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 (Date of earliest event reported) February 7, 2000
FORD MOTOR CREDIT COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-6368 38-1612444
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(State or other juris- (Commission File Number (IRS Employer
diction of incorporation Number) 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.
Ford Motor Credit Company, a Delaware corporation (the "Company"), has
registered $33,000,000,000 principal amount of its Debt Securities ("Debt
Securities") pursuant to Registration Statement No. 333-91953. 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. The Debt Securities
are to be issued under an Indenture dated as of February 1, 1985, as
supplemented, between the Company and The Chase Manhattan Bank, as Trustee.
The Company has created a series of Debt Securities under such
Indenture, as supplemented, in the aggregate principal amount of
Japanese Yen 100,000,000,000 designated as 1.20% Notes due February 7, 2005
(the "Notes"). The opinion and consent of Shearman & Sterling consenting to
the use of their name in the Prospectus relating to the Notes are being filed as
exhibits to this Report.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
EXHIBITS
DESIGNATION DESCRIPTION METHOD OF FILING
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Exhibit 8 Opinion of Shearman & Sterling. Filed with this Report.
Exhibit 23 Consent of Shearman & Sterling Filed with this Report.
is contained in their opinion set
forth in Exhibit 8.
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 CREDIT COMPANY
(Registrant)
Date: February 7, 2000 By:/s/R. P. Conrad
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R. P. Conrad
Assistant Secretary
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EXHIBIT INDEX
DESIGNATION DESCRIPTION METHOD OF FILING
- ----------- ----------- ----------------
Exhibit 8 Opinion of Shearman & Sterling. Filed with this Report.
Exhibit 23 Consent of Shearman & Sterling Filed with this Report.
is contained in their opinion set
forth in Exhibit 8.
Exhibit 8
[SHEARMAN & STERLING LETTERHEAD]
February 1, 2000
Ford Motor Credit Company
The American Road
Dearborn, MI 48121
Ladies and Gentlemen:
In connection with the registration by Ford Motor Credit Company, a Delaware
corporation (the "Company"), of Japanese Yen 100,000,000,000 aggregate principal
amount of its 1.20% Notes due February 7, 2005, we hereby consent to the use of
our name and confirm to you our tax advice as set forth under the headings
"United States Taxation of United States Persons" and "United States Taxation of
Non-United States Persons - Income and Withholding Tax" in the Prospectus
Supplement dated January 28, 2000 relating to registration statement no.
333-75177 and registration statement no. 333-91953, to which registration
statements this consent is an exhibit.
Very truly yours,
/s/ Shearman & Sterling