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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/20000802/0000037996-00-000079/0000037996-00-000079.txt : 20000921
<SEC-HEADER>0000037996-00-000079.hdr.sgml : 20000921
ACCESSION NUMBER:		0000037996-00-000079
CONFORMED SUBMISSION TYPE:	S-8 POS
PUBLIC DOCUMENT COUNT:		3
FILED AS OF DATE:		20000802
EFFECTIVENESS DATE:		20000802

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FORD MOTOR CO
		CENTRAL INDEX KEY:			0000037996
		STANDARD INDUSTRIAL CLASSIFICATION:	 [3711
]		IRS NUMBER:				380549190
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		S-8 POS
			SEC ACT:		
			SEC FILE NUMBER:	333-87619
			FILM NUMBER:		684383
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		THE AMERICAN RD
				CITY:			DEARBORN
				STATE:			MI
				ZIP:			48121
				BUSINESS PHONE:		3133223000
</BUSINESS-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>S-8 POS
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>AMENDMENT NO. 1
<TEXT>



                                                    Registration No. 333- 87619
           ====================================================================
                       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)
                                   ___________

<PAGE>

                                      -2-

                  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.
<PAGE>

                                      -3-

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.

<PAGE>

                                       -4-

     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.

<TABLE>
<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)


<PAGE>

                                       -5-


         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)



<PAGE>

                                      -6-

         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>
<PAGE>

                                      -7-

<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

<PAGE>
                                      -8-

                      Statement No. 333-37396 and incorporated  herein by reference.
</TABLE>
_________________________________
*Previously filed as an Exhibit with this Registration Statement on
September 23, 1999.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-15
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>EXHIBIT 15
<TEXT>

 EXHIBIT 15











July 31, 2000

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Commissioners:

We are aware  that our  report  dated  July 18,  2000 on our  review of  interim
financial  information  of Ford Motor Company (the  "Company") as of and for the
period ended June 30, 2000 and  included in the  Company's  Quarterly  Report on
Form 10-Q for the  quarter  then  ended is  incorporated  by  reference  in this
Registration Statement on Form S-8 (No. 333-87619) dated August 2, 2000.

Very Truly Yours,


/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Detroit, MI

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23
<SEQUENCE>3
<FILENAME>0003.txt
<DESCRIPTION>EXHIBIT 23
<TEXT>

EXHIBIT 23












                       CONSENT OF INDEPENDENT ACCOUNTANTS


We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statement  on Form S-8 (No.  333-87619)  of our report  dated  January  24, 2000
relating to the financial statements, which appears in the 1999 Annual Report to
Shareholders  of Ford Motor Company which is  incorporated  by reference in Ford
Motor Company's Annual Report on Form 10-K for the year ended December 31, 1999.
We also consent to the  incorporation  by reference of our report dated  January
24, 2000 relating to the  financial  statement  schedule,  which appears in such
Annual Report on Form 10-K.



/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP

Detroit, Michigan
July 31, 2000

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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