The information contained in the section of Your Retiree ...

1 The information contained in the section of Your Retiree Benefits handbook entitled Tax- efficient savings plan For Hourly Employees constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933. Tax- efficient savings plan For Hourly Employees September 01, 2005. After an overview of the Tax- efficient savings plan for Hourly Employees ( tesphe ), this section of your handbook answers these questions: Page What are the investment options? 131. How can I exchange assets? 133. How can I repay my loans from the plan ? 134. How are assets paid from the plan ? 135. When would assets be paid automatically from the plan ? 136. What are the tax consequences of my withdrawal or distribution?

2 138. When do I contact the Fidelity Service Center for Ford Motor Company? 144. What circumstances might affect plan benefits? 146. Can tesphe provisions change? 147. Administration and other information 147. Appendix 154. 129. Tax- efficient savings plan for Hourly Employees An overview of the plan Performance History Sheet If you are a participant in the tesphe , you will be pro- vided with the Performance History Sheet with your Quar- Before you retired, you may have invested in the Tax- terly Account Statement. (Participants who receive mailed efficient savings plan for Hourly Employees ( tesphe ). statements will receive this document with the quarterly Now that you've retired, you'll need to know what hap- statements.)

3 Participants who elect to receive online state- pens to assets you may have in the plan . ment can access this document through Fidelity As a Retiree , you may elect to withdraw all or part of NetBenefitssw at ).Otherwise, the your assets. You may elect to defer distribution of your Performance History Sheet may be requested by calling account until age 70 1/ 2. If you leave your assets in the the Fidelity Service Center for Ford Motor Company. You plan , you may elect to have assets transferred to other can always obtain performance data on all of the avail- investment options. able investment options through NetBenefits. Select any investment option to obtain additional information ( , If you took out a loan against your tesphe account fund overview, quick stats, rankings/ratings, performance, while you were an active employee and you hadn't re- volatility measures, top holdings, fees & expenses, fund paid your loan by the time you retired, you may elect to facts and prices and distributions).

4 If you do not have web repay your loan during retirement through a coupon book access, call the Fidelity Service Center for Ford Motor available through the Fidelity Service Center for Ford Company and request a mutual fund prospectus. Motor Company, unless you have a history of loan de- fault. As a Retiree , you may not make additional contri- There are several tax consequences that may affect your butions to the tesphe . In addition, you may not ini- tesphe decisions. You are encouraged to consult with tiate any new loans after you retire. your own tax advisor about your personal tax situation. This section summarizes the tesphe . It is your re- Account statements sponsibility to understand the plan and make the in- As soon as practicable after the end of each quarter, a vestment decisions right for you.

5 The Company cannot statement of your account will be provided, unless you advise you. elected to receive your statements online. (If you elect to receive your statement online, you will receive an annual mailed statement). You will also be able to request a state- ment whenever you want one. The statement shows your savings and investments, the value of your account, and other information regarding your account. If you think that there is an error in your statement, you should notify the Fidelity Servicing Center for Ford Mo- tor Company in writing within 30 days after you receive it. If you do not notify the Fidelity Service Center for Ford Motor Company of errors, we will assume that your statement is correct.

6 130 Tax- efficient savings plan for Hourly Employees What are the investment options? Equity Funds - Actively Managed - Domestic: Fidelity Capital Appreciation Fund (00307). Fidelity Contrafund (00022). The plan offers a diversified line-up of passively managed, actively managed and life stage investment options from Fidelity Dividend Growth Fund (00330). which you may choose. These options provide a range of Fidelity Equity-Income Fund (00023). risk/return preferences. You can invest in any of the 34 Fidelity Growth Company Fund (00025). available investment options. Fidelity Magellan Fund (00021). A booklet entitled Your Investment Guide contains a Fidelity Real Estate Investment Portfolio (00303).

7 Brief description of the available investment options as Janus Aspen Growth Portfolio - Institutional (20569). well as some educational material. Please call Fidelity Neuberger Berman Genesis Fund - Class I (45418). at 1-800-544-3333 to obtain a copy of this booklet. You may also print a copy from NetBenefits at Oakman Select I Fund (92778). Royce Low-Priced Stock Fund (22434). Vanguard Explorer Fund - Admiral Class (44702). The current investment options and the accompanying Voice Response System (VRS) codes are listed below. Equity Funds - Actively Managed - International: Fidelity Overseas Fund (00094). Available Investment Options (VRS Code). Morgan Stanley Institutional Fund, Inc.

8 - Global Value Life Stage Funds: Equity Portfolio - Class A Fund (93984). Fidelity Freedom Income Fund (00369) T. Rowe Price International Discovery Fund (99542). Fidelity Freedom 2000 Fund (00370) Templeton Foreign A Fund (99500). Fidelity Freedom 2010 Fund 00371). Fixed Income: Fidelity Freedom 2020 Fund 00372). Bond Index Fund (99529). Fidelity Freedom 2030 Fund 00373). Interest Income Fund (97981). Fidelity Freedom 2040 FundSM 00718). PIMCO Real Return Fund - Institutional Class (96095). Equity Funds - Passively Managed: PIMCO Total Return Fund - Institutional Class (99622). BGI EAFE Equity Index Fund - Class T (44715) T. Rowe Price High Yield (99544). Common Stock Index Fund (99527) PIMCO Total Return Fund III - Institutional Class (91391).

9 Domini Social Equity Fund (93967) There are no fees for any of the investment options at the time of purchase, and any normal sales charge or load . Ford Stock Fund (20207). of any fund offered under the plan is waived. However, all Extended Market Index Fund (10152) of the investment options have management fees and Vanguard Institutional Index Trust - Institutional Plus other operating expenses associated with them. Ford will Shares (20745) pay all fees and expenses of the Ford Stock Fund and the management fees of the Common Stock Index Fund and the Bond Index Fund. All other fees and expenses are deducted from the assets of the particular option. Tax- efficient savings plan for Hourly Employees 131.

10 plan administrative expenses are the costs of Responsibility of Members maintaining the plan 's day-to-day operations. These Under the plan , you are solely responsible for the expenses include the cost of all services such as selection of your investment options. Ford Motor Com- recordkeeping, loan processing and annual maintenance pany, the Trustee, any appointed Fiduciary, the plan fees, statements, and education. Generally, Ford Motor Administrator, the Fidelity Service Center for Ford Company pays plan administrative expenses. Motor Company, the Union, and employees and agents Expense ratios are the percentage of the fund's as- of the Company are not empowered to provide invest- sets used to pay for the fund's operating expenses.