SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report February 5, 1999
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(Date of earliest event reported)
FORD MOTOR COMPANY
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-3950 38-0549190
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(Commission File Number) (IRS Employer Identification No.)
The American Road, Dearborn, Michigan 48121
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
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Item 5. Other Events.
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Debt Issuance: Ford Motor Company has registered Debt Securities
("Debt Securities") pursuant to Registration Statement No.333-52485 and
Registration Statement No. 333-67211. The Debt Securities were registered on
Form S-3 to be offered on a delayed or continuous basis pursuant to Rule 415
under the Securities Act of 1933. Ford has created a series of Debt Securities
for issuance under an Indenture dated as of February 15, 1992, as supplemented
by a First Supplemental Indenture dated as of December 5, 1996, between Ford
and The Bank of New York designated as Ford's 6 3/8% Debentures due
February 1, 2029 in the aggregate principal amount of $1,500,000,000
(the "Debentures"). Copies of tax opinions and consents relating to the
issuance of the Debentures are filed as exhibits to this Report.
Rouge Complex: On February 1, 1999, an explosion occurred at the powerhouse
of the Rouge Complex in Dearborn, Michigan, completely halting production at the
powerhouse. Thirty people were injured and one person died. The powerhouse
supplied energy and steam to the entire Rouge Complex. Ford owns part of the
powerhouse and has manufacturing plants and an assembly plant located within the
Complex. Those plants supply products to various Ford manufacturing and
assembly plants worldwide. Through alternative sources of power Ford has
partially resumed production at some of its Rouge Complex plants and is working
to resume full production at all of its manufacturing and assembly plants in the
Rouge Complex by February 8, 1999. A significant supplier of steel to Ford is
also located in the Rouge Complex. Ford does not know when that supplier will
be able to fully resume its production. In the interim, contingency plans for
alternative sources of steel are being implemented. Ford has insurance,
including business interruption coverage, which should limit the financial
impact from the accident.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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EXHIBITS
Designation Description Method of Filing
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Exhibit 8.1 Opinion of Shearman & Sterling Filed with this Report
Exhibit 8.2 Opinion of Sullivan & Cromwell Filed with this Report
Exhibit 23.1 Consent of Shearman & Sterling Filed with this Report
is contained in their opinion
set forth in Exhibit 8.1
Exhibit 23.2 Consent of Sullivan & Cromwell Filed with this Report
is contained in their opinion
set forth in Exhibit 8.2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized on the date indicated.
FORD MOTOR COMPANY
(Registrant)
Date: February 5, 1999 By:/s/Kathryn S. Lamping
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Kathryn S. Lamping
Assistant Secretary
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EXHIBIT INDEX
DESIGNATION DESCRIPTION PAGE
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Exhibit 8.1 Opinion of Shearman & Sterling
Exhibit 8.2 Opinion of Sullivan & Cromwell
Exhibit 23.1 Consent of Shearman & Sterling
is contained in their opinion
set forth in Exhibit 8.1
Exhibit 23.2 Consent of Sullivan & Cromwell
is contained in their opinion
set forth in Exhibit 8.2
Shearman & Sterling
599 Lexington Avenue
New York, NY 10022-6069
February 4, 1999
Ford Motor Company
The American Road
Dearborn, MI 48121
Ladies and Gentlemen:
In connection with the issuance by Ford Motor Company, a Delaware
corporation, of $1,500,000,000 principal amount of its Debentures due
February 1, 2029, we hereby consent to the use of our name and confirm to you
our tax advice as set forth under the heading "United States Taxation of
Non-United States Persons -- Income and Withholding Tax" in the Prospectus
Supplement dated February 2, 1999 relating to registration statement no.
333-67211 and registration statement no. 333-52485, to which registration
statements this consent is an exhibit.
Very truly yours,
/s/Shearman & Sterling
Shearman & Sterling
Sullivan & Cromwell
125 Broad Street
New York, NY 10004-2498
February 4, 1999
Ford Motor Company
The American Road
Dearborn, MI 48121
Ladies and Gentlemen:
As special tax counsel to Ford Motor Company (the "Company") in connection
with the issuance by the Company of $1,500,000,000 aggregate principal amount
of its 6-3/8% Debentures due February 1, 2029, we hereby confirm to you our
opinion as set forth under the heading "United States Taxation of Non-United
States Persons" in the Prospectus Supplement dated February 2, 1999 for the
Debentures.
We hereby consent to the filing with the Securities and Exchange Commission
of this opinion as an exhibit to the Company's current report on Form 8-K
and the reference to us under the heading "United States Taxation of Non-United
States Persons" in the Prospectus Supplement. By giving the foregoing consent
we do not admit that we come within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended.
Very truly yours,
/s/Sullivan & Cromwell
Sullivan & Cromwell
