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)
FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS
PLAN FOR HOURLY EMPLOYEES
(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
========================== ======================== ======================== ======================== =======================
Proposed maximum Proposed maximum
Title of offering price per aggregate offering
securities to be Amount to be obligation (b) price (b) Amount of
registered registered (a) registration fee
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock, 35,000,000
$.01 par value shares $12.045 $421,575,000.00 $34,105.42
========================== ======================== ======================== ======================== =======================
(a) The number of shares being registered represents the maximum number of
additional shares not registered heretofore that may be acquired by Fidelity
Management Trust Company, as trustee under the Master Trust established as of
September 30, 1995, as amended, and as trustee under the Plan, during 2003 and
during subsequent years until a new Registration Statement becomes effective.
(b) Based on the market price of Common Stock of the Company on October 27,
2003 in accordance with Rule 457(c) under the Securities Act of 1933.
In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
this Registration Statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the Plan described herein.
2
FORD MOTOR COMPANY TAX-EFFICIENT
SAVINGS PLAN FOR HOURLY EMPLOYEES
----------------------
INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS
The contents of Registration Statements Nos. 333-100910, 333-72478,
333-61886, 333-40260, 333-38586, 333-37536, 333-58701, 333-49547, 333-47445,
333-27993, 33-64605, 33-61107, 33-58255, 33-54737, 33-54283, 33-50238, 33-36043,
33-19036 and 2-95018 are incorporated herein by reference.
----------------------
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
Exhibit 4.1 - Summary of amendments to the Ford Motor Company Tax Efficient
Savings Plan for Hourly Employees effective January 1, 2002.
Filed with this Registration Statement.
Exhibit 4.2 - Summary of amendments to the Ford Motor Company Tax Efficient
Savings Plan for Hourly Employees adopted on January 16, 2002.
Filed as Exhibit 4.1 to Registration Statement No. 333-100910
and incorporated herein by reference.
Exhibit 4.3 - Summary of an amendment to the Ford Motor Company Tax Efficient
Savings Plan for Hourly Employees adopted on February 12, 2002.
Filed as Exhibit 4.2 to Registration Statement No. 333-100910
and incorporated herein by reference.
Exhibit 4.4 - Amended and Restated Ford Motor Company Tax-Efficient Savings
Plan for Hourly Employees dated October 9, 1999. Filed as
Exhibit 4.A to Registration Statement No. 333-37536 and
incorporated herein by reference.
Exhibit 4.5 - Copy of Master Trust Agreement dated as of September 30, 1995
between Ford Motor Company and Fidelity Management Trust
Company, as Trustee. Filed as Exhibit 4.B to Registration
Statement No. 33-64605 and incorporated herein by reference.
Exhibit 4.6 - Copy of Amendment dated October 25, 1997 to Master Trust
Agreement between Ford Motor Company and Fidelity Management
Trust Company, as Trustee. Filed as Exhibit 4.E to Registration
Statement No. 333-47443 and incorporated herein by reference.
Exhibit 4.7 - Copy of Amendment dated March 3, 1998 to Master Trust Agreement
between Ford Motor Company and Fidelity Management Trust
Company, as Trustee. Filed as Exhibit 4.F to Registration
Statement No. 333-58695 and incorporated herein by reference.
3
Exhibit 5.1 - Opinion of Kathryn S. Lamping, a Managing Counsel and Assistant
Secretary of Ford Motor Company, with respect to the legality of
the securities being registered hereunder. Filed with this
Registration Statement.
Exhibit 5.2 - Copy of Internal Revenue Service determination letter that the
Plan is qualified under Section 401 of the Internal Revenue
Code. Filed as Exhibit 5.B to Registration Statement
No. 33-58255 and incorporated herein by reference.
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 24.1
to Registration Statement No. 333-105674 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
24.2 to Registration Statement No. 333-105674 and incorporated
herein by reference.
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SIGNATURES
The Plan. Pursuant to the requirements of the Securities Act of 1933, the
Plan 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 October, 2003.
FORD MOTOR COMPANY TAX-EFFICIENT
SAVINGS PLAN FOR HOURLY EMPLOYEES
By: /s/Charles Corbett
---------------------------------
Charles Corbett, Chairperson
Tax-Efficient Savings Plan
for Hourly Employees Committee
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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
October, 2003.
FORD MOTOR COMPANY
By: William Clay Ford, Jr.*
----------------------------
(William Clay Ford, Jr.)
Chairman and Chief Executive Officer
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 and
William Clay Ford, Jr.* Chief Executive Officer and Chair
--------------------------- of the Environmental and Public
(William Clay Ford, Jr.) Policy Committee
(principal executive officer)
John R. H. Bond* Director
---------------------------
(John R. H. Bond)
Edsel B. Ford II* Director October 30, 2003
---------------------------
(Edsel B. Ford II)
William Clay Ford* Director
---------------------------
(William Clay Ford)
Irvine O. Hockaday, Jr.* Director and Chair of
---------------------------- the Audit Committee
(Irvine O. Hockaday, Jr.)
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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 October 30, 2003
---------------------------
(Homer A. Neal)
Jorma Ollila* Director
---------------------------
(Jorma Ollila)
Carl E. Reichardt* Director and Chair of the
--------------------------- Finance Committee
(Carl E. Reichardt)
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)
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Group Vice President and
Donat R. Leclair* Chief Financial Officer
--------------------------- (principal financial officer)
(Donat R. Leclair)
Vice President and
James C. Gouin* Controller
---------------------- (principal accounting officer)
(James C. Gouin)
*By: /s/K. S. Lamping
------------------
(K. S. Lamping,
Attorney-in-Fact)
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EXHIBIT INDEX
Sequential Page
at which Found
(or Incorporated
by Reference)
----------------
Exhibit 4.1 - Summary of amendments to the Ford Motor Company Tax
Efficient Savings Plan for Hourly Employees effective
January 1, 2002. Filed with this Registration Statement.
Exhibit 4.2 - Summary of amendments to the Ford Motor Company Tax
Efficient Savings Plan for Hourly Employees adopted on
January 16, 2002. Filed as Exhibit 4.1 to Registration
Statement No. 333-100910 and incorporated herein by
reference.
Exhibit 4.3 - Summary of an amendment to the Ford Motor Company Tax
Efficient Savings Plan for Hourly Employees adopted on
February 12, 2002. Filed as Exhibit 4.2 to Registration
Statement No. 333-100910 and incorporated herein by
reference.
Exhibit 4.4 - Amended and Restated Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees dated October 9, 1999.
Filed as Exhibit 4.A to Registration Statement No.
333-37536 and incorporated herein by reference.
Exhibit 4.5 - Copy of Master Trust Agreement dated as of September 30,
1995 between Ford Motor Company and Fidelity Management
Trust Company, as Trustee. Filed as Exhibit 4.B to
Registration Statement No. 33-64605 and incorporated
herein by reference.
Exhibit 4.6 - Copy of Amendment dated October 25, 1997 to Master Trust
Agreement between Ford Motor Company and Fidelity
Management Trust Company, as Trustee. Filed as Exhibit
4.E to Registration Statement No. 333-47443 and
incorporated herein by reference.
Exhibit 4.7 - Copy of Amendment dated March 3, 1998 to Master Trust
Agreement between Ford Motor Company and Fidelity
Management Trust Company, as Trustee. Filed as Exhibit
4.F to Registration Statement No. 333-58695 and
incorporated herein by reference.
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Exhibit 5.1 - Opinion of Kathryn S. Lamping, a Managing Counsel and
Assistant Secretary of Ford Motor Company, with respect
to the legality of the securities being registered
hereunder. Filed with this Registration Statement.
Exhibit 5.2 - Copy of Internal Revenue Service determination letter
that the Plan is qualified under Section 401 of the
Internal Revenue Code. Filed as Exhibit 5.B to
Registration Statement No. 33-58255 and incorporated
herein by reference.
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 24.1 to Registration Statement No. 333-105674
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 24.2 to Registration Statement No. 333-105674
and incorporated herein by reference.