adoption on January 1, 2010 of new accounting guidance related to transfers of financial assets and consolidation of variable interest entities and the application of the reporting requirements on a prospective basis), and (2) the effectiveness of CNH Global N.V.’s internal control over financial reporting, appearing in the Annual Report on Form 20-F of CNH Global N.V. for the year ended December 31, 2010, and to the reference to us under the heading “Experts” in the Prospectus, which is part of this Registration Statement.

/s/ Deloitte & Touche LLP

July 6, 2011