FORD MOTOR CREDIT CO
8-K, 2000-06-14
PERSONAL CREDIT INSTITUTIONS
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                       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) June 14, 2000


                     FORD MOTOR CREDIT COMPANY
      (Exact name of registrant as specified in its charter)

          Delaware                  1-6368              38-1612444
-----------------------     -----------------------  -------------------
(State or other juris-      (Commission File Number   (IRS Employer
 diction of incorporation          Number)           Identification No.)

One American Road, Dearborn, Michigan                        48126
----------------------------------------                   ----------
(Address of principal executive offices)                   (Zip Code)


Registrant's telephone number, including area code 313-322-3000


<PAGE>

ITEM 5. Other Events.

       Ford Motor Credit Company,  a Delaware  corporation (the "Company"),  has
registered  $30,000,000,000  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  two  series  of Debt  Securities  under  such
Indenture,   as  supplemented,   one  in  the  aggregate   principal  amount  of
$2,000,000,000  designated  as 7 1/2%  GlobLS  due June 15,  2003 and one in the
aggregate  principal  amount of  $2,500,000,000  designated as 7 7/8% GlobLS due
June 15, 2010 (collectively, 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
-----------              -----------                  ----------------
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:  June 14, 2000                          By:/s/S. P. Thomas
                                                 -----------------
                                                    S. P. Thomas
                                                    Assistant Secretary



<PAGE>

                          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.



<PAGE>



                                                                     Exhibit 8

                        [SHEARMAN & STERLING LETTERHEAD]

                           June 14, 2000




Ford Motor Credit Company
One American Road
Dearborn, MI 48121

Ladies and Gentlemen:

In  connection  with the  issuance  by Ford  Motor  Credit  Company,  a Delaware
corporation,  of $2,000,000,000  aggregate principal amount of its 7 1/2% Global
Landmark  Securities due June 15, 2003 and  $2,500,000,000  aggregate  principal
amount of its 7 7/8% Global  Landmark  Securities  due June 15, 2010,  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 June 7, 2000 relating to
Registration  Statement no.  333-91953,  to which  registration  statement  this
consent is an exhibit.

                                    Very truly yours,

                                /s/ Shearman & Sterling



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