RPO83

Ford Motor Company filed its 2003 proxy materials with the Securities and Exchange Commission, and is mailing them and the company’s 2002 centennial-edition Annual Report to shareholders today.

The Annual Report, entitled “Starting Our Second Century,” reflects upon the rich history of the company’s last 100 years and discusses the important elements that will make Ford successful in its next 100 years.

The proxy materials outline 2002 compensation for the top five executives of the company, including William Clay Ford, Jr., chairman and CEO.

Compensation of Ford executives for 2002 generally consisted of salary, stock option grants and other compensation primarily representing cash dividend equivalents on Performance Stock Rights and Restricted Stock Units awarded under the Long-Term Incentive Plan (LTIP). In 2002, no bonuses were awarded to executives under the company’s annual incentive compensation plan and no annual merit increases were awarded.

No LTIP awards were paid for the three-year performance periods ended in 2001 and 2002. Executive's LTIP awards for 2000 listed in the proxy statement represent final awards for the 1998-2000 performance period. Long-term incentive compensation is based on the achievement of long-term corporate objectives set by the Compensation Committee. The final value of the LTIP awards was dependent on the performance of Ford stock over time.

Most of the company's officers, including the top 5 executives, signed non-compete agreements in 2002. In consideration for signing the non-compete agreements, the officers, including the top 5 executives other than William Clay Ford, Jr., received restricted stock awards having a value at time of grant approximately equal to the then-current base salary.

The 2002 compensation of the following company officers also is summarized in the proxy statement:


William Clay Ford, Jr., chairman and CEO, received no bonus or cash salary for his role as CEO in 2002. In lieu of a cash salary, he was awarded options to purchase 408,247 shares of common stock, tying his compensation to the long-term performance of Ford stock over multiple years. He also received an option grant covering 4,000,000 shares in lieu of other long-term compensation. In addition, he received other compensation totaling $219,953.

Nicholas Scheele, president and chief operating officer, earned $1,216,663, including $1,000,000 in salary and other compensation totaling $216,663. He was also awarded options to purchase 1,375,000 shares of common stock. In addition, he received $999,714 in restricted stock for signing a non-compete agreement.

Carl Reichardt, vice chairman, was awarded $6,806,054 in restricted stock, representing approximately $900,000 salary paid in stock instead of cash, a long-term incentive grant, and a non-compete grant. He also received other compensation totaling $474,264.

Jim Padilla, executive vice president of Ford North America, earned $822,165 in 2002, including $730,417 in salary, as well as other compensation totaling $91,748. He was also awarded options to purchase 150,000 shares of common stock and a non-compete grant of $714,790 in restricted stock.

John Rintamaki, chief of staff, earned $886,601 in 2002, including $800,000 in salary and other compensation totaling $86,601. He also was awarded options to purchase 175,000 shares of common stock and a non-compete grant of $799,757 in restricted stock.

The Compensation Committee of Ford's Board of Directors, which is composed of non-employee directors, determines compensation of the executives listed in the proxy statement.

The 2003 Annual Meeting of Shareholders will be held on the day of the company’s centennial, Monday, June 16, at 10 a.m. EDT, at the Ford Motor Company Conference and Event Center in Dearborn, Mich.

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*Retired.