SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 11-K
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
X SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
-----
For the fiscal year ended December 30, 2003
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
-----
For the transition period from ________________ to ________________
Commission file number 1-3950
FORD MOTOR COMPANY SAVINGS AND STOCK
INVESTMENT PLAN FOR SALARIED EMPLOYEES
(Full title of the plan)
FORD MOTOR COMPANY
One American Road
Dearborn, Michigan 48126
(Name of issuer of the securities held
pursuant to the plan and the address of
its principal executive office)
2
Required Information
--------------------
Financial Statements and Schedules
----------------------------------
Statement of Net Assets Available for Benefits, as of December 30, 2003 and
December 30, 2002.
Statement of Changes in Net Assets Available for Benefits for the year
ended December 30, 2003.
Schedule I - Schedule of Assets Held at End of Year as of December 30,
2003.
Exhibit
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Designation Description Method of Filing
----------- ----------- ----------------
Exhibit 23 Consent of PricewaterhouseCoopers LLP Filed with this Report.
Signature
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Ford Motor Company Savings and Stock Investment Plan for Salaried Employees
Committee has duly caused this Annual Report to be signed by the undersigned
thereunto duly authorized.
SAVINGS AND STOCK INVESTMENT PLAN
FOR SALARIED EMPLOYEES
By: /s/Charles E. Corbett
------------------------------
Charles E. Corbett, Chair
Savings and Stock Investment
Plan for Salaried Employees Committee
June 28, 2004
3
EXHIBIT INDEX
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Designation Description
----------- -----------
Exhibit 23 Consent of PricewaterhouseCoopers LLP
Ford Motor Company
Savings and Stock
Investment Plan for Salaried
Employees
Financial Statements and Supplemental Schedules
December 30, 2003 and 2002
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Index
December 30, 2003 and 2002
--------------------------------------------------------------------------------
Page(s)
Report of Independent Registered Public Accounting Firm........................1
Financial Statements
Statement of Net Assets Available for Benefits as of
December 30, 2003 and 2002.....................................................2
Statement of Changes in Net Assets Available for
Benefits for the Year Ended December 30, 2003..................................3
Notes to Financial Statements...............................................4-10
Supplemental Schedule*
Schedule I - Schedule of Assets Held at End of Year as of
December 30, 2003..........................................................11-14
* All other schedules required by 29 CFR 2520.103-10 are not included because
they are not applicable.
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
The Ford Motor Company Savings and
Stock Investment Plan for Salaried Employees
In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of Ford Motor Company Savings and Stock Investment Plan for Salaried Employees
(the "Plan") at December 30, 2003 and 2002, and the changes in net assets
available for benefits for the year ended December 30, 2003 in conformity with
accounting principles generally accepted in the United States of America. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with the
standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of Assets Held
at End of Year as of December 30, 2003 is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/PricewaterhouseCoopers LLP
Detroit, Michigan
June 16, 2004
1
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Statement of Net Assets Available for Benefits
December 30, 2003 and 2002
--------------------------------------------------------------------------------
2003 2002
Assets
Investments, at fair value (including participant loans of
$90,380,091 and $108,745,496, respectively) $10,088,634,513 7,664,285,720
----------------- -----------------
Total assets 10,088,634,513 7,664,285,720
----------------- -----------------
Assets available for benefits $10,088,634,513 $ 7,664,285,720
----------------- -----------------
The accompanying notes are an integral part of these financial statements.
2
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Statement of Changes in Net Assets Available for Benefits
Year Ended December 30, 2003
--------------------------------------------------------------------------------
Additions
Interest and dividend income $ 253,504,348
--------------------
253,504,348
Contributions
Employee contributions 299,696,477
--------------------
299,696,477
Net appreciation in fair value of investments 2,433,802,684
Other additions
Loan repayment interest 8,072,485
--------------------
8,072,485
--------------------
Total additions 2,995,075,994
--------------------
Deductions
Withdrawal of participants' accounts (549,182,428)
Administrative expense (1,017,564)
Ford Stock dividend payments to participants (20,527,209)
--------------------
Total deductions (570,727,201)
--------------------
Net increase 2,424,348,793
--------------------
Net assets available for benefits
Beginning of year 7,664,285,720
--------------------
End of year $10,088,634,513
--------------------
The accompanying notes are an integral part of these financial statements.
3
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
1. Description of the Plan
The following description of the Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees (the "Plan") provides only
general information. The Plan was established effective February 1,
1956. The provisions of the Plan are governed in all respects by the
detailed terms and conditions contained in the Plan agreement.
Type and Purpose of the Plan
The Plan is a defined contribution plan established to encourage and
facilitate systematic savings and investment by eligible salaried
employees of Ford Motor Company (the "Company") and to provide them with
an opportunity to become stockholders of the Company. The Plan includes
provisions for voting shares of Company stock. It is subject to certain
provisions of the Employee Retirement Income Security Act of 1974
("ERISA") applicable to defined contribution pension plans.
Eligibility
With certain exceptions, regular full-time salaried employees are
eligible to participate in the Plan on the first day of the second month
following the original date of hire. Any applicable Company matching
contributions however, will be provided after twelve months of service.
Certain other part-time and temporary employees also may be eligible to
participate in the Plan. Participation in the Plan is voluntary.
Contributions
Participants can contribute to the Plan on both a pre-tax and after-tax
basis. Under the Plan and subject to limits required by the Internal
Revenue Code ("IRC"), participants may elect to contribute up to an
aggregate 40% of their eligible wages on pre-tax and/or after-tax basis.
Effective April 1, 2004, participants will be allowed to elect up to an
aggregate of 50% of eligible wages to pre-tax and/or after-tax
contributions. Participants may also elect to contribute a portion of
their distributions under the Company's Performance Bonus Plan, Ford
Financial (Annual) Variable Incentive Plan, and Flexible Compensation
Account. A contribution in an amount corresponding to each election is
made by the Company to the Plan on the participants' behalf. Subject to
IRC limits, pre-tax contributions are excluded from the participants'
federal and most state and local taxable income.
Effective July 1, 2004, the Company will reinstate matching
contributions at a rate of $.60 for each dollar contributed up to 5% of
participants' base salary. Previously, the Company matched at a rate of
$.60 for each dollar contributed up to 10% of participants' base salary.
This match was suspended effective January 1, 2002. All Company matching
contributions are invested in the Ford Stock Fund. Contributions to the
Pre-Tax Program from the Performance Bonus Plan, Ford Financial
(Annual) Variable Incentive Plan and the Flexible Compensation Account
Program will not be eligible for the Company match.
Subject to Ford Motor Company approval, participants may elect to roll
over amounts from other qualifying plans or arrangements in accordance
with the Internal Revenue Code. For the year ended December 30, 2003,
transfers from other qualifying plans or arrangements amounted to
$7,404,047, which are included in employee contributions in the
Statements of Changes in Net Assets Available for Plan Benefits.
4
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
Activity for participants in the Ford Stock Fund who have elected to
receive dividends paid in the form of cash instead of purchasing
additional shares is reported in the Statement of Changes in Net Assets
Available for Benefits.
Participant Accounts
Each participants's account is credited with the participants'
contributions and allocations of (a) the Company's contribution and (b)
plan earnings. The Company generally pays administrative expenses and
fees of the Ford Stock Fund and the management fees of the Common Stock
Index Fund and BGI U.S. Debt Index Fund, also known as the Bond Index
Fund. All other miscellaneous fees and expenses are deducted from
participant account fund assets. The fees charged to individual
participant account fund assets totaled approximately $62,681 for the
year ended December 30, 2003.
Vesting and Distribution
Pre-tax assets, after-tax assets and assets resulting from Company
matching contributions (Ford Stock Fund) are accounted for separately.
Company matching contributions vest three years after the original date
of hire. At that time, all assets attributable to Company matching
contributions held in participants' accounts become vested, and all
future contributions vest when they are made. In-service withdrawals of
vested Company match contributions are permissible for participants who
are at least 59 1/2 years of age. Withdrawal of such contributions for
participants less than 59-1/2 years of age is limited to those
contributions that have been in the Plan for two years following the end
of the year in which the contributions were made.
Pre-tax assets may not be withdrawn by participants until the
termination of their employment or until they reach 59-1/2 years of age,
except in the case of personal financial hardship, death or permanent
disability.
Unmatched after-tax assets can be withdrawn at any time without
restriction. Withdrawal of matched after-tax assets that have been in
the Plan for less than two years will result in a suspension from making
contributions to the Plan for a period of 12 months.
Investment Options and Participation
Participant contributions are invested in accordance with the
participant's election in one or more investment options. A variety of
investment options are available to plan participants such as equity and
fixed income mutual funds, commingled institutional pools and Company
stock. The Company match is invested only in the Ford Stock Fund.
Participants may transfer vested Company matching contributions into
other available investment options, subject to exchange restrictions
imposed by the various investment options. Effective July 1, 2004,
participants may transfer both vested and nonvested Company matching
contributions.
Investment Contracts with Insurance Companies
There is no immediate recognition of investment gains and losses on the
fixed income securities. Instead, the gain or loss is recognized over
time by adjusting the interest rate credited to the fund under the
contracts.
5
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
There were no reserves against contract value for credit risk of the
contract issuer or otherwise during 2003. The average yield and
crediting interest rate was approximately 5.33% for 2003. The crediting
interest rate is based on a formula agreed upon with the issuer, but may
not be less than 0%. Such interest rates are reviewed on an annual basis
for resetting.
Transfer of Assets
The Plan permits the transfer of assets among investment options,
subject to certain trading restrictions imposed on some of the
investment options.
Participant Loans
The Plan permits loans to participants from both their pre-tax and
after-tax Program accounts. Monthly loan interest rates are based on the
prime rate published in The Wall Street Journal on the last business day
of the prior month.
A participant is eligible to take out one loan per calendar year, and to
have only four loans outstanding at any one time. Regular loans may be
for a minimum of one year, but not exceeding five years. Home loans may
be for a minimum of one year, but not exceeding ten years.
Participant loans are classified as investments in the Statement of Net
Assets Available for Benefits. Loans that are considered to be in
default by the Plan are reclassified as withdrawals.
Forfeitures and Plan Administration Expenses
The Plan permits the Company to use assets forfeited by participants to
pay plan administrative expenses and, to the extent not used to pay such
expenses, to reduce the Company's future contributions to the Plan. To
the extent that forfeited assets are not available to pay certain
administrative expenses, the Company pays such expenses directly.
Administrative expenses paid by the Plan amounted to $1,017,564 for the
year ended December 30, 2003.
Related-Party Transactions
Certain Plan investment options are mutual funds and other investment
products managed by Fidelity Management and Research Company, which is a
wholly owned subsidiary of Fidelity Management and Research Corporation.
Fidelity Management Trust Company, also a wholly owned subsidiary of
Fidelity Management and Research Company is the trustee as defined by
the Plan. Fidelity Institutional Operations Company, Inc., also a wholly
owned subsidiary of Fidelity Management and Research Company, is the
administrator for the Plan. Fees paid to these entities for trustee,
administrative and other fees qualify as related party transactions.
Ford Motor Company paid trustee, administrative, and other fees of
$2,069,915 for the Plan year ended December 30, 2003.
2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual
method of accounting.
6
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
Investments
The investment in the Ford Stock Fund and the investments in all other
funds, except the Interest Income Fund, are valued on the basis of
quoted year-end market prices. The Interest Income Fund is stated at
contract value, which approximates fair value. Contract value represents
contributions made under the contracts, plus interest at the annual
contract rate, less withdrawals paid out to participants. Participant
loans are valued at cost, which approximates fair value. The average
S&P and Moody's credit quality ratings for the underlying investments of
the Interest Income Fund were AA+ and Aa1, respectively. The Common
Stock Index Fund and the U.S. Extended Market Index Fund are stated
at the aggregate market value of the individual collective pools
included in each respective fund.
Purchases and sales of investments are reflected on a trade-date basis.
The Plan presents in the Statement of Changes in Net Assets Available
for Benefits the net appreciation (depreciation) in the fair value of
its investments which consists of the Plan's realized gains or losses
and the unrealized appreciation (depreciation) on those investments.
Dividend income is recorded on the ex-dividend date. Income from other
investments is recorded as earned on an accrual basis.
Contributions
Contributions to the Plan from participants and from the Company and
participating subsidiaries (as defined in the Plan) are recorded in the
period that payroll deductions are made from Plan participants.
Payment of Benefits
Benefits are recorded when paid.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of additions and deductions during the reporting period. Actual
results could differ from those estimates.
Risks and Uncertainties
The Plan's invested assets ultimately consist of Company stock, equity
and fixed income mutual funds, and commingled institutional pools.
Investment securities are exposed to various risks, such as interest
rate, market and credit. Due to the level of risk associated with
certain investment securities and the level of uncertainty related to
changes in the value of investment securities, it is at least reasonably
possible that changes in risks in the near term could materially affect
participants' account balances and the amounts reported in the Statement
of Net Assets Available for Benefits and the Statement of Changes in Net
Assets Available for Benefits.
7
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
3. Investments
The following present investments that represent 5% or more of the
Plan's net assets as of December 30:
2003 2002
---------------------------------- ----------------------------------
Market Market
Units Value Units Value
Interest Income Fund 2,191,740,814 $ 2,114,591,537 1,938,991,508 $ 1,938,991,508
Ford Stock Fund* 729,746,710 4,196,043,580 748,602,179 2,605,135,581
Common Stock Index Fund 13,232,548 828,754,505 14,079,758 656,539,100
*$3,809,550,606 and $4,030,523,632 represents cost at December 30, 2003
and 2002, respectively.
During 2003, the Plan's investments appreciated in value by
$2,433,802,684 as follows:
Mutual funds $ 521,279,264
Ford common stock 1,687,833,937
Common and commingled trust funds 224,689,483
-------------------
$2,433,802,684
-------------------
4. The Ford Stock Fund
The Ford Stock Fund is not a mutual fund or a registered investment
company. It is an account that is managed for recordkeeping purposes
comprised of Ford Motor Company common stock with a liquidity
component to facilitate participant transactions.
The Ford Stock Fund consists of assets from the following sources:
employee contributions (including rollovers), employee loan repayments,
exchanges into the fund from other investment options, employer matching
contributions (vested and unvested), earnings and dividends. Only
unvested employer matching contribution assets are
non-participant directed. Employer matching contributions were suspended
effective January 1, 2002. Beginning July 1, 2004, all assets (both
vested and non-vested) will be participant-directed.
Information about the net assets and the significant components of the
changes in net assets relating to the Ford Stock Fund is as follows at
December 30:
2003 2002
Net assets
Ford Stock Fund $ 4,196,043,580 $ 2,605,135,581
8
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
Year Ended
December 30,
2003
Changes in net assets
Employee contributions $ 100,134,258
Interest and dividend income 107,450,854
Net appreciation 687,833,937
Withdrawal of participants' accounts (134,900,036)
Net transfers between funds (155,763,060)
Transfers out to other plans (20,602,430)
Participant loan repayments 6,754,476
Matching contributions -
--------------------
$ 1,590,907,999
--------------------
5. Plan Amendment
As of December 31, 2002, the Company amended the vesting period for
matching contributions from five years to three years after the original
date of hire.
Effective July 1, 2004, participants may transfer both vested and
nonvested Company matching contributions.
6. Tax Status
The Internal Revenue Service ("IRS") has determined and informed the
Company by letter dated July 8, 2003, that the Plan and the related
trust are designed in accordance with applicable sections of the
Internal Revenue Code (the "Code"). The Plan has since been amended
through April 2, 2004. The Plan Sponsor and tax counsel believe that the
Plan is currently designed and being operated in compliance with the
Code. Therefore, no provision for income taxes has been included in the
Plan's financial statements.
7. Administration of Plan Assets
The Plan's assets are held by the Trustee of the Plan, Fidelity
Management Trust Company. Company contributions are held and managed by
the Trustee, which invests cash received, interest, and dividend income
and makes distributions to participants.
Certain administrative functions are performed by officers or employees
of the Company or its subsidiaries. No such officer or employee receives
compensation from the Plan.
9
Ford Motor Company Savings and Stock
Investment Plan for Salaried Employees
Notes to Financial Statements
December 30, 2003 and 2002
--------------------------------------------------------------------------------
8. Plan Termination
The Company, by action of the Board of Directors, may terminate the Plan
at any time. Termination of the Plan would not affect the rights of a
participant as to (a) the continuance of investment, distribution or
withdrawal of the securities, cash and cash value of the Ford Stock Fund
units in the account of the participant as of the effective date of such
termination, or (b) continuance of vesting of such securities and cash
attributable to Company matching contributions or earnings thereon. Upon
termination of the Plan, participants would become fully vested. In the
event of termination all loans would become due immediately upon such
termination. There are currently no plans to terminate the Plan.
10
Ford Motor Company Savings and Stock Supplemental Schedule I
Investment Plan for Salaried Employees
Schedule of Assets Held at End of Year
As of December 30, 2003
--------------------------------------------------------------------------------
(a) (b) (c) (d) (e)
Description of Investment
Identity of Issuer, Including Maturity Date,
Lessor, Borrower or Rate of Interest, Collateral,
Similar Party Par or Maturity Value Cost** Current Value
Cash and Cash
Equivalents
* Fidelity Investments Fidelity Institutional Money Market Portfolio - Class I Shares, $ 90,053,660
Investment Funds
* Fidelity Investments Fidelity Magellan Fund, 2,739,775 units 267,237,606
* Fidelity Investments Fidelity Contrafund, 6,463,692 units 318,918,558
* Fidelity Investments Fidelity Equity-Income Fund, 1,811,744 units 89,916,874
* Fidelity Investments Fidelity Growth Company Fund, 5,256,106 units 263,593,703
* Fidelity Investments Fidelity Overseas Fund, 1,388,543 units 43,530,822
* Fidelity Investments Fidelity Real Estate Investment Portfolio Fund,
3,869,971 units 92,376,206
* Fidelity Investments Fidelity Capital Appreciation Fund, 3,624,518
units 88,873,166
* Fidelity Investments Fidelity Dividend Growth Fund, 8,452,301 units 230,325,206
* Fidelity Investments Fidelity Freedom Income Fund, 1,147,700 units 12,716,512
* Fidelity Investments Fidelity Freedom 2000 Fund, 939,637 units 11,059,533
* Fidelity Investments Fidelity Freedom 2010 Fund 4,921,129 units 64,023,884
* Fidelity Investments Fidelity Freedom 2020 Fund, 4,340,134 units 56,421,743
* Fidelity Investments Fidelity Freedom 2030 Fund, 1,909,444 units 24,689,115
* Fidelity Investments PIMCO Total Return Fund, 4,780,381 units 51,150,079
* Fidelity Investments Fidelity Freedom 2040 Fund, 767,681 units 5,795,994
* Fidelity Investments BGI EAFE Equity Index Fund, 1,146,819 units 10,424,589
* Fidelity Investments Domini Social Equity Fund, 177,200 units 4,832,237
* Fidelity Investments Morgan Stanley Institutional Global Value Equity A
Fund, 1,081,303 units 17,073,778
11
(a) (b) (c) (d) (e)
Description of Investment
Identity of Issuer, Including Maturity Date,
Lessor, Borrower or Rate of Interest, Collateral,
Similar Party Par or Maturity Value Cost** Current Value
Investment Funds
(continued)
* Fidelity Investments T. Rowe Price International Discovery Fund,
859,994 units 22,617,847
* Fidelity Investments T. Rowe Price High Yield Fund, 6,571,629 units 46,395,697
* Fidelity Investments INVESCO Dynamics Fund, 798,883 units 11,799,504
* Fidelity Investments Templeton Foreign Fund, 3,497,589 units 37,039,471
* Fidelity Investments Oakmark Select Fund, 5,986,867 183,018,532
* Fidelity Investments PIMCO Real Return Fund, 6,652,330 units 74,639,146
* Fidelity Investments Janus Aspen International Growth Portfolio,
674,821 units 15,507,382
* Fidelity Investments Janus Aspen Growth Portfolio, 360,079 units 6,906,309
* Fidelity Investments Vanguard Investment Index Plus Fund, 2,893,169
units 292,843,445
* Fidelity Investments Citizens Global Equity Fund, 64,082 units 1,014,423
* Fidelity Investments Royce Low-Price Stock Fund, 8,668,689 units 122,575,237
* Fidelity Investments Vanguard Explorer Fund, 1,374,920 units 84,516,356
* Fidelity Investments Neuberger Berman Genesis Fund, 2,784,799 units 99,305,926
* Fidelity Investments BGI U.S. Debt Index Fund E, 5,267,314 units 110,876,967
* Fidelity Investments Ford Stock Fund, 729,746,710 units 4,196,043,580
-------------
Total Investment Funds 6,958,059,427
12
(a) (b) (c) (d) (e)
Description of Investment
Identity of Issuer, Including Maturity Date,
Lessor, Borrower or Rate of Interest, Collateral,
Similar Party Par or Maturity Value Cost** Current Value
Bank Collective Pools
* Fidelity Investments Common Stock Index Fund, 13,232,548 units comprised of
Comerica 500 Index Fund, 781,308 units 406,255,458
Comerica Foreign Equity Index Fund, 1,204,419 units 299,843,380
Comerica Completeness Investment Fund, 218,934 units 54,366,296
Comerica Small Cap Index Fund, 57,027 units 17,403,845
Comerica Medium Cap Index Fund, 81,123 units 38,288,458
-----------
Total 816,157,437
* Fidelity Investments U.S. Extended Market Index Fund, 1,754,201 units comprised of
Comerica Completeness Investment Fund, 37,539 units 9,280,518
Comerica Small Cap Index Fund, 10,352 units 6,965,805
Comerica Medium Cap Index Fund, 14,761 units 3,146,038
----------
Total 19,392,361
13
(a) (b) (c) (d) (e)
Description of Investment
Identity of Issuer, Including Maturity Date,
Lessor, Borrower or Rate of Interest, Collateral,
Similar Party Par or Maturity Value Cost** Current Value
Other
* Fidelity Investments Interest Income Fund, 2,191,740,814
units comprised of
Asset-back securities (Maturity dates
extending to 2043 and interest rates
ranging from 1.390% to 7.850%) 445,142,559
Commercial mortgage-backed securities
(Maturity dates extending to 2043
and intrerest rates ranging from 0.441% to
7.900%) 218,297,385
Corporate bonds and notes (Maturity
dates extending to 2049 and interest
rates ranging from 1.875% to 10.875%) 448,868,519
Government agency securities (Maturity
dates extending to 2032 and interest
rates ranging from 2.250% to 12.000%) 482,621,327
Mortgage-backed securities (Maturity
dates extending to 2033 and interest
rates ranging from 0.800% to 8.000%) 311,446,370
Municipal bonds and notes (Maturity
dates extending to 2013 and interest
rates ranging from 3.850% to 3.850%) 3,506,785
Treasury securities (Maturity dates
extending to 2013 and interest rates
ranging from 1.250% to 12.000%) 204,708,592
-------------
Total 2,114,591,537
Participant Loans
* Participant Loans Participant loans, interest rates ranging
from 4.0% to 9.5% with maturities at
various times through 2013 90,380,091
----------------
$ 10,088,634,513
================
*Denotes party-in-interest
** Not required per Department of Labor 29 CFR 2520.103-10.
14