AMOUNTS PER SHARE ATTRIBUTABLE TO FORD MOTOR COMPANY COMMON AND CLASS B STOCK

We present both basic and diluted earnings per share ("EPS") amounts in our financial reporting. EPS is computed independently each quarter for income from continuing operations, income/(loss) from discontinued operations, and net income; as a result, the sum of per-share amounts from continuing operations and discontinued operations may not equal the total per-share amount for net earnings. Basic EPS excludes dilution and is computed by dividing income available to Common and Class B Stock holders by the weighted-average number of Common and Class B Stock and equivalents outstanding for the period. Diluted EPS, on the other hand, reflects the maximum potential dilution that could occur if all securities and other share-based contracts, including stock options, warrants, and rights under our convertible notes were exercised. Potential dilutive shares are excluded from the calculation if they have an anti-dilutive effect in the period.

Warrants

In conjunction with the transfer of assets to the UAW VEBA Trust on December 31, 2009, we issued warrants to purchase 362,391,305 shares of Ford Common Stock at an exercise price of $9.20 per share. On April 6, 2010, the UAW VEBA Trust sold all such warrants to parties unrelated to us. In connection with the sale, the terms of the warrants were modified to provide for, among other things, net share settlement as the only permitted settlement method thereby eliminating full physical settlement as an option, and elimination of certain of the transfer restrictions applicable to the underlying stock. We received no proceeds from the offering. All warrants are fully exercisable and expire January 1, 2013. The net dilutive effect for warrants, shown below, includes approximately 71 million and 125 million dilutive shares for third quarter 2011 and first nine months 2011, respectively, representing the net share settlement methodology for the 362 million warrants outstanding as of September 30, 2011.

Amounts Per Share Attributable to Ford Motor Company Common and Class B Stock

Basic and diluted income/(loss) per share were calculated using the following (in millions):



	Third Quarter				First Nine Months
	2011		2010		2011		2010
Basic and Diluted Income/(Loss) Attributable to Ford Motor Company
Basic income/(loss) from continuing operations	$	1,649	$	1,687	$	6,598	$	6,371
Effect of dilutive 2016 Convertible Notes (a)	15		47		45		138
Effect of dilutive 2036 Convertible Notes (a)	—		10		1		30
Effect of dilutive Trust Preferred Securities (a) (b)	—		44		38		137
Diluted income/(loss) from continuing operations	$	1,664	$	1,788	$	6,682	$	6,676

Basic and Diluted Shares
Basic Shares (Average shares outstanding)	3,800		3,446		3,790		3,408
Net dilutive options and warrants	133		193		202		197
Dilutive 2016 Convertible Notes	95		309		95		309
Dilutive 2036 Convertible Notes	3		63		3		63
Dilutive Trust Preferred Securities (b)	—		163		44		163
Diluted shares	4,031		4,174		4,134		4,140

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(a)	As applicable, includes interest expense, amortization of discount, amortization of fees, and other changes in income or loss that would result from the assumed conversion.

(b)

On March 15, 2011, the Trust Preferred Securities, which were convertible into Ford Common Stock, were fully redeemed and, as a result, for purposes of dilution effect, the year-to-date average shares outstanding will reflect the Common Stock underlying the Trust Preferred Securities only through March 15. However, the quarterly dilution calculation for the remaining quarters of 2011 will not include the underlying Common Stock as the Trust Preferred Securities have been redeemed.