Registration No. 333-
    ========================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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


         Delaware                                        38-0549190
(State or other jurisdiction of             (I.R.S. Employee Identification No.)
incorporation or organization)

      One American Road
      Dearborn, Michigan                                 48126-1899
(Address of principal executive offices)                 (Zip Code)

                          1998 Long-Term Incentive Plan
                            (Full Title of the Plan)

                              J. M. RINTAMAKI, Esq.
                               Ford Motor Company
                               P. O. Box 1899
                                One American Road
                          Dearborn, Michigan 48126-1899
                                 (313) 323-2260
 (Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
========================== ======================== ======================== ======================== =======================
<s>                        <c>                      <c>                      <c>                      <c>
                                                                                     Proposed
        Title of                Amount to be             Proposed                    maximum
    securities to be             registered            maximum offering          aggregate offering         Amount of
       registered               (a),(c),(e)         price per share (b),(d)           price (f)         registration fee (g)
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                  32,869,525 (a)              $8.00 (b)                  ______                  ______
$.01 par value                     shares
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                    2,508,900 (c)            $7.61 (d)                   ______                  ______
$.01 par value                     shares
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                    290,820 (e)               $7.61 (d)
$.01 par value                     shares
========================== ======================== ======================== ======================== =======================
                                                                               $284,262,069.20 (f)        $22,996.80 (g)
========================== ======================== ======================== ======================== =======================
</TABLE>

(a)  The number of shares being registered includes 32,869,525 shares of Common
     Stock of the Company subject to options or stock appreciation rights
     granted under the 1998 Long-Term Incentive Plan (the "Plan").

<PAGE>

(b)  Based on the volume-weighted average option price of (a) 2,470,300 shares
     of Common Stock of the Company subject to options granted under the Plan
     and outstanding on March 27, 2003 with an option price of $9.775, (b)
     165,000 shares of Common Stock subject to options granted under the Plan
     and outstanding on March 27, 2003 with an option price of $9.72, (c)
     4,000,000 shares of Common Stock subject to options granted under the Plan
     and outstanding on March 27, 2003, with an option price of $9.82, (d)
     60,000 shares of Common Stock subject to options granted under the Plan and
     outstanding on March 27, 2003 with an option price of $8.53, (e) 9,500
     shares of Common Stock subject to options granted under the Plan and
     outstanding on March 27, 2003 with an option price of $9.38, and (f)
     26,164,725 shares of Common Stock subject to options or stock appreciation
     rights granted under the Plan and outstanding on March 27, 2003 with an
     option price of $7.55 in accordance with Rule 457(h) under the Securities
     Act of 1933.
(c)  The number of shares registered includes 2,508,900 shares of Common Stock
     of the Company subject to options or stock appreciation rights to be
     granted under the Plan.
(d)  Based on the market price of Common Stock of the Company on March 24, 2003,
     in accordance with Rule 457(c) under the Securities Act of 1933.
(e)  The number of shares being registered includes 290,820 shares of Common
     Stock of the Company to be issued as awards to participants under the Plan.
(f)  This amount is the sum of (a) the aggregate option price of 32,869,525
     shares of Common Stock of the Company subject to options or stock
     appreciation rights granted under the Plan and outstanding on March 27,
     2003, with a volume-weighted average option price of $8.00, in accordance
     with Rule 457(h) under the Securities Act of 1933, (b) the assumed
     aggregate option price of 2,508,900 shares of Common Stock being
     registered, based on the market price of Common Stock of the Company on
     March 24, 2002 in accordance with Rule 457(c) under the Securities Act of
     1933, and (c) the assumed aggregate offering price of 290,820 shares of
     Common Stock being registered, based on the market price of the Common
     Stock of the Company on March 24, 2003, in accordance with Rule 457(c)
     under the Securities Act of 1933.
(g)  This amount is based on the proposed maximum aggregate offering price of
     $284,262,069.20. See note (f).


<PAGE>
                          1998 Long-Term Incentive Plan
                             -----------------------


           INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS

     The  contents  of  Registration   Statement  Nos.   333-87990,   333-57598,
333-37542, 333-70447 and 333-52399 are incorporated herein by reference.


Item 8. Exhibits.


Exhibit 4.1 -   Ford Motor Company 1998 Long-Term Incentive Plan, as amended
                and restated as of January 1, 2003.  Filed as Exhibit 10-R to
                Ford's Annual Report on Form 10-K for the year ended
                December 31, 2002 and incorporated herein by reference.

Exhibit 5   -   Opinion of Kathryn S. Lamping, an Assistant Secretary and
                Counsel of Ford Motor Company, with respect to the legality of
                the securities being registered hereunder.  Filed with this
                Registration Statement.

Exhibit 23  -   Consent of Independent Certified Public Accountants. Filed with
                this Registration Statement.

Exhibit 24.1-   Powers of Attorney authorizing signature. Filed as Exhibit 24.1
                to Registration  Statement No. 333-87990 and Exhibit 24.2 to
                Registration Statement No. 333-100910 and incorporated herein
                by reference.

Exhibit 24.2-   Certified  resolutions  of Board of Directors  authorizing
                signature  pursuant to a power of attorney.  Filed as Exhibit
                24.2 to Registration Statement No. 333-87990 and incorporated
                herein by reference.

<PAGE>

      The Registrant. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Dearborn, State of Michigan, on this 27th day of
March, 2003.


                                        FORD MOTOR COMPANY

                                        By:   William Clay Ford, Jr.*
                                        -----------------------------------
                                             (William Clay Ford, Jr.)
                                          Chairman of the Board of Directors

    Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.

<TABLE>
<CAPTION>


         Signature                                         Title                            Date
         ---------                                         -----                            ----
<s>                                             <c>                                     <c>

     William Clay Ford, Jr.*                    Director, Chairman of the Board
-------------------------------                 and Chief Executive Officer and
    (William Clay Ford, Jr.)                    Chair of the Environmental and
                                                Public Policy Committee
                                                (principal executive officer)

      John R. H. Bond*                          Director
-------------------------------
     (John R. H. Bond)


     Edsel B. Ford II*                          Director                                March 27, 2003
-------------------------------
    (Edsel B. Ford II)


       William Clay Ford*                       Director
-------------------------------
      (William Clay Ford)


    Irvine O. Hockaday, Jr.*                    Director and
-------------------------------                 Chair of the
   (Irvine O. Hockaday, Jr.)                    Audit Committee


<PAGE>

         Signature                                         Title                            Date
         ---------                                         -----                            ----


       Marie-Josee Kravis*                      Director and Chair of the
-------------------------------                 Compensation Committee
      (Marie-Josee Kravis)


     Richard A. Manoogian*                      Director
-------------------------------
    (Richard A. Manoogian)


      Ellen R. Marram*                          Director and Chair of the
-------------------------------                 Nominating and Governance
     (Ellen R. Marram)                          Committee



       Homer A Neal*                            Director                                March 27, 2003
-------------------------------
      (Homer A. Neal)


       Jorma Ollila*                            Director
-------------------------------
      (Jorma Ollila)


      Carl E. Reichardt*                        Director, Chair of
-------------------------------                 the Finance Committee
     (Carl E. Reichardt)                        and Vice Chairman


      Robert E. Rubin*                          Director
-------------------------------
     (Robert E. Rubin)


     Nicholas V. Scheele*                       Director and President and
-------------------------------                 Chief Operating Officer
    (Nicholas V. Scheele)


       John L. Thornton*                        Director
-------------------------------
      (John L. Thornton)


<PAGE>


       Allan D. Gilmour*                        Vice Chairman and
-------------------------------                 Chief Financial Officer
      (Allan D. Gilmour)                        (principal financial officer)


      Donat R.  Leclair*                        Vice President and Controller           March 27, 2003
-------------------------------                 (principal accounting officer)
     (Donat R.  Leclair)



*By: /s/K. S. Lamping
   ---------------------------
    (K. S. Lamping,
     Attorney-in-Fact)

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                  EXHIBIT INDEX
                                                                                         Sequential Page
                                                                                         at Which Found
                                                                                         (or Incorporated
                                                                                           by Reference)
                                                                                           ------------
<s>             <c>                                                                     <c>
Exhibit 4.1 -   Ford Motor Company 1998 Long-Term Incentive Plan, as amended
                and restated as of January 1, 2003.  Filed as Exhibit 10-R to
                Ford's Annual Report on Form 10-K for the year ended
                December 31, 2002 and incorporated herein by reference.

Exhibit 5   -   Opinion of Kathryn S. Lamping, an Assistant Secretary and
                Counsel of Ford Motor Company, with respect to the legality of
                the securities being registered hereunder.  Filed with this
                Registration Statement.

Exhibit 23  -   Consent of Independent Certified Public Accountants. Filed with
                this Registration Statement.

Exhibit 24.1-   Powers of Attorney authorizing signature. Filed as Exhibit 24.1
                to Registration  Statement No. 333-87990 and Exhibit 24.2 to
                Registration Statement No. 333-100910 and incorporated herein
                by reference.

Exhibit 24.2-   Certified  resolutions  of Board of Directors  authorizing
                signature  pursuant to a power of attorney.  Filed as Exhibit
                24.2 to Registration Statement No. 333-87990 and incorporated
                herein by reference.
</TABLE>
[{"type": "S-8", "sequence": "1", "filename": "e032703ltip.txt", "secsgml_size_bytes": 13969}]
{"company-data": {"conformed-name": "FORD MOTOR CO", "cik": "0000037996", "assigned-sic": "3711", "irs-number": "380549190", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-104064", "film-number": "03620531"}, "business-address": {"street1": "ONE AMERICAN ROAD", "city": "DEARBORN", "state": "MI", "zip": "48126", "phone": "3133223000"}, "mail-address": {"street1": "ONE AMERICAN RD", "city": "DEARBORN", "state": "MI", "zip": "48126"}}
Registration No. 333-
    ========================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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

         Delaware                                        38-0549190
(State or other jurisdiction of             (I.R.S. Employee Identification No.)
incorporation or organization)

      One American Road
      Dearborn, Michigan                                 48126-1899
(Address of principal executive offices)                 (Zip Code)

                          1998 Long-Term Incentive Plan
                            (Full Title of the Plan)

                              J. M. RINTAMAKI, Esq.
                               Ford Motor Company
                               P. O. Box 1899
                                One American Road
                          Dearborn, Michigan 48126-1899
                                 (313) 323-2260
 (Name, address and telephone number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
========================== ======================== ======================== ======================== =======================
Proposed
        Title of                Amount to be             Proposed                    maximum
    securities to be             registered            maximum offering          aggregate offering         Amount of
       registered               (a),(c),(e)         price per share (b),(d)           price (f)         registration fee (g)
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                  32,869,525 (a)              $8.00 (b)                  ______                  ______
$.01 par value                     shares
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                    2,508,900 (c)            $7.61 (d)                   ______                  ______
$.01 par value                     shares
-------------------------- ------------------------ ------------------------ ------------------------ -----------------------
Common Stock,                    290,820 (e)               $7.61 (d)
$.01 par value                     shares
========================== ======================== ======================== ======================== =======================
                                                                               $284,262,069.20 (f)        $22,996.80 (g)
========================== ======================== ======================== ======================== =======================
(a)  The number of shares being registered includes 32,869,525 shares of Common
     Stock of the Company subject to options or stock appreciation rights
     granted under the 1998 Long-Term Incentive Plan (the "Plan").
(b)  Based on the volume-weighted average option price of (a) 2,470,300 shares
     of Common Stock of the Company subject to options granted under the Plan
     and outstanding on March 27, 2003 with an option price of $9.775, (b)
     165,000 shares of Common Stock subject to options granted under the Plan
     and outstanding on March 27, 2003 with an option price of $9.72, (c)
     4,000,000 shares of Common Stock subject to options granted under the Plan
     and outstanding on March 27, 2003, with an option price of $9.82, (d)
     60,000 shares of Common Stock subject to options granted under the Plan and
     outstanding on March 27, 2003 with an option price of $8.53, (e) 9,500
     shares of Common Stock subject to options granted under the Plan and
     outstanding on March 27, 2003 with an option price of $9.38, and (f)
     26,164,725 shares of Common Stock subject to options or stock appreciation
     rights granted under the Plan and outstanding on March 27, 2003 with an
     option price of $7.55 in accordance with Rule 457(h) under the Securities
     Act of 1933.
(c)  The number of shares registered includes 2,508,900 shares of Common Stock
     of the Company subject to options or stock appreciation rights to be
     granted under the Plan.
(d)  Based on the market price of Common Stock of the Company on March 24, 2003,
     in accordance with Rule 457(c) under the Securities Act of 1933.
(e)  The number of shares being registered includes 290,820 shares of Common
     Stock of the Company to be issued as awards to participants under the Plan.
(f)  This amount is the sum of (a) the aggregate option price of 32,869,525
     shares of Common Stock of the Company subject to options or stock
     appreciation rights granted under the Plan and outstanding on March 27,
     2003, with a volume-weighted average option price of $8.00, in accordance
     with Rule 457(h) under the Securities Act of 1933, (b) the assumed
     aggregate option price of 2,508,900 shares of Common Stock being
     registered, based on the market price of Common Stock of the Company on
     March 24, 2002 in accordance with Rule 457(c) under the Securities Act of
     1933, and (c) the assumed aggregate offering price of 290,820 shares of
     Common Stock being registered, based on the market price of the Common
     Stock of the Company on March 24, 2003, in accordance with Rule 457(c)
     under the Securities Act of 1933.
(g)  This amount is based on the proposed maximum aggregate offering price of
     $284,262,069.20. See note (f).
1998 Long-Term Incentive Plan
                             -----------------------

           INCORPORATION OF CONTENTS OF PRIOR REGISTRATION STATEMENTS

     The  contents  of  Registration   Statement  Nos.   333-87990,   333-57598,
333-37542, 333-70447 and 333-52399 are incorporated herein by reference.

Item 8. Exhibits.

Exhibit 4.1 -   Ford Motor Company 1998 Long-Term Incentive Plan, as amended
                and restated as of January 1, 2003.  Filed as Exhibit 10-R to
                Ford's Annual Report on Form 10-K for the year ended
                December 31, 2002 and incorporated herein by reference.

Exhibit 5   -   Opinion of Kathryn S. Lamping, an Assistant Secretary and
                Counsel of Ford Motor Company, with respect to the legality of
                the securities being registered hereunder.  Filed with this
                Registration Statement.

Exhibit 23  -   Consent of Independent Certified Public Accountants. Filed with
                this Registration Statement.

Exhibit 24.1-   Powers of Attorney authorizing signature. Filed as Exhibit 24.1
                to Registration  Statement No. 333-87990 and Exhibit 24.2 to
                Registration Statement No. 333-100910 and incorporated herein
                by reference.

Exhibit 24.2-   Certified  resolutions  of Board of Directors  authorizing
                signature  pursuant to a power of attorney.  Filed as Exhibit
                24.2 to Registration Statement No. 333-87990 and incorporated
                herein by reference.
The Registrant. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Dearborn, State of Michigan, on this 27th day of
March, 2003.

                                        FORD MOTOR COMPANY

                                        By:   William Clay Ford, Jr.*
                                        -----------------------------------
                                             (William Clay Ford, Jr.)
                                          Chairman of the Board of Directors

    Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
Signature                                         Title                            Date
         ---------                                         -----                            ----
William Clay Ford, Jr.*                    Director, Chairman of the Board
-------------------------------                 and Chief Executive Officer and
    (William Clay Ford, Jr.)                    Chair of the Environmental and
                                                Public Policy Committee
                                                (principal executive officer)

      John R. H. Bond*                          Director
-------------------------------
     (John R. H. Bond)

     Edsel B. Ford II*                          Director                                March 27, 2003
-------------------------------
    (Edsel B. Ford II)

       William Clay Ford*                       Director
-------------------------------
      (William Clay Ford)

    Irvine O. Hockaday, Jr.*                    Director and
-------------------------------                 Chair of the
   (Irvine O. Hockaday, Jr.)                    Audit Committee
Signature                                         Title                            Date
         ---------                                         -----                            ----

       Marie-Josee Kravis*                      Director and Chair of the
-------------------------------                 Compensation Committee
      (Marie-Josee Kravis)

     Richard A. Manoogian*                      Director
-------------------------------
    (Richard A. Manoogian)

      Ellen R. Marram*                          Director and Chair of the
-------------------------------                 Nominating and Governance
     (Ellen R. Marram)                          Committee

       Homer A Neal*                            Director                                March 27, 2003
-------------------------------
      (Homer A. Neal)

       Jorma Ollila*                            Director
-------------------------------
      (Jorma Ollila)

      Carl E. Reichardt*                        Director, Chair of
-------------------------------                 the Finance Committee
     (Carl E. Reichardt)                        and Vice Chairman

      Robert E. Rubin*                          Director
-------------------------------
     (Robert E. Rubin)

     Nicholas V. Scheele*                       Director and President and
-------------------------------                 Chief Operating Officer
    (Nicholas V. Scheele)

       John L. Thornton*                        Director
-------------------------------
      (John L. Thornton)
Allan D. Gilmour*                        Vice Chairman and
-------------------------------                 Chief Financial Officer
      (Allan D. Gilmour)                        (principal financial officer)

      Donat R.  Leclair*                        Vice President and Controller           March 27, 2003
-------------------------------                 (principal accounting officer)
     (Donat R.  Leclair)

*By: /s/K. S. Lamping
   ---------------------------
    (K. S. Lamping,
     Attorney-in-Fact)
EXHIBIT INDEX
                                                                                         Sequential Page
                                                                                         at Which Found
                                                                                         (or Incorporated
                                                                                           by Reference)
                                                                                           ------------
Exhibit 4.1 -   Ford Motor Company 1998 Long-Term Incentive Plan, as amended
                and restated as of January 1, 2003.  Filed as Exhibit 10-R to
                Ford's Annual Report on Form 10-K for the year ended
                December 31, 2002 and incorporated herein by reference.

Exhibit 5   -   Opinion of Kathryn S. Lamping, an Assistant Secretary and
                Counsel of Ford Motor Company, with respect to the legality of
                the securities being registered hereunder.  Filed with this
                Registration Statement.

Exhibit 23  -   Consent of Independent Certified Public Accountants. Filed with
                this Registration Statement.

Exhibit 24.1-   Powers of Attorney authorizing signature. Filed as Exhibit 24.1
                to Registration  Statement No. 333-87990 and Exhibit 24.2 to
                Registration Statement No. 333-100910 and incorporated herein
                by reference.

Exhibit 24.2-   Certified  resolutions  of Board of Directors  authorizing
                signature  pursuant to a power of attorney.  Filed as Exhibit
                24.2 to Registration Statement No. 333-87990 and incorporated
                herein by reference.