FORD MOTOR CO — Director's Dealing 2011

Jan 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FORD MOTOR CO (F)
CIK: 0000037996
Period of Report: 2010-12-31

Reporting Person: FORD EDSEL B II (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-31	Common Stock, $0.01 par value	F	5101	$16.79	Disposed	2182935	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-31	Ford Stock Units	$	A	1793	Acquired		Common Stock, $0.01 par value (1793)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	16909	Indirect
Common Stock, $0.01 par value	24321	Indirect
Common Stock, $0.01 par value	4592	Indirect
Common Stock, $0.01 par value	37555	Indirect
Common Stock, $0.01 par value	715459	Indirect
Common Stock, $0.01 par value	487135	Indirect

Footnotes

F1: These shares were withheld by the Company to cover my income tax liability relating to a grant to me of Common Stock under the Company's 2008 Long-Term Incentive Plan.

F2: I disclaim beneficial ownership of these shares owned by my wife.

F3: I disclaim beneficial ownership of these shares held by my wife as custodian for one of my children.

F4: These shares are held by me as custodian for one of my children. I disclaim beneficial ownership of these shares.

F5: I am the trustee of this trust which holds these shares for the benefit of my children.

F6: I am the trustee of these trusts for three of my children. I disclaim beneficial ownership of these shares.

F7: These Ford Stock Units were credited to my account by the Company at the crediting price shown above 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.