UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 30, 2004

Commission file no: 1-6458

JOHN DEERE CAPITAL CORPORATION

Delaware
(State of incorporation)

36-2386361
(IRS employer identification no.)

1 East First Street, Suite 600
Reno, Nevada 89501
(Address of principal executive offices)

Telephone Number: (775) 786-5527

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

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).

Yes

No

X

At April 30, 2004, 2,500 shares of common stock, without par value, of the registrant were outstanding, all of which were owned by John Deere Credit Company, a wholly-owned subsidiary of Deere & Company.

The registrant meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this Form with certain reduced disclosures as permitted by those instructions.

Page 1 of 22 Pages
Index to Exhibits: Page 18

PART I.  FINANCIAL INFORMATION

Item 1.     Financial Statements.

John Deere Capital Corporation and Subsidiaries

Statements of Consolidated Income and Retained Earnings

(Unaudited)

(in millions)

April 30,

April 30,

2004

2003

2004

2003

Revenues

Finance income earned on retail notes

$

95.7

$

102.4

$

192.8

$

200.2

Lease revenues

65.8

86.0

135.5

176.9

Revolving charge account income

39.2

34.4

75.2

66.2

Finance income earned on wholesale receivables

63.0

64.1

114.3

116.1

Operating loan income

6.4

8.5

12.4

15.7

Securitization and servicing fee income

11.7

11.1

24.4

25.4

Net gain on receivables sold

17.6

7.9

31.7

14.3

Interest income from short-term investments

1.2

3.1

6.9

6.3

Other income

14.1

9.0

20.7

15.0

     Total revenues

314.7

326.5

613.9

636.1

Expenses

Interest expense

80.8

94.6

162.5

181.3

Operating expenses:

Administrative and operating expenses

64.0

48.2

115.8

95.7

Provision for credit losses

16.9

19.9

24.5

32.8

Fees paid to John Deere

8.5

6.3

15.8

14.4

Depreciation of equipment on operating leases

42.6

54.3

87.4

112.8

     Total operating expenses

132.0

128.7

243.5

255.7

     Total expenses

212.8

223.3

406.0

437.0

Income of consolidated group before income taxes

101.9

103.2

207.9

199.1

Provision for income taxes

34.6

35.7

71.5

69.4

Income of consolidated group

67.3

67.5

136.4

129.7

Equity in income of unconsolidated affiliates

.1

.3

.1

Net income

67.4

67.5

136.7

129.8

Cash dividends paid

(15.0

)

(50.0

)

(80.0

)

(50.0

)

Retained earnings at beginning of period

1,123.7

1,106.2

1,119.4

1,043.9

Retained earnings at end of period

$

1,176.1

$

1,123.7

$

1,176.1

$

1,123.7

See Notes to Interim Financial Statements.

John Deere Capital Corporation and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

(in millions)

April 30, 2004

October 31,
2003

April 30,
2003

Assets

Cash and cash equivalents

$

299.2

$

342.5

$

389.0

Receivables:

Retail notes

5,757.3

6,109.7

5,729.8

Revolving charge accounts

1,209.6

1,117.4

914.1

Operating loans

512.4

541.4

568.9

Wholesale receivables

3,831.8

2,904.6

3,854.6

Financing leases

399.8

427.3

438.9

Total receivables

11,710.9

11,100.4

11,506.3

Allowance for credit losses

(123.6

)

(123.8

)

(122.2

)

Total receivables - net

11,587.3

10,976.6

11,384.1

Notes receivable - unconsolidated affiliates

274.3

291.9

Other receivables

132.2

142.9

99.3

Equipment on operating leases - net

751.3

879.2

975.1

Investment in unconsolidated affiliates

3.4

3.0

2.6

Other assets

298.1

337.1

417.5

Total Assets

$

13,071.5

$

12,955.6

$

13,559.5

Liabilities and Stockholder's Equity

Short-term borrowings:

Commercial paper

$

1,299.8

$

1,691.8

$

2,577.6

Other notes payable

11.8

66.4

41.3

John Deere

1,095.9

166.0

135.7

Current maturities of long-term borrowings

711.5

1,592.2

1,617.5

Total short-term borrowings

3,119.0

3,516.4

4,372.1

Accounts payable and accrued liabilities:

Accrued interest on debt

65.5

65.1

69.2

Other payables

382.2

374.2

412.9

Total accounts payable and accrued liabilities

447.7

439.3

482.1

Deposits withheld from dealers and merchants

163.6

159.5

141.4

Long-term borrowings:

Senior debt

7,190.2

6,757.4

6,510.2

Subordinated debt

150.0

150.0

150.0

Total long-term borrowings

7,340.2

6,907.4

6,660.2

Total liabilities

11,070.5

11,022.6

11,655.8

Stockholder's equity:

owned by John Deere Credit Company)

812.8

812.8

812.8

Retained earnings

1,176.1

1,119.4

1,123.7

Cumulative translation adjustment

17.4

13.5

2.9

Unrealized loss on derivatives

(10.1

)

(19.3

)

(43.3

)

Unrealized gain on investments

4.8

6.6

7.6

   Total accumulated other comprehensive income (loss)

12.1

.8

(32.8

)

   Total stockholder's equity

2,001.0

1,933.0

1,903.7

Total Liabilities and Stockholder's Equity

$

13,071.5

$

12,955.6

$

13,559.5

See Notes to Interim Financial Statements.

John Deere Capital Corporation and Subsidiaries

Condensed Statements of Consolidated Cash Flows

For the Six Months Ended April 30, 2004 and 2003

(Unaudited)

(in millions)

2004

2003

Cash Flows from Operating Activities:

   Net income

$

136.7

$

129.8

   Adjustments to reconcile net income to net cash

          provided by operating activities

81.7

123.3

          Net cash provided by operating activities

218.4

253.1

Cash Flows from Investing Activities:

   Cost of receivables acquired