From: Perna, Robert J [Robert.Perna@nav-international.com]
Sent: Thursday, May 23, 2002 3:18 PM
To: 'rule-comments@sec.gov'
Subject: Comments on File No. S7-08-02

Navistar International Corporation
4201 Winfield Road
Warrenville, Illinois 60555


May 23, 2002


Via rule-comments@sec.gov
Mr. Jonathan G. Katz, Secretary
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Re: 	File No. S7-08-02 (Proposed Rule for Acceleration of Periodic Report
Filing Dates and Disclosure of Website Access) 

Dear Mr. Katz:

	We appreciate the opportunity to comment on the Commission's
proposed rules concerning acceleration of periodic report filing dates and
disclosure regarding website access to reports.  Navistar International
Corporation ("Navistar") is a leading truck and engine manufacturer with
annual sales exceeding $6 billion and public float of approximately $2
billion. 

	We support the Commission's desire to provide investors with ready
access to more timely corporate disclosure.  However, we believe that it is
equally important, for the credibility of the public markets and the benefit
of investors, that the disclosure be complete and accurate, and these goals
will be put at substantial risk by accelerating the filing dates.  While
significant technological advances have improved the speed at which
companies process and disseminate information, today's business and
financial reporting environment is more complex than ever before.  Shortened
reporting period would increase the risk of incomplete and inaccurate
financial reporting disclosures and significantly increase the cost to
companies to complete the periodic filings.  Accordingly, we oppose the
proposal to accelerate the quarterly and annual reporting due dates to 30
and 60 days, respectively.   

	Navistar's current 10-Q periodic reports are filed approximately 40
days following the end of each quarter.  While certain fundamental financial
data is available within weeks after the close of the quarter, there is
significant additional work required in order to develop an accurate and
comprehensive reporting of the Company's financial condition.  Many parties,
both inside and outside the Company, are involved in compiling, reviewing
and analyzing the financial results, resolving questions and writing and
reviewing the MD&A and detailed footnote disclosures included in the
filings.  In most cases our internal staff is required to work considerable
overtime, particularly at year-end, to complete the necessary reviews to
assure quality financial reporting.  

	Accelerating the reporting deadlines (particularly the quarterly due
date to 30 days) would only increase the risk of error or misstatement in
reporting since review time will be shortened.  Considerable increased
investment, both in terms of additional staff resources and systems
development, will also be required to mitigate any risk of errors in a
shortened filing environment.   Accelerating the due dates may also cause
companies to reduce the amount of voluntary disclosure in their filings in
order to ensure compliance with the basic regulations within the shortened
due dates.   For the reasons listed, we propose that the current filing
periods remain unchanged.   

	If the current proposal to accelerate the filing deadlines is
adopted, we believe a phased-in approach over 18-24 months is necessary to
effectively implement the acceleration.  In the post-Enron period the
Commission has issued numerous releases focusing companies on accounting and
related disclosures in the periodic reports, and many companies (including
seasoned companies) are still developing experience with this new guidance.
The demands of accelerated filing requirements during this time could impact
a company's ability to fully comply with the new guidance.  A graduated
approach will reduce that risk.  A graduated approach will also give
companies adequate time to develop systems to enhance the speed of their
financial reporting process and to hire and train additional staff.  

	With respect to the Commission's recommendation that companies
provide broad access to their Exchange Act reports on their websites, we
support this proposal.  This will facilitate investor access to that
information.  Currently, Navistar provides website access to its 10-Q, 10-K
and other Exchange Act filings via a hyperlink from the EDGAR database with
a third party service.   Due to technology interface concerns, the Company
does suggest a one business day delay of information on the website from the
filing date.
	
	We appreciate the opportunity to provide the Commission with our
views on this matter.  If you would like to discuss our comments further,
please contact Robert Perna, Corporate Secretary, at (630) 753-2164 or
myself at (630) 753-3106.


Sincerely,

/s/ Mark T. Schwetschenau

Mark T. Schwetschenau
Vice President and Controller