Pricing Supplement No.3 Dated August 18, 1999
(To Prospectus and Prospectus Supplement Dated May 27, 1999)
Rule 424(b)(3)
Registration Statement
U.S. $8,000,000,000 No. 333-75177
FORD MOTOR CREDIT COMPANY
MEDIUM-TERM NOTES DUE MORE THAN 9 MONTHS
FROM DATE OF ISSUE
Ford Motor Credit Company has designated $500,000,000 aggregate
principal amount of its Medium-Term Notes Due More Than 9 Months From Date of
Issue having the specific terms set forth below. Merrill Lynch, Pierce, Fenner &
Smith Incorporated has agreed to purchase the Notes at a price of 100% of their
principal amount for resale at varying prices related to prevailing market
prices determined by Merrill Lynch, Pierce, Fenner & Smith at the time of
resale. See the accompanying Prospectus and Prospectus Supplement for further
information regarding the Notes described in this Pricing Supplement.
Issue Date: August 18, 1999
Principal Amount: $500,000,000
Interest Rate Basis: USD-Prime-H.15 (as hereinafter
defined)
Spread: Minus 276 basis points (2.76%)
Interest Payment
Dates: Quarterly on the 18th day of the months
of February, May, August and November
commencing November 18, 1999
Maturity: August 18, 2000
Interest Reset Dates: Daily
Interest Determination
Date: Interest Reset Date
Calculation Agent: The Chase Manhattan Bank
DESCRIPTION OF NOTES
The following description of the particular terms of the Notes offered
hereby supplements, and to the extent inconsistent therewith replaces, the
descriptions of the general terms and provisions of the Notes set forth in the
accompanying Prospectus Supplement and of the Debt Securities set forth in the
accompanying Prospectus, to which descriptions reference is hereby made. All
terms used but not defined herein which are defined in the accompanying
Prospectus or Prospectus Supplement shall have the meanings therein assigned to
them.
INTEREST
The per annum interest rate on the Notes (the "Interest Rate") in
effect for each day of an Interest Period will be equal to USD-Prime-H.15 minus
276 basis points (2.76%). The Interest Rate for each Interest Period will be
reset on each Business Day during the period commencing with August 18, 1999 and
ending the second Business Day immediately preceding the Maturity (each such day
an "Interest Reset Date"); provided, however, that the first Business Day
preceding any Interest Payment Date be shall not be deemed to be an Interest
Reset Date. "Interest Period" shall mean the period from and including an
Interest Reset Date to but not including the next succeeding Interest Reset
Date, and in the case of the last Interest Period in an Interest Payment Period,
from and including the second Business Day preceding such Interest Payment Date
or the Maturity, as the case may be. "Business Day" shall mean any day that is
not a Saturday or a Sunday and that, in The City of New York, is not a day on
which banking institutions are generally authorized or obligated by law to
close. "Interest Payment Period" shall mean the period from and including an
Interest Payment Date, or in the case of the first such period, August 18, 1999,
to and including the day prior to the next Interest Payment Date and, in the
case of the last such period, to but not including the Maturity.
"USD-Prime-H.15" shall be calculated by the Calculation Agent and shall
mean for each Interest Reset Date the prime rate or base lending rate as
published in H.15(519) by 3:00 p.m., New York City time, on such Interest Reset
Date opposite the caption "Bank Prime Loan". If on the Calculation Date for an
Interest Payment Period such rate for an Interest Reset Date in that Interest
Payment Period is not yet published in H.15(519), the rate for that Interest
Reset Date will be the rate set forth in H.15 Daily Update, or such other
recognized electronic source used for the purpose of displaying such rate, for
that day opposite the caption "Bank Prime Loan". If on the Calculation Date for
an Interest Payment Period such rate for an Interest Reset Date in that Interest
Payment Period is not yet published in H.15(519), H.15 Daily Update or another
recognized electronic source, USD-Prime-H.15 for that Interest Reset Date shall
be the average of the rates of interest publicly announced by each bank that
appears on the Reuters Screen US PRIME 1 Page as such bank's prime rate or base
lending rate as in effect on that Interest Reset Date or, if at least one rate
but fewer than four rates appear on the Reuters Screen US PRIME 1 Page for that
Interest Reset Date, the rate determined as if "USD-Prime-Reference Banks" had
been selected. If USD-Prime-H.15 cannot be determined as provided above for any
Interest Reset Date, then USD-Prime-H.15 for that Interest Reset Date shall be
the rate in effect on the prior Interest Reset Date. "H.15(519)" means the
weekly statistical release designated as such, or any successor publication,
published by the Federal Reserve System Board of Governors. "H.15 Daily Update"
means the daily update of H.15(519), available through the world-wide-web site
of the Board of Governors of the Federal Reserve System at
http//www.bog.frb.fed.us/release/h15/update, or any successor site or
publication. "Reuters Screen US PRIME 1 Page" means the display page designated
as page "US PRIME 1 Page" on the Reuters Monitor Money Rates Service (or such
other page as may replace the US PRIME 1 Page on that service for the purpose of
displaying prime rates or prices comparable to USD-Prime-H.15 ).
"USD-Prime-Reference Banks" means that the rate for an Interest Reset Date will
be the average of the rates of interest publicly announced by each Reference
Bank as its U.S. Dollar prime rate or base lending rate as in effect for that
day. "Reference Banks" means three major banks in New York City selected by the
Reference Agent. The "Calculation Date" pertaining to any Interest Period
occurring in an Interest Payment Period shall be the second Business Day
preceding the last day of such Interest Payment Period.
The amount of interest for each day that the Notes are outstanding (the
"Daily Interest Amount") will be calculated by dividing the Interest Rate in
effect for such day by 360 and multiplying the result by the principal amount of
the Notes. The amount of interest to be paid on the Notes for each Interest
Payment Period will be calculated by adding the Daily Interest Amounts for each
day in the Interest Payment Period.
In any case in which an Interest Payment Date is not a Business Day,
payment of interest shall be made on the next succeeding Business Day and the
Interest Payment Period scheduled to end on such Interest Payment Date shall end
on such next succeeding Business Day. If the Maturity is not a Business Day,
payment of principal and interest shall be made on the next succeeding Business
Day and no interest will accrue for the period from and after the Maturity.
The Interest Rate will in no event (i) be higher than the maximum rate
permitted by New York law as the same may be modified by United States law of
general application, or (ii) be less than zero.
The Interest Rate for each Interest Period and the amount of interest
to be paid on the Notes for each Interest Payment Period will be determined by
the Calculation Agent. All calculations made by the Calculation Agent shall in
the absence of manifest error be conclusive for all purposes and binding on Ford
Credit and the holders of the Notes. So long as USD-Prime-H.15 is required to be
determined with respect to the Notes, there will at all times be a Calculation
Agent. In the event that any then acting Calculation Agent shall be unable or
unwilling to act, or that such Calculation Agent shall fail duly to establish
USD-Prime-H.15 for any Interest Period or the Interest Rate for any Interest
Period, or that Ford Credit proposes to remove such Calculation Agent, Ford
Credit shall appoint itself or another person which is a bank, trust company,
investment banking firm or other financial institution to act as the Calculation
Agent.
MERRILL LYNCH & CO.
