SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
X EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
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For the fiscal year ended December 30, 2004
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
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For the transition period from ________________ to ________________
Commission file number 1-3950
FORD MOTOR COMPANY TAX-EFFICIENT
SAVINGS PLAN FOR HOURLY EMPLOYEES
(Full title of the plan)
FORD MOTOR COMPANY
One American Road
Dearborn, Michigan 48126
(Name of issuer of the securities held
pursuant to the plan and the address of
its principal executive office)
- 2 -
Required Information
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Financial Statements and Schedules
----------------------------------
Statements of Net Assets Available for Benefits, as of December 30, 2004
and December 30, 2003.
Statement of Changes in Net Assets Available for Benefits for the year
ended December 30, 2004.
Schedule I - Schedule of Assets Held at End of Year as of December 30,
2004.
Exhibit
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Designation Description Method of Filing
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Exhibit 23 Consent of PricewaterhouseCoopers LLP Filed with this Report.
Signature
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Ford Motor Company Tax-Efficient Savings Plan for Hourly Employees Committee has
duly caused this Annual Report to be signed by the undersigned thereunto duly
authorized.
TAX-EFFICIENT SAVINGS PLAN FOR
HOURLY EMPLOYEES
By: /s/Mickey Poli-Bartlett
----------------------------------
Mickey Poli-Bartlett, Chair
Tax-Efficient Savings Plan for
Hourly Employees Committee
June 28, 2005
- 3 -
EXHIBIT INDEX
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Designation Description
----------- -----------
Exhibit 23 Consent of PricewaterhouseCoopers LLP
Ford Motor Company
Tax-Efficient Savings Plan for
Hourly Employees
Financial Statements and Supplemental Schedule
December 30, 2004 and 2003
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Contents
December 30, 2004 and 2003
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Page(s)
Report of Independent Registered Public Accounting Firm.......................1
Financial Statements
Statements of Net Assets Available for Benefits as of
December 30, 2004 and 2003....................................................2
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 30, 2004..................................................3
Notes to Financial Statements..............................................4-10
Supplemental Schedule*
Schedule I - Schedule of Assets Held at End of Year as of
December 30, 2004............................................................11
* All other schedules required by Section 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 have been omitted because they are not
applicable.
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
The Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits,
present fairly, in all material respects, the net assets available for benefits
of Ford Motor Company Tax-Efficient Savings Plan for Hourly Employees (the
"Plan") at December 30, 2004 and 2003, and the changes in net assets available
for benefits for the year ended December 30, 2004 in conformity with accounting
principles generally accepted in the United States of America. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits. We
conducted our audits of these statements in accordance with the auditing
standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
As described in Note 3 to the financial statements, the accompanying 2003
financial statements have been restated to present the Plan's investments as
holdings in the Ford Defined Contribution Plans Master Trust, rather than as
direct holdings of the Plan.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of Assets Held
at End of Year as of December 30, 2004 is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/PricewaterhouseCoopers LLP
Detroit, Michigan
June 22, 2005
1
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Statements of Net Assets Available for Benefits
December 30, 2004 and 2003
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2004 2003
Assets
Investment in Ford Defined Contribution Plans
Master Trust, at fair value (2003 restated - Note 3) $ 4,372,337,900 $ 4,254,179,913
Participant loans 218,082,965 192,607,854
----------------- -----------------
Total assets 4,590,420,865 4,446,787,767
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Assets available for benefits $ 4,590,420,865 $ 4,446,787,767
----------------- -----------------
The accompanying notes are an integral part of these financial statements.
2
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Statement of Changes in Net Assets Available for Benefits
Year Ended December 30, 2004
--------------------------------------------------------------------------------
Additions
Plan interest in Ford Defined Contribution Plans
Master Trust Investment Income $ 94,143,172
------------------
94,143,172
Contributions
Employee 320,481,165
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320,481,165
Other additions
Loan repayment interest 10,172,145
------------------
10,172,145
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Total additions 424,796,482
Deductions
Withdrawal of participants' accounts (273,070,158)
Ford stock dividend payments to participants (7,903,898)
Administrative expenses (189,328)
------------------
Total deductions (281,163,384)
------------------
Net increase 143,633,098
------------------
Net assets available for benefits
Beginning of year 4,446,787,767
------------------
End of year $ 4,590,420,865
------------------
The accompanying notes are an integral part of these financial statements.
3
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
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1. Description of the Plan
The following description of the Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees (the "Plan") provides only general
information. The Plan was established effective January 1, 1985.
Participants should refer to the provisions of the Plan that are
governed in all respects by the detailed terms and conditions contained
in the Tax Efficient Savings Agreement and Plan in Volume III of the
agreement between the UAW and the Ford Motor Company (the "Company")
dated September 15, 2003.
Type and Purpose of the Plan
The Plan is a defined contribution plan established to encourage and
facilitate systematic savings and investment by eligible hourly
employees of the Company and to provide them with an opportunity to
become stockholders of the Company. The Plan includes provisions for
voting shares of Company stock. It is subject to certain provisions of
the Employee Retirement Income Security Act of 1974 ("ERISA") applicable
to defined contribution pension plans.
Eligibility and Vesting
Hourly employees are eligible to participate in the Plan three months
after their original date of hire. Certain other part-time and temporary
employees may also be eligible to participate in the Plan. Participation
in the Plan is voluntary. Employees immediately vest 100% in the Plan.
Contributions
Participants can contribute to the Plan on both a pretax and after-tax
basis. Effective April 1, 2004, under the Plan and subject to limits
required by the Internal Revenue Code ("IRC"), participants may elect to
contribute up to an aggregate 50% of their eligible wages on a pretax
and/or after-tax basis. Participants may also elect to contribute all,
or a portion of their distributions under the Company's Profit Sharing
Plan to the Plan on a pretax basis. Pretax contributions are excluded
from participant's federal and most state and local taxable income.
Subject to Ford Motor Company approval, participants may elect to roll
over amounts from other qualifying plans or arrangements in accordance
with the Internal Revenue Code. For the year ended December 30, 2004,
transfers from other qualifying plans or arrangements amounted to
$3,445,045 which are included in employee contributions in the Statement
of Changes in Net Assets Available for Plan Benefits.
Activity for participants in the Ford Stock Fund who have elected to
receive dividends paid in the form of cash instead of purchasing
additional shares is reported in the Statement of Changes in Net Assets
Available for Benefits.
Participant Accounts
A participant's account balance is comprised of their contributions and
investment income earned from the individual investment options selected
by the participant. Certain investment options will charge a fee on
short-term transfers which is paid from the participant's account. The
benefit to which a participant is entitled is determined from the
participant's vested account balance.
4
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
Distributions
Plan assets may not be withdrawn by participants until the termination
of their employment or until they reach 59-1/2 years of age, except in
the case of personal financial hardship. After-tax assets can be
withdrawn at any time without restriction.
Master Trust Investment Options and Participation
Participant contributions are invested in accordance with the
participant's election in one or more investment, which is held in the
Ford Defined Contribution Plans Master Trust (the "Master Trust"). See
Note 3. The following participant-directed investment options were
available to Plan participants during the 2004 Plan year:
Fidelity Magellan Fund Domini Social Equity Fund
Fidelity Contrafund Morgan Stanley Institutional Global Value Equity A Fund
Fidelity Equity-Income Fund T. Rowe Price International Discovery Fund
Fidelity Growth Company Fund T. Rowe Price High Yield Fund
Fidelity Overseas Fund PIMCO Total Return Fund III
Fidelity Real Estate Investment Portfolio Fund Templeton Foreign Fund
Fidelity Capital Appreciation Fund Oakmark Select Fund
Fidelity Dividend Growth Fund PIMCO Real Return Fund
Fidelity Freedom Income Fund Janus Aspen Growth Portfolio
Fidelity Freedom 2000 Fund Vanguard Institutional Index Fund
Fidelity Freedom 2010 Fund Royce Low-Priced Stock Fund
Fidelity Freedom 2020 Fund Vanguard Explorer Fund
Fidelity Freedom 2030 Fund Neuberger Berman Genesis Fund
Fidelity Freedom 2040 Fund Bond Index Fund
Interest Income Fund Ford Stock Fund
Barclays Global Investor EAFE Equity Index Fund Common Stock Index Fund
PIMCO Total Return Fund U.S. Extended Market Index
Investment Contracts with Insurance Companies
The Interest Income Fund is a stable value investment option of the
Master Trust comprised of short-term fixed income securities and
insurance contracts that seek to preserve principal. There is no
immediate recognition of investment gains and losses on fixed income
securities. Instead, the gain or loss is recognized over time by
adjusting the interest rate credited to the fund under the contracts.
There were no reserves against contract value for credit risk of the
contract issuer or otherwise during 2004 and 2003. The average yield and
crediting interest rate was approximately 4.00% and 5.33% for 2004 and
2003, respectively. The crediting interest rate is based on a formula
agreed upon with the issuer, but may not be less than 0%. Such interest
rates are reviewed on an annual basis for resetting.
Transfers of Assets
The Plan permits the transfer of assets among investment options held by
the Master Trust, subject to certain trading restrictions imposed on
some of the investment options.
Participant Loans
The Plan permits loans to participants from both their pretax and
after-tax accounts. Monthly loan interest rates are based on the prime
rate published in The Wall Street Journal on the last business day of
the prior month.
5
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
A participant is eligible to take out one loan per calendar year, and to
have only four loans outstanding at any one time. Regular loans may be
for a minimum of one year, but not exceeding five years. Home loans are
for ten years.
Participant loans are included in the Statements of Net Assets Available
for Benefits. Loans that are considered to be in default by the Plan are
reclassified as withdrawals.
Related-Party Transactions
Certain Master Trust investment options are mutual funds and other
investment products managed by Fidelity Management and Research Company,
which is a wholly owned subsidiary of Fidelity Management and Research
Corporation. Fidelity Management Trust Company, also a wholly owned
subsidiary of Fidelity Management and Research Corporation, is the
trustee as defined by the Plan. Fidelity Institutional Operations
Company, Inc., also a wholly owned subsidiary of Fidelity Management and
Research Corporation, is the administrator for the Plan. Additionally,
Barclays Global Investors and World Asset Management are paid investment
management fees by the Company on behalf of the Plan. Fees paid to these
entities for trustee, administrative and other fees qualify as related
party transactions. Ford Motor Company paid trustee, administrative and
other fees of $3,113,309 for the Plan year ended December 30, 2004.
2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual
method of accounting.
Investments
The mutual funds and common/collective trust funds are at net asset
value of the shares/units held. The investment in the Ford Stock Fund
and the investments in all other funds, except the Interest Income Fund,
are valued on the basis of quoted year-end market prices. The Interest
Income Fund is stated at contract value, which approximates fair value.
Contract value represents contributions made under the contracts, plus
interest at the annual contract rate, less withdrawals paid out to
participants. Participant loans are valued at cost, which approximates
fair value. The average S&P and Moody's credit quality ratings for the
underlying investments of the Interest Income Fund were AA+ and Aa1,
respectively. The Common Stock Index Fund and the U.S. Extended Market
Index Fund are stated at the aggregate market value of the individual
collective pools included in each respective fund.
Purchases and sales of investments by the Master Trust are reflected on
a trade-date basis. Dividend income is recorded on the ex-dividend date.
Income from other investments of the Master Trust is recorded as earned
on an accrual basis.
Contributions
Contributions to the Plan from participants are recorded in the period
that payroll deductions are made from plan participants.
Payment of Benefits
Benefits are recorded when paid.
6
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of additions and deductions during the reporting period. Actual
results could differ from those estimates.
Risks and Uncertainties
The Master Trust's invested assets consist of Company stock, equity and
fixed income mutual funds, equity and fixed income commingled
institutional pools and stable value investments. Investment securities
are exposed to various risks, such as interest rate, market and credit.
Due to the level of risk associated with certain investment securities
and the level of uncertainty related to changes in the value of
investment securities, it is at least reasonably possible that changes
in risks in the near term would materially affect participants' account
balances and the amounts reported in the Statement of Net Assets
Available for Benefits and the Statement of Changes in Net Assets
Available for Benefits.
3. The Master Trust
The Company determined that it is appropriate to present the Plan's
investments as holdings in the Master Trust, rather than direct holdings
of the Plan. Accordingly, the 2003 financial statements have been
restated to conform with 2004 presentation. There was no impact on the
assets available for benefits.
The Company established the Master Trust pursuant to a trust agreement
between the Company and Fidelity Management Trust Company, as trustee of
the funds, in order to permit the commingling of trust assets of several
employee benefit plans for investment and administrative purposes. The
assets of the Master Trust are held by Fidelity Management Trust
Company.
Employee benefit plans participating in the Master Trust as of December
30, 2004 include the following defined contribution plans:
o Ford Motor Company Savings and Stock Investment Plan for Salaried
Employees
o Ford Motor Company Tax-Efficient Savings Plan for Hourly Employees
o Ford Retirement Plan
All transfers to, withdrawals from, or other transactions regarding the
Master Trust shall be conducted in such a way that the proportionate
interest in the Master Trust of each Plan and the fair market value of
that interest may be determined at any time. The interest of
each such Plan shall be debited or credited (as the case may be): (i)
for the entire amount of every contribution received on behalf of such
Plan (including participant contributions), every distribution, or other
expense attributable solely to such Plan, and every other transaction
relating only to such Plan; and (ii) for its proportionate share of
every item of collected or accrued income, gain or loss, and general
expense, and of any other transactions attributable to the Trust or that
investment option as a whole.
7
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
A summary of the assets of the Master Trust as of December 30, 2004 and
2003 is as follows:
2004 2003
Investments, at fair value
Ford Stock Fund $ 5,693,849,086 $ 6,260,389,391
Mutual Funds 4,042,361,656 3,470,237,812
Interest Income Fund 3,163,190,417 3,217,920,348
Common and commingled institutional pools 1,413,886,396 1,303,886,783
------------------ ------------------
$ 14,313,287,555 $ 14,252,434,334
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During the year ended December 30, 2004, the Master Trust investment
income was comprised of the following:
Net appreciation (depreciation)
Mutual Funds $ 343,357,647
Common and commingled institutional pools 173,472,242
Ford Stock Fund (452,227,739)
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Total net appreciation 64,602,150
Interest and dividend income 362,423,958
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Total Master Trust investment income $ 427,026,108
------------------
As of December 30, 2004 and 2003, the Plan had approximately 31% and 30%
interest, respectively, in the Master Trust assets.
A summary of assets of the Plan as of December 30, 2004 and 2003 is as
follows:
2004 2003
Investments, at fair value
Ford Stock Fund $ 1,925,603,298 $ 2,064,345,811
Mutual Funds 1,006,894,291 829,523,522
Interest Income Fund 1,073,162,542 1,026,179,534
Common and commingled institutional pools 366,677,769 334,131,046
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$ 4,372,337,900 $ 4,254,179,913
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8
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
During the year ended December 30, 2004, the Plan investment income was
comprised of the following:
Net appreciation (depreciation)
Mutual Funds $ 86,005,096
Common and commingled institutional pools 44,555,448
Ford Stock Fund (148,362,158)
-------------------
Total net depreciation (17,801,614)
Interest and dividend income 111,944,786
-------------------
Total Fund investment income $ 94,143,172
-------------------
4. The Ford Stock Fund
The Ford Stock Fund is a unitized account that is comprised of Ford
Motor Company common stock with a liquidity component to facilitate
participant transactions and recordkeeping. The Ford Stock Fund consists
of assets from the following sources: employee contributions (including
rollovers), employee loan repayments, exchanges into the fund from other
investment options, earnings and dividends. All participant assets are
self-directed. Information about the Master Trust net assets and the
significant components of the changes in Master Trust net assets
relating to the Ford Stock Fund is as follows at December 30:
2004 2003
Net assets
Ford Stock Fund (including Fidelity money
market cash of $88,011,068 and $100,637,391
in 2004 and 2003, respectively) $ 5,693,849,086 $ 6,260,389,391
Year Ended
December 30,
2004
Changes in net assets
Employee contributions $ 219,930,606
Employer matching contributions 40,318,926
Dividend income 154,608,736
Net depreciation (452,227,739)
Withdrawal of participant's accounts (342,594,725)
Net transfers between funds (135,999,992)
Transfers out to other plans (28,009,359)
Participant loans (22,566,758)
-----------------
$ (566,540,305)
-----------------
5. Plan Amendment
Effective December 31, 2004, the Plan fiscal year changed to a calendar
year ending December 31.
9
Ford Motor Company Tax-Efficient
Savings Plan for Hourly Employees
Notes to Financial Statements
December 30, 2004 and 2003
--------------------------------------------------------------------------------
6. Tax Status
The Internal Revenue Service ("IRS") has determined and informed the
Company by letter dated July 8, 2003, that the Plan is designed in
accordance with applicable sections of the Internal Revenue Code (the
"Code"). The Plan has since been amended through March 24, 2004. The
Plan sponsor and tax counsel believe that the Plan is currently designed
and being operated in compliance with the Code. Therefore, no provision
for income taxes has been included in the Plan's financial statements.
7. Administration of Plan Assets
The Master Trust assets are held by the Trustee of the Plan, Fidelity
Management Trust Company.
Certain administrative functions are performed by officers or employees
of the Company or its subsidiaries. No such officer or employee receives
compensation from the Plan, nor does the Company allocate any costs to
the Plan.
8. Plan Termination
The Company, by action of the Board of Directors, may terminate the Plan
at any time. Termination of the Plan would not affect the rights of a
participant as to the continuance of investment, distribution or
withdrawal of the securities, cash and cash value of the Ford Stock Fund
units in the account of the participant as of the effective date of such
termination. In the event of termination, all loans would become due
immediately upon such termination. There are currently no plans to
terminate the Plan.
10
Ford Motor Company Tax-Efficient Supplemental Schedule I
Savings Plan for Hourly Employees
Schedule of Assets Held at End of Year
As of December 30, 2004
--------------------------------------------------------------------------------
(a) (b) (c) (d) (e)
Description of Investments
Identity of Issuer, Including Maturity Date,
Lessor, Borrower Rate of Interest, Collateral,
or Similar Party Par or Maturity Value Cost** Current Value
Participant Loans
* Participant Loans Participant loans, interest rates ranging
from 4.0% to 9.5% with maturities at
various times through 2014 $ 218,082,965
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* Denotes party-in-interest
** Not required per Department of Labor 29 CFR 2520.103-10.
11