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]
- --------
For the fiscal year ended December 31, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
- --------
For the transition period from to
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Commission file number 1-3950
PRIMUS AUTOMOTIVE FINANCIAL SERVICES, INC. PRIME ACCOUNT
(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>
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Required Information
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Financial Statements and Schedules
- ----------------------------------
Statement of Net Assets Available for Plan Benefits, as of December 31,
1997 and 1996.
Statement of Changes in Net Assets Available for Plan Benefits for the Year
Ended December 31, 1997.
Schedule I - Schedule of Assets Held for Investment Purposes as of December
31, 1997.
Schedule II - Reportable Transactions for the Year Ended December 31, 1997.
Exhibit
-------
Designation Description Method of Filing
- ----------- ----------- ----------------
Exhibit 23 Consent of Coopers Filed with this Report.
& Lybrand L.L.P.
Signature
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Primus Automotive Financial Services, Inc. Prime Account Committee has duly
caused this Annual Report to be signed by the undersigned thereunto duly
authorized.
PRIMUS AUTOMOTIVE FINANCIAL SERVICES, INC.
PRIME ACCOUNT
By: /s/Thomas E. Hoppes
----------------------------------
Thomas E. Hoppes, Chairman
Primus Automotive Financial Services, Inc.
Prime Account Committee
June 29, 1998
<PAGE>
-3-
EXHIBIT INDEX
-------------
Sequential
Page Number
Designation Description at Which Found
- ----------- ----------- --------------
Exhibit 23 Consent of Coopers & Lybrand L.L.P.
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Index of Financial Statements and Supplemental Schedules
Pages
Report of Independent Accountants 2
Financial Statements:
Statements of Net Assets Available for Plan Benefits as
of December 31, 1997 and 1996 3
Statement of Changes in Net Assets Available for Plan Benefits
for the Years Ended December 31, 1997 4-6
Notes to Financial Statements 7-14
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1997 15
Item 27d - Schedule of Reportable Transactions for the Year
Ended December 31, 1997 16-17
<PAGE>
Report of Independent Accountants
To the Boards of Directors of
Ford Motor Company and
PRIMUS Automotive Financial Services, Inc.:
We have audited the accompanying statements of net assets available for plan
benefits of the PRIMUS Prime Account 401(k) Tax-Deferred Savings Plan as of
December 31, 1997 and 1996 and the related statement of changes in net assets
available for plan benefits for the year ended December 31, 1997. 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 audit.
We conducted our audit 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 audit provides 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 plan benefits of the Plan as
of December 31, 1997 and 1996 and the changes in net assets available for plan
benefits for the year ended December 31, 1997, in conformity with generally
accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of the PRIMUS
Prime Account 401(k) Tax-Deferred Savings Plan as of December 31, 1997 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 fund information
in the statement of net assets available for plan benefits and the statement of
changes in net assets available for plan benefits is presented for purposes of
additional analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits of each fund. The
supplemental schedules and fund information have been subjected to the auditing
procedures applied in the audit 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
June 12, 1998
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<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Statements of Net Assets Available for Plan Benefits
December 31, 1997 and 1996
<TABLE>
<CAPTION>
ASSETS 1997 1996
<S> <C> <C>
Investments, at fair value:
Interest in common trust $ 13,047,611 $ 7,875,646
Common stock 1,526,387 570,338
Participant loans receivable 592,731 317,554
----------------- ---------------
Net assets available for plan benefits $ 15,166,729 $ 8,763,538
================= ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-3-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Statement of Changes in Net Assets Available for Plan Benefits
for the year ended December 31, 1997
<TABLE>
<CAPTION>
Participant-Directed
--------------------------------------------------------------------------------------------
Retirement Growth U. S.
Ford Government Intermediate and Equity
Stock Money Market Bond Income Puritan Index
Fund Portfolio Fund Portfolio Fund Portfolio Subtotal
------------- ------------- ------------- ----------- ----------- ------------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
Employee contributions $ 245,711 $ 152,334 $ 73,891 $ 252,878 $ 67,847 $ 270,098 $1,062,759
Employer contributions 136,720 91,080 41,903 134,841 39,083 147,061 590,688
Rollover contributions 21,053 55,891 20,303 73,733 17,580 24,473 213,033
Interest and dividend income 37,993 58,570 43,398 36,794 19,538 196,293
Net appreciation (depreciation)
in fair value of investments 413,731 6,795 121,525 19,050 788,694 1,349,795
Loans, interest repayments 4,833 2,969 1,564 2,632 408 4,731 17,137
Loans, principal repayments 25,699 13,370 7,876 15,389 1,674 24,643 88,651
Transfers in (out) 170,729 105,934 (32,918) 95,711 (40,158) 35,575 334,873
---------- ---------- ---------- ---------- -------- --------- ----------
Total additions 1,056,469 480,148 162,812 733,503 125,022 1,295,275 3,853,229
---------- ---------- ---------- ---------- -------- ---------- ----------
Deductions:
Distributions 44,475 65,548 60,402 17,825 4,037 158,491 350,778
Loans to participants 54,418 21,447 30,039 21,834 8,877 103,545 240,160
Forfeitures 1,527 (19,413) 699 1,491 368 1,761 (13,567)
Adjustments 164
---------- ---------- ---------- ---------- -------- --------- ----------
Total deductions 100,420 67,746 91,140 41,150 13,282 263,797 577,535
---------- ---------- ---------- ---------- -------- --------- ----------
Net additions 956,049 412,402 71,672 692,353 111,740 1,031,478 3,275,694
Net assets available for plan
benefits, beginning of year 570,338 906,832 658,224 311,302 168,561 2,343,094 4,958,351
---------- ---------- ---------- ---------- -------- ---------- ----------
Net assets available for
plan benefits, end of
year $1,526,387 $1,319,234 $ 729,896 $1,003,655 $280,301 $3,374,572 $8,234,045
========== ========== ========== ========== ======== =========== ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
-4-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Statement of Changes in Net Assets Available for Plan Benefits,
Continued
for the year ended December 31, 1997
<TABLE>
<CAPTION>
Participant-Directed
---------------------------------------------------------------------------------------------
Growth International
Blue Chip Company Magellan OTC Growth and
Growth Fund Contrafund Fund Fund Portfolio Income Fund Subtotal
------------ ------------- ----------- ------------- ----------- -------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
Employee contributions $ 254,473 $ 228,182 $ 172,155 $ 422,887 $ 159,025 $ 41,365 $ 1,278,087
Employer contributions 138,576 114,833 89,225 243,623 79,121 21,715 687,093
Rollover contributions 83,898 26,987 21,664 78,881 42,407 4,167 258,004
Interest and dividend income 40,632 76,930 49,915 167,291 33,490 7,378 375,636
Net appreciation (depreciation)
in fair value of investments 90,013 41,882 13,048 331,000 (7,589) (3,896) 464,458
Loan, interest repayments 2,726 1,915 1,503 8,142 2,170 167 16,623
Loans, principal repayments 13,771 8,979 9,619 38,575 7,953 886 79,783
Transfers in (out) 44,073 (74,364) (37,638) 9,150 (84,202) (16,787) (159,768)
----------- ------------ ---------- ------------ ---------- ------------- ------------
Total additions 668,162 425,344 319,491 1,299,549 232,375 54,995 2,999,916
------------ ------------- ----------- ------------- ----------- -------------- -------------
Deductions:
Distributions 16,313 28,635 18,670 139,439 7,397 4,724 215,178
Loans to participants 33,468 19,654 15,618 121,351 14,510 5,172 209,773
Forfeitures 2,045 2,556 1,540 3,546 505 793 10,985
Adjustments -
----------- ------------ ---------- ------------ ---------- ------------- ------------
Total deductions 51,826 50,845 35,828 264,336 22,412 10,689 435,936
----------- ------------ ---------- ------------ ---------- ------------- ------------
Net additions 616,336 374,499 283,663 1,035,213 209,963 44,306 2,563,980
Net assets available for plan
benefits, beginning of year 335,913 470,749 255,573 1,757,682 301,316 88,607 3,209,840
----------- ------------ ---------- ------------ ---------- ------------- ------------
Net assets available for
plan benefits, end of year $ 952,249 $ 845,248 $ 539,236 $ 2,792,895 $ 511,279 $ 132,913 $ 5,773,820
=========== ============ ========== ============ ========== ============= ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-5-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Statement of Changes in Net Assets Available for Plan Benefits,
Continued
for the year ended December 31, 1997
<TABLE>
<CAPTION>
Participant-Directed
------------------------------------------------------------------------------------------
Asset Asset Cash/
Overseas Asset Manager Manager Loan
Fund Manager Growth Income Fund Subtotal Total
----------- ----------- ----------- ----------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
Employee contributions $ 76,591 $ 36,364 $ 36,798 $ 15,038 $ 164,791 $ 2,505,637
Employer contributions 37,572 20,783 20,852 9,914 89,121 1,366,902
Rollover contributions 12,043 11,789 28,510 6,601 58,943 529,980
Interest and dividend income 12,142 9,022 16,642 2,841 40,647 612,576
Net appreciation (depreciation)
in fair value of investments 5,234 5,427 12,383 1,449 24,493 1,838,746
Loans, interest repayment 348 110 748 145 1,351 35,111
Loans, principal repayment 1,879 539 2,975 989 $ (174,816) (168,434) -
Transfers in (out) (25,499) 672 (8,758) (2,874) (36,459) 138,646
---------- ---------- ---------- ---------- ----------- ------------ -------------
Total additions 120,310 84,706 110,150 34,103 (174,816) 174,453 7,027,598
---------- ---------- ---------- ---------- ----------- ------------ -------------
Deductions:
Distributions 10,069 3,785 4,881 24,570 14,982 58,287 624,243
Loans to participants 5,305 2,350 5,518 1,865 (464,971) (449,933) -
Forfeitures 812 559 861 350 2,582 -
Adjustments 164
---------- ---------- ----------- ----------- ------------- ------------ -------------
Total deductions 16,186 6,694 11,260 26,785 (449,989) (389,064) 624,407
---------- ---------- ----------- ----------- ------------- ------------ -------------
Net additions 104,124 78,012 98,890 7,318 275,173 563,517 6,403,191
Net assets available for plan
benefits, beginning of year 135,591 37,968 63,558 40,679 317,551 595,347 8,763,538
---------- ---------- ---------- ---------- ------------ ------------ -------------
Net assets available for
plan benefits, end of year $ 239,715 $ 115,980 $ 162,448 $ 47,997 $ 592,724 $ 1,158,864 $ 15,166,729
========== ========== ========== ========== ============ ============ =============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-6-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan
Notes to Financial Statements
1. Description of the Plan:
The Plan became effective April 1, 1992.
The following description of the PRIMUS Automotive Financial Services,
Inc. (the "Company") Prime Account 401(k) Tax-Deferred Savings Plan (the
"Plan") provides only general information. Participants should refer to
the plan agreement for a more comprehensive 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
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"). All full-time employees are eligible to participate in the
discretionary portion of the Plan. Participation in the Plan is
voluntary.
b. Contributions: Under the Plan and subject to limits required to be
imposed by the Internal Revenue Code, participants may elect to
contribute up to 11 percent of their pre-tax earnings, not to exceed
25 percent of annual earnings including overtime and bonuses. The
Company, at its discretion, may match at the rate of 100 percent of
the first 2 percent and 50 percent of the next 4 percent of the
participants' pre-tax contributions.
c. Participant Accounts: Each participant's account is credited with the
participant's contribution and allocations of the Company's
contribution and Plan earnings. Plan administrative expenses are paid
primarily by the Company. Allocations are based on the participant's
earnings or account balances, as defined. Forfeited balances of
terminated participants' nonvested accounts are used to reduce future
Company contributions. The benefit to which a participant is entitled
is the benefit that can be provided from the participant's vested
account.
d. Vesting : Participants are vested in their contributions plus actual
earnings thereon. Vesting in the Company's matching and discretionary
contribution portion of their account plus actual earnings thereon is
based on continuous service. The Company's matching contributions are
vested 20 percent, 50 percent and 100 percent for one, two and three
years of service, respectively. A participant becomes fully vested in
company matching contributions automatically upon retirement due to
disability, upon death or upon termination of the Plan.
-7-
<PAGE>
Notes to Financial Statements, Continued
1. Description of the Plan, continued:
e. Investment Programs: Participant contributions are invested in
accordance with the participant's election in any of sixteen
investment funds. These investment options as of December 31, 1997 are
as follows:
(1) Ford Stock Fund: The Fund consists of shares of the common
stock, $1.00 par value, of Ford and a small portion in
short-term investments. The value of the fund primarily rises
or falls depending upon the stock's performance in the market.
Ford stock is subject to economic factors, the stock market in
general and factors affecting Ford in particular.
(2) Fidelity Retirement Government Money Market Portfolio: A
money market mutual fund with a goal to preserve capital,
maintain price and provide current income.
(3) Fidelity Intermediate Bond Fund: This is an income mutual fund
with a goal to provide high current income. It invests in U.
S. and foreign bonds. Select bonds are considered medium to
high quality with an average maturity of 3-10 years.
(4) Fidelity Growth and Income Portfolio: This fund is a growth
and income mutual fund with a goal to provide a high total
return from a combination of current income and capital
growth. It invests primarily in U. S. and foreign stocks that
pay current dividends and show potential earnings growth. May
also invest in some bonds.
(5) Fidelity Puritan Fund: This fund is a growth and income mutual
fund with a goal to provide income while preserving
investment. It invests in a wide variety of U. S. and foreign
securities. It includes all types of bonds of any quality as
well as common and preferred stock.
(6) Fidelity U. S. Equity Index Portfolio: This fund is a growth
and income mutual fund with a goal to duplicate the
composition and return of the Standard and Poor's composite
index of 500 stocks. It invests primarily in the 500 companies
that make up the S&P 500.
(7) Fidelity Blue Chip Growth Fund: This fund is a growth mutual
fund with a goal to increase the value of the investment over
the long-term through capital growth. It invests primarily in
common stocks of well known, established companies.
-8-
<PAGE>
1. Description of the Plan, continued:
e. Investment Programs, continued:
(8) Fidelity Contrafund: This fund is a growth mutual fund with a
goal to increase the value of investment over the long-term
through capital growth. It invests primarily in equity
securities of companies whose value is not fully recognized by
the public.
(9) Fidelity Growth Company Fund: This fund is a growth mutual
fund with a goal to increase the value of investment over the
long term through capital growth. It invests primarily in
stocks of companies with earnings or gross sales that indicate
the potential for above average growth.
(10) Fidelity Magellan Fund: This fund is a growth mutual fund with
a goal to increase the value of investment over the long term
through capital growth. It invests primarily in common stocks
of small, medium and large foreign and U. S. companies with
investments that are broadly diversified across many different
kinds of companies and industries.
(11) Fidelity OTC Portfolio: This fund is a growth mutual fund with
a goal to increase the value of investment over the long term
through capital appreciation. It invests primarily in stocks
traded in the "over-the-counter" ("OTC") market, but may also
include preferred stocks, debt securities, and other types of
investments.
(12) Fidelity International Growth and Income Fund: This fund is a
growth and income mutual fund that invests internationally
with a goal to increase the value of investment over the long
term through capital growth while also providing current
income. It invests primarily in stock that the fund manager
feels have growth possibilities. It will keep at least 25
percent of assets invested in bonds for income. Investments
may be made in assets in one country but will generally be
spread in investments across at least six different countries.
(13) Fidelity Overseas Fund: This fund is a growth mutual fund that
invests internationally with a goal to increase the value of
investment over the long term through capital growth. It
investment primarily in stocks and bonds of companies whose
principal business activities are outside the U. S.
-9-
<PAGE>
1. Description of the Plan, continued:
e. Investment Programs, continued:
(14) Fidelity Asset Manager: This fund is an asset allocation
mutual fund with a goal to provide high total return with
reduced risk over the long term. It invests in stocks, bonds
and short term instruments of U. S. and foreign issuers
including those in emerging markets. The manager of this fund
may gradually shift assets from one type to another, based on
the current outlook of the various markets.
(15) Fidelity Asset Manager Growth: This fund is an asset
allocation mutual fund with a goal to provide high total
return. It invests in stocks, bonds and short term instruments
of U. S. and foreign issuers. The manager of this fund may
gradually shift assets from one type to another, based on the
current outlook of the various markets.
(16) Fidelity Asset Manager Income: This fund is an asset
allocation mutual fund with a goal to provide high current
income. It invests in stocks, bonds and short term instruments
of U. S. and foreign issuers. The manager of the fund may
gradually shift assets from one type to another based on the
current outlook of the various markets.
f. Investment Participation: The number of participants in each program
at December 31, 1997 are as follows:
Number
of
Participants Participants
- ------------------------------------------------------- ----------------
Ford Stock Fund 555
Retirement Government Money Market Portfolio 322
Intermediate Bond Fund 280
Growth and Income Portfolio 479
Puritan Fund 168
U. S. Equity Index Portfolio 550
Blue Chip Growth Fund 498
Contra Fund 379
Growth Company Fund 316
Magellan Fund 749
OTC Portfolio 269
International Growth and Income Fund 118
Overseas Fund 163
Asset Manager 80
Asset Manager Growth 87
Asset Manager Income 40
-10-
<PAGE>
1. Description of the Plan, continued:
g. Participant Loans: Participants may borrow from their fund accounts a
minimum of $1,000 and to a maximum of $50,000. Loan interest rates are
set monthly but will not change during the term of the loan. Loan
transactions are treated as a transfer to/from the investment fund
from/to the Cash/Loan Fund. The interest rate will be the prime rate
as quoted in The Wall Street Journal.
h. Payment of Benefits: Benefits are payable upon termination or upon
normal retirement at age 65 in a cash lump-sum payment.
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. Investments: The Plan allows its participants to direct their share of
contributions and earnings to sixteen different investment mediums,
which are held by Fidelity Investments and are stated at fair value as
of December 31, 1997, as determined by quoted market prices. These
investment mediums are offered by Fidelity Investments, the Plan's
trustee.
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 and interest
income is recorded on the accrual basis. The Plan presents in the
statements of changes in net assets available for plan benefits the
net appreciation (depreciation) in the fair value of its investments
which consist of the realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
-11-
<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 reporting 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 terminate the Plan subject to the provisions of
ERISA. In the event of Plan termination, the plan committee will direct
the trustee to distribute the assets of the Plan to the participants,
former participants and beneficiaries in accordance with their interests
under the Plan.
-12-
<PAGE>
4. Investments:
The fair value of individual investments representing five percent or
more of the Plan's net assets are as follows as of December 31, 1997:
Ford Stock Fund $ 1,526,387
Retirement Government Money Market Portfolio 1,319,234
Intermediate Bond Fund 729,896
U. S. Equity Index Portfolio 3,374,572
Contrafund 845,248
Magellan Fund 2,792,895
Growth and Income Fund 1,003,655
Blue Chip Fund 952,249
---------------
$ 12,544,136
===============
5. Transactions with Parties-in-Interest:
Certain administrative expenses pertaining to the operation of the Plan
are paid by the Company. In addition, various administrative, legal and
accounting services are performed on behalf of the Plan, and no charges
are made to the Plan for these services. Purchases and sales of Ford
stock are routinely made by the plan trustee in accordance with the
provisions of the Plan or at the request of certain participants.
6. Tax Status:
The Internal Revenue Service has determined and informed the Company by a
letter dated November 20, 1995, that the Plan is in accordance with the
applicable sections of the Internal Revenue Code. The Plan has been
amended since receiving the determination letter. However, the Plan
administrator believes the Plan is designed and is currently being
operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, no provision for income taxes has been included
in the Plan's financial statements.
-13-
<PAGE>
7. Subsequent Event:
On March 2, 1998, the Board of Directors of Ford approved the spin-off of
all of the Company's 80.7 percent interest in the Associates First
Capital Corporation (the "Associates:") by declaring a dividend on the
Company's outstanding shares of Common and Class B stock. The Board of
Directors also declared a dividend in cash on shares of Ford stock held
in employee savings plans. The cash distribution was equal on a per share
basis to the value of the Associates stock that was distributed to Ford
Common and Class B stockholders, i.e., $22.12 for each share of Ford
stock owned as of the record date. Both the spin-off dividend and the
cash dividend were payable on April 7, 1998 to stockholders of record on
March 12, 1998.
Participants with assets in the Ford Stock Fund under the Plan had the
option to take all or part of the cash distribution out of the Plan in
cash. They also could elect to reinvest all or a portion of the cash
distribution in the Plan's investment options. If no election was made,
the cash distribution was invested according to the participant's asset
allocation at the close of the market on March 11, 1998.
$396,737 of the amount of the cash distribution attributable to the
Ford Stock Fund under the Plan was invested in the Ford Stock Fund,
$362,836 was invested in other plan options and $1,202 was paid out in
cash directly to plan participants.
During the period between the record date and the distribution date,
participants' Ford Stock Fund account balances under the Plan did not
include the value of the cash distribution. Following payment of the cash
distribution, the Ford Stock Fund held a much higher level of short-term
cash instruments until the proceeds of the cash distribution could be
reinvested in Ford Common Stock in an expeditious and prudent manner.
As of March 3, 1998, the Associates Stock Fund becomes a "sell-only"
fund, and after December 31, 1999, will be closed.
-14-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1997
<TABLE>
<CAPTION>
(c)
Description of Investment,
(b) Including Maturity Date,
Identity of Issuer, Rate of Interest, Collateral, (e)
Borrower, Lessor Par or Maturity Value (d) Current
(a) or Similar Party Cost Value
- ----- -------------------- --------------------------------------------------------------- -------------- --------------
<S> <C> <C> <C> <C>
* Ford Motor Company Ford Motor Company Common Stock, 96,546 shares at $15.81 $ 1,144,171 $ 1,526,387
* Fidelity Retirement Government Money Market Portfolio, 1,319,234 units
at $1.00 1,319,234 1,319,234
* Fidelity Intermediate Bond Fund, 71,769 units at $10.17 736,747 729,896
* Fidelity Growth and Income Portfolio, 26,343 units at $38.10 875,704 1,003,655
* Fidelity Puritan Fund, 14,463 units at $19.38 263,582 280,301
* Fidelity U. S. Equity Index Portfolio, 124,707 units at $27.06 2,289,243 3,374,572
* Fidelity Blue Chip Growth Fund, 24,132 units at $39.46 859,699 952,249
* Fidelity Contrafund, 18,127 units at $46.63 788,721 845,248
* Fidelity Growth Company Fund, 12,448 units at $43.32 530,699 539,236
* Fidelity Magellan Fund, 29,316 units at $94.27 2,513,348 2,792,895
* Fidelity OTC Portfolio, 15,285 units at $33.45 515,755 511,279
* Fidelity International Growth and Income Fund, 6,747 units at $19.70 135,285 132,913
* Fidelity Overseas Fund, 7,367 units at $32.54 238,067 239,715
* Fidelity Asset Manager, 6,321 units at $18.35 111,167 115,980
* Fidelity Asset Manager Growth, 8,791 units at $18.48 157,836 162,448
* Fidelity Asset Manager Income, 3,940 units at $12.18 46,947 47,997
Participant loans Remaining maturity dates range from 1 month to 10 years,
interest rates range from 6 to 9 percent - 592,724
------------- -------------
$ 12,526,205 $ 15,166,729
============= =============
</TABLE>
*Party-in-interest
-15-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Item 27d - Schedule of Reportable Transactions
for the year ended December 31, 1997
<TABLE>
<CAPTION>
(h)
(f) Current (i)
Expenses (g) Value Net
(a) (c) (d) (e) Incurred Cost of Asset on Gain
Identity of (b) Purchase Selling Lease with of Transaction or
Party Involved Description of Asset Price Price Rental Transaction* Asset Date (Loss)
- --------------- ------------------------------------- ---------- ---------- ----------- ------------- --------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
REPORTING Any single transaction in excess
CRITERION I: of five percent of current value
of plan assets.
None
REPORTING Any series of transactions in other
CRITERION II: than securities in excess of five
percent of the current value of
plan assets.
None.
REPORTING Any series of transactions in
CRITERION III: securities in excess of five percent
of current value of plan assets
Ford Motor Ford Motor Company Common Stock:
Company 145 Purchases $ 794,595 $ 794,595 $ 794,595
Fidelity Retirement Government Money Market
Portfolio:
134 Purchases 824,093 824,093 824,093
Fidelity Growth and Income Portfolio:
127 Purchases 709,181 709,181 709,181
Fidelity U. S. Equity Index Portfolio:
152 Purchases 645,836 645,836 645,836
Fidelity Blue Chip Growth Fund:
140 Purchases 645,480 645,480 645,480
Fidelity Contrafund:
113 Purchases 592,015 592,015 592,015
Fidelity Magellan Fund:
180 Purchases 1,076,566 1,076,566 1,076,566
</TABLE>
-16-
<PAGE>
PRIMUS Automotive Financial Services, Inc. Prime Account 401(k) Tax-Deferred
Savings Plan Item 27d - Schedule of Reportable Transactions, Continued
<TABLE>
<CAPTION>
(h)
(f) Current (i)
Expenses (g) Value Net
(a) (c) (d) (e) Incurred Cost of Asset on Gain
Identity of (b) Purchase Selling Lease with of Transaction or
Party Involved Description of Asset Price Price Rental Transaction* Asset Date (Loss)
- --------------- ------------------------------------- ---------- ---------- ----------- ------------- --------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
REPORTING Any transaction within the plan year
CRITERION IV: with respect to securities with or
in conjunction with a person with
whom any prior or subsequent single
five percent security transactions
within the plan year took place.
None.
</TABLE>
Note A: Transactions already reported under Criterion I are not reported here.
* Information regarding expenses incurred with each transaction was not
available from the Trustee.
-17-
<PAGE>
Exhibit 23
Consent of Independent Accountants
Ford Motor Company
The American Road
Dearborn, Michigan
Re: Ford Motor Company Registration Statement
Nos. 333-58861, 333-49551, 333-47451
We consent to the incorporation by reference in the above Registration Statement
of our report dated June 12, 1998, to the Board of Directors of Ford Motor
Company and PRIMUS Automotive Financial Services, Inc. with respect to the
financial statements of the PRIMUS Automotive Financial Services, Inc. Prime
Account 401(k) Tax Deferred Savings Plan at December 31, 1997 and 1996, and for
the year ended December 31, 1997, which is included in this Annual Report on
Form 11-K.
/s/Coopers & Lybrand L.L.P.
400 Renaissance Center
Detroit, Michigan 48243
June 29, 1998
-18-
