SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FORD WILLIAM CLAY JR

(Last)

(First)

(Middle)

FORD MOTOR COMPANY

ONE AMERICAN ROAD

(Street)

DEARBORN

48126

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FORD MOTOR CO [ F ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.01 par value	03/12/2005		M⁽¹⁾		113,122	A	⁽¹⁾	4,944,516	D
Common Stock, $0.01 par value	03/12/2005		G⁽²⁾		113,122	D	⁽²⁾	4,831,394	D
Common Stock, $0.01 par value	03/12/2005		F⁽³⁾		46,036	D	$12.49	4,785,358	D
Common Stock, $0.01 par value								78,665	I	By Company Plan
Common Stock, $0.01 par value								12,412	I	By Spouse⁽⁴⁾
Common Stock, $0.01 par value								29,826	I	By Spouse as Custodian⁽⁵⁾
Common Stock, $0.01 par value								55,285	I	By Trust - Child⁽⁶⁾
Common Stock, $0.01 par value								186,964	I	By Voting Trust⁽⁷⁾
Class B Stock, $0.01 par value								25,349	I	By Spouse⁽⁴⁾
Class B Stock, $0.01 par value								55,785	I	By Spouse as Custodian⁽⁵⁾
Class B Stock, $0.01 par value								3,335,930	I	By Voting Trust⁽⁷⁾
Class B Stock, $0.01 par value								83,539	I	By Voting Trust-Child⁽⁸⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Ford Stock Units	⁽⁹⁾							⁽⁹⁾	⁽⁹⁾	Common Stock, $0.01 par value	⁽⁹⁾		2,407	D
Ford Stock Equivalents	⁽¹⁾	03/12/2005		M⁽¹⁾			113,122	⁽¹⁾	⁽¹⁾	Common Stock, $0.01 par value	113,122	⁽¹⁾	0	D
6.50% Cum. Convertible Trust Preferred Sec.	⁽¹⁰⁾							⁽¹⁰⁾	01/15/2032	Common Stock, $0.01 par value	⁽¹⁰⁾		60,000	D
Employee Stock Option (Right to Buy)	$9.82							⁽¹¹⁾	01/02/2013	Common Stock, $0.01 par value	⁽¹¹⁾		2,680,000	D
Employee Stock Option (Right to Buy)	$16.49							⁽¹²⁾	01/04/2014	Common Stock, $0.01 par value	⁽¹²⁾		1,587,301	D
Employee Stock Option (Right to Buy)	$15.36							⁽¹³⁾	01/10/2012	Common Stock, $0.01 par value	⁽¹³⁾		48,543	D
Employee Stock Option (Right to Buy)	$15.13							⁽¹⁴⁾	01/30/2012	Common Stock, $0.01 par value	⁽¹⁴⁾		4,000,000	D
Employee Stock Option (Right to Buy)	$12.49							⁽¹⁵⁾	03/10/2015	Common Stock, $0.01 par value	⁽¹⁵⁾		1,685,393	D
Employee Stock Option (Right to Buy)	$16.42							⁽¹⁶⁾	03/27/2012	Common Stock, $0.01 par value	⁽¹⁶⁾		66,845	D
Employee Stock Option (Right to Buy)	$7.4							⁽¹⁷⁾	03/30/2013	Common Stock, $0.01 par value	⁽¹⁷⁾		206,044	D
Employee Stock Option (Right to Buy)	$16.12							⁽¹⁸⁾	06/27/2012	Common Stock, $0.01 par value	⁽¹⁸⁾		67,446	D
Employee Stock Option (Right to Buy)	$11.09							⁽¹⁹⁾	06/29/2013	Common Stock, $0.01 par value	⁽¹⁹⁾		107,759	D
Employee Stock Option (Right to Buy)	$9.68							⁽²⁰⁾	09/29/2012	Common Stock, $0.01 par value	⁽²⁰⁾		94,456	D
Employee Stock Option (Right to Buy)	$10.78							⁽²¹⁾	09/29/2013	Common Stock, $0.01 par value	⁽²¹⁾		110,294	D
Employee Stock Option (Right to Buy)	$9.44							⁽²²⁾	12/30/2012	Common Stock, $0.01 par value	⁽²²⁾		89,096	D
Employee Stock Option (Right to Buy)	$15.98							⁽²³⁾	12/30/2013	Common Stock, $0.01 par value	⁽²³⁾		62,396	D
Ford Stock Equivalents	⁽²⁴⁾							⁽²⁴⁾	⁽²⁴⁾	Common Stock, $0.01 par value	⁽²⁴⁾		240,288	D

Explanation of Responses:

1. The reported transaction involved the conversion, without payment by me, of Ford Stock Equivalents into shares of Common Stock un der the Company's 1998 Long-Term Incentive Plan.

2. The transaction involved a gift of 113,122 shares of Common Stock to the William Clay Ford, Jr. Scholarship Program.

3. These shares were withheld by the Company to cover my income tax liability relating to the conversion of Ford Stock Equivalents t o shares of Common Stock under the Company's 1998 Long-Term Incentive Plan.

4. I disclaim beneficial ownership of these shares owned by my wife.

5. I disclaim beneficial ownership of these shares held by my wife as custodian for my children.

6. I am the trustee of this trust for one of my children. I disclaim beneficial ownership of these shares.

7. I am a trustee of the voting trust. As shown, it holds 186,964 shares of Common Stock and 3,335,930 shares of Class B Stock for my benefit. I disclaim beneficial ownership of any other shares of Common Stock or Class B Stock in said voting trust.

8. I am one of five trustees of the voting trust. As shown, it holds 83,539 shares of Class B Stock for the benefit of one of my chi ldren. I disclaim beneficial ownership of these shares.

9. These Ford Stock Units were acquired under the Company's Deferred Compensation Plan for Non-Employee Directors. In general, these Ford Stock Units will be converted and distributed to me, without payment, in cash, on January 10th of the year following termination of Board service, based upon the then current market value of a share of Common Stock.

10. Each 6.50% Cumulative Convertible Trust Preferred Security, issued by Ford Motor Company Capital Trust II, a Delaware business trust, is immediately convertible, at the option of the holder, into 2.8249 shares of Ford Motor Company Common Stock.

11. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (01/03/2003), 66% af ter two years, and in full after three years.

12. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (01/05/2004), 66% af ter two years, and in full after three years.

13. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (1/11/2002), 66% aft er two years, and in full after three years.

14. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (1/31/2002), 66% aft er two years, and in full after three years.

15. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/11/2005), 66% af ter two years, and in full after three years.

16. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/28/2002), 66% aft er two years, and in full after three years

17. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/31/2003), 66% af ter two years, and in full after three years.

18. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (6/28/2002), 66% aft er two years, and in full after three years.

19. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (06/30/2003), 66% af ter two years, and in full after three years.

20. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (9/30/2002), 66% aft er two years, and in full after three years.

21. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (09/30/2003), 66% af ter two years, and in full after three years.

22. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (12/31/2002), 66% af ter two years, and in full after three years.

23. The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (12/31/2003), 66% af ter two years, and in full after three years.

24. These Ford Stock Equivalents were acquired under the Company's 1998 Long-Term Incentive Plan without payment by me. These Ford Stock Equivalents will be converted and distributed to me, without payment, in shares of Common Stock on March 11, 2006.

Remarks:

	s/Kathryn S. Lamping, Attorney-in-Fact	03/14/2005
	** Signature of Reporting Person	Date
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