SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
X SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
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For the fiscal year ended December 31, 1996
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
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Commission file number 1-3950
FORD MICROELECTRONICS, INC.
SALARIED RETIREMENT SAVINGS PLAN
(Full title of the plan)
FORD MOTOR COMPANY
The American Road
Dearborn, Michigan 48121
(Name of issuer of the securities held
pursuant to the plan and the address of
its principal executive office)
<PAGE>
-2-
Required Information
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Financial Statements
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Statement of Net Assets Available for Benefits, as of December 31, 1996 and
1995.
Statement of Changes in Net Assets Available for Benefits for the Year
Ended December 31, 1996.
Schedule I - Schedule of Assets Held for Investment Purposes as of December
31, 1996.
Schedule II - Reportable Transactions for the Year Ended December 31, 1996.
Exhibit
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Designation Description Method of Filing
- ----------- ----------- ----------------
Exhibit 23 Consent of Coopers Filed with this Report.
& Lybrand L.L.P.
Signature
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Ford Microelectronics, Inc. Salaried Retirement Savings Plan Committee has
duly caused this Annual Report to be signed by the undersigned thereunto duly
authorized.
FORD MICROELECTRONICS, INC.
By:/s/John A. Sullivan
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John A. Sullivan, Chairman
Ford Microelectronics, Inc.
Salaried Retirement Savings Plan Committee
June 30, 1997
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-3-
EXHIBIT INDEX
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Sequential
Page Number
Designation Description at Which Found
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Exhibit 23 Consent of Coopers & Lybrand L.L.P.
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Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Index of Financial Statements and Supplemental Schedules
Pages
Report of Independent
Accountants...................................................................2
Financial Statements:
Statement of Net Assets Available for Benefits as of
December 31, 1996 and 1995..................................3
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31,
1996........................................................4
Notes to Financial Statements......................................5-9
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1996....................................10
Item 27d - Schedule of Reportable Transactions for the
Year Ended December 31, 1996...............................11
<PAGE>
Report of Independent Accountants
To the Boards of Directors of
Ford Motor Company and
Ford Microelectronics, Inc.:
We have audited the accompanying statements of net assets available for benefits
of the Ford Microelectronics, Inc. Salaried Retirement Savings Plan as of
December 31, 1996 and 1995 and the related statement of changes in net assets
available for benefits with fund information for the year ended December 31,
1996. 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 in accordance with generally accepted auditing
standards. 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. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1996 and 1995 and the changes in net assets available for benefits
with fund information for the year ended December 31, 1996 in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of Assets Held
for Investment Purposes and Reportable Transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are 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. The supplemental schedules
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated, in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ Coopers & Lybrand L.L.P.
Detroit, Michigan
May 13, 1997
<PAGE>
Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Statement of Net Assets Available for Benefits
as of December 31, 1996 and 1995
ASSETS 1996 1995
Investments, at fair value $ 14,600,681 $ 11,891,150
Participant notes receivable 480,655 417,356
Cash - 1,987
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Net assets available for benefits $ 15,081,336 $ 12,310,493
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The accompanying notes are an integral part of the financial statements.
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<TABLE>
<CAPTION>
Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Statement of Changes in Net Assets Available for Benefits
with Fund Information
for the year ended December 31, 1996
Participant-Directed
----------------------------------------------------------------------------------------------------
Ford Motor Medium
Company Short-Term Cap 500 Bond Spectrum
Stock Investment Index Index Indexed Aggressive Participant
ASSETS Fund Fund Fund Fund Fund Fund Notes Total
---------- ----------- --------- ----------- ---------- ---------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net assets at fair value,
January 1, 1996 6,515,089 $ 1,881,820 $ 300,832 $ 2,519,339 $ 337,009 $ 339,048 $ 417,356 $ 12,310,493
---------- ----------- --------- ----------- --------- --------- --------- ------------
Additions:
Participant contributions 205,040 140,507 195,606 325,862 76,890 219,805 1,163,710
Company contributions
(nonparticipant directed) 1,112,637 1,112,637
Participant notes,
principal repayments 30,045 166,012 4,905 13,762 1,541 5,182 (221,447) 0
Participant notes,
Interest repayments 7,173 19,973 1,364 3,634 495 1,015 33,654
Dividend and interest
income 342,221 109,189 1,197 4,743 511 780 458,641
Net appreciation in fair
value of investments 765,509 117,726 635,581 11,453 67,383 1,597,652
Transfers in 1,013,382 1,317,016 384,043 926,205 61,656 95,820 3,798,122
---------- ---------- -------- -------- -------- ------- --------- ----------
Total additions 3,476,007 1,752,697 704,841 1,909,787 152,546 389,985 (221,447) 8,164,416
Deductions:
Administrative fees 500
Distributions 503,125 540,888 9,605 388,375 74,289 77,669 1,000 1,594,951
Loans to participants 82,433 67,732 34,961 73,600 4,560 22,460 (285,746) -
Transfers out 1,897,569 1,273,592 53,014 484,334 41,895 47,718 3,798,122
---------- ---------- ------- -------- -------- ------- ---------- ----------
Total deductions 2,483,127 1,882,712 97,580 946,309 120,744 147,847 (284,746) 5,393,073
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Net assets at fair value,
December 31, 1996 $ 7,507,969 $ 1,751,805 $ 908,093 $3,482,817 $ 368,811 $581,186 $ 480,655 $ 15,081,836
=== ==== =========== =========== ========= ========== ========= ======== =========== ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>
Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Notes to Financial Statements
1. Description of the Plan:
The following description of the Ford Microelectronics, Inc.(the
"Company") Salaried Retirement Savings Plan (the "Plan")provides only
general information. Participants should refer to the Plan agreement
for a more comprehensive description of the Plan's provisions.
a. General: The Plan is a defined-contribution plan established to
encourage and facilitate systematic savings and investment by eligible
salaried employees and to provide them with an opportunity to become
stockholders of Ford Motor Company ("Ford"). It is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA") applicable to defined contribution pension plans.
b. Eligibility: With certain exceptions, regular full-time salaried
employees having at least three months of continuous service are
eligible to participate in the contributory portion of the Plan. All
full-time employees are eligible to participate in the discretionary
portion of the Plan. Participation in the Plan is voluntary.
c. Contributions: Under the Plan and subject to limits required to be
imposed by the Internal Revenue Code, participants may defer up to 15
percent in pre-tax contributions and 10 percent in post-tax
contributions with a corresponding discretionary matching contribution
made to the Plan by Ford Microelectronics, Inc. (the "Company") on
their behalf. The Company match is at the rate of 100 percent of the
first 3 percent of the participants' base salaries contributed and at
the rate of $.60 for each dollar of the next 7 percent of
participants' base salaries contributed. All Company matching
contributions are invested in units of the Ford Motor Company Stock
Fund. The Company may also contribute an additional amount determined
at the discretion of the Company, in cash. For the years ended
December 31, 1996 and 1995, the Company made discretionary
contributions of 3 percent for each regular active employee with
covered compensation. These contributions were made monthly.
d. Participant Accounts: Each participant's account is credited with the
participant's contribution and allocations of the Company's
contributions and Plan earnings. Plan administrative expenses are paid
primarily by the Company. Allocations are based on participant
earnings or account balances, as defined. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant's vested account.
e. Vesting: Participants are immediately vested in their contributions
plus actual earnings thereon. Vesting in the Company's matching and
discretionary contribution portion of their accounts plus actual
earnings thereon is based on years of continuous service. A
participant is 100 percent vested after five years of credited
service. A participant becomes fully vested in Company matching
contributions automatically upon attainment of normal retirement age,
retirement due to disability or death. Participants are entitled to
receive the full amount of vested funds when their employment is
terminated.
<PAGE>
1. Description of the Plan, continued:
f. Investments Options: Upon enrollment in the Plan, a participant may
direct employee contributions in 1 percent increments with a minimum
investment of 10 percent in any of 6 investment options.
Ford Motor Company Stock Fund - Funds consists primarily of shares of
the Common Stock, $1.00 par value, of Ford Motor Company with a small
portion of short-term liquid investments for liquidity purposes.
Short-Term Fund - Funds are invested in short term fixed income funds
with average maturities of investments between 15 and 60 days such as
repurchase agreements, domestic bank certificates of deposit, bankers
acceptance and commercial paper. The objective of the fund is
maximization of current income consistent with maintaining liquidity
and preserving capital.
Medium Cap Index Fund - Funds are invested in a commingled index fund.
The objective of the fund is to provide investment results that closely
correspond to the price and yield performance of the publicly traded
common stock of the 400 companies included in the Standard & Poor's Mid
Cap 400 Index. A small portion of the fund is invested in short-term
cash equivalents.
Index Fund - Funds are invested in a commingled index fund. The
objective of the fund is to provide investment results that closely
correspond to the price and yield performance of the publicly traded
common stocks of the 500 corporations included in Standard & Poor's 500
Index. A small portion of the fund is invested in short-term cash
equivalents. The objective of the fund is to provide investment results
that closely correspond to the price and yield performance of the
Standard & Poor's 500 Index.
Bond Index Fund - Funds are invested in a portfolio of fixed income
instruments issued by the U. S. Government, federal agencies, and
corporations that, in the aggregate, typify the securities that are
included in the Lehman Brothers Index. A small portion of the fund is
invested in short-term cash equivalents.
Spectrum of Choice Aggressive - Funds are invested in large, medium
and small domestic company stocks, as well as U. S. Government and
Corporate Bonds. A small portion of the fund is invested in short-term
cash equivalents. The objective of this fund is to provide longer-term
higher returns for participants willing to accept greater risk and
short-term fluctuation.
<PAGE>
1. Description of the Plan, continued:
g. Participant Notes Receivable: Participants may borrow from their
vested fund accounts a minimum of $1,000 and to a maximum equal to the
lesser of $50,000 or 50 percent of their account balance. Loan
transactions are treated as a transfer to/from investment funds
from/to participant note accounts. Loan terms range from one to 5
years or up to 10 years for the purchase of a primary residence. The
loans bear interest at a rate commensurate with local prevailing
rates. Interest rates range from 6.5 to 9.5 percent. Principal and
interest are paid ratably through monthly payroll deductions.
h. Payment of Benefits: On termination of service due to death,
disability, or retirement, a participant may elect to receive all or
part of participant's vested interest in his or her account as a
lump-sum distribution.
I. Forfeitures: The Plan permits the Company to use the Ford Motor
Company Stock Fund units forfeited by participants to pay Plan
administration expenses, and, to the extent not used to pay such
expenses, to reduce future Company contributions. As of December 31,
1996 and 1995, units having a value of $48,045 and $22,310,
respectively, were forfeited by plan participants and were available
to pay future administrative expenses. To the extent that forfeited
units are not available to pay plan administrative expenses, the
Company pays such expenses.
2. Summary of Significant Accounting Policies:
a. Basis of Accounting: The financial statements of the Plan are prepared
under the accrual method of accounting.
b. Investment Valuation and Income Recognition: The investments in Ford
Motor Company Stock Fund, Medium Cap, 500 Index, Bond Index and the
Spectrum of Choice Aggressive Funds are valued on the basis of
established year-end quoted market prices. The Short-Term Fund as well
as Participant notes are carried at cost, which approximates fair
value.
Purchases and sales of securities are recorded on a trade-date basis.
Gains and losses on sales of securities are based on average cost.
Dividend income is recorded on the ex-dividend date. Interest income
is recorded on the accrual basis. The Plan presents in the
statement of changes in net assets available for benefits the net
appreciation in the fair value of its investments which consist of
the realized gains and losses and the unrealized appreciation and
depreciation on those investments.
Administration fees applicable to the above funds are paid out
of the applicable funds. The Company pays all fees associated
with the Ford Motor Company Common Stock Fund.
<PAGE>
2. Summary of Significant Accounting Policies, continued:
c. Payment of Benefits: Benefits are recorded when paid.
d. Contributions: Contributions from employees and the Company are
recorded in the period that payroll deductions are made from Plan
participants.
e. Use of Estimates: The preparation of financial statements in
conformity with generally accepted accounting principles 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 revenues and expenses during the reported period.
Actual results could differ from those estimates.
f. Risks and Uncertainties: The Plan provides for various investment
options in any combination of either equity or fixed income investment
securities. 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. Plan Termination:
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and
to terminate the Plan subject to the provisions of ERISA. In the event
of Plan termination, participants will become 100 percent vested in all
funds in their accounts.
<PAGE>
4. Asset Value Per Unit:
The number of units and asset value per unit, at December 31, 1996 are as
follows:
Asset
Number of Value
Units Per Unit
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Ford Motor Company Stock Fund 232,803.8979 $ 32.250
Short-Term Investment Fund 1,751,805.0000 1.000
Medium Cap Index Fund 4,715.0648 192.594
500 Index Fund 11,149.6893 312.369
Comerica Spectrum Aggressive Fund 4,175.8145 139.179
Bond Index Fund 1,855.9712 198.716
5. Tax Status:
The Internal Revenue Service has determined and informed the Company by a
letter dated September 13, 1995 that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code.
6. Subsequent Events:
Effective January 1, 1997, the Company transferred trustee
responsibilities from Comerica Bank to American Century Services Corporation.
<PAGE>
<TABLE>
<CAPTION>
Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1996
(c)
(b) Description of Investment,
Identify if Issuer, Including Maturity Date, (e)
Borrower, Lessor or Rate of Interest, Collateral, (d) Current
(a) Similar Party Par or Maturity Value Cost Value
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<S> <C> <C> <C> <C>
* Ford Motor Company Ford Motor Company Common Stock,
232,804 units $ 3,821,983 $ 7,507,969
* Comerica Bank Short Term Investment Fund, 1,751,805 units 1,751,805 1,751,805
Mid Cap 500 Fund, 4,715 units 784,110 908,093
500 Cap Index Fund, 11,150 units 2,676,928 3,482,817
Spectrum Aggressive Fund, 4,176 units 500,823 581,186
Bond Index Fund, 1,856 units 343,661 368,811
* Participant notes 6.5% to 9.5% interest rate generally
maturing from 3 to 5 years - 480,655
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Total $ 9,879,310 $ 15,081,336
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</TABLE>
*Party-in-interest to the Plan.
<PAGE>
<TABLE>
<CAPTION>
Ford Microelectronics, Inc. Salaried Retirement Savings Plan
Item 27d - Schedule of Reportable Transactions
for the year ended December 31, 1996
Description of Asset Current
Identity of (Including Interest Rate and Purchase Selling Lease Expense Cost Value Net Gain
Party Involved Maturity in Case of a Loan) Price Price Rental Incurred 0f Asset of Asset or (Loss)
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<S> <C> <C> <C> <C> <C> <C> <C> <C>
REPORTING
CRITERION I: Single transaction in
excess of five percent
of current value of plan
assets.
None.
REPORTING
CRITERION II: Series of transactions in
other than securities in
excess of five percent of
current value of plan assets.
None.
REPORTING
CRITERION III: Series of transactions in
securities in excess of five
percent of current value of
plan assets.
Comerica* Short-Term Investment Fund:
95 Purchases $ 4,952,647 $ 4,952,647 $ 4,952,647
121 Sales $ 5,037,124 5,037,124 -
500 Index Fund:
68 Purchases 1,167,830 1,167,830 1,167,830
47 Sales 820,748 666,739 $ 154,009
Ford Motor
Company* Ford Motor Company Common Stock:
42 Purchases 2,402,933 2,402,933 2,402,933
42 Sales 2,022,663 753,440 1,269,223
REPORTING
CRITERION IV: Single transactions with a
nonregulated entity in excess
of five percent of current
value of plan assets.
None.
</TABLE>
(1) Information regarding expenses incurred with each transaction was not
available from the trustee.
* Party-in-interest to the Plan.
<PAGE>
Consent of Independent Accountants
Ford Motor Company
The American Road
Dearborn, Michigan
Re: Ford Motor Company Registration Statement
Nos. 33-02401, 33-58785, 33-56785 on Form S-8
We consent to the incorporation by reference in the above Registration Statement
of our report dated May 13, 1997, to the Board of Directors of Ford Motor
Company with respect to the financial statements of the Ford Microelectronics,
Inc. Salaried Retirement Savings Plan for the Hourly Employees at December 31,
1996, and for the year then ended, which is included in this Annual Report on
Form 11-K.
400 Renaissance Center
Detroit, Michigan 48243
June 25, 1997
