SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549



  
                                    FORM 8-K

                                 CURRENT REPORT


                    Pursuant to Section 13 or 15(d) of the 
                       Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) February 22, 1999
                                                 ----------------


                     FORD MOTOR CREDIT COMPANY
      (Exact name of registrant as specified in its charter)

          Delaware                  1-6368              38-1612444
-----------------------     -----------------------  -------------------
(State or other juris-      (Commission File Number   (IRS Employer
 diction of incorporation          Number)           Identification No.)

The American Road, Dearborn, Michigan                        48121
----------------------------------------                   ----------
(Address of principal executive offices)                   (Zip Code)


Registrant's telephone number, including area code 313-322-3000

<PAGE>
<PAGE 2>

ITEM 5. Other Events.

     Ford Motor Credit Company, a Delaware corporation (the "Company"), has
registered Debt Securities ("Debt Securities") pursuant to Registration
Statement No. 333-50611.  The Debt Securities were registered
on Form S-3 to be offered on a delayed or continuous basis pursuant to Rule
415 under the Securities Act of 1933.  The Company has created a series of
Debt Securities for issuance under an Indenture dated as of February 1, 1985,
between the Company and The Chase Manhattan Bank (the "Indenture"),
designated as the Company's 5 3/4% Notes due February 23, 2004 in the
aggregate principal amount of $2,000,000,000 (the "Notes").  The series of
the Notes will be represented by a Global Security (the "Global Security"),
except that in certain circumstances as provided in such Indenture, the
Global Security will be exchanged for Notes in definitive form (the
"Definitive Notes").  

ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

                              EXHIBITS

Designation       Description                         Method of Filing
-----------       -----------                         ----------------
Exhibit 8.1       Opinion of Shearman & Sterling.     Filed with this Report.
        
Exhibit 8.2       Opinion of Sullivan & Cromwell.     Filed with this Report.

Exhibit 23.1      Consent of Shearman & Sterling      Filed with this Report.
                  is contained in their opinion set
                  forth in Exhibit 8.1.

Exhibit 23.2      Consent of Sullivan & Cromwell      Filed with this Report.
                  is contained in their opinion set
                  forth in Exhibit 8.2.

<PAGE>
<Page 3> 
                              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 on the date indicated.


                                              FORD MOTOR CREDIT COMPANY
                                                     (Registrant)

                                                 
Date:  February 22, 1999                         By:/s/R. P. Conrad
                                                 -----------------
                                                    R. P. Conrad
                                                    Assistant Secretary

 

                                EXHIBIT INDEX

Designation                   Description               
-----------                   -----------
Exhibit 8.1       Opinion of Shearman & Sterling.     
        
Exhibit 8.2       Opinion of Sullivan & Cromwell.     

Exhibit 23.1      Consent of Shearman & Sterling      
                  is contained in their opinion set
                  forth in Exhibit 8.1.

Exhibit 23.2      Consent of Sullivan & Cromwell      
                  is contained in their opinion set
                  forth in Exhibit 8.2.
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 4104}]
{"company-data": {"conformed-name": "FORD MOTOR CREDIT CO", "cik": "0000038009", "assigned-sic": "6141", "irs-number": "381612444", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-06368", "film-number": "99546532"}, "business-address": {"street1": "THE AMERICAN RD", "street2": "PO BOX 6044", "city": "DEARBORN", "state": "MI", "zip": "48121", "phone": "3133223000"}, "mail-address": {"street1": "PO BOX 6044", "street2": "THE AMERICAN ROAD", "city": "DEARBORN", "state": "MI", "zip": "48121"}}
SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549

  
                                    FORM 8-K

                                 CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the 
                       Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 22, 1999
                                                 ----------------

                     FORD MOTOR CREDIT COMPANY
      (Exact name of registrant as specified in its charter)

          Delaware                  1-6368              38-1612444
-----------------------     -----------------------  -------------------
(State or other juris-      (Commission File Number   (IRS Employer
 diction of incorporation          Number)           Identification No.)

The American Road, Dearborn, Michigan                        48121
----------------------------------------                   ----------
(Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code 313-322-3000
ITEM 5. Other Events.

     Ford Motor Credit Company, a Delaware corporation (the "Company"), has
registered Debt Securities ("Debt Securities") pursuant to Registration
Statement No. 333-50611.  The Debt Securities were registered
on Form S-3 to be offered on a delayed or continuous basis pursuant to Rule
415 under the Securities Act of 1933.  The Company has created a series of
Debt Securities for issuance under an Indenture dated as of February 1, 1985,
between the Company and The Chase Manhattan Bank (the "Indenture"),
designated as the Company's 5 3/4% Notes due February 23, 2004 in the
aggregate principal amount of $2,000,000,000 (the "Notes").  The series of
the Notes will be represented by a Global Security (the "Global Security"),
except that in certain circumstances as provided in such Indenture, the
Global Security will be exchanged for Notes in definitive form (the
"Definitive Notes").  

ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

                              EXHIBITS

Designation       Description                         Method of Filing
-----------       -----------                         ----------------
Exhibit 8.1       Opinion of Shearman & Sterling.     Filed with this Report.
        
Exhibit 8.2       Opinion of Sullivan & Cromwell.     Filed with this Report.

Exhibit 23.1      Consent of Shearman & Sterling      Filed with this Report.
                  is contained in their opinion set
                  forth in Exhibit 8.1.

Exhibit 23.2      Consent of Sullivan & Cromwell      Filed with this Report.
                  is contained in their opinion set
                  forth in Exhibit 8.2.
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 on the date indicated.

                                              FORD MOTOR CREDIT COMPANY
                                                     (Registrant)

                                                 
Date:  February 22, 1999                         By:/s/R. P. Conrad
                                                 -----------------
                                                    R. P. Conrad
                                                    Assistant Secretary

 

                                EXHIBIT INDEX

Designation                   Description               
-----------                   -----------
Exhibit 8.1       Opinion of Shearman & Sterling.     
        
Exhibit 8.2       Opinion of Sullivan & Cromwell.     

Exhibit 23.1      Consent of Shearman & Sterling      
                  is contained in their opinion set
                  forth in Exhibit 8.1.

Exhibit 23.2      Consent of Sullivan & Cromwell      
                  is contained in their opinion set
                  forth in Exhibit 8.2.