form8-k.htm
UNITED
STATES
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: October 1,
2008
(Date of
earliest event reported)
FORD
MOTOR COMPANY
(Exact
name of registrant as specified in its charter)
Delaware
(State or
other jurisdiction of incorporation)
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1-3950
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38-0549190
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(Commission
File Number)
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(IRS
Employer Identification No.)
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One American Road,
Dearborn, Michigan
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48126
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code 313-322-3000
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
140.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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- 2 -
Item 8.01. Other
Events.
Our news
release dated October 1, 2008 concerning U.S. retail sales of Ford vehicles in
September 2008, filed as Exhibit 99 to this report, is incorporated by reference
herein.
In
addition, we are updating certain of the guidance provided in our Quarterly
Report on Form 10-Q for the period ended June 30, 2008. Due to
deteriorating economic conditions and other factors, we now expect that results
for our Volvo segment will be worse, instead of improved, in the second half of
2008 compared with the first half of this year.
Also, as
previously disclosed, Ford, the UAW, and class representatives of former
UAW-represented Ford employees filed a Settlement Agreement with the federal
district court in April 2008 relating to retiree health care
coverage. A copy of the Settlement Agreement was filed as Exhibit
10.1 to our Current Report on Form 8-K filed on April 10, 2008; the
following description of the Settlement Agreement is qualified in its entirety
by reference to the Settlement Agreement itself.
The
Settlement Agreement provides that a new retiree health care plan (the "New
Plan"), to be funded by a new Voluntary Employee Beneficiary Association trust
(the "New VEBA"), would become permanently responsible for providing retiree
health care benefits to covered UAW employees and eligible spouses and
dependents on the later of December 31, 2009 or final court approval of the
Settlement Agreement and Ford's completion of discussions with the Securities
and Exchange Commission ("SEC") regarding satisfactory accounting
treatment. Ford would fund the New VEBA through a number of sources,
including funds that currently existed in voluntary employee beneficiary
association trusts, Ford-issued convertible and term notes, and cash on
hand. The parties to the Settlement Agreement acknowledged that
Ford's obligations to pay into the New VEBA are fixed and capped as provided in
the Settlement Agreement and that Ford is not responsible for, and does not
provide a guarantee of: (1) the payment for future benefits to plan
participants, (2) the asset returns of the funds in the New VEBA, or (3) the
sufficiency of assets in the New VEBA to fully pay the obligations of the New
VEBA or the New Plan.
Effectiveness
of the Settlement Agreement was conditioned upon each of the
following: (1) issuance of a class certification order by the
United States District Court for the Eastern District of Michigan (the "Court")
that defined the class in the same manner as Class is defined in the Settlement
Agreement; (2) Court approval of the Settlement Agreement in a form
acceptable to Ford, the UAW and the Class; and (3) successful completion of
discussions between Ford and the SEC regarding satisfactory accounting
treatment. As of September 30, 2008, each of these
conditions has been satisfied, and the period for appeal of Court approval has
expired with no appeal having been filed.
We will
re-measure our UAW hourly retiree health care obligations, and expect to record
a significant curtailment gain in the third quarter of 2008. Further
discussion of the anticipated financial impact of the Settlement Agreement may
be found in our Annual Report on Form 10-K for the year ended
December 31, 2007, as well as our Current Report on Form 8-K filed on
April 10, 2008. We will provide further discussion in our third
quarter earnings release and Quarterly Report on Form 10-Q for the quarter ended
September 30, 2008.
- 3 -
Item 9.01. Financial
Statements and Exhibits.
EXHIBITS
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Designation
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Description
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Method of
Filing
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Exhibit
99
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News
Release dated
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Filed
with this Report
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October
1, 2008
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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 hereunto
duly authorized.
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FORD MOTOR
COMPANY
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(Registrant)
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Date: October
2, 2008
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By:
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/s/Louis J.
Ghilardi
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Louis
J. Ghilardi
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Assistant
Secretary
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- 4 -
EXHIBIT
INDEX
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Designation
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Description
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News
Release dated October 1, 2008
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