Registration No. 333- 87619
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
____________
FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)
Delaware 38-0549190
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One American Road
Dearborn, Michigan 48126
(Address of principal executive offices) (Zip Code)
___________
BENEFIT EQUALIZATION PLAN
(Full title of the Plan)
___________
J. M. RINTAMAKI, Esq.
Ford Motor Company
P. O. Box 1899
The American Road
Dearborn, Michigan 48126
(313) 323-2260
(Name, address and telephone number, including area code, of agent for service)
___________
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FORD MOTOR COMPANY BENEFIT EQUALIZATION PLAN
______________________
INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENT
The contents of Registration Statement No. 333-02735 are incorporated
herein by reference.
______________________
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The following documents filed or to be filed with the Securities and
Exchange Commission are incorporated by reference in this Registration
Statement:
(a) The latest annual report of Ford Motor Company ("Ford") filed
pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934
(the "1934 Act") which contains, either directly or indirectly by
incorporation by reference, certified financial statements for Ford's
latest fiscal year for which such statements have been filed.
(b) All other reports filed pursuant to Section 13(a) or 15(d) of the
1934 Act since the end of the fiscal year covered by the annual report
referred to in paragraph (a) above.
(c) The description of Ford's Common Stock contained in registration
statement no. 333-38352 filed by Ford under the Securities Act of 1933 (the
"1933 Act").
All documents subsequently filed by Ford pursuant to Sections 13(a), 13(c),
14 and 15(d) of the 1934 Act, prior to the filing of a post-effective amendment
which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by
reference in this Registration Statement and to be a part hereof from the date
of filing such documents.
Item 8. Exhibits.
Exhibit 4.A - Ford Motor Company Benefit Equalization Plan. Filed as
Exhibit 4.1 to Registration Statement 333-02735 and
incorporated herein by reference.
Exhibit 4.B - Copy of Description of Amendments to Benefit Equalization
Plan, adopted January 11, 1996 and January 26, 1996.
Filed as Exhibit 10-H-1 to Ford Motor Company's Annual
Report on Form 10-K for the year ended December 31, 1995
and incorporated herein by reference.
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Exhibit 5.A* - Opinion of Kathryn S. Lamping, 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* - Opinion of J. Gordon Christy, Counsel of Ford Motor
Company, with respect to compliance requirements of the
Employee Retirement Income Security Act of 1974. Filed
with this Registration Statement.
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. 333-37396 and Exhibit
24.B to Registration Statement No. 333-40258 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. 333-37396 and
incorporated herein by reference.
_________________________________
*Previously filed as an Exhibit with this Registration Statement on
September 23, 1999.
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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 2nd day of
August, 2000.
FORD MOTOR COMPANY
By: Jacques A. Nasser*
-------------------------------------
(Jacques A. Nasser)
Chief Executive Officer and President
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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<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <S>
Director and President and
Chief Executive Officer
Jacques A. Nasser* (principal executive officer)
-----------------------------
(Jacques A. Nasser)
Director, Chairman of the Board and
Chairman of the Environmental and
Public Policy Committee, the Finance
Committee and the Nominating
William Clay Ford, Jr.* and Governance Committee
----------------------------- August 2, 2000
(William Clay Ford, Jr.)
John R. H. Bond Director
-----------------------------
(John R. H. Bond)
Director and Chairman of the
Michael D. Dingman* Compensation Committee
-----------------------------
(Michael D. Dingman)
Edsel B. Ford II* Director
-----------------------------
(Edsel B. Ford II)
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Signature Title Date
--------- ----- ----
William Clay Ford* Director
-----------------------------
(William Clay Ford)
Director and Chairman of
Irvine O. Hockaday, Jr.* the Audit Committee
-----------------------------
(Irvine O. Hockaday, Jr.)
Marie-Josee Kravis* Director
-----------------------------
(Marie-Josee Kravis)
Ellen R. Marram* Director
-----------------------------
(Ellen R. Marram)
Homer A. Neal* Director August 2, 2000
-----------------------------
(Homer A. Neal)
Jorma J. Ollila* Director
-----------------------------
(Jorma H. Ollila)
Carl E. Reichardt* Director
-----------------------------
(Carl E. Reichardt)
Robert E. Rubin* Director
-----------------------------
(Robert E. Rubin)
John L. Thornton* Director
-----------------------------
(John L. Thornton)
Group Vice President and
Chief Financial Officer
Henry D.G. Wallace* (principal financial officer)
-----------------------------
(Henry D.G. Wallace)
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Signature Title Date
--------- ----- ----
Vice President and Controller
William A. Swift* (principal accounting officer)
-----------------------------
(William A. Swift)
*By:/s/K. S. Lamping
-----------------------------
(K. S. Lamping,
Attorney-in-Fact)
</TABLE>
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<TABLE>
<CAPTION>
EXHIBIT INDEX
Sequential Page
at Which Found
(or Incorporated
by Reference)
---------------
<S> <C> <C>
Exhibit 4.A - Ford Motor Company Benefit Equalization Plan. Filed as
Exhibit 4.1 to Registration Statement 333-02735 and
incorporated herein by reference.
Exhibit 4.B - Copy of Description of Amendments to Benefit Equalization
Plan, adopted January 11, 1996 and January 26, 1996.
Filed as Exhibit 10-H-1 to Ford Motor Company's Annual
Report on Form 10-K for the year ended December 31, 1995
and incorporated herein by reference.
Exhibit 5.A* - Opinion of Kathryn S. Lamping, 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* - Opinion of J. Gordon Christy, Counsel of Ford Motor Company,
with respect to compliance requirements of the Employee
Retirement Income Security Act of 1974. Filed with this
Registration Statement.
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. 333-37396 and Exhibit
24.B to Registration Statement No. 333-40258 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
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Statement No. 333-37396 and incorporated herein by reference.
</TABLE>
_________________________________
*Previously filed as an Exhibit with this Registration Statement on
September 23, 1999.
