CNH GLOBAL N.V.
AUDIT COMMITTEE CHARTER
[Excerpt from resolution adopted by the Board of Directors]


WHEREAS

Article 13 of the Articles of Association of the Company requires that the Board of Directors appoint an Audit Committee, comprised of Directors who are not Officers of the Company, and to determine their duties and powers of the Audit Committee;

WHEREAS

By resolution dated October 8, 1996 the Board of Directors set up an "Audit Committee", appointed members thereto and established its charter and amended the charter pursuant to resolution of the Board of Directors dated November 12, 1999;

WHEREAS

The Board of Directors now desires to amend and restate the charter of the Audit Committee as set forth in this Resolution of the Board of Directors.

AUDIT COMMITTEE CHARTER
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