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FILE PURSUANT TO RULE 424(b)(5)
FILE NO.: 333-50611
SUPPLEMENTAL PROSPECTUS SUPPLEMENT TO PROSPECTUS SUPPLEMENT
DATED JANUARY 6, 1999 AND PROSPECTUS DATED JUNE 1, 1998
(FORD LOGO)
$500,000,000
FORD MOTOR CREDIT COMPANY
5.80% Notes due January 12, 2009
The Notes will mature on January 12, 2009. Interest on the Notes will
accrue from January 12, 1999. The Notes will be issued in minimum denominations
of $1,000 increased in multiples of $1,000.
The Notes offered here are a further issuance of the 5.80% Notes due
January 12, 2009 and are in addition to the $2,300,000,000 principal amount of
Notes described in the Prospectus Supplement dated January 6, 1999. The Notes
will have the same Euroclear and Cedel Common Code, International Security
Identification Number (ISIN) and CUSIP Number specified in the accompanying
Prospectus Supplement.
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This Supplemental Prospectus Supplement adds to the information in the
attached Prospectus Supplement and Prospectus. It also replaces the information
in those documents that is different from the information included here. You
should read each of these documents to understand the terms of the Notes and
important related information.
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Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
adequacy or accuracy of this Supplemental Prospectus Supplement, the Prospectus
Supplement or the accompanying Prospectus. Any representation to the contrary is
a criminal offense.
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<TABLE>
<CAPTION>
PER NOTE TOTAL
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<S> <C> <C>
Initial public offering price............................. 99.282% $496,410,000
Underwriting discounts and commissions.................... .450% $ 2,250,000
Proceeds, before expenses, to Ford Credit................. 98.832% $494,160,000
</TABLE>
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The initial public offering price set forth above does not include accrued
interest which must be paid by the purchaser. Interest on the Notes will accrue
from January 12, 1999 and must be paid by the purchaser for the period from
January 12, 1999 to the date of delivery.
The Notes are being offered for sale in the United States and Europe. Ford
Credit has applied to have the Notes listed and traded on the Luxembourg Stock
Exchange.
Ford Credit expects that delivery of the Notes will be made to investors on
or about January 15, 1999.
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BEAR, STEARNS & CO. INC. LEHMAN BROTHERS
ABN AMRO GOLDMAN, SACHS & CO.
MERRILL LYNCH & CO. SALOMON SMITH BARNEY
WARBURG DILLON READ
Supplemental Prospectus Supplement dated January 8, 1999.
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TABLE OF CONTENTS
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PAGE
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SUPPLEMENTAL PROSPECTUS SUPPLEMENT
Description of Notes........................................ SPS-2
Use of Proceeds............................................. SPS-3
Underwriting................................................ SPS-3
PROSPECTUS SUPPLEMENT
Incorporation of Certain Documents by Reference............. S-2
Directors and Principal Executive Officers of Ford Credit... S-4
Use of Proceeds............................................. S-4
Capitalization of Ford Motor Credit Company and
Subsidiaries.............................................. S-5
Description of Notes........................................ S-6
Certain United States Tax Documentation Requirements........ S-10
United States Taxation of Non-United States Persons......... S-12
Information Concerning Ford Credit.......................... S-13
Ford Motor Credit Company and Consolidated Subsidiaries --
Selected Financial Data................................... S-15
Information Concerning Ford................................. S-18
Selected Financial Data and Other Data of Ford.............. S-19
Financial Review of Ford.................................... S-20
Industry Data and Market Share of Ford...................... S-24
Ratio of Earnings to Fixed Charges.......................... S-24
Underwriting................................................ S-25
General Information......................................... S-26
PROSPECTUS
Available Information....................................... 2
Incorporation of Certain Documents by Reference............. 2
Information Concerning Ford Credit.......................... 3
Information Concerning Ford................................. 3
Use of Proceeds............................................. 4
Description of Debt Securities.............................. 4
Plan of Distribution........................................ 9
Legal Opinions.............................................. 9
Experts..................................................... 10
</TABLE>
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DESCRIPTION OF NOTES
This description of the Notes supplements, and where inconsistent replaces,
the description of the terms of the Notes in the accompanying Prospectus dated
June 1, 1998 (the "Prospectus") as supplemented by the Prospectus Supplement
dated January 6, 1999 (the "Prospectus Supplement"). See the sections entitled
"Description of Debt Securities" in the Prospectus and "Description of Notes" in
the Prospectus Supplement. Capitalized terms not defined in this Supplemental
Prospectus Supplement have the meanings assigned to them in the Prospectus
Supplement and Prospectus. In addition to the Notes offered here, Debt
Securities in the amount of $5,051,000,000 have already been sold.
The $500,000,000 5.80% Notes due January 12, 2009 offered here are a
further issuance of the $2,300,000,000 5.80% Notes due January 12, 2009
described in the Prospectus Supplement. This series of Notes is currently
limited to $2,800,000,000 total principal amount; however, Ford Credit may, from
time to time, create and issue further Notes of this series, having the same
terms and conditions in all respects (except that the first interest payment
date may differ), which would be consolidated and form a single series with the
Notes of this series.
SPS-2
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USE OF PROCEEDS
We will add the net proceeds from the sale of the Notes to the general
funds of Ford Credit. The proceeds will be used to purchase receivables, make
loans and pay maturing debt. Initially we may use the proceeds to reduce
short-term borrowings, or we may temporarily invest them in short-term
securities. Net proceeds to be paid to Ford Credit will be U.S. $494,160,000.
UNDERWRITING
The following supplements the "Underwriting" discussion in the Prospectus
Supplement. Where the following discussion differs from the discussion in the
Prospectus Supplement, you should rely on this information. Ford Credit is
selling the Notes to the Underwriters named below under an Underwriting
Agreement dated January 6, 1999 and a Pricing Agreement dated January 8, 1999.
The Underwriters, and the amount of the Notes each of them has agreed to
purchase from Ford Credit, are as follows:
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<CAPTION>
PRINCIPAL AMOUNT
UNDERWRITERS OF NOTES
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<S> <C>
Bear, Stearns & Co. Inc. ................................... $212,500,000
Lehman Brothers Inc. ....................................... 212,500,000
ABN AMRO Bank N.V. ......................................... 15,000,000
Goldman, Sachs & Co. ....................................... 15,000,000
Merrill Lynch, Pierce, Fenner & Smith
Incorporated................................... 15,000,000
Salomon Smith Barney Inc. .................................. 15,000,000
UBS, AG, acting through its division
Warburg Dillon Read....................................... 15,000,000
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Total........................................... $500,000,000
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</TABLE>
The Underwriters initially propose to offer part of the Notes directly to
the public at the public offering price set forth on the cover page and part to
certain dealers at a price that represents a concession not in excess of .275%
of the principal amount of the Notes. Any Underwriter may allow, and any such
dealer may reallow, a concession not in excess of .250% of the principal amount
of the Notes to certain other dealers. After the initial offering of the Notes,
the Underwriters may, from time to time, vary the offering price and other
selling terms.
Ford Credit estimates that it will spend approximately $150,000 for
printing, registration fees, rating agency and other expenses related to this
offering. Ford Credit has agreed to reimburse the Underwriters for certain
expenses incurred by the Underwriters in connection with the offering of the
Notes.
It is expected that delivery of the Notes will be made against payment
therefor on or about January 15, 1999, which is the fifth business day following
the date hereof (such settlement cycle being herein referred to as "T+5").
Purchasers of Notes should note that the ability to settle secondary market
trades of the Notes effected on the date of pricing and the next succeeding
business day may be affected by the T+5 settlement.
In the ordinary course of their respective businesses, the Underwriters and
their affiliates have engaged, and may in the future engage, in commercial
banking and/or investment banking transactions with Ford Credit and its
affiliates. In addition, a partner of Goldman, Sachs & Co. is a director of
Ford.
SPS-3
