Registration No. 333-
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)
Delaware 38-0549190
(State or other jurisdiction (I.R.S. Employee Identification No.)
of incorporation or organization)
One American Road
Dearborn, Michigan 48126-1899
(Address of principal executive offices) (Zip Code)
1998 Long-Term Incentive Plan
(Full Title of the Plan)
PETER J. SHERRY, Jr., Esq.
Ford Motor Company
P. O. Box 1899
One American Road
Dearborn, Michigan 48126-1899
(313) 323-2260
(Name, address and telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
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Proposed
Title of Proposed maximum
securities to be Amount to be maximum offering aggregate offering Amount of
registered registered price per share price registration fee (d)
(a),(c) (b) (a),(c)
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock, 27,969,711 (a) $12.45 (b) ______ ______
$.01 par value shares
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Common Stock, 1,926,024 (c) $12.45 (b) ______ ______
$.01 par value shares
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$372,201,900.75 (d) $43,808.16 (e)
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(a) The number of shares registered includes 27,969,711 shares of Common Stock
of the Company subject to options or stock appreciation rights to be
granted under the Plan.
(b) Based on the market price of Common Stock of the Company on March 7, 2005,
in accordance with Rule 457(c) under the Securities Act of 1933.
(c) The number of shares being registered includes 1,926,024 shares of Common
Stock of the Company to be issued as awards to participants under the Plan.
(d) This amount is the sum of (a) the assumed aggregate option price of
27,969,711 shares of Common Stock being registered, based on the market
price of Common Stock of the Company on March 7, 2005 in accordance with
Rule 457(c) under the Securities Act of 1933, and (b) the assumed aggregate
offering price of 1,926,024 shares of Common Stock being registered, based
on the market price of the Common Stock of the Company on March 7, 2005, in
accordance with Rule 457(c) under the Securities Act of 1933.
(e) This amount is based on the proposed maximum aggregate offering price of
$372,201,900.75. See note (d).
1998 Long-Term Incentive Plan
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INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS
The contents of Registration Statement Nos. 333-115340, 333-113608,
333-105674, 333-104064, 333-87990, 333-57598, 333-37542, 333-70447 and 333-52399
are incorporated herein by reference.
Item 8. Exhibits.
Exhibit 4.1 - Ford Motor Company 1998 Long-Term Incentive Plan, as amended and
restated as of January 1, 2003. Filed as Exhibit 10-R to Ford's
Annual Report on Form 10-K for the year ended December 31, 2002
and incorporated herein by reference.
Exhibit 5 - Opinion of Kathryn S. Lamping, an Assistant Secretary and
Managing Counsel of Ford Motor Company, with respect to the
legality of the securities being registered hereunder. Filed
with this Registration Statement.
Exhibit 23 - Consent of Independent Registered Public Accounting Firm.
Filed with this Registration Statement.
Exhibit 24.1 - Powers of Attorney authorizing signature. Filed as Exhibit 24.1
to Registration Statement No. 333-115339 and Exhibit 24.2 to
Registration Statement No. 333-123251 and incorporated herein by
reference.
Exhibit 24.2 - Certified resolutions of Board of Directors authorizing
signature pursuant to a power of attorney. Filed as Exhibit 24.2
to Registration Statement No. 333-115339 and incorporated herein
by reference.
The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Dearborn, State of Michigan, on this 11th day of
March, 2005.
FORD MOTOR COMPANY
By: William Clay Ford, Jr.*
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(William Clay Ford, Jr.)
Chairman of the Board of Directors
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
Signature Title Date
--------- ----- ----
Director, Chairman of the Board
William Clay Ford, Jr.* and Chief Executive Officer and
------------------------------ Chair of the Environmental and
(William Clay Ford, Jr.) Public Policy Committee
(principal executive officer)
John R. H. Bond* Director
------------------------------
(John R. H. Bond)
Stephen G. Butler* Director March 11, 2005
------------------------------
(Stephen G. Butler)
Kimberly A. Casiano* Director
------------------------------
(Kimberly A. Casiano)
Edsel B. Ford II* Director
------------------------------
(Edsel B. Ford II)
William Clay Ford* Director
------------------------------
(William Clay Ford)
Signature Title Date
--------- ----- ----
Irvine O. Hockaday, Jr.* Director and Chair of
------------------------------ the Audit Committee
(Irvine O. Hockaday, Jr.)
Marie-Josee Kravis* Director and Chair of the
------------------------------ Compensation Committee
(Marie-Josee Kravis)
Richard A. Manoogian* Director
------------------------------
(Richard A. Manoogian)
Ellen R. Marram* Director and Chair of the
------------------------------ Nominating and Governance
(Ellen R. Marram) Committee
Homer A. Neal* Director March 11, 2004
------------------------------
(Homer A. Neal)
Jorma Ollila* Director
------------------------------
(Jorma Ollila)
James J. Padilla* Director and President and
------------------------------ Chief Operating Officer
(James J. Padilla)
Carl E. Reichardt* Director and Chair of the
------------------------------ Finance Committee
(Carl E. Reichardt)
Robert E. Rubin* Director
------------------------------
(Robert E. Rubin)
Signature Title Date
--------- ----- ----
John L. Thornton* Director
------------------------------
(John L. Thornton)
James C. Gouin* Vice President and
------------------------------ Controller
(James C. Gouin) (principal accounting officer)
Donat R. Leclair* Group Vice President and March 11, 2005
------------------------------ Chief Financial Officer
(Donat R. Leclair) (principal financial officer)
*By: /s/K. S. Lamping
--------------------------
(K. S. Lamping,
Attorney-in-Fact)
EXHIBIT INDEX
Sequential Page
at Which Found
(or Incorporated
by Reference)
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Exhibit 4.1 - Ford Motor Company 1998 Long-Term Incentive Plan,
as amended and restated as of January 1, 2003. Filed
as Exhibit 10-R to Ford's Annual Report on Form 10-K
for the year ended December 31, 2002 and incorporated
herein by reference.
Exhibit 5 - Opinion of Kathryn S. Lamping, an Assistant Secretary
and Managing Counsel of Ford Motor Company, with
respect to the legality of the securities being registered
hereunder. Filed with this Registration Statement.
Exhibit 23 - Consent of Independent Registered Public Accounting
Firm. Filed with this Registration Statement.
Exhibit 24.1 - Powers of Attorney authorizing signature. Filed as
Exhibit 24.1 to Registration Statement No. 333-115339
and Exhibit 24.2 to Registration Statement No.
333-123251 and incorporated herein by reference.
Exhibit 24.2 - Certified resolutions of Board of Directors authorizing
signature pursuant to a power of attorney. Filed as
Exhibit 24.2 to Registration Statement No. 333-115339
and incorporated herein by reference.