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Exhibit 4.1.3
 CNH Global N.V.
Outside Directors Compensation Plan
  Plan Company Board Committee Outside Directors AGM
 1.
    
    Purpose.
 Fees Appendix A Common Shares Stock Options
 2.
    
    General Rules and Definitions.(a)
    
    Plan Year:means the period beginning on the date of the AGM and ending on the
day immediately prior to the AGM of the following year.(b)
    
    Plan Year Quarters:for any Plan Year, the first Plan Year Quarter shall begin
on the first day of the Plan Year, and shall end on the 90th day of the Plan Year; the
second Plan Year Quarter shall begin on the 91st day of the Plan Year, and shall end on
the 180th day of the Plan Year; the third Plan Year Quarter shall begin on the 181st
day of the Plan Year, and shall end on the 270th day of the Plan Year; and the fourth
Plan Year Quarter shall begin on the 271st day of the Plan Year, and shall end on the
last day of the Plan Year.(c)
    
    Value Dateis the last trading day of each Plan Year Quarter, in which sales of
Common Shares on the New York Stock Exchange are included on the Composite Tape for
such day.




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(d)
    
    Fair Market Value,as applied to each Common Share, is equal to the average of
the highest and lowest sale price of a Common Share on the Composite Tape for the Value
Date.(e)
    
    Proration For Partial Services:if the Outside Director is not a member of the
Board or of a committee or a committee chair during an entire Plan Year, the Fees shall
be reduced pro rata of his actual service.(f)
    
    Fractional Shares:for any fractional Common Share to which an Outside Director
shall be entitled for any Plan Year Quarter, he shall receive a whole Common Share only
if the fraction is .50 or greater.3.
    
    Quarterly Election.
 Appendix B Election Form Quarterly
Payment
 (a)
    
    in cash;(b)
    
    in a number of Common Shares equal to the elected percent of the Quarterly
Payment divided by the Fair Market Value;(c)
    
    in a number of Stock Options equal to the quotient of (A) divided by (B)
(Stock Option Grant) where:
 (A)
    
    is the product of the elected percent of the Quarterly Payment,
multiplied by four; and(B)
    
    is the Fair Market Value.
 Secretary Effective Date
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4.
    
    Terms and Conditions of Stock Option Grants.(a)
    
    Stock Option Agreement: each Stock Option Grant shall be evidenced by a written
Stock Option Agreement which shall be executed by the Outside Director and the Company,
shall become effective on the Effective Date (Grant Date) and shall contain such
terms and conditions as are consistent with this Plan.(b)
    
    Exercise or Option Price: shall be equal to the Fair Market Value of a Common
Share on the Value Date.(c)
    
    Sale Restriction: each Stock Option Grant shall become exercisable immediately
upon the Grant Date but Common Shares purchased upon exercise of a Stock Option Grant
may not be sold until at least six months after the Grant Date.(d)
    
    Term: each Stock Option Grant shall terminate upon the earlier of (i) ten years
after the Grant Date; or (ii) six months after the date an individual ceases to be an
Outside Director.(e)
    
    Death of Outside Director: in accordance with paragraph 4(d) above, the
Outside Directors designated beneficiary or estate, if no beneficiary has been
designated, may exercise any Stock Options within the six-month period following the
death of the Outside Director.(f)
    
    Total Disability of Outside Director: in accordance with paragraph 4(d) above,
all Stock Options shall remain exercisable within the six-month period following the
Outside Directors termination for Total Disability. For purposes of this provision,
Total Disability means the permanent inability (as determined by the Outside
Directors medical doctor) of the Outside Director which is a result of accident or
sickness, to perform the duties of a director of the Company.(g)
    
    Change of Control: in accordance with paragraph 4(d) above, all Stock Options
that have been awarded to an Outside Director shall remain exercisable for a six-month
period, if a change of control (as determined by the Board) of the Company or of the
majority shareholder of the Company occurs.5.
    
    Manner of Payment of Option Price.
  3




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(a)
    
    in United States dollars, in cash, wire transfer, certified or bank check or
personal check, payable to the order of the Company through its Broker (see Appendix C
for contact details);  (i)
    
    having been acquired under the Plan and having been held for at
least six months prior to the date of payment; and(ii)
    
    having an aggregate fair market value, determined as per
paragraph 2(d) above, on the date of payment equal to the Option Price; or
 (c)
    
    in any other manner that the Board shall approve, including without limitation
any arrangement that the Board may establish to enable Outside Directors to
simultaneously exercise Stock Options and sell the Common Shares acquired thereby and
apply the proceeds to the payment of the Option Price therefor.6.
    
    Plan Administration.
  7.
    
    Shares Subject to Plan.
  8.
    
    Adjustments and Reorganizations.
  4




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9.
    
    Transferability of Awards.
  10.
    
    No Right of Continued Service.
  11.
    
    Governing Law.
  12.
    
    Successors and Assigns.
  13.
    
    Rights as a Shareholder.
  14.
    
    Amendment.
  5




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15.
    
    General Restrictions.
  6




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CNH Global N.V.
    
    APPENDIX A
 OUTSIDE DIRECTORS COMPENSATION PLAN
 OUTSIDE DIRECTORS COMPENSATION
 Fees
 
    
    Retainer Fee:
    
    $
    65,000
    
    Committee Membership Fee:
    
    $
    25,000(if also a member of any Board Committee)
    
    Committee Chair Fee:
    
    $
    10,000(if also a Chair of any Board Committee)
  one-time
grant of 4,000 Automatic Stock Options; i.e., automatic stock options are exercisable on the third
anniversary of the Grant Date
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CNH Global N.V.
    
    APPENDIX B
 OUTSIDE DIRECTORS COMPENSATION PLAN
 ELECTION FORM
 For the Plan Year:
  
 
 
  Dated as ofSignature
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CNH Global N.V.
    
    APPENDIX C
 OUTSIDE DIRECTORS COMPENSATION PLAN
 BROKER
  marilyn.bezinovich@smithbarney.com
 9