UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
- ----- AND EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2001 or
------------------
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
- ----- EXCHANGE ACT OF 1934
For the transition period from to
------- --------
Commission file number 1-3950
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FORD MOTOR COMPANY
------------------
(Exact name of registrant as specified in its charter)
Incorporated in Delaware 38-0549190
---------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
One American Road, Dearborn, Michigan 48126
-------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
----------------------
Indicate by checkmark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes |X| . No .
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date: As of October 31, 2001 the Registrant had outstanding 1,740,024,339 shares
of Common Stock and 70,852,076 shares of Class B Stock.
Exhibit index located on sequential page number 21
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Periods Ended September 30, 2001 and 2000
(in millions)
Third Quarter Nine Months
--------------------------- ----------------------------
2001 2000 2001 2000
----------- ----------- ----------- ------------
(unaudited) (unaudited)
<s> <c> <c> <c> <c>
AUTOMOTIVE
Sales $28,554 $32,582 $97,756 $106,123
Costs and expenses (Note 2)
Cost of sales (Note 3) 27,296 29,670 91,759 94,753
Selling, administrative and other expenses 2,342 2,338 7,184 7,061
------- ------- ------- --------
Total costs and expenses 29,638 32,008 98,943 101,814
Operating income (loss) (1,084) 574 (1,187) 4,309
Interest income 144 382 617 1,139
Interest expense 308 367 1,005 1,012
------- ------- ------- --------
Net interest income (expense) (164) 15 (388) 127
Equity in net loss of affiliated companies (346) (61) (686) (64)
------- ------- ------- --------
Income (loss) before income taxes - Automotive (1,594) 528 (2,261) 4,372
FINANCIAL SERVICES
Revenues 7,948 7,473 23,506 21,335
Costs and expenses
Interest expense 2,287 2,451 7,331 6,975
Depreciation 2,680 2,427 7,873 7,033
Operating and other expenses (Note 3) 1,476 1,257 4,255 3,717
Provision for credit and insurance losses 879 482 2,137 1,347
------- ------- ------- --------
Total costs and expenses 7,322 6,617 21,596 19,072
------- ------- ------- --------
Income before income taxes - Financial Services 626 856 1,910 2,263
------- ------- ------- --------
TOTAL COMPANY
Income (loss) before income taxes (968) 1,384 (351) 6,635
Provision for income taxes (285) 449 2 2,199
------- ------- ------- --------
Income (loss) before minority interests (683) 935 (353) 4,436
Minority interests in net income of subsidiaries 9 47 32 103
------- ------- ------- --------
Income (loss) from continuing operations (692) 888 (385) 4,333
Income from discontinued operation (Note 4) - - - 309
Loss on spin-off of discontinued operation (Note 4) - - - (2,252)
------- ------- ------- --------
Net income (loss) $ (692) $ 888 $ (385) $ 2,390
======= ======= ======= ========
Income (loss) attributable to Common and Class B
Stock after preferred stock dividends $ (696) $ 884 $ (396) $ 2,379
Average number of shares of Common and Class B
Stock outstanding 1,812 1,649 1,823 1,354
AMOUNTS PER SHARE OF COMMON AND CLASS B STOCK (Notes 5 and 6)
Basic Income
Income (loss) from continuing operations $ (0.39) $ 0.54 $ (0.22) $ 3.21
Income from discontinued operation - - - 0.23
Loss on spin-off of discontinued operation - - - (1.67)
------- ------- ------- --------
Net income (loss) $ (0.39) $ 0.54 $ (0.22) $ 1.77
Diluted Income
Income (loss) from continuing operations $ (0.38) $ 0.53 $ (0.21) $ 3.14
Income from discontinued operation - - - 0.23
Loss on spin-off of discontinued operation - - - (1.64)
------- ------- ------- --------
Net income (loss) $ (0.38) $ 0.53 $ (0.21) $ 1.73
Cash dividends $ 0.30 $ 0.50 $ 0.90 $ 1.50
The accompanying notes are part of the financial statements.
-2-
Ford Motor Company and Subsidiaries
CONSOLIDATED BALANCE SHEET
--------------------------
(in millions)
September 30, December 31,
2001 2000
----------------- -----------------
(unaudited)
<s> <c> <c>
ASSETS
Automotive
Cash and cash equivalents $ 6,127 $ 3,374
Marketable securities 6,875 13,116
-------- --------
Total cash and marketable securities 13,002 16,490
Receivables 2,747 4,685
Inventories (Note 7) 7,110 7,514
Deferred income taxes 2,692 2,239
Other current assets 5,427 5,318
Current receivable from Financial Services 1,815 1,587
-------- --------
Total current assets 32,793 37,833
Equity in net assets of affiliated companies 2,662 2,949
Net property 35,825 37,508
Deferred income taxes 3,503 3,342
Other assets 12,847 12,680
-------- --------
Total Automotive assets 87,630 94,312
Financial Services
Cash and cash equivalents 4,511 1,477
Investments in securities 416 817
Finance receivables, net 112,728 125,164
Net investment in operating leases 49,112 46,593
Other assets 20,937 12,390
Receivable from Automotive 2,193 2,637
-------- --------
Total Financial Services assets 189,897 189,078
-------- --------
Total assets $277,527 $283,390
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Automotive
Trade payables $ 15,258 $ 15,075
Other payables 3,802 4,011
Accrued liabilities 22,591 23,369
Income taxes payable 26 449
Debt payable within one year 283 277
-------- --------
Total current liabilities 41,960 43,181
Long-term debt 11,804 11,769
Other liabilities 31,032 29,610
Deferred income taxes 296 353
Payable to Financial Services 2,193 2,637
-------- --------
Total Automotive liabilities 87,285 87,550
Financial Services
Payables 4,706 5,297
Debt 154,285 153,510
Deferred income taxes 8,448 8,677
Other liabilities and deferred income 6,951 7,486
Payable to Automotive 1,815 1,587
-------- --------
Total Financial Services liabilities 176,205 176,557
Company-obligated mandatorily redeemable preferred securities of a subsidiary
tTrust holding solely junior subordinated debentures of the Company (Note 8) 672 673
Stockholders' equity
Capital stock
Preferred Stock, par value $1.00 per share (aggregate liquidation preference
of $177 million) * *
Common Stock (par value $0.01 per share (1,837 million shares issued) 18 18
Class B Stock, par value $0.01 per share (71 million shares issued) 1 1
Capital in excess of par value of stock 5,970 6,174
Accumulated other comprehensive income (Notes 3 and 9) (5,575) (3,432)
ESOP loan and treasury stock (2,894) (2,035)
Earnings retained for use in business 15,845 17,884
-------- --------
Total stockholders' equity 13,365 18,610
-------- --------
Total liabilities and stockholders' equity $277,527 $283,390
======== ========
- - - - - -
*Less than $1 million
The accompanying notes are part of the financial statements.
-3-
Ford Motor Company and Subsidiaries
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
----------------------------------------------
For the Periods Ended September 30, 2001 and 2000
(in millions)
Nine Months 2001 Nine Months 2000
---------------------------- -----------------------------
Financial Financial
Automotive Services Automotive Services
------------- ------------ ------------- --------------
(unaudited) (unaudited)
<s> <c> <c> <c> <c>
Cash and cash equivalents at January 1 $ 3,374 $ 1,477 $ 2,793 $ 1,588
Cash flows from operating activities before securities trading 5,059 11,123 10,891 13,089
Net sales of trading securities 6,443 109 4,041 151
------- -------- ------- --------
Net cash flows from operating activities 11,502 11,232 14,932 13,240
Cash flows from investing activities
Capital expenditures (3,994) (428) (4,884) (565)
Acquisitions of receivables and lease investments - (68,498) - (69,257)
Collections of receivables and lease investments - 36,053 - 39,834
Net acquisitions of daily rental vehicles - (1,864) - (2,482)
Purchases of securities (11,228) (566) (374) (415)
Sales and maturities of securities 11,026 615 29 412
Proceeds from sales of receivables and lease investments - 29,515 - 12,502
Net investing activity with Financial Services 116 - 92 -
Cash paid for acquisitions (Note 10) (1,935) (743) (2,487) (87)
Other 375 (111) 0 226
------- -------- ------- --------
Net cash used in investing activities (5,640) (6,027) (7,624) (19,832)
Cash flows from financing activities
Cash dividends (1,654) - (2,185) -
Value Enhancement Plan payments - - (5,440) -
Net purchases of Common Stock (1,347) - (185) -
Changes in short-term debt (2) (12,506) (841) (8,140)
Proceeds from issuance of other debt 189 31,123 1,917 31,397
Principal payments on other debt (146) (20,675) (823) (14,896)
Net debt repayments from discontinued operations - - 650 -
Net cash distribution to discontinued operations - - (85) -
Net financing activity with Automotive - (116) - (92)
Other 174 (212) 14 (409)
------- -------- ------- --------
Net cash (used in)/provided by financing activities (2,786) (2,386) (6,978) 7,860
Effect of exchange rate changes on cash (95) (13) (23) (294)
Net transactions with Automotive/Financial Services (228) 228 252 (252)
------- -------- ------- --------
Net increase in cash and cash equivalents 2,753 3,034 559 722
------- -------- ------- --------
Cash and cash equivalents at September 30 $ 6,127 $ 4,511 $ 3,352 $ 2,310
======= ======== ======= ========
The accompanying notes are part of the financial statements.
-4-
Ford Motor Company and Subsidiaries
NOTES TO FINANCIAL STATEMENTS
-----------------------------
(unaudited)
1. Financial Statements - The financial data presented herein are unaudited,
but in the opinion of management reflect those adjustments necessary for a
fair statement of such information. Results for interim periods should not
be considered indicative of results for a full year. Reference should be
made to the financial statements contained in the registrant's Annual
Report on Form 10-K for the year ended December 31, 2000. For purposes of
Notes to Financial Statements, "Ford" or the "Company" means Ford Motor
Company and its majority owned subsidiaries unless the context requires
otherwise. Certain amounts previously disclosed in our press release and
Current Report on Form 8-K dated October 18, 2001 have been reclassified,
and certain amounts for prior periods were reclassified to conform with
present period presentation.
2. Selected Automotive Costs and Expenses are summarized as follows (in
millions):
Third Quarter Nine Months
------------------------- -----------------------
2001 2000 2001 2000
---------- ---------- ---------- ---------
<s> <c> <c> <c> <c>
Depreciation $632 $734 $1,989 $2,146
Amortization 482 574 1,832 1,776
Pension expense (benefit) (108) 74 (269) 87
3. SFAS 133 ("Accounting for Derivative Instruments and Hedges") - Ford
adopted SFAS 133 on January 1, 2001. For further discussion on SFAS 133
refer to Note 3 in Form 10-Q for the quarterly period ended March 31, 2001.
Non-cash adjustments to income and to stockholders' equity for the third
quarter and nine months of 2001 were (in millions):
Automotive Financial Services Total Company
--------------------- ---------------------- ------------------------
Third Nine Third Nine Third Nine
Quarter Months Quarter Months Quarter Months
--------- ---------- ---------- ---------- ------------ ------------
<s> <c> <c> <c> <c> <c> <c>
Income before income taxes a/ $ 33 $(134) $(20) (91) $ 13 $ (225)
Net income 22 (92) (13) (58) 9 (150)
Stockholders' equity b/ 201 (1,127)
a/ Automotive recorded in cost of sales; Financial Services recorded in
operating and other expenses
b/ Recorded in accumulated other comprehensive income
4. Discontinued Operation - On June 28, 2000, Ford distributed 130 million
shares of Visteon Corporation ("Visteon"), which represented its 100%
ownership interest, by means of a tax-free spin-off in the form of a
dividend on Ford Common and Class B Stock. Ford's financial statements
reflect Visteon as a "discontinued operation".
5. Value Enhancement Plan - On August 7, 2000, the Company announced the final
results of its recapitalization, known as the Value Enhancement Plan
("VEP"). Under the VEP, Ford shareholders exchanged each of their old Ford
Common or Class B shares for one new Ford Common or Class B share, as the
case may be, plus, at their election, either $20 in cash, 0.748 additional
new Ford Common shares, or a combination of $5.17 in cash and 0.555
additional new Ford Common shares. As a result of the elections made by
shareholders under the VEP, the total cash elected was $5.7 billion and the
total number of new Ford Common and Class B shares that became issued and
outstanding was 1.893 billion. As a result of the VEP, approximately $1.2
billion was transferred from capital stock to capital in excess of par
value of stock.
In accordance with generally accepted accounting principles, prior period
shares and earnings per share amounts were not adjusted.
6. Income Per Share of Common and Class B Stock - The calculation of diluted
income per share of Common and Class B Stock takes into account the effect
of obligations, such as stock options, considered to be potentially
dilutive. Basic and diluted income per share were calculated using the
following (in millions):
Third Quarter Nine Months
------------------------- -----------------------
2001 2000 2001 2000
---------- ---------- ---------- ---------
<s> <c> <c> <c> <c>
Average shares outstanding 1,812 1,649 1,823 1,354
Issuable and uncommitted ESOP shares (5) (6) (8) (7)
----- ----- ----- -----
Basic shares 1,807 1,643 1,815 1,347
Net dilutive effect of options 26 35 34 28
----- ----- ----- -----
Diluted shares 1,833 1,678 1,849 1,375
===== ===== ===== =====
-5-
Ford Motor Company and Subsidiaries
NOTES TO FINANCIAL STATEMENTS
-----------------------------
(unaudited)
7. Automotive Inventories are summarized as follows (in millions):
September 30, December 31,
2001 2000
------------- -----------
<s> <c> <c>
Raw materials, work in process and supplies $2,626 $2,798
Finished products 4,484 4,716
------ ------
Total inventories $7,110 $7,514
====== ======
8. Company-Obligated Mandatorily Redeemable Preferred Securities of a
Subsidiary Trust - The sole asset of Ford Motor Company Capital Trust I
(the "Trust"), which is the obligor on the Preferred Securities of such
Trust, is $632 million principal amount of 9% Junior Subordinated
Debentures due 2025 of Ford Motor Company.
9. Comprehensive Income - Other comprehensive income primarily reflects
foreign currency translation adjustments and adjustments related to SFAS
133 (Note 3). Total comprehensive income is summarized as follows (in
millions):
Third Quarter Nine Months
-------------------------- ------------------------
2001 2000 2001 2000
----------- ----------- ----------- ----------
<s> <c> <c> <c> <c>
Net income (loss) $ (692) $ 888 $ (385) $ 2,390
Other comprehensive income (loss) 775 (979) (2,143) (2,057)
------- ------ ------- -------
Total comprehensive income (loss) $ 83 $ (91) $(2,528) $ 333
======= ====== ======= =======
10. Acquisitions and Restructurings
Hertz Purchase - In March 2001, through a tender offer and a merger
transaction, Ford acquired (for a total price of $735 million) the common
stock of Hertz that it did not own, which represented about 18% of the
economic interest in Hertz.
Purchase of Land Rover Business - On June 30, 2000, Ford purchased the
Land Rover business from the BMW Group for approximately three billion
euros. Approximately two-thirds of the purchase price (equivalent of $1.9
billion at June 30, 2000) was paid at time of closing; the remainder will
be paid in 2005. The acquisition involves the entire Land Rover line of
products and related assembly and engineering facilities. It does not
include Rover's passenger car business or financial services business.
European Charges - Following an extensive business review of the Ford
Brand operations in Europe, the Company recorded a pre-tax charge in
Automotive cost of sales of $1,568 million in the second quarter of 2000.
This charge included $1.1 billion for asset impairments and $468 million
for restructuring costs. The effect on after-tax earnings was $1,019
million.
-6-
Ford Motor Company and Subsidiaries
NOTES TO FINANCIAL STATEMENTS
-----------------------------
(unaudited)
11. Segment Information - Ford's business is divided into two business sectors
- Automotive and Financial Services (including Ford Credit and Hertz);
detail is summarized as follows (in millions):
Financial Services Sector
----------------------------------
Auto Ford Other Elims/
Third Quarter Sector Credit Hertz Fin Svcs Other Total
------------ ----------- --------- ----------- ----------- ------------
<s> <c> <c> <c> <c> <c> <c>
2001
----
Revenues
External customer $ 28,554 $ 6,334 $ 1,364 $ 245 $ 5 $ 36,502
Intersegment 388 94 7 32 (521) -
-------- -------- ------- ------ ------- --------
Total Revenues $ 28,942 $ 6,428 $ 1,371 $ 277 $ (516) $ 36,502
======== ======== ======= ====== ======= ========
Net income (loss) $ (1,054) $ 376 $ 26 $ (44) $ 4 $ (692)
2000
----
Revenues
External customer $ 32,582 $ 5,948 $ 1,424 $ 94 $ 7 $ 40,055
Intersegment 760 43 8 11 (822) -
-------- -------- ------- ------ ------- --------
Total Revenues $ 33,342 $ 5,991 $ 1,432 $ 105 $ (815) $ 40,055
======== ======== ======= ====== ======= ========
Net income (loss) $ 391 $ 386 $ 143 $ (29) $ (3) $ 888
Financial Services Sector
-----------------------------------
Auto Ford Other Elims/
Nine Months Sector Credit Hertz Fin Svcs Other Total
---------- ------------- ----------- ---------- ---------- ------------
2001
----
Revenues
External customer $ 97,756 $ 18,938 $ 3,821 $ 728 $ 19 $121,262
Intersegment 2,932 334 21 104 (3,391) -
-------- -------- ------- ------ ------- --------
Total Revenues $100,688 $ 19,272 $ 3,842 $ 832 $(3,372) $121,262
======== ======== ======= ====== ======= ========
Income (loss) from continuing
operations $ (1,559) $ 1,136 $ 81 $ (45) $ 2 $ (385)
Total assets at September 30 $ 87,630 $174,318 $11,811 $3,768 $ - $277,527
2000
----
Revenues
External customer $106,123 $ 17,217 $ 3,826 $ 266 $ 26 $127,458
Intersegment 3,256 123 23 115 (3,517) -
-------- -------- ------- ------ ------- --------
Total Revenues $109,379 $ 17,340 $ 3,849 $ 381 $(3,491) $127,458
======== ======== ======= ====== ======= ========
Income (loss) from continuing
operations $ 2,995 $ 1,126 $ 303 $ (26) $ (65) $ 4,333
Total assets at September 30 $ 96,210 $169,894 $11,191 $4,990 $ - $282,285
- - - - -
"Other Financial Services" data is an aggregation of miscellaneous
smaller Financial Services Sector business components, including Ford
Motor Land Development Corporation, Ford Leasing Development Company,
Ford Leasing Corporation and Granite Management Corporation.
"Elims/Other" data includes intersegment eliminations and minority
interests. Interest income for the operating segments in the Financial
Services Sector is reported as "Revenues".
-7-
Report of Independent Accountants
To the Board of Directors and Stockholders
Ford Motor Company
We have reviewed the accompanying consolidated balance sheet of Ford Motor
Company and its subsidiaries as of September 30, 2001, and the related
consolidated statement of income for each of the three-month and nine-month
periods ended September 30, 2001 and 2000 and the condensed consolidated
statement of cash flows for the nine-month periods ended September 30, 2001 and
2000. These financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying consolidated interim financial statements for them
to be in conformity with accounting principles generally accepted in the United
States of America.
We previously audited in accordance with auditing standards generally accepted
in the United States of America, the consolidated balance sheet as of December
31, 2000, and the related consolidated statements of income, stockholders'
equity and of cash flows for the year then ended (not presented herein), and in
our report dated January 18, 2001, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information set forth in
the accompanying consolidated balance sheet as of December 31, 2000, is fairly
stated in all material respects in relation to the consolidated balance sheet
from which it has been derived.
/s/PricewaterhouseCooper
PricewaterhouseCoopers LLP
Detroit, Michigan
October 16, 2001
-8-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
- -------------------------------------------------------------------------------
THIRD QUARTER RESULTS OF OPERATIONS
Worldwide losses in the third quarter of 2001 were $692 million, compared
with earnings of $888 million in the third quarter of 2000.
Sales and revenues were $36.5 billion in the third quarter of 2001, down
$3.6 billion from a year ago. Vehicle unit sales were 1,513,000, down 163,000
units.
Results by business sector for the third quarter of 2001 and 2000 are shown
below (in millions).
Third Quarter Net Income/(Loss)
------------------------------------------------
2001
O/(U)
2001 2000 2000
---------------- -------------- ----------------
<s> <c> <c> <c>
Automotive sector $(1,054) $ 391 $(1,445)
Financial Services sector 362 497 (135)
------- ------- ------
Total Company $ (692) $ 888 $(1,580)
======= ======= =======
Automotive Sector
- -----------------
Automotive sector losses were $1,054 million in the third quarter of 2001,
on sales of $28.6 billion. These losses include a non-cash charge of $199
million for the write-down of certain investments and a credit of $9 million
related to the new accounting standard (SFAS No. 133) on hedging and
derivatives. Earnings in the third quarter of 2000 were $391 million, on sales
of $32.6 billion (including a non-cash profit reduction of $106 million related
to the acquisition of Land Rover).
Details of third quarter Automotive sector earnings are shown below (in
millions).
Third Quarter Net Income/(Loss)
-----------------------------------------
2001
O/(U)
2001 2000 2000
------------ -------------- ------------
<s> <c> <c> <c>
North American Automotive $(1,026) $ 769 $(1,795)
Automotive outside North America
- Europe (24) (297) 273
- South America (56) (64) 8
- Rest of World 52 (17) 69
------- ------- -------
Total Automotive outside North America (28) (378) 350
------- ------- -------
Total Automotive sector $(1,054) $ 391 $(1,445)
======= ====== =======
Automotive sector losses in North America were $1,026 million in the third
quarter of 2001, on sales of $19.8 billion. In the third quarter of 2000,
earnings were $769 million, on sales of $23.4 billion. The reduction in earnings
reflected primarily lower unit sales volume, significantly higher marketing
costs, and warranty and other costs associated with customer satisfaction
initiatives on various vehicles built several years ago.
In the third quarter of 2001, 4.2 million new cars and trucks were sold in
the United States, down from 4.6 million units a year ago. Our market share this
year was 22.2%, down 0.6 percentage points from a year ago, due primarily to
increased competition from Japanese and Korean manufacturers. Marketing costs
increased to 16.0% of sales, up from 11.1% a year ago, reflecting increased
competitive spending, including the introduction of 0.0% financing in
mid-September.
In Europe, losses were $24 million in the third quarter of 2001, compared
with losses of $297 million a year ago, reflecting improved results at
Ford-brand operations from successful new products and the effects of last
year's restructuring actions.
In the third quarter of 2001, 4.1 million new cars and trucks were sold in
our 19 primary European markets, about equal to last year. Our share was 11.0%,
up 0.3 percentage points.
-9-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
- --------------------------------------------------------------------------------
In South America, losses were $56 million, compared with a loss of $64
million a year ago. About 380,000 new cars and trucks were sold in Brazil,
compared with 390,000 a year ago. Our share of those unit sales was 7.3%, down
1.9 percentage points, reflecting increased competition.
Earnings outside North America, Europe, and South America ("Rest of World")
were $52 million in the third quarter of 2001, $69 million better than a year
ago, primarily reflecting favorable exchange and other factors that are not
indicative of ongoing performance.
Financial Services Sector
- -------------------------
Details of third quarter Financial Services sector earnings are shown below
(in millions).
Third Quarter Net Income/(Loss)
-------------------------------------------
2001
O/(U)
2001 2000 2000
------------- ------------ ----------------
<s> <c> <c> <c>
Ford Credit $376 $386 $ (10)
Hertz 26 143 (117)
Minority interests and other (40) (32) (8)
---- ---- -----
Total Financial Services sector $362 $497 $(135)
==== ==== =====
Memo: Ford's share of earnings in Hertz $ 26 $116 $ (90)
Ford Credit's net income in the third quarter of 2001 was $376 million,
down $10 million from a year ago. Excluding the effects of SFAS No. 133, net
income for the third quarter of 2001 was $389 million, up $3 million or 1% from
a year ago. Higher volume and margin and improvements in investment and other
income (primarily the result of gains on sale of receivables and higher interest
income on retained assets related to securitization transactions) were offset
largely by higher credit losses.
Hertz earned $26 million in the quarter, down $117 million from a year ago,
reflecting lower rental volume due to the slowing U.S. economy and the September
11th terrorist attacks with resulting declines in both business and leisure
travel. (Effective March 2001, Ford increased its ownership of Hertz to 100%,
compared with about 81% a year ago.)
FIRST NINE MONTHS RESULTS OF OPERATIONS
Worldwide losses for the first nine months of 2001 were $385 million,
compared with earnings from continuing operations of $4,333 million in the first
nine months of 2000.
Sales and revenues were $121.3 billion in the first nine months of 2001,
down $6.2 billion from a year ago. Vehicle unit sales were 5,183,000, down
402,000 units.
Results by major business sector for the first nine months of 2001 and 2000
are shown below (in millions).
First Nine Months
Net Income/(Loss)
--------------------------------------
2001
O/(U)
2001 2000 2000
------------ ------------ ------------
<s> <c> <c> <c>
Automotive sector $(1,559) $ 2,995 $(4,554)
Financial Services sector 1,174 1,338 (164)
------- ------- -------
Total continuing operations $ (385) $ 4,333 $(4,718)
Net income from discontinued operation - 309 (309)
Loss on spin-off of discontinued operation - (2,252) 2,252
------- ------- -------
Total Company $ (385) $ 2,390 $(2,775)
======= ======= =======
-10-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
- --------------------------------------------------------------------------------
Automotive Sector
- -----------------
Losses for our Automotive sector were $1,559 million in the first nine
months of 2001, on sales of $97.8 billion. Earnings in the first nine months of
2000 were $2,995 million, on sales of $106.1 billion. Adjusted for constant
volume and mix, total automotive costs (excluding costs related to the Firestone
tire replacement action) were up $200 million from the first nine months of
2000, reflecting higher precious metal and launch-related costs.
Automotive sector earnings in the first nine months of 2001 and 2000 are
shown below (in millions).
First Nine Months
Net Income/(Loss)
---------------------------------------
2001
O/(U)
2001 2000 2000
----------- ----------- -----------
<s> <c> <c> <c>
North American Automotive $(1,529) $ 4,279 $(5,808)
Automotive outside North America
- Europe 205 (1,163) 1,368
- South America (179) (209) 30
- Rest of World (56) 88 (144)
------- ------- -------
Total Automotive outside North America (30) (1,284) 1,254
------- ------- -------
Total Automotive sector $(1,559) $2,995 $(4,554)
======= ====== =======
In North America, losses were $1,529 million in the first nine months of
2001, down $5,808 million from the first nine months of 2000. The decrease
reflected primarily lower unit sales volume, higher marketing costs, costs
related to the Firestone tire replacement action, and higher costs for other
customer satisfaction initiatives.
In the first nine months of 2001, 13.0 million new cars and trucks were
sold in the United States, down from a record 13.9 million units a year ago. Our
share this year was 22.7%, down 1.3 percentage points reflecting primarily
increased competition from Japanese and Korean manufacturers.
In Europe, first nine months earnings were $205 million, compared with
losses of $1,163 million in the first nine months of 2000. The improvement
reflected primarily stronger vehicle unit sales and the non-recurrence of
charges last year for asset impairment and restructuring costs.
In the first nine months of 2001, 13.7 million new cars and trucks were
sold in our 19 primary European markets, down 300,000 units from a year ago. Our
share this year was 10.9%, up 0.9 percentage points, reflecting increased sales
of new Transit and Mondeo models.
In South America, losses were $179 million in the first nine months of
2001, compared with a loss of $209 million a year ago. In Brazil, 1,220,000 new
cars and trucks were sold, compared with 1,046,000 a year ago. Our share this
year was 7.8%, down 1.5 percentage points.
In Rest of World, losses were $56 million in the first nine months of 2001,
compared with earnings of $88 million in the first nine months of 2000. The
decline reflected primarily restructuring costs and poorer operating results at
Mazda.
-11-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
- --------------------------------------------------------------------------------
Financial Services Sector
- -------------------------
In the first nine months of 2001, earnings for our Financial Services
sector declined $164 million from last year, more than explained by lower
profits at Hertz, reflecting effects of the slowdown in the U.S. economy.
Details of Financial Services sector earnings in the first nine months of 2001
and 2000 are shown below (in millions).
First Nine Months Net Income/(Loss)
----------------------------------------
2001
O/(U)
2001 2000 2000
------------ ------------ ------------
<s> <c> <c> <c>
Ford Credit $1,136 $1,126 $ 10
Hertz 81 303 (222)
Minority interests and Other (43) (91) 48
----- ------ ----
Total Financial Services sector $1,174 $1,338 $(164)
====== ====== =====
Memo: Ford's share of earnings in Hertz $ 85 $246 $(161)
LIQUIDITY AND CAPITAL RESOURCES
Automotive Sector
- -----------------
At September 30, 2001, our Automotive sector had $13.0 billion of cash and
marketable securities, down $3.5 billion from December 31, 2000. The decline was
more than explained by cash outlays for the final payment for Volvo Car ($1.6
billion), share repurchase program ($1.1 billion), dividends to shareholders
($1.7 billion), and our acquisition of the minority interest in Hertz ($735
million), offset partially by positive operating cash flow. Automotive gross
cash was $15.2 billion at September 30, 2001, including $2.2 billion of
prefunding of certain employee health benefit obligations through a Voluntary
Employee Beneficiary Association trust.
At September 30, 2001, our Automotive sector had total debt of $12.1
billion, about equal to December 31, 2000.
Financial Services Sector
- -------------------------
At September 30, 2001, our Financial Services sector had cash and cash
equivalents of $4.5 billion, up $3.0 billion from December 31, 2000. The
increase in cash and cash equivalents is due to sales of receivables that
occurred near the end of September 2001 in excess of commercial paper
maturities. Finance receivables and net investments in operating leases were
$161.8 billion at September 30, 2001, down from $171.8 billion at December 31,
2000.
Total debt was $154.3 billion at September 30, 2001, up $0.8 billion from
December 31, 2000. This includes outstanding commercial paper at September 30,
2001 of $21.6 billion at Ford Credit, and $1.1 billion at Hertz, with an average
remaining maturity of 45 days and 16 days, respectively.
As a result of the credit rating downgrades discussed below, Ford Credit's
commercial paper generally is no longer eligible for purchase by money market
mutual funds subject to the Investment Company Act of 1940. In partial response
to this, and to ensure liquidity throughout the business cycle, Ford Credit has
reduced its reliance on commercial paper funding by reducing outstanding
commercial paper from $42 billion at the end of 2000 to $21.6 billion at
September 30, 2001. During 2001, Ford Credit has relied more heavily on other
sources of funding, including long-term unsecured debt (such as the $7.9 billion
of debt securities issued on October 25, 2001, described below) and public and
private sales of receivables.
In addition, Ford Credit and its subsidiaries have available $15 billion
under contractually committed global credit agreements with various banks, the
majority of which is available through June 30, 2006. Substantially all of these
bank facilities were unused at October 31, 2001. Also, banks provide $10 billion
of
-12-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
- --------------------------------------------------------------------------------
liquidity facilities to support the asset-backed commercial paper program of a
Ford Credit-sponsored special purpose entity. Furthermore, Ford Credit has
entered into agreements with several bank-sponsored, commercial paper issuers
("conduits") under which such conduits are contractually committed to purchase
receivables from Ford Credit, at Ford Credit's option. These agreements
generally are revolving 364-day commitments. As of October 31, 2001, available
capacity under these agreements was $8.1 billion, of which $1.5 billion expires
in December 2001 and the balance expires between June and October of 2002.
--------------------------
On October 10, 2001, our Board of Directors declared a dividend of 15 cents
a share on our common and Class B stock for the fourth quarter of 2001, which
represents a 50% decrease from the 30 cents per share paid in the last several
quarters. This will reduce cash outlays by about $1 billion on an annual basis.
On October 18, 2001, Moody's Investors Service ("Moody's") affirmed Ford
Credit's long- and short-term debt ratings at A2 and Prime-1, respectively, and
lowered Ford's long-term debt rating from A2 to A3. Moody's stated that the
outlook for the ratings is negative. On October 15, 2001, Standard & Poors
lowered Ford's and Ford Credit's long-term debt rating from A to BBB+, stable
outlook, and lowered short-term debt ratings from A-1 to A-2. On September 26,
2001, Fitch, Inc. announced that it had downgraded the long-term credit ratings
of Ford, Ford Credit and certain of their affiliates from A+ to A- and lowered
short-term debt ratings from F1 to F2.
On October 25, 2001, Ford and Ford Credit issued approximately $9.4 billion
of debt securities. Of this amount, $1.5 billion of debt securities due July 16,
2031 was issued by Ford, and the balance, with maturities ranging from two to
ten years, was issued by Ford Credit. The proceeds from these issuances will be
used by Ford for general corporate purposes and by Ford Credit to purchase
receivables, make loans, and retire existing debt. Neither Ford nor Ford Credit
guarantees the debt securities of the other.
OUTLOOK
We expect business conditions in the fourth quarter of 2001 to continue to
be volatile and uncertain. Our planned vehicle production in North America is
965,000 units, up from 813,000 units in the third quarter of 2001, but down 8%
from a year ago. Excluding charges for restructuring actions described below, we
expect fourth quarter 2001 results to improve from the third quarter, but it
will be difficult to earn a profit.
In addition to the previously announced separation program for an estimated
4,000 to 5,000 salaried employees, the costs for which will be incurred in the
fourth quarter, further restructuring actions are being considered.
NEW ACCOUNTING STANDARD
On January 1, 2002, we will adopt SFAS No. 142, "Goodwill and Other
Intangible Assets". Goodwill and certain intangible assets will no longer be
amortized, but will be subject to an annual impairment test. As of September 30,
2001, net goodwill and intangible assets, having various amortization periods,
was $8.6 billion. We are currently assessing the impact of this standard on our
financial statements.
OTHER FINANCIAL INFORMATION
PricewaterhouseCoopers LLP, our independent accountants, performed a
limited review of the financial data presented on pages 2 through 7 inclusive.
The review was performed in accordance with standards for such reviews
established by the American Institute of Certified Public Accountants. The
review did not constitute an audit; accordingly, PricewaterhouseCoopers LLP did
not express an opinion on the aforementioned data.
-13-
Part II. Other Information
Item 1. Legal Proceedings
- --------------------------
Firestone Matters. (Previously discussed beginning on page 20 of Ford's
Annual Report on Form 10-K for the year ended December 31, 2000 (the "10-K
Report"), on page 15 of Ford's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2001 (the "First Quarter 10-Q Report") and on page 17 of Ford's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2001 (the "Second
Quarter 10-Q Report").) As previously reported, NHTSA has been investigating the
circumstances leading up to Firestone's tire recall and our tire replacement
program, as well as the root cause of the tire failures and related accidents.
On October 4, 2001, NHTSA issued its determination that 3.5 million of the older
tires subject to our replacement program are defective, and said that Firestone
had agreed to recall those tires. About 2.5 million of the defective tires are
estimated to have been in service as of May 2001 (when Ford's replacement
program was announced), and consist of 15 and 16-inch Wilderness AT tires
manufactured prior to May 1998 and supplied to Ford as original equipment or
sold as replacement equipment.
In its October 4th announcement, NHTSA said that the plant-by-plant failure
trends for the defective tires are similar to those of the ATX tires recalled by
Firestone in August 2000. The agency also said that the failure rate for these
tires is significantly higher than that of competitors' tires used on SUVs,
especially Goodyear tires used as original equipment on the Ford Explorer. As to
Wilderness AT tires built after May 1998, NHTSA said that those tires are
relatively new and, therefore, it is unable to determine at this time whether
their field performance ultimately would be significantly better than the older
tires. NHTSA therefore said that it would continue to monitor the newer tires.
However, NHTSA has encouraged owners of those newer Wilderness AT tires to take
advantage of Ford's replacement program.
As a result of Firestone's August 2000 recall and Ford's May 2001
replacement program, we continue to deal with major litigation and other matters
involving Firestone ATX and Wilderness AT tires on Ford vehicles. We are
continuing our efforts to resolve the personal injury lawsuits and have settled
more than one third of the total of such cases that have been filed to date. As
previously reported, most of the class action lawsuits relating to our use of
Firestone tires are consolidated in federal court in Indianapolis. That court
has ruled that, under federal law, NHTSA has the exclusive authority to order
and supervise automotive recalls. Accordingly, the court dismissed those
portions of the class action complaints that sought recall of additional tires
or court supervision of the recall and the tire replacement program. The court
also dismissed some of the claims for damages. The court declined to dismiss the
plaintiffs' warranty claims for the alleged diminution in value of the Explorer.
A hearing on plaintiffs' motion to certify a class is scheduled for November 16,
2001. The estimated costs of these personal injury and class action lawsuits
have been accrued and are reflected in our financial statements.
Environmental Matters
- ---------------------
MFA Grand Jury Matter. (Previously discussed on page 22 of the 10-K Report
and on page 18 of the Second Quarter 10-Q Report.) By letter dated October 16,
2001, the U.S. Department of Justice informed us that the government does not
intend to pursue a criminal case against the Company. The U.S. Department of
Justice has also assured us that the government does not intend to prosecute any
individuals in connection with this matter.
Waste Disposal. (Previously discussed on page 22 of the 10-K Report.) The
U.S. Attorney's Office informed us on October 11, 2001, that it has terminated
its investigation of the shipment of waste materials from Ford Venezuela for
disposal in Texas and that it does not intend to prosecute any individual or
business entity in connection with this matter. Discussions with U.S. EPA on the
related civil enforcement matter are continuing.
-14-
Item 1. Legal Proceedings
- --------------------------
(Continued)
Class Actions
- -------------
Paint Class Actions. (Previously discussed on page 23 of the 10-K Report.)
The Illinois trial court denied our motion to dismiss and the parties are
engaged in discovery. The Texas trial court granted Plaintiffs' latest motion
for class certification and certified two classes consisting of original owners
of class vehicles who experienced peeling paint and all original owners who paid
Ford or a Ford dealer to repaint their vehicles. We are preparing an appeal to
the Texas Court of Appeals.
TFI Module Class Action. (Previously discussed beginning on page 23 of the
10-K Report, on page 15 of the First Quarter 10-Q Report and on page 18 of the
Second Quarter 10-Q Report.) In July 2001, the parties reached an agreement in
principle to settle the lead case in California and the similar cases in
Maryland, Alabama, Tennessee, Washington and one in Illinois. The settlement
agreement provides that Ford will extend the warranties applicable to
distributor-mounted TFI modules, reimburse class members who previously paid to
replace Motorcraft(R) distributor-mounted TFI modules prior to 100,000 miles of
vehicle use, make donations to colleges and universities for research in the
field of automotive safety, and pay plaintiffs' counsel reasonable fees and
expenses. On October 25, 2001, the California trial court gave preliminary
approval to the settlement substantially as was agreed in July. We expect to
receive final approval of the settlement in the first half of 2002.
Ford/Citibank Visa Class Actions. (Previously discussed on page 24 of the
10-K Report.) The U.S. Court of Appeals for the Ninth Circuit affirmed the
dismissal of the coordinated proceedings. We have moved for rehearing en banc.
Ford Credit Debt Collection Class Actions. (Previously discussed on page 26
of the 10-K Report, on page 15 of the First Quarter 10-Q Report and on page 18
of the Second Quarter 10-Q Report.) On October 19, 2001, the United States Court
of Appeals for the Eighth Circuit heard oral arguments in the Dubois case. We
anticipate the court will issue its decision during the first quarter 2002. In
Davidson, plaintiff's counsel agreed to the entry of a Stipulation and Order of
Dismissal with the understanding that counsel has sixty days from the date of
the order to substitute a new class representative.
Late Charges Class Actions. (Previously discussed on page 26 of the 10-K
Report and on page 18 of the Second Quarter 10-Q Report.) In the Cumberland
case, the California Supreme Court declined to review the trial court's class
certification order, and trial is scheduled to commence in January 2002.
Recently, a second purported class action, Simpkins v. Ford Credit, was filed in
Maryland state court with the same allegations.
Performance Management Process Class Action. (Previously discussed on page
26 of the 10-K Report, on page 16 of the First Quarter 10-Q Report and on page
18 of the Second Quarter 10-Q Report.) On July 31, 2001, the court denied Ford's
motion to dismiss the "disparate impact" claims of the putative class, and we
are seeking to appeal that ruling.
Reverse Discrimination Class Action. (Previously discussed on page 26 of
the 10-K Report, on page 16 of the First Quarter 10-Q Report and on page 18 of
the Second Quarter 10-Q Report.) On July 31, 2001, the court denied Ford's
motion to dismiss the "disparate impact" claims of the putative class, and we
are seeking to appeal that ruling.
F-150 Radiators Class Actions. (Previously discussed on page 16 of the
First Quarter 10-Q Report.) The complaint in New York has been dismissed, but we
expect Plaintiffs to file an amended complaint.
-15-
Supplemental Schedule
Ford Capital BV and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Periods Ended September 30, 2001 and 2000
(in millions)
Third Quarter Nine Months
--------------------------- ---------------------------
2001 2000 2001 2000
----------- ----------- ----------- -----------
(unaudited) (unaudited)
<s> <c> <c> <c> <c>
AUTOMOTIVE
- ----------
Sales $ 394 $ 425 $ 1,471 $ 1,435
Costs and expenses (Note 2)
Cost of sales (Note 3) 363 393 1,380 1,339
Selling, administrative and other expenses 22 29 76 82
------- ------- ------- -------
Total costs and expenses 385 422 1,456 1,421
Operating income 9 3 15 14
Interest income 32 64 119 204
Interest expense 24 54 96 170
------- ------- ------- -------
Net interest income 8 10 23 34
Income before income taxes 17 13 38 48
Provision for income taxes 6 6 14 21
------- ------- ------- -------
Net income $ 11 $ 7 $ 24 $ 27
======= ======= ======= =======
The accompanying notes are part of the financial statements.
-16-
Ford Capital BV and Subsidiaries
CONSOLIDATED BALANCE SHEET
--------------------------
(in millions)
September,30 December 31,
2001 2000
--------------- ----------------
(unaudited)
<s> <c> <c>
ASSETS
Cash and cash equivalents $ 27 $ 18
Receivables 38 55
Notes receivable, affiliate 468 411
Inventories 55 41
Deferred income taxes 20 24
Other current assets 26 28
------ ------
Total current assets 634 577
Notes receivable, affiliate 835 1,391
Net property 14 14
Other assets 119 104
------ ------
Total assets $1,602 $2,086
====== ======
LIABILITIES AND STOCKHOLDERS' EQUITY
Trade payables $ 68 $ 63
Payables, affiliate and other 34 71
Accrued liabilities 240 156
Income taxes payable 33 31
Debt payable within one year 451 567
------ ------
Total current liabilities 826 888
Long-term debt 500 900
Deferred tax liability - 16
Other liabilities 10 10
------ ------
Total liabilities 1,336 1,814
Minority interests 1 1
Stockholders' equity
Capital stock, 255,140 shares issued with a par value of $593 and
623,392 shares issued with a par value of $133 each. 236 236
Capital in excess of par value of stock 72 72
Accumulated other comprehensive income (Notes 2 and 3) (44) (15)
Accumulated deficit 1 (22)
------ ------
Total stockholders' equity 265 271
------ ------
Total liabilities and stockholders' equity $1,602 $2,086
====== ======
- - - - - -
The accompanying notes are part of the financial statements.
-17-
Ford Capital BV and Subsidiaries
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
----------------------------------------------
For the Periods Ended September 30, 2001 and 2000
(in millions)
Nine Months
--------------------------------
2001 2000
--------------- ---------------
(unaudited)
<s> <c> <c>
Cash and cash equivalents at January 1 $ 18 $ 49
Cash flows from operating activities 30 45
Cash flows from investing activities
Changes in notes receivable 501 293
Other (3) (2)
----- -----
Net cash provided by investing activities 498 291
Cash flows from financing activities
Changes in short term debt 34 12
Principal payments on other debt (550) (373)
----- -----
Net cash used in financing activities (516) (361)
Effect of exchange rate changes on cash (3) (3)
Net increase/(decrease) in cash and cash equivalents 9 (28)
----- -----
Cash and cash equivalents at September 30 $ 27 $ 21
===== =====
The accompanying notes are part of the financial statements.
-18-
Ford Capital BV and Subsidiaries
NOTES TO FINANCIAL STATEMENTS
-----------------------------
1. Financial Statements - The financial data presented herein are unaudited,
but in the opinion of management reflect those adjustments necessary for a
fair presentation of such information. Results for interim periods should
not be considered indicative of results for a full year. Reference should
be made to the financial statements contained in the Ford Motor Company's
Annual Report on Form 10-K for the year ended December 31, 2000. For
purposes of this report, "the Company" or similar references mean Ford
Capital BV and its majority owned subsidiaries unless the context requires
otherwise. Certain amounts for prior periods were reclassified, if
required, to conform to present period presentation.
2. SFAS 133 - Ford Capital BV adopted SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, as amended by SFAS No. 137 and SFAS No.
138 on January 1, 2001. For further discussion on SFAS No. 133, refer to
Note 3 in Form 10-Q for the quarterly period ended March 31, 2001.
SFAS No. 133 has resulted in no adjustments to income. The impact to
stockholders' equity for the third quarter and nine months ended 2001
(including transition adjustment), was a $10 million and $26 million
reduction, respectively. SFAS No. 133 adjustments are recorded in
accumulated other comprehensive income, a separate component of
stockholders equity.
3. Comprehensive Income - Other comprehensive income primarily reflects
foreign currency translation adjustments and adjustments related to SFAS
133 (Note 2). Total comprehensive income is summarized as follows (in
millions):
Nine Months
-----------------------------------
2001 2000
----------------- ----------------
<s> <c> <c>
Net income $ 24 $ 27
Other comprehensive income (29) 29
----- ----
Total comprehensive income $ (5) $ 56
==== ====
4. Contingent Liabilities - The company's subsidiary in Norway is in
negotiation with the local authorities in respect of a potential claim of
$20 million plus interest and penalties for additional duties on vehicles
imported during 1994/1995. The company believes that it has reasonable
grounds to avoid liability. It is possible that the outcome could be
unfavourable, however a reliable estimate of the potential loss cannot be
made at this time.
-19-
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(a) Exhibits
--------
Please refer to the Exhibit Index on Page 21.
(b) Reports on Form 8-K
-------------------
The Registrant filed the following Current Reports on Form 8-K during
the quarter ended September 30, 2001:
Current Report on Form 8-K dated July 3, 2001 included information
relating to Ford's North American Production and Overseas Sales
schedule.
Current Report on Form 8-K dated July 18, 2001 included information
relating to Ford's second quarter 2001 financial results.
Current Report on Form 8-K dated August 1, 2001 included information
relating to Ford's North American Production and Overseas Sales
schedule.
Current Report on Form 8-K dated August 17, 2001 included information
relating to Ford's voluntary separation program and lower earnings
forecast.
Current Report on Form 8-K dated September 4, 2001 included
information relating to Ford's North American Production and Overseas
Sales schedule.
Current Report on Form 8-K dated September 14, 2001 included
information relating to Ford's North American Production for the
third quarter 2001.
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.
FORD MOTOR COMPANY
----------------------------
(Registrant)
Date: November 14, 2001 By: /s/Don R. Leclair
----------------- ---------------------------------
Don R. Leclair
Vice President & Controller
(principal accounting officer)
-20-
EXHIBIT INDEX
-------------
Designation Description
-------------------- ----------------------------------------------------------------------------
<s> <c>
Exhibit 3-B By-Laws as amended through October 30, 2001
Exhibit 10-W Description of Agreement dated July 2001 with Wolfgang Reitzle
Exhibit 10-X Description of Agreement dated September 2001 with Jacques Nasser
Exhibit 12 Ford Motor Company and Subsidiaries Calculation of Ratio of Earnings to
Combined Fixed Charges and Preferred Stock Dividends.
Exhibit 15 Letter of PricewaterhouseCoopers LLP, Independent Accountants, dated
November 14, 2001, relating to Financial Information.
-21-