FORD MOTOR CO — Director's Dealing 2004

Mar 3, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORD MOTOR CO (F)
CIK: 0000037996
Period of Report: 2004-03-01

Reporting Person: OCONNOR JAMES G (Group Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-01	DCP Ford Stock Fund Units	$	A	4	Acquired		Common Stock, $0.01 par value (1)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	100666	Direct
Common Stock, $0.01 par value	123019	Indirect
Common Stock, $0.01 par value	25601	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$12.53	2006-03-14	Common Stock, $0.01 par value ()	5320	Direct
Employee Stock Option (Right to Buy)	$12.25	2007-03-13	Common Stock, $0.01 par value ()	25198	Direct
Employee Stock Option (Right to Buy)	$22.65	2008-03-12	Common Stock, $0.01 par value ()	65190	Direct
Employee Stock Option (Right to Buy)	$31.95	2009-03-11	Common Stock, $0.01 par value ()	47146	Direct
Employee Stock Option (Right to Buy)	$22.73	2010-03-09	Common Stock, $0.01 par value ()	47147	Direct
BEP Ford Stock Fund Units	$		Common Stock, $0.01 par value ()	3182	Direct
Employee Stock Option (Right to Buy)	$30.19	2011-03-08	Common Stock, $0.01 par value ()	45000	Direct
Employee Stock Option (Right to Buy)	$16.91	2012-03-14	Common Stock, $0.01 par value ()	125000	Direct
Employee Stock Option (Right to Buy)	$7.55	2013-03-18	Common Stock, $0.01 par value ()	150000	Direct
Employee Stock Option (Right to Buy)	$9.78	2012-12-05	Common Stock, $0.01 par value ()	50000	Direct
Employee Stock Option (Right to Buy)	$9.72	2012-12-10	Common Stock, $0.01 par value ()	50000	Direct

Footnotes

F1: The option is exercisable to the extent of 25% of the shares optioned after one year from the date of grant (3/15/1996), 50% afte
r two years, 75% after three years and in full after four years.

F2: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/14/1997), 66% afte
r two years, and in full after three years.

F3: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/13/1998), 66% afte
r two years, and in full after three years.

F4: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/12/1999), 66% afte
r two years, and in full after three years.

F5: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/10/2000), 66% afte
r two years, and in full after three years.

F6: These Ford Stock Fund Units were credited to my account by the Company, without payment by me, in transactions exempt under Rule 16b-3(c), under the Company's Benefit Equalization Plan, and included in my most recent plan statement. In general, these Ford Stock Fund Units will be converted and distributed to me, without payment, in cash, following termination of employment, based on the then current price of a Ford Stock Fund Unit and the then current market value of a share of Common Stock.

F7: These Ford Stock Fund Units result from dividend equivalents under the Company's Deferred Compensation Plan credited to my account, without payment by me. In general, these Ford Stock Fund Units will be converted and distributed to me, without payment, in either shares of Common Stock or cash (depending on my election), after termination of employment, based on the current price of a Ford Stock Fund Unit and the then current market value of a share of Common Stock.

F8: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (3/9/2001), 66% after
two years, and in full after three years.

F9: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/15/2002), 66% aft
er two years, and in full after three years.

F10: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (03/19/2003), 66% af
ter two years, and in full after three years.

F11: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (12/6/2002), 66% aft
er two years, and in full after three years.

F12: The option is exercisable to the extent of 33% of the shares optioned after one year from the date of grant (12/11/2002), 66% af
ter two years, and in full after three years.