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 other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.
The American Road
Dearborn, Michigan 48121-1899
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(Address of principal executive offices) (Zip Code)
FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS PLAN FOR HOURLY EMPLOYEES
(Full title of the Plan)
------------------------
J. M. RINTAMAKI, Esq.
Ford Motor Company
P. O. Box 1899
The American Road
Dearborn, Michigan 48121-1899
(313) 323-2260
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(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
- ------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, $1.00 5,000,000 $32.3125 $161,562.50 $55,711.60
par value shares
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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 1995 and during
subsequent years until a new Registration Statement becomes
effective.
**Based on the market price of Common Stock of the Company on
July 14, 1995 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.
<PAGE>
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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. 33-58255, 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.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, 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.D - 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.E - 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.
Exhibit 4.F - Copy of Group Annuity Contract effective January
1, 1995 between John Hancock Mutual Life
Insurance Company and Comerica Bank, as Trustee.
Filed with this Registration Statement.
Exhibit 5.A - Opinion of Thomas J. DeZure, 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 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.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.A - Powers of Attorney authorizing signature. Filed
as Exhibit 24.1 to Registration Statement No.
33-58785 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 24.2 to Registration
Statement No. 33-58785 and incorporated herein by
reference.
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 19th day of
July, 1995.
FORD MOTOR COMPANY TAX-EFFICIENT SAVINGS PLAN
FOR HOURLY EMPLOYEES
By:/s/John B. Ferguson
--------------------------------------
John B. Ferguson, Chairman
Tax-Efficient Savings Plan Committee
<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 19th day of
July, 1995.
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
--------- ----- ----
<S> <C> <C>
Director and Chairman of the
Board of Directors, President
and Chief Executive Officer
Alex Trotman* (principal executive officer)
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(Alex Trotman)
Colby H. Chandler* Director
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(Colby H. Chandler)
Michael D. Dingman* Director July 19, 1995
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(Michael D. Dingman)
Director, Vice
President-Ford
and President and
Chief Operating Officer,
Edsel B. Ford II* Ford Motor Credit Company
- ----------------------------
(Edsel B. Ford II)
William Clay Ford* Director
- ----------------------------
(William Clay Ford)
<PAGE>
Signature Title Date
--------- ----- ----
Director and Chairman
William Clay Ford, Jr.* of the Finance Committee
- ----------------------------
(William Clay Ford, Jr.)
Roberto C. Goizueta* Director
- ----------------------------
(Roberto C. Goizueta)
Irvine O. Hockaday, Jr.* Director
- ----------------------------
(Irvine O. Hockaday, Jr.)
Marie-Josee Kravis Director
- ----------------------------
(Marie-Josee Kravis)
Drew Lewis Director
- ----------------------------
(Drew Lewis)
Ellen R. Marram* Director July 19, 1995
- ----------------------------
(Ellen R. Marram)
Kenneth H. Olsen* Director
- ----------------------------
(Kenneth H. Olsen)
Carl E. Reichardt* Director
- ----------------------------
(Carl E. Reichardt)
Director and Vice Chairman
Louis R. Ross* and Chief Technical Officer
- ----------------------------
(Louis R. Ross)
<PAGE>
Signature Title Date
--------- ----- ----
Clifton R. Wharton, Jr.* Director
- ----------------------------
(Clifton R. Wharton, Jr.)
Group Vice President
and Chief Financial Officer
John M. Devine (principal financial officer)
- ----------------------------
(John M. Devine) July 19, 1995
Vice President--Controller
Murray L. Reichenstein* (principal accounting officer)
- ---------------------------
(Murray L. Reichenstein)
*By: /s/K. S. Lamping
----------------------
(K. S. Lamping,
Attorney-in-Fact)
</TABLE>
H:\tshanley\s-8\tesphe.2
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EXHIBIT INDEX
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<CAPTION>
Sequential Page
at which Found
(or Incorporated
by Reference)
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<S> <C> <C>
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,
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.D - 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.E - 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.
Exhibit 4.F - Copy of Group Annuity Contract effective January 1,
1995 between John Hancock Mutual Life Insurance
Company and Comerica Bank, as Trustee. Filed with
this Registration Statement.
Exhibit 5.A - Opinion of Thomas J. DeZure, 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 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.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.A - Powers of Attorney authorizing signature. Filed as
Exhibit 24.1 to Registration Statement No. 33-58785
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 24.2 to Registration Statement No. 33-58785 and
incorporated herein by reference.
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H:\tshanley\s-8\tesphe.3
FORD MOTOR COMPANY
THE AMERICAN ROAD
DEARBORN, MICHIGAN 48121
April 19, 1995
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 5,000,000 shares of Common
Stock, par value $1.00 per share, of the Company ("Common Stock"),
relating to the Company's Tax-Efficient Savings Plan for Houly
Employees (the "Plan").
As an Assistant Secretary and 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 actions 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).
<PAGE>
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,
/s/Thomas J. DeZure
Thomas J. DeZure
Assistant Secretary and
Counsel
opinion\tesphe.c
Exhibit 15
Coopers Coopers & Lybrand L.L.P.
& Lybrand
a professional services firm
Ford Motor Company
The American Road
Dearborn, Michigan
Re: Ford Motor Company Registration Statements Nos. 33-58255,
33-54737, 33-54283, 33-50238, 33-36043, 33-19036 and 2-95018
on Form S-8
We are aware that our report dated April 19, 1995 accompanying the
unaudited interim financial information of Ford Motor Company and
Subsidiaries for the periods ended March 31, 1995 and 1994, and included
in the Ford Motor Company Quarterly Report on Form 10-Q for the quarter
ended March 31, 1995, is incorporated by reference in the above Registration
Statements. Pursuant to Rule 436(c) under the Securities Act of 1933, this
report should not be considered a part of the Registration Statements
prepared or certified by us within the meaning of Sections 7 and 11 of
the Act.
/s/Coopers & Lybrand L.L.P
COOPERS & LYBRAND L.L.P.
400 Renaissance Center
Detroit, Michigan 48243
July 18, 1995
Exhibit 23
Coopers Coopers & Lybrand L.L.P.
& Lybrand
a professional services firm
Ford Motor Company
The American Road
Dearborn, Michigan
CONSENT OF COOPERS & LYBRAND L.L.P.
Re: Ford Motor Company Registration Statements Nos. 33-58255,
33-54737, 33-54283, 33-50238, 33-36043, 33-19036 and 2-95018
on Form S-8
We consent to the incorporation by reference in this Registration
Statement of our report dated January 27, 1995 on our audits of
the consolidated financial statements of Ford Motor Company at
December 31, 1994 and 1993, and for the years ended December 31, 1994,
1993 and 1992, which report is included in, or incorporated by reference
in, Ford's 1994 Annual Report on Form 10-K.
/s/Coopers & Lybrand L.L.P.
COOPERS & LYBRAND L.L.P.
400 Renaissance Center
Detroit, Michigan 48243
July 18, 1995
