10-Q/A

FORM 10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 (Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2002

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________ to _______________

Commission file number 1-8198

HOUSEHOLD INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	36-3121988
(State of Incorporation)	(I.R.S. Employer Identification No.)

2700 Sanders Road, Prospect Heights, Illinois 60070

(Address of principal executive offices) (Zip Code)

(847) 564-5000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

At July 31, 2002, there were 454,785,081 shares of the registrant's common stock outstanding.

EXPLANATORY NOTE

In the EDGAR version of the Certification of Chief Executive Officer (Exhibit 99.2) and the Certification of Chief Financial Officer (Exhibit 99.3) filed with the Securities and Exchange Commission today, the word "fairly" was inadvertently omitted during the EDGAR process. The original certifications signed by Mr. Aldinger and Mr. Schoenholz contained the word "fairly."

Item 6. Exhibits and Reports on Form 8-K  

1. Exhibits

12	Statement of Computation of Ratio of Earnings to Fixed Charges and to Combined Fixed Charges and Preferred Stock Dividends. *
99.1	Debt and Preferred Stock Securities Ratings *
99.2	Certification of Chief Executive Officer
99.3	Certification of Chief Financial Officer
99.4	Restated Form 10-K of Household International, Inc. for the year ended December 31, 2001, which contains unaudited consolidated financial information and will amend and supplement the Form 10-K of Household International, Inc. for the year ended December 31, 2001 that was filed with the Securities and Exchange Commission on March 13, 2002. *
99.5	Letter from KPMG LLP re: Statement of Auditing Standards Number 71. *

2. Report on Form 8-K

During the second quarter of 2002, we filed the following Current Reports on Form 8-K:

• Report filed April 8, 2002 with respect to the 2001 financial and statistical review ("factbook") containing certain financial detail with respect to Household International, Inc. and certain of our subsidiaries.
• Report filed April 9, 2002 with respect to presentations to investors at our annual Financial Relations Conference.
• Report filed April 17, 2002 with respect to the press release pertaining to our financial results for the quarter ended March 31, 2002.

 * Previously Filed

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
	HOUSEHOLD INTERNATIONAL, INC. (Registrant)
	By: /s/ John W. Blenke
	John W. Blenke      Vice President and Assistant Secretary
Dated: August 14, 2002

 Exhibits Index

12	Statement of Computation of Ratio of Earnings to Fixed Charges and to Combined Fixed Charges and Preferred Stock Dividends. *
99.1	Debt and Preferred Stock Securities Ratings *
99.2	Certification of Chief Executive Officer
99.3	Certification of Chief Financial Officer
99.4	Restated Form 10-K of Household International, Inc. for the year ended December 31, 2001, which contains unaudited consolidated financial information and will amend and supplement the Form 10-K of Household International, Inc. for the year ended December 31, 2001 that was filed with the Securities and Exchange Commission on March 13, 2002. *
99.5	Letter from KPMG LLP re: Statement of Auditing Standards Number 71. *

* Previously Filed

EX-99

EXHIBIT 99.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Household International, Inc. (the "Company") on Form 10-Q for the period ending June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, William F. Aldinger, Chairman and Chief Executive Officer of the Company, certify, pursuant to 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
	By: /s/ William F. Aldinger
	William F. Aldinger Chairman and Chief Executive Officer August 14, 2002

EX-99

EXHIBIT 99.3

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Household International, Inc. (the "Company") on Form 10-Q for the period ending June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, David A. Schoenholz, President and Chief Operating Officer (as Principal Financial Officer) of the Company, certify, pursuant to 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
	/s/ David A. Schoenholz
	David A. Schoenholz President and Chief Operating Officer August 14, 2002