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 2, 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
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
$12,000,000,000 designated as Medium Term Notes Due More Than 9 Months From the
Date of Issue (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 8.1.
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 2, 2000 By:/s/R. P. Conrad
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R. P. Conrad
Assistant Secretary
EXHIBIT INDEX
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.
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 $12,000,000,000 aggregate principal amount of
the Company's debt securities to be designated as Medium-Term Notes Due More
Than 9 Months From Date of Issue, 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" in the Prospectus Supplement dated January 31, 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