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 of (I.R.S. Employee Identification No.)
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)
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
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Proposed
Title of Proposed maximum
securities to be Amount to be maximum offering aggregate offering Amount of
registered registered (a) price per share (b) price (c) registration fee (d)
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock, 612,646 (a) $9.63 (b) $5,899,780.98 (c) $477.29 (d)
$.01 par value shares
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(a) The number of shares being registered includes 612,646 shares of Common
Stock of the Company.
(b) Based on the market price of Common Stock of the Company on May 23, 2003,
in accordance with Rule 457(c) under the Securities Act of 1933.
(c) This amount is the assumed aggregate offering price of 612,646 shares of
Common Stock being registered, based on the market price of the Common
Stock of the Company on May 23, 2003, in accordance with Rule 457(c) under
the Securities Act of 1933.
(d) This amount is based on the proposed maximum aggregate offering price of
$5,899,780.98. See note (c).
1998 Long-Term Incentive Plan
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INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS
The contents of Registration Statement Nos. 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 Counsel of Ford Motor Company, with respect to the
legality of the securities being registered hereunder.
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 with
this Registration Statement.
Exhibit 24.2 - Certified resolutions of Board of Directors authorizing
signature pursuant to a power of attorney. Filed with
this Registration Statement.
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 30th day of
May, 2003.
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
--------- ----- ----
William Clay Ford, Jr.* Director, Chairman of the Board
------------------------------- and Chief Executive Officer and
(William Clay Ford, Jr.) Chair of the Environmental and
Public Policy Committee
(principal executive officer)
John R. H. Bond* Director
-------------------------------
(John R. H. Bond)
Edsel B. Ford II* Director May 30, 2003
-------------------------------
(Edsel B. Ford II)
William Clay Ford* Director
-------------------------------
(William Clay Ford)
Irvine O. Hockaday, Jr.* Director and
------------------------------- Chair of the
(Irvine O. Hockaday, Jr.) Audit Committee
Signature Title Date
--------- ----- ----
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 May 30, 2003
-------------------------------
(Homer A. Neal)
Jorma Ollila* Director
-------------------------------
(Jorma Ollila)
Carl E. Reichardt* Director, Chair of
------------------------------- the Finance Committee
(Carl E. Reichardt) and Vice Chairman
Robert E. Rubin* Director
-------------------------------
(Robert E. Rubin)
Nicholas V. Scheele* Director and President and
------------------------------- Chief Operating Officer
(Nicholas V. Scheele)
John L. Thornton* Director
-------------------------------
(John L. Thornton)
Allan D. Gilmour* Vice Chairman and
------------------------------- Chief Financial Officer
(Allan D. Gilmour) (principal financial officer)
Donat R. Leclair* Vice President and Controller May 30, 2003
------------------------------- (principal accounting officer)
(Donat R. Leclair)
*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 Counsel of Ford Motor Company, with respect to the
legality of the securities being registered hereunder.
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 with
this Registration Statement.
Exhibit 24.2 - Certified resolutions of Board of Directors authorizing
signature pursuant to a power of attorney. Filed with
this Registration Statement.