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) March 30, 1998 FORD MOTOR CREDIT COMPANY ----------------------------------------------------- (Exact name of registrant as specified in its charter) INCORPORATED IN DELAWARE 1-6368 38-1612444 - ------------------------ ----------------------- ------------- (State of other juris- (Commission File Number) (IRS Employer diction of incorporation) Identification No.) THE AMERICAN ROAD, DEARBORN, MICHIGAN 48121 - ---------------------------------------- ---------- (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 $5,000,000,000 principal amount of its Debt Securities ("Debt Securities") pursuant to Registration Statement No. 333-41059. The Debt Securities were registered on Form S-3 to be offered on a delayed or continuous basis pursuant to Rule 4l5 under the Securities Act of 1933. The Debt Securities are to be issued under an Indenture dated as of February 1, 1985, as supplemented by a First Supplemental Indenture dated as of April 1, 1986, a Second Supplemental Indenture dated as of September 1, 1986, a Third Supplemental Indenture dated as of March 15, 1987, a Fourth Supplemental Indenture dated as of April 15, 1988 and a Fifth Supplemental Indenture dated as of September 1, 1990 , 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 up to $5,000,000,000, designated as the Company's Medium-Term Notes Due from 9 Months to 30 Years from Date of Issue ("the "Notes"). The opinions and consents of Sullivan & Cromwell and Shearman & Sterling consenting to the use of their names in the Prospectuses 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 8.1 Opinion of Shearman & Sterling. Filed with this Report. Exhibit 8.2 Opinion of Sullivan & Cromwell. Filed with this Report. Exhibit 23.1 Consent of Shearman & Sterling Filed with is contained in their opinion set this Report. forth in Exhibit 8.1. Exhibit 23.2 Consent of Sullivan & Cromwell Filed with is contained in their opinion set this Report. forth in Exhibit 8.2. 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: March 30, 1998 By: /s/ R. P. Conrad ------------------------ R. P. Conrad Assistant Secretary EXHIBIT INDEX DESIGNATION DESCRIPTION - ----------- ----------- Exhibit 8.1 Opinion of Shearman & Sterling. Exhibit 8.2 Opinion of Sullivan & Cromwell. Exhibit 23.1 Consent of Shearman & Sterling is contained in their opinion set forth in Exhibit 8.1. Exhibit 23.2 Consent of Sullivan & Cromwell is contained in their opinion set forth in Exhibit 8.2.