Exhibit 4.2A


THIS
NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED
TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. UNLESS
AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM,
THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITORY TRUST
COMPANY (“THE DEPOSITORY”) TO A NOMINEE OF THE DEPOSITORY OR BY THE DEPOSITORY
OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITORY OR A NOMINEE OF SUCH SUCCESSOR
DEPOSITORY.  UNLESS THIS NOTE IS
PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TO THE COMPANY OR
ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE
ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY (AND ANY PAYMENT IS
MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR
VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED
OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.


 





 


	
  No. K

  	
  PACCAR Financial Corp.

  Medium-Term Note,
  Series K

  (Fixed Rate)

  	
  Principal Amount 

   

  $

  
	
  CUSIP:

  	
  ORIGINAL ISSUE DATE:

  	
   

  
	
  INTEREST RATE:

  	
   

  	
   

  
	
  MATURITY DATE:

  	
  INITIAL REDEMPTION DATE:

  	
   

  
	
  HOLDER’S OPTIONAL
  REPAYMENT DATE(S):

  	
  INITIAL REDEMPTION PERCENTAGE:

  	
   

  
	
  [  ] CHECK IF DISCOUNT NOTE  

  Issue Price ___%

  	
  ANNUAL REDEMPTION PERCENTAGE REDUCTION:

  
	
  OTHER PROVISIONS:

  	
  INTEREST PAYMENT DATES:

  	
   

  
	
  REGULAR RECORD DATE:

  	
  DENOMINATIONS:

  	
   

  
	
  ADDENDUM ATTACHED:

  	
   

  	
   

  
				



 


If an Initial Redemption Date is specified above, (i)
the Redemption Price will initially be the Initial Redemption Percentage
specified above and shall decline at each anniversary of the Initial Redemption
Date shown above by the Annual Redemption Percentage Reduction specified above
until the Redemption Price is 100% of such principal amount, and (ii) this Note
may be redeemed either in whole or from time to time in


1

















 


part except if the
following box is marked, this Note may be redeemed in whole only [   ]. 
If no Initial Redemption Date is specified above, this Note may not be
redeemed prior to Maturity.


PACCAR
Financial Corp.,
a Washington corporation (herein called the “Company,” which term includes any
successor corporation under the Indenture referred to herein), for value
received, hereby promises to pay to CEDE & CO. or registered assigns, the
principal sum of                                                DOLLARS on
the Maturity Date shown above, and to pay interest thereon at the rate per
annum shown above (computed on the basis of a 360-day year of twelve 30-day
months) until the principal hereof is paid or made available for payment.  The Company will pay interest semi-annually
on March 15 and September 15, commencing with the March 15 or
September 15 immediately following the Original Issue Date shown above,
and at Maturity or any redemption or optional repayment date (the date of each
such Maturity or any redemption date and optional repayment date and the date
of principal or an installment of principal is due and payable by declaration
of acceleration pursuant to the Indenture being referred to hereinafter as a
“Maturity” with respect to principal payable on such date); provided, however,
that if the Original Issue Date shown above is after March 1 and on or
before the immediately following March 15 or after September 1 and on or
before the immediately following September 15, interest payments will
commence on the next succeeding September 15 or March 15, as the case
may be.  Interest on this Note will
accrue from and including the most recent date to which interest has been paid
or duly provided for or, if no interest has been paid or duly provided for,
from the Original Issue Date shown above to but excluding such date to which
interest has been paid or duly provided for. 
If any Interest Payment Date or the Maturity would fall on a day that is
not a Business Day, the payment of principal or interest shall be postponed to
the next day that is a Business Day, and no interest on such payment shall
accrue from and after such Interest Payment Date or Maturity.  The interest so payable, and punctually paid
or duly provided for, on any Interest Payment Date will, as provided in the
Indenture, be paid to the Person in whose name this Note (or one or more
Predecessor Securities) is registered at the close of business on the Regular
Record Date for such interest, which shall be the March 1 or the
September 1 (whether or not a Business Day), as the case may be, next
preceding such Interest Payment Date, and interest payable at Maturity shall be
payable to the Person to whom the principal hereof is payable.  Any such interest not so punctually paid or
duly provided for shall forthwith cease to be payable to the Holder on such
Regular Record Date and may either be paid to the Person in whose name this
Note (or one or more Predecessor Securities) is registered at the close of
business on a Special Record Date for the payment of such Defaulted Interest to
be fixed by the Trustee, notice whereof shall be given to the Holder of this
Note not less than 10 days prior to such Special Record Date, or be paid at any
time in any other lawful manner not inconsistent with the requirements of any
securities exchange upon which the Securities of the series shown above may be
listed, and upon such notice as may be required by such exchange, all as more
fully provided in the Indenture. 
Payment of principal and interest payable at Maturity of this Note will
be made at the office or agency of the Company maintained for that purpose in
the Borough of Manhattan, The City of New York, in such coin or currency of the
United States of America as at the time of payment is legal tender for payment
of public and private debts, and will be made in immediately available funds if
this Note is pre­sented in time for payment to be made in such funds in
accordance with normal procedures of Citibank, N.A., as paying agent (the
“Paying Agent”, which term includes any successor paying agent under the
Indenture).  Unless otherwise agreed
between the Holder and the Company, payment of interest other than at Maturity
will be made by check mailed to the address of the Person entitled thereto as
such address shall appear in the Security Register.


“Business Day” means any day, other than a Saturday,
or Sunday that is neither a legal nor a day on which commercial banks are
authorized or required by law, regulation or executive order to close in The
City of New York;


 


2

















 


provided, however, that,
with respect to non-United States dollar-denominated notes, the day is also not
a day on which commercial banks are authorized or required by law, regulation
or executive order to close in the Principal Financial Center, as defined
below, of the country issuing the Specified Currency or, if the Specified
Currency is Euro, the day is also a day on which the Trans-European Automated
Real-Time Gross Settlement Express Transfer (TARGET) System is open; provided,
further, that, with respect to notes as to which LIBOR is an applicable
Interest Rate Basis, the day is also a London Banking Day.  “London Banking Day” means a day on which
commercial banks are open for business, including dealings in the LIBOR
Currency, as defined below, in London.


 


Reference is
hereby made to the further provisions of this Note set forth on the reverse
hereof, which further provisions will for all purposes have the same effect as
if set forth at this place.


 


Unless the
certificate of authentication hereon has been manually executed by or on behalf
of the Trustee under the Indenture, this Note will not be entitled to any
benefits under the Indenture or be valid or obligatory for any purpose.


 


IN WITNESS WHEREOF, the
Company has caused this Note to be duly executed, manually or in facsimile, and
an imprint or facsimile of its corporate seal to be imprinted hereon.


 


 


	
  Dated:

  	
  PACCAR Financial Corp.

  
	
   

  	
   

  	
   

  
	
  CERTIFICATE OF
  AUTHENTICATION

  	
  By

  	
   

  
	
   

  	
   

  	
  President

  
	
   

  	
   

  	
   

  
	
  This is one of the
  Securities of the series designated herein issued under the within-mentioned
  Indenture. 

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  [FACSIMILE OF SEAL]

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  ATTEST:    

  	
   

  	
   

  
	
   

  	
  By

  	
   

  
	
   

  	
   

  	
  Secretary

  



 


 


3

















 


	
  CERTIFICATE OF
  AUTHENTICATION

  This is one of
  the Securities of the series designated therein referred to in the
  within-mentioned Indenture.

  	
   

  	
   

  
	
  CITIBANK, N.A.,
  as Trustee

  	
   

  	
   

  
	
  By

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Authorized Signatory

  	
   

  
						



 


References herein to “the Note,” “hereof,” “herein”
and comparable terms shall include an Addendum hereto if an Addendum is
specified under “Other Provisions” above.


Any provision contained herein with respect to the
calculation of the rate of interest applicable to this Note, its payment dates
or any other matter relating hereto may be modified as specified in an Addendum
relating hereto if so specified above.


This Note is one of a duly authorized issue of
Securities of the Company, issued and to be issued in one or more series under
an indenture dated as of December 1, 1983, as amended by a first supplemental
indenture dated as of June 19, 1989 (herein collectively called the
“Indenture”), between the Company and Citibank, N.A., as trustee (herein called
the “Trustee,” which term includes any successor trustee under the Indenture),
to which Indenture and all indentures supplemental thereto reference is hereby
made for a statement of the respective rights, limitations of rights, duties
and immunities thereunder of the Company, the Trustee and the Holders of the
Securities and of the terms upon which the Securities are, and are to be,
authenticated and delivered.  This Note
is one of the series of the Securities designated as the Medium-Term Notes of
the series designated above (herein called the “Notes”).  The Notes may bear different dates and
mature at different times, may bear interest at different rates and may
otherwise vary, all as provided in the Indenture.


This Note may be subject to repayment at the option of
the Holder prior to the Maturity Date specified above on the Holder’s Optional
Repayment Date(s), if any, specified above. 
If no Holder’s Optional Repayment Dates are specified above, this Note
may not be so repaid at the option of the Holder hereof prior to the Maturity
Date.  On any Holder’s Optional
Repayment Date, this Note shall be repayable in whole or in part in an amount
equal to $1,000 or integral multiples thereof (provided that any remaining
principal amount shall be an authorized denomination) at the option of the
Holder hereof at a repayment price equal to 100% of the principal amount to be
repaid (or, if this Note is an OID Note, as defined below, such lesser amount
as is provided below), together with interest thereon payable to the date of
repayment.  For this Note to be repaid
in whole or in part at the option of the Holder hereof, this Note must be
received, with the form entitled “Option to Elect Repayment” available at the
office of the Trustee set forth below duly completed, by the Paying Agent at
its office at 111 Wall Street, 5th Floor, New York, New York, 10043;
Attention: Securities Services, or such address which the Company shall from
time to time notify the Holders of the Notes, not more than 60 or less than 30
days prior to a Holder’s Optional Repayment Date.  This note must be received by the Trustee by 5:00 p.m., New York
City time, on the last day for giving such notice.  Exercise of such repayment option by the Holder hereof shall be
irrevocable.  In the event of payment of
this Note in part only, a new Note for the unpaid portion hereof shall be
issued in the name of the Holder hereof upon the surrender hereof.


If an Event of Default (as defined in the Indenture)
with respect to the Notes shall occur and be continuing, the principal of all
the Notes may be declared due and payable in the manner and with the effect
provided in the Indenture.


4

















 


If the Discount Note box is checked above, the amount
payable to the Holder of this Note in the event of redemption, repayment or
acceleration of maturity will be equal to the sum of (i) the Issue Price
specified above (increased by any accruals of Discount, as defined below, and
reduced by any amounts of principal previously paid) and, in the event of any
redemption of this Note (if applicable), multiplied by the Initial Redemption
Percentage Reduction, specified above (as adjusted by the Annual Redemption
Percentage Reduction specified above) and (ii) any unpaid interest accrued
hereon to the date of such redemption, repayment or acceleration of maturity,
as the case may be.  The difference
between the Issue Price specified above and the Principal Amount of this Note
is referred to herein as the “Discount”.


For purposes of determining the amount of Discount
that has accrued as of any date on which a redemption, repayment or
acceleration of maturity occurs for this Note, such Discount will be accrued
using a constant yield method.  The
constant yield will be calculated using a 30-day month, 360-day year
convention, a compounding period that, except for the Initial Period (as
defined below), corresponds to the shortest period between Interest Payment
Dates specified above (with ratable accruals within a compounding period), an
interest rate equal to the Initial Interest Rate specified above and an
assumption that the maturity of this Note will not be accelerated.  If the period from the Original Issue Date
specified above to the initial Interest Payment Date (the “Initial Period”) is
shorter than the compounding period for this Note, a proportionate amount of
the yield for an entire compounding period will be accrued.  If the Initial Period is longer than the
compounding period, then such period will be divided into a regular compounding
period and a short period with the short period being treated as provided in
the preceding sentence.


The Indenture permits, with certain exceptions as
therein provided, the amendment thereof and the modification of the rights and
obligations of the Company and the rights of the Holders of the Securities of
each series under the Indenture to be affected at any time by the Company with
the consent of the Holders of a majority in principal amount of the Securities
at the time Outstanding of each series to be affected.  The Indenture also contains provisions
permitting the Holders of a majority in principal amount of the Securities of
each series at the time Outstanding, on behalf of the Holders of all Securities
of such K series, to waive compliance by the Company with certain provisions of
the Indenture and certain past defaults under the Indenture and their
consequences.  Any such consent or
waiver by the Holder of this Note shall be conclusive and binding upon such
Holder and upon all future Holders of this Note and of any Note issued upon the
registration of transfer hereof or in exchange herefor or in lieu hereof,
whether or not notation of such consent or waiver is made upon this Note.


As provided in the Indenture, the Company shall be
discharged from its obligations under the Notes if at any time (a) the Company
has irrevocably deposited with the Trustee, in trust, (i) sufficient funds to
pay the principal of, and premium, if any, and interest to the Maturity Date
(“Stated Maturity” in the Indenture) on, the Notes, or (ii) to the extent the
Notes are payable in U.S. dollars only, such amount of direct obligations of,
or obligations the principal and interest on which are fully guaranteed by, the
United States of America as will, together with the predetermined and certain
income to accrue thereon without consideration of any reinvestment thereof, be
sufficient to pay when due the principal of, and premium, if any, and interest to the
Maturity Date on, the Notes, and which are not subject to prepayment,
redemption or call, (b) the Company has paid all other sums payable with
respect to the Notes and (c) unless the Notes are to become due and payable at
their Maturity Date within one year, the Trustee has received an opinion of
recognized tax counsel to the effect that such deposit and discharge will not
result in recognition by the Holders of the Notes of income, gain or loss for
federal income tax purposes (other than income, gain or loss which would have
been recognized in like amount and at a like time absent such deposit and
discharge).  Upon such discharge, the
Holders of the Notes shall no longer be entitled to the benefits of the
Indenture, except for the purposes


 


5

















 


of registration of
transfer and exchange of Notes, and shall look only to such deposited funds or
obligations for payment.


No reference herein to the Indenture and no provision
of this Note or of the Indenture shall alter or impair the obligation of the
Company which is absolute and unconditional to pay the principal of and
interest on this Note at the times, place and rate, and in the coin or currency
herein and in the Indenture prescribed; subject, however, to the provisions for
the discharge of the Company from its obligations under the Notes upon
satisfaction of the conditions set forth in the preceding paragraph and in the
Indenture.


This Note may be redeemed at the option of the Company
on any date on or after the Initial Redemption Date, if any, specified above,
and prior to the Maturity Date specified above, in whole or from time to time
in part in increments of $1,000 or integral multiples thereof (provided that
any remaining principal amount shall be an authorized denomination) upon
mailing a notice of such redemption not more than 60 days nor less than 30 days
prior to the date fixed for redemption to the Holder of this Note at such
Holder’s address appearing in the Security Register, all as provided in the
Indenture, at the Redemption Price, if any, specified above (expressed as a
percentage of the principal amount) together in each case with accrued interest
to the date fixed for redemption, provided, however, that the first two
paragraphs of Section 1103 of the Indenture shall not apply to this Note, and
if less than all of the Notes are to be redeemed, the Company may select, from
Notes that are subject to redemption pursuant to the terms thereof, the Note or
Notes, or portion or portions thereof, to be redeemed.  In the event of redemption of this Note in
party only, a new Note for the unredeemed portion hereof shall be issued in the
name of the Holder hereof upon the surrender hereof.


As provided in the Indenture and subject to certain
limitations therein set forth, the transfer of this Note is registrable in the
Security Register, upon surrender of this Note for registration of transfer at
the office or agency of the Company in any place where the principal of and
interest on this Note are payable, duly endorsed by, or accompanied by a
written instrument of transfer in form satisfactory to the Company and the
Security Registrar duly executed by, the Holder hereof or his attorney duly
authorized in writing, and thereupon one or more new Notes of the same series
in authorized denominations and for the same aggregate principal amount will be
issued to the designated transferee or tranferees.


The Notes are issuable only in registered form without
coupons and, if payable in U.S. dollars, only in denominations of $1,000 and
any integral multiple of $1,000.  As
provided in the Indenture and subject to certain limitations therein set forth,
Notes of this series are exchangeable for a like aggregate principal amount of
Notes of this series of a different authorized denomination, as requested by
the Holder surrendering the same.  If
(x) the Depository is at any time unwilling or unable to continue as depository
and a successor depository is not appointed by the Company within 60 days (y)
the Company executes and delivers to the Trustee a Company Order to the effect
that this Note shall be exchangeable or (z) an Event of Default has occurred
and is continuing with respect to the Notes, this Note shall be exchangeable
for Notes in definitive form of like tenor and of an equal aggregate principal
amount, in authorized denominations. 
Such definitive Notes shall be registered in such name or names as the
Depository shall instruct the Trustee. 
If definitive Notes are so delivered, the Company may make such changes
to the form of this Note as are necessary or appropriate to allow for the
issuance of such definitive Notes.


This Note is not subject to any sinking fund.


 


6

















 


No service charge shall be made for any such
registration of transfer or exchange, but the Company may require payment of a
sum sufficient to cover any tax or other governmental charge payable in
connection therewith.


Prior to due presentment of this Note for registration
of transfer, the Company, the Trustee and any agent of the Company or the
Trustee may treat the Person in whose name this Note is registered as the owner
hereof for all purposes, whether or not this Note be overdue, and neither the
Company, the Trustee nor any such agent shall be affected by notice to the
contrary.


As provided in the Indenture, no recourse for the
payment of the principal of or interest on any Note, or for any claim based
thereon, and no recourse upon any obligation of the Company in the Indenture or
in any Note shall be had against any incorporator, stockholder, officer or
director, as such, past, present or future, of the Company or of any successor
corporation.


All terms used in this Note which are defined in the
Indenture shall have the meanings assigned to them in the Indenture.


This Note shall be governed by and construed in
accordance with the laws of the State of New York, without regard to principles
of conflicts of laws.


 


7

















 


ASSIGNMENT/TRANSFER
FORM


 


	
            FOR VALUE RECEIVED the undersigned
  registered Holder hereby sell(s), assign(s) and transfer(s) unto (insert  

  
	
  Taxpayer Identification
  No.)

  	
   

  
	
  (Please type or typewrite name and address including
  postal zip code of assignee)

  
	
   

  
	
  the within Note and all rights thereunder, hereby
  irrevocably constituting and appointing

  
	
   

  
	
   

  	
  attorney to transfer
  said Note on the books of the Company with full power of substitution in the
  premises.

  
			



 


	
  Date

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  NOTICE:  The signature of the registered Holder to
  this assignment must correspond with the name as written upon the face of the
  within instrument in every particular, without alteration or enlargement of
  any change whatsoever.

  



 


8

















 


OPTION TO ELECT
REPAYMENT


 


                The undersigned hereby irrevocably request(s) and
instruct(s) the Company to repay this Note (or portion hereof 

specified below) pursuant to its terms at a price equal to the principal amount
hereof together with interest to the repayment 



	
  date, to the undersigned, at 

  	
   

  
	
   

  
	
  (Please print or
  typewrite name and address of the undersigned)

  



 


                For this Note to be repaid, the Trustee must receive
at its Corporate Trust Office, or at such other place or places of which the
Company shall from time to time notify the Holder of this Note, not more than
60 nor less than 30 days prior to an Optional Repayment Date, if any, shown on
the face of this Note, this Note with this “Option to Elect Repayment” form
duly completed.  This Note must be
received by the Trustee by 5:00 P.M., New York City time, on the last day for
giving such notice.


 


                If less than the entire principal amount of this Note
is to be repaid, specify the portion hereof (which shall be in an amount equal
to $1,000 or an integral multiple thereof, provided that any remaining
principal amount shall be an authorized denomination) which the Holder elects
to have repaid and specify the denomination or denominations (which shall be in
an amount equal to an authorized denomination) of the Notes to be issued to the
Holder for the portion of this Note not being repaid (in the absence of any
such specification, one such Note will be issued for the portion not being
repaid).


 


	
  $

  	
   

  	
   

  	
   

  
	
  Date

  	
   

  	
   

  	
  NOTICE:  The signature on this Option to Elect
  Repayment must correspond with the name as written upon the face of this Note
  in every particular, without alteration or enlargement or any change
  whatever.

  



 


 


9