Registration No. 33-
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)
Delaware 38-0549190
(State or orther jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
The American Road
Dearborn, Michigan 48121-1899
(Address of principal executive offices) (Zip Code)
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FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS PLAN FOR HOURLY EMPLOYEES
(Full title of the Plan)
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J. M. RINTAMAKI, Esq.
Ford Motor Company
P. O. Box 1899
The American Road
Dearborn, Michigan 48121-1899
(313) 323-2260
(Name, address and telephone number,
including area code, of agent for service)
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CALCULATION OF REGISTRATION FEE
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Proposed
Proposed maximum
maximum aggregate
Title of securities Amount to be offering price offering Amount of
to be registered registered* per share** price** registration fee
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Common Stock, $1.00 2,000,000
par value shares $29.1875 $ 58,375,000 $20,129.31
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*The number of shares being registered represents the maximum
number of additional shares not registered heretofore that may be
acquired by the Trustee under the Plan during 1994 and during
subsequent years until a new Registration Statement becomes
effective.
**Based on the "when issued" market price of Common Stock of
the Company on June 21, 1994 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.
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FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS
PLAN FOR HOURLY EMPLOYEES
______________________
INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS
The contents of Registration Statements Nos. 33-50238, 33-36043,
33-19036 and 2-95018 are incorporated herein by reference.
____________________
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
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Item 8. Exhibits.
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Exhibit 4.A Ford Motor Company Tax-Efficient Savings Plan for Hourly
Employees. Filed as Exhibit 4(C) to Registration Statement
No. 33-19036 and incorporated herein by reference.
Exhibit 4.B Copy of Trust Agreement dated as of January 1, 1985 between
Ford Motor Company and Comerica Bank (formerly Manufacturers
National Bank of Detroit), as Trustee. Filed as Exhibit
4(D) to Registration Statement No. 33-19036 and incorporated
herein by reference.
Exhibit 4.C Copy of Group Annuity Contract effective January 1, 1991
between The Prudential Insurance Company of America and
Comerica Bank (formerly Manufacturers National Bank of
Detroit), as Trustee. Filed as Exhibit 4(I) to Registration
Statement No. 33-50194 and incorporated herein by reference.
Exhibit 4.D Copy of Group Annuity Binder Contract effective January 1, 1991
between Metropolitan Life Insurance Company and Comerica
Bank (formerly Manufacturers National Bank of Detroit), as
Trustee. Filed as Exhibit 4(J) to Registration Statement
No. 33-50194 and incorporated herein by reference.
Exhibit 4.E Copy of Group Annuity Contract effective January 1, 1992
between The Prudential Insurance Company of America and
Comerica Bank (formerly Manufacturers National Bank of
Detroit), as Trustee. Filed as Exhibit 4(K) to Registration
Statement No. 33-50194 and incorporated herein by reference.
Exhibit 4.F Copy of Letter Agreement effective February 1, 1993 between
Lehman Government securities, Inc. and Comerica Bank, as
Trustee. Filed as Exhibit 4.J to Registration Statement No.
33-54275 and incorporated herein by reference.
Exhibit 4.G Copy of Group Annuity Contract effective January 1, 1994
between The Prudential Insurance Company of America and
Comerica Bank, as Trustee. Filed as Exhibit 4.J to
Registration Statement No. 33-54275 and incorporated
herein by reference.
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Exhibit 5.A Opinion of J. M. Rintamaki, Secretary and Assistant General
Counsel of Ford Motor Company, with respect to the legality
of the securities being registered hereunder. Filed with
this Registration Statement.
Exhibit 5.B Copy of Internal Revenue Service determination letter that
the Plan is qualified under Section 401 of the Internal
Revenue Code. Filed as Exhibit 5 to Registration Statement
No. 33-36043 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.A Powers of Attorney authorizing signature. Filed as Exhibit
24.A to Registration Statement No. 33-54275 and incorporated
herein by reference.
Exhibit 24.B Certified resolution of Board of Directors authorizing
signature pursuant to a power of attorney. Filed as Exhibit
24.B to Registration Statement No. 33-54275 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 23rd day of June, 1994.
FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS PLAN
FOR HOURLY EMPLOYEES
By:/s/P. T. Zachary
P. T. Zachary, Chairman
Tax-Efficient Savings Plan Committee
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<PAGE>
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 23rd day of June, 1994.
FORD MOTOR COMPANY
By: Alex Trotman*
(Alex Trotman)
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.
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Signature Title Date
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Director and Chairman of the
Board of Directors, President
and Chief Executive Officer
Alex Trotman* (principal executive officer) June 23, 1994
(Alex Trotman)
Colby H. Chandler* Director June 23, 1994
(Colby H. Chandler)
Michael D. Dingman* Director June 23, 1994
(Michael D. Dingman)
Director and Vice
President, Ford Motor Company,
and Director and President
and Chief Operating Officer,
Edsel B. Ford II* Ford Motor Credit Company June 23, 1994
(Edsel B. Ford II)
Director and Chairman
William Clay Ford* of the Finance Committee June 23, 1994
(William Clay Ford)
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Signature Title Date
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Director and
Vice President -
Commercial Truck
William Clay Ford, Jr.* Vehicle Center June 23, 1994
(William Clay Ford, Jr.)
Director and
Allan D. Gilmour* Vice Chairman June 23, 1994
(Allan D. Gilmour)
Roberto C. Goizueta* Director June 23, 1994
(Roberto C. Goizueta)
Irvine O. Hockaday, Jr.* Director June 23, 1994
(Irvine O. Hockaday, Jr.)
Director June 23, 1994
(Drew Lewis)
Ellen R. Marram* Director June 23, 1994
(Ellen R. Marram)
Kenneth H. Olsen* Director June 23, 1994
(Kenneth H. Olsen)
Carl E. Reichardt* Director June 23, 1994
(Carl E. Reichardt)
Director and Vice Chairman
Louis R. Ross* and Chief Technical Officer June 23, 1994
(Louis R. Ross)
Director and Executive
Vice President and
Chief Financial Officer
Stanley A. Seneker* (principal financial officer) June 23, 1994
(Stanley A. Seneker)
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Signature Title Date
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Director June 23, 1994
(Clifton R. Wharton, Jr.)
Vice President -- Controller June 23, 1994
Murray L. Reichenstein* (principal accounting officer)
(Murray L. Reichenstein)
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*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)
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Exhibit 4.A Ford Motor Company Tax-Efficient Savings Plan for
Hourly Employees. Filed as Exhibit 4(C) to
Registration Statement No. 33-19036 and incorporated
herein by reference.
Exhibit 4.B Copy of Trust Agreement dated as of January 1, 1985
between Ford Motor Company and Comerica Bank
(formerly Manufacturers National Bank of Detroit), as
Trustee. Filed as Exhibit 4(D) to Registration
Statement No. 33-19036 and incorporated herein by
reference.
Exhibit 4.C Copy of Group Annuity Contract effective January 1,
1991 between The Prudential Insurance Company of
America and Comerica Bank (formerly Manufacturers
National Bank of Detroit), as Trustee. Filed as
Exhibit 4(I) to Registration Statement No. 33-50194
and incorporated herein by reference.
Exhibit 4.D Copy of Group Annuity Binder Contract effective
January 1, 1991 between Metropolitan Life Insurance
Company and Comerica Bank (formerly Manufacturers
National Bank of Detroit), as Trustee. Filed as
Exhibit 4(J) to Registration Statement No. 33-50194
and incorporated herein by reference.
Exhibit 4.E Copy of Group Annuity Contract effective January 1,
1992 between The Prudential Insurance Company of
America and Comerica Bank (formerly Manufacturers
National Bank of Detroit), as Trustee. Filed as
Exhibit 4(K) to Registration Statement No. 33-50194
and incorporated herein by reference.
Exhibit 4.F Copy of Letter Agreement effective February 1, 1993
between Lehman Government Securities, Inc. and
Comerica Bank, as Trustee. Filed as Exhibit 4.J to
Registration Statement No. 33-54275 and
incorporated herein by reference.
Exhibit 4.G Copy of Group Annuity Contract effective January 1,
1994 between The Prudential Insurance Company of
America and Comerica Bank, as Trustee. Filed as
Exhibit 4.K to Registration Statement No. 33-54275
and incorporated herein by reference.
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<PAGE>
Exhibit 5.A Opinion of J. M. Rintamaki, Secretary and Assistant
General Counsel of Ford Motor Company, with respect
to the legality of the securities being registered
hereunder. Filed with this Registration Statement.
Exhibit 5.B Copy of Internal Revenue Service determination
letter that the Plan is qualified under Section 401
of the Internal Revenue Code. Filed as Exhibit 5 to
Registration Statement No. 33-36043 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.A Powers of Attorney authorizing signature. Filed as
Exhibit 24.A to Registration Statement No. 33-54275
and incorporated herein by reference.
Exhibit 24.B Certified resolutions of Board of Directors
authorizing signature pursuant to a power of
attorney. Filed as Exhibit 24.B to Registration
Statement No. 33-54275 and incorporated herein by
reference.
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Exhibit 5.A
Ford Motor Company
The American Road
Dearborn, MI 48121
John M. Rintamaki
Secretary
June 23, 1994
Ford Motor Company
The American Road
Dearborn, Michigan 48121
Ladies and Gentlemen:
This will refer to the Registration Statement on Form S-8 (the
"Registration Statement") that is being filed by Ford Motor Company (the
"Company") with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Act of 1933, as amended (the "Securities Act"),
with respect to 2,000,000 shares of Common Stock, par value $1 per share,
of the Company ("Common Stock"), relating to the Company's Tax-Efficient
Savings Plan for Hourly Employees (the "Plan").
As Secretary and Assistant General Counsel of the Company, I am
familiar with the Certificate of Incorporation and the By-Laws of the
Company and with its affairs, including the action taken by the Company in
connection with the Plan. I also have examined such other documents and
instruments and have made such further investigation as I have deemed
necessary or appropriate in connection with this opinion.
Based upon the foregoing, it is my opinion that:
(1) The Company is duly incorporated and validly existing as a
corporation under the laws of the State of Delaware.
(2) All necessary corporate proceedings have been taken to
authorize the issuance of the shares of Common Stock being registered under
the Registration Statement, and all such shares of Common Stock acquired by
the Trustee under the Plan in accordance with the Plan will be legally
issued fully paid and non-assessable when the Registration Statement shall
have become effective and the Company shall have received therefor the
consideration provided in the Plan (but not less than the par value
thereof).
I hereby consent to the use of this opinion as Exhibit 5.A to the
Registration Statement. In giving this consent, I do not admit that I am
in the category of persons whose consent is required under Section 7 of the
Securities Act or the Rules and Regulations of the Commission issued
thereunder.
Very truly yours,
John M. Rintamaki
Exhibit 15
Coopers
& Lybrand
Ford Motor Company
The American Road
Dearborn, Michigan
Re: Ford Motor Company Registration Statement on Form S-8
We are aware that our report dated April 27, 1994 accompanying the unaudited
interim financial information of Ford Motor Company and Subsidiaries for the
periods ended March 31, 1994 and 1993 and included in the Ford Motor Company
Quarterly Report on Form 10-Q for the quarter ended March 31, 1994 is
incorporated by reference in this Registration Statement. Pursuant to Rule
436(c) under the Securities Act of 1933, this report should not be considered
a part of the registration statement prepared or certified by us within the
meaning of Sections 7 and 11 of the Act.
COOPERS & LYBRAND
400 Renaissance Center
Detroit, Michigan 48243
June 23, 1994
Exhibit 23
Coopers &
Lybrand
Ford Motor Company
The American Road
Dearborn, Michigan
CONSENT OF COOPERS & LYBRAND
Re: Ford Motor Company Registration Statement Nos. 33-50238, 33-36043,
33-19036 and 2-95018 on Form S-8
We consent to the incorporation by reference in the above Registration
Statements of our reports dated February 1, 1994 on our audits of the
consolidated financial statements and financial statement schedules of Ford
Motor Company at December 31, 1993 and 1992, and for the years ended
December 31, 1993, 1992 and 1991, which reports are included in, or
incorporated by reference in, Ford's 1993 Annual Report on Form 10-K.
COOPERS & LYBRAND
400 Renaissance Center
Detroit, Michigan 48243
June 23, 1994
