UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
--- EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2004 OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
--- EXCHANGE ACT OF 1934 For the transition period from to
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Commission file number 1-3950
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FORD MOTOR COMPANY
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(Exact name of registrant as specified in its charter)
Incorporated in Delaware 38-0549190
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
One American Road, Dearborn, Michigan 48126
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 313-322-3000
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Indicate by checkmark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes |X| . No .
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Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |X| . No .
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APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date: As of July 28,2004 the Registrant had outstanding 1,758,935,347 shares of
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Common Stock and 70,852,076 shares of Class B Stock.
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FORD MOTOR COMPANY
FORM 10-Q/A
AMENDMENT NO. 1
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2004
This Amendment No. 1 on Form 10-Q/A amends Part II, Item 4 of the original
Quarterly Report for the period ended June 30, 2004, filed August 5, 2004 (the
"Original 10-Q"), to include Part II, Item 4 inadvertently excluded from
the Original 10-Q.
Part II, Item 4 of the Original 10-Q is amended in its entirety to read as
follows:
Part II. Other Information
Item 4. Submission of Matters to a Vote of the Security-Holders
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On May 13, 2004, the 2004 Annual Meeting of Shareholders of Ford Motor
Company was held. The following is a brief description of the matters voted upon
at the meeting and tabulation of the voting therefor:
Proposal 1 Election of Directors. The following nominees were elected
directors of the Company, with each receiving the number of votes set forth
opposite his or her name below:
Number of Votes
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Nominee For Against
John R. H. Bond 2,415,298,250 291,308,196
Stephen G. Butler 2,626,981,899 79,624,547
Kimberly A. Casiano 2,636,037,999 70,568,447
Edsel B. Ford II 2,623,074,755 83,531,691
William C. Ford 2,623,266,440 83,340,006
William C. Ford, Jr. 2,635,528,602 71,077,844
Irvine O. Hockaday, Jr. 2,622,180,544 84,425,902
Marie-Josee Kravis 2,638,594,068 68,012,378
Richard A. Manoogian 2,640,434,180 66,172,266
Ellen R. Marram 2,623,239,322 83,367,124
Homer A. Neal 2,639,544,139 67,062,307
Jorma Ollila 2,627,433,386 79,173,060
Carl E. Reichardt 2,635,245,191 71,361,255
Robert E. Rubin 2,413,351,000 293,075,446
Nicholas V. Scheele 2,635,174,066 71,432,380
John L. Thornton 2,570,954,160 135,652,286
There were no broker non-votes with respect to the election of directors.
Proposal 2 Ratification of Selection of Independent Public Accountants. A
proposal to ratify the selection of PricewaterhouseCoopers LLP as independent
public accountants to audit the books of account and other corporate records of
the Company for 2004 was adopted, with 2,642,576,078 votes cast for, 45,819,016
votes cast against, 18,211,352 votes abstained and 0 broker non-votes.
Proposal 3 Relating to Disclosure of Compensation Paid to Executive
Officers. A proposal relating to disclosure of Company executive officers who
are contractually entitled to receive more than $250,000 annually in
compensation was rejected, with 2,017,676,324 votes cast against, 236,607,007
votes cast for, 28,231,971 votes abstained, and 424,091,144 broker non-votes.
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Proposal 4 Relating to Establishing an Independent Committee of the Board
to Evaluate Conflicts of Interests. A proposal relating to establishing an
independent committee of the Board to evaluate conflicts of interests between
Class B Stock shareholders and common stock shareholders was rejected, with
1,886,519,152 votes cast against, 363,679,120 votes cast for, 32,317,030 votes
abstained and 424,091,144 broker non-votes.
Proposal 5 Relating to Terminating Certain Forms of Compensation for Named
Executives. A proposal relating to terminating certain forms of compensation
paid to Named Executives was rejected, with 2,054,452,277 votes cast against,
195,831,157 votes cast for, 32,231,868 votes abstained and 424,091,144 broker
non-votes.
Proposal 6 Relating to Limiting the Number of Employees Appointed as
Directors. A proposal relating to limiting the number of employees appointed as
Board members was rejected, with 2,038,992,910 votes cast against, 210,142,909
votes cast for, 33,379,483 votes abstained and 424,091,144 broker non-votes.
Proposal 7 Relating to the Company Reporting on Greenhouse Gas Emissions. A
proposal relating to the Company reporting greenhouse gas emissions was
rejected, with 2,052,851,039 votes cast against, 134,013,956 votes cast for,
95,650,307 votes abstained and 424,091,144 broker non-votes.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FORD MOTOR COMPANY
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(Registrant)
Date: August 30, 2004 By: /s/James C. Gouin
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James C. Gouin
Vice President and Controller
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EXHIBIT INDEX
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Designation Description Method of Filing
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Exhibit 31.1 Rule 15d-14(a) Certification of CEO Filed with this Report
Exhibit 31.2 Rule 15d-14(a) Certification of CFO Filed with this Report
Exhibit 32.1 Section 1350 Certification of CEO Filed with this Report
Exhibit 32.2 Section 1350 Certification of CFO Filed with this Report
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