S-8 1 0001.txt DCP Registration No. 333- ==================================================================== 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 of (I.R.S. Employer Identification No.) incorporation or organization) One American Road Dearborn, Michigan 48126-1899 (Address of principal executive offices) (Zip Code) ___________ FORD MOTOR COMPANY DEFERRED COMPENSATION PLAN (Full title of the Plan) ___________ J. M. RINTAMAKI, 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 -------------------------- ------------------------ ------------------------ ------------------------ ----------------- Proposed maximum Proposed maximum Amount of Title of securities to Amount to be offering price per aggregate offering registration fee be registered registered obligation price** -------------------------- ------------------------ ------------------------ ------------------------ ----------------- Deferred Compensation Plan Obligations* $150,000,000 100% $150,000,000 $37,500 -------------------------- ------------------------ ------------------------ ------------------------ -----------------
* The Deferred Compensation Plan Obligations are unsecured obligations of Ford Motor Company to pay deferred compensation in the future in accordance with the terms of the Ford Motor Company Deferred Compensation Plan. ** Estimated solely for the purpose of determining the registration fee. =============================================================================== FORD MOTOR COMPANY DEFERRED COMPENSATION PLAN ______________________ INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENT The contents of Registration Statement Nos. 333-31466, 333-65703, 333-47733, 333-20725, 33-62227 and 333-74313 are incorporated herein by reference. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT Item 8. Exhibits. Exhibit 4.1 - Ford Motor Company Deferred Compensation Plan as amended and restated as of January 1, 2000, filed as Exhibit 10-R to the Registrant's Annual Report on Form 10-K for the year ended December 31, 1999 and incorporated herein by reference. Exhibit 4.2 - Amendment to Ford Motor Company Deferred Compensation Plan, effective as of April 12, 2000. Filed with this Registration Statement. Exhibit 4.3 - Amendment to Ford Motor Company Deferred Compensation Plan, effective as of June 1, 2000. Filed with this Registration Statement. Exhibit 5.1 - Opinion of Kathryn S. Lamping, an Assistant Secretary and Counsel of Ford Motor Company with respect to the legality of the securities being registered hereunder. Filed with this Registration Statement. Exhibit 5.2 - Opinion of Bonnie S. Gorichan, Counsel to Ford Motor Company, with respect to compliance requirements of the Employee Retirement Income Security Act of 1974. Filed with this Registration Statement. Exhibit 15 - Letter from Independent Certified Public Accountants regarding unaudited interim financial information. Filed with this Registration Statement. Exhibit 23 - Consent of Independent Certified Public Accountants. Filed with this Registration Statement. Exhibit 24.1 - Powers of Attorney authorizing signature. Filed as Exhibit 24.A to Registration Statement No. 333-37396 and incorporated herein by reference. Exhibit 24.2 - Power of Attorney authorizing signature. Filed with this Registration Statement. Exhibit 24.3 - Certified resolutions of Board of Directors authorizing signature pursuant to a power of attorney. Filed as Exhibit 24.B to Registration Statement No. 333-37396 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 7th day of March, 2001. FORD MOTOR COMPANY By: William Clay Ford, Jr.* ----------------------------------- (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 --------- ----- ---- William Clay Ford, Jr.* Chairman of the Board and Chairman ------------------------ of the Environmental and Public Policy (William Clay Ford, Jr.) Committee, the Finance Committee and the Nominating and Governance Committee Jacques Nasser* Director and President ----------------------- and Chief Executive Officer (Jacques Nasser) (principal executive officer) March 7, 2001 John R. H. Bond Director ----------------------- (John R. H. Bond) Michael D. Dingman* Director and Chairman of ----------------------- Compensation Committee (Michael D. Dingman) 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 Chairman of ----------------------- Audit Committee (Irvine O. Hockaday, Jr.) Marie-Josee Kravis* Director ----------------------- (Marie-Josee Kravis) Ellen R. Marram* Director ----------------------- (Ellen R. Marram) Homer A. Neal* Director March 7, 2001 ----------------------- (Homer A. Neal) Jorma Ollila* Director ----------------------- (Jorma Ollila) Carl E. Reichardt* Director ----------------------- (Carl E. Reichardt) Robert E. Rubin* Director ----------------------- (Robert E. Rubin) John L. Thornton* Director ----------------------- (John L. Thornton) Group Vice President Henry D. G. Wallace* and Chief Financial Officer ----------------------- (principal financial officer) (Henry D. G. Wallace) Lloyd E. Hansen* Vice President and Controller ----------------------- (principal accounting officer) (Lloyd E. Hansen) *By: /s/ K. S. Lamping ---------------------- (K. S. Lamping, Attorney-in-Fact)
EXHIBIT INDEX Sequential Page at Which Found (or Incorporated by Reference) ------------- Exhibit 4.1 - Ford Motor Company Deferred Compensation Plan as amended and restated as of January 1, 2000, filed as Exhibit 10-R to the Registrant's Annual Report on Form 10-K for the year ended December 31, 1999 and incorporated herein by reference. Exhibit 4.2 - Amendment to Ford Motor Company Deferred Compensation Plan, effective as of April 12, 2000. Filed with this Registration Statement. Exhibit 4.3 - Amendment to Ford Motor Company Deferred Compensation Plan, effective as of June 1, 2000. Filed with this Registration Statement. Exhibit 5.1 - Opinion of Kathryn S. Lamping, an Assistant Secretary and Counsel of Ford Motor Company with respect to the legality of the securities being registered hereunder. Filed with this Registration Statement. Exhibit 5.2 - Opinion of Bonnie S. Gorichan, Counsel to Ford Motor Company, with respect to compliance requirements of the Employee Retirement Income Security Act of 1974. Filed with this Registration Statement. Exhibit 15 - Letter from Independent Certified Public Accountants regarding unaudited interim financial information. Filed with this Registration Statement. Exhibit 23 - Consent of Independent Certified Public Accountants. Filed with this Registration Statement. Exhibit 24.1 - Powers of Attorney authorizing signature. Filed as Exhibit 24.A to Registration Statement No. 333-37396 and incorporated herein by reference. Exhibit 24.2 - Power of Attorney authorizing signature. Filed with this Registration Statement. Exhibit 24.3 - Certified resolutions of Board of Directors authorizing signature pursuant to a power of attorney. Filed as Exhibit 24.B to Registration Statement No. 333-37396 and incorporated herein by reference.