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 of other jurisdiction of           (I.R.S. Employer
incorporation or organization)           Identification No.)


                    BENEFIT EQUALIZATION PLAN
                    -------------------------
                     (Full title of the Plan)

                      J. M. RINTAMAKI, Esq.
                      Ford Motor Company
                        P.O. Box 1899
                      The American Road
                Dearborn, Michigan  48121-1899
                       (313) 323-2260
      ----------------------------------------------------------
      (Name, address and telephone number, including area
                 code, of agent for service)

             CALCULATION OF REGISTRATION FEE
<TABLE>

                                                                           Proposed
                                                  Proposed                 maximum           Amount of
Title of securities to       Amount to        maximum offering      aggregate offering      registration
   be registered           be registered     price per obligation          price**              fee
- ------------------------------------------------------------------------------------------------------------
<S>                      <C>               <C>                      <C>                     <C>
     Benefit
 Equalization Plan
   Obligations*            $7,000,000        100%                     $7,000,000             $2,413.81
- ------------------------------------------------------------------------------------------------------------
</TABLE>
*   The Benefit Equalization Plan Obligations are unsecured
    obligations of Ford Motor Company to pay compensation in the
    future in accordance with the terms of the savings plan
    portion of the Ford Motor Company Benefit Equalization Plan.
**  Estimated solely for the purpose of determining the registration fee.
<PAGE>

              FORD MOTOR COMPANY BENEFIT EQUALIZATION PLAN
                     
                        ---------------------                     

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents filed or to be filed with the
Securities and Exchange Commission are incorporated by reference
in this Registration Statement:

         (a)  The latest annual report of Ford Motor Company
    ("Ford") filed pursuant to Section 13(a) or 15(d) of the
    Securities Exchange Act of 1934 (the "1934 Act") which
    contains, either directly or indirectly by incorporation by
    reference, certified financial statements for Ford's latest
    fiscal year for which such statements have been filed.
    
         (b)  All other reports filed pursuant to Section 13(a)
    or 15(d) of the 1934 Act since the end of the fiscal year
    covered by the annual report referred to in paragraph (a)
    above.
    
         (c)  The description of Ford's Common Stock contained in
    registration statement no. 33-43085 filed by Ford under the
    Securities Act of 1933 (the "1933 Act").
    
     All documents subsequently filed by Ford pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the 1934 Act, prior to the
filing of a post-effective amendment which indicates that all
securities offered have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to
be a part hereof from the date of filing such documents.

Item 4.  Description of Securities.

     The Ford Motor Company Benefit Equalization Plan (the
"Plan") is an unfunded, nonqualified employee benefit plan for
eligible employees of Ford Motor Company (the "Company") and
certain of its domestic subsidiaries.  The objective of the
savings plan portion of the Plan is to preserve certain benefits
of employees under the Company's tax qualified Savings and Stock
Investment Plan for Salaried Employees ("SSIP") by providing
equalization benefits under the Plan in place of benefits which
cannot be provided under the SSIP because of limitations imposed
by Sections 415 and 401(a)(17) of the Internal Revenue Code (the
"Code").

     Amounts are credited pursuant to the Plan by book entry to a
participant's savings  account under the Plan initially in the
form of phantom units in the Ford Stock Fund, an investment
option offered under the SSIP which is based primarily on Ford
Common Stock.  Thereafter, the participant may redesignate
savings Plan account balances among any of the  investment
options currently available under the SSIP.

     As discussed above, credits to the participant's savings
Plan account are intended to make up for any Company matching
contributions that would have been made to the participant's SSIP
account but for the limitations imposed by Sections 415 and
401(a)(17) of the Code.  Generally the Company matching
contribution under the SSIP is $.60 for every $1.00 contributed
by the participant to the SSIP up to 10% of his or her salary.
<PAGE>
                                  -3-

     Each participant will have the status of a general unsecured
creditor of the Company with respect to his or her Plan savings
account.  The value of a participant's Plan savings account will
be based on the performance of the investment options applicable
to the account for purposes of accounting (as if the credited
amounts had been so invested), and not for actual investment.
Unless the participant redesignates all or part of his or her
account balance among other investment options, the account is
valued based upon the performance of the Ford Stock Fund.  A
participant may redesignate amounts initially credited to his or
her Plan savings account in units of the Ford Stock Fund among
other investment options available under the Plan on a daily
basis.

     The obligations of the Company under the Plan  (the
"Obligations") will be unsecured general obligations of the
Company to pay in the future the value of the participants' Plan
savings accounts based on the measurement investment options
applicable to the accounts.  The Obligations will rank pari passu
with the other unsecured and unsubordinated indebtedness of the
Company from time to time outstanding.

     Distribution of all or any part of a participant's Plan
savings account shall be made by the Company as soon as
practicable after the participant's death, retirement or other
termination of employment.

     A participant's interest in his or her Plan savings account,
and thus his or her right to the Obligations, generally cannot be
assigned, transferred, garnished, pledged or encumbered.  The
Obligations are not subject to redemption, in whole or in part,
prior to the distribution payment date, at the option of the
Company or through the operation of a mandatory or optional
sinking fund or analogous provision.

     The Board of Directors of the Company has the right to
amend, modify, discontinue or terminate the Plan, in whole or in
part, at any time and from time to time, except that no such
action shall adversely affect the right of each participant to
the amounts credited to or accrued in his or her Plan savings
account at the time of such amendment, modification or
termination to the extent that such participant's rights to such
amounts have become vested under the Plan.

     The Obligations are not convertible into securities of the
Company.  The Obligations will not have the benefit of a negative
pledge or any other affirmative or negative covenant on the part
of the Company.  No trustee has been appointed having the
authority to take action with respect to the Obligations and each
participant will be responsible for acting independently with
respect to, among other things, the giving of notices, responding
to any requests for consents, waivers, or amendments pertaining
to the Obligations, enforcing covenants and taking action upon a
default.

<PAGE>
                             -4-

Item 6.  Indemnification of Directors and Officers.

Section 145 of the General Corporation Law of Delaware provides
as follows:

145. Indemnification of officers, directors, employees and
agents; insurance -

     (a)  A corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened,
pending or completed action, suit or proceeding, whether civil,
criminal, administrative or investigative (other than an action
by or in the right of the corporation) by reason of the fact that
he is or was a director, officer, employee or agent of the
corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise, against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action, suit
or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests
of the corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was
unlawful.  The termination of any action, suit or proceeding by
judgment, order, settlement, conviction, or upon a plea of nolo
contendere or its equivalent, shall not, of itself, create a
presumption that the person did not act in good faith and in a
manner which he reasonably believed to be in or not opposed to
the best interests of the corporation, and, with respect to any
criminal action or proceeding, had reasonable cause to believe
that his conduct was unlawful.

  (b)  A corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened,
pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the
fact that he is or was a director, officer, employee or agent of
the corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise against expenses (including attorneys' fees) actually
and reasonably incurred by him in connection with the defense or
settlement of such action or suit if he acted in good faith and
in a manner he reasonably believed to be in or not opposed to the
best interests of the corporation and except that no
indemnification shall be made in respect of any claim, issue or
matter as to which such person shall have been adjudged to be
liable to the corporation unless and only to the extent that the
Court of Chancery or the court in which such action or suit was
brought shall determine upon application that, despite the
adjudication of liability but in view of all the circumstances of
the case, such person is fairly and reasonably entitled to
indemnity for such expenses which the Court of Chancery or such
other court shall deem proper.

    (c)  To the extent that a director, officer, employee or
agent of a corporation has been successful on the merits or
otherwise in defense of any action, suit or proceeding referred
to in subsections (a) and (b), or in defense of any claim, issue
or matter therein, he shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred by
him in connection therewith.

  (d)  Any indemnification under subsections (a) and (b) of this
section (unless ordered by a court) shall be made by the
corporation only as authorized in the specific case upon a
determination that indemnification of the director, officer,
employee or agent is proper in the circumstances because he has
met the applicable standard of conduct set forth in subsections
(a) and (b) of this section.  Such determination shall be made
(1) by a majority vote of the directors who are not parties to
such action, suit or proceeding, even though less than a quorum,
or (2) if there are no such directors, or if such directors so
direct, by independent legal counsel in a written opinion, or (3)
by the stockholders.

<PAGE>

                          -5-

    (e)  Expenses (including attorneys' fees) incurred by an
officer or director in defending any civil, criminal,
administrative, or investigative action, suit or proceeding may
be paid by the corporation in advance of the final disposition of
such action, suit or proceeding upon receipt of an undertaking by
or on behalf of such director or officer to repay such amount if
it shall ultimately be determined that he is not entitled to be
indemnified by the corporation as authorized in this section.
Such expenses (including attorneys' fees) incurred by other
employees and agents may be so paid upon such terms and
conditions, if any, as the board of directors deems appropriate.

     (f)  The indemnification and advancement of expenses
provided by, or granted pursuant to, the other subsections of this
section shall not be deemed exclusive of any other rights to which
those seeking indemnification or advancement of expenses may be
entitled under any by-law, agreement, vote of stockholders or
disinterested directors or otherwise, both as to action in his
official capacity and as to action in another capacity while
holding such office.

     (g)  A corporation shall have power to purchase and maintain
insurance on behalf of any person who is or was a director,
officer, employee or agent of the corporation, or is or was
serving at the request of the corporation as a director, officer,
employee or agent of another corporation, partnership, joint
venture, trust or other enterprise against any liability asserted
against him and incurred by him in any such capacity, or arising
out of his status as such, whether or not the corporation would
have the power to indemnify him against such liability under the
provisions of this section.

    (h)  For purposes of this section, references to "the
corporation" shall include, in addition to the resulting
corporation, any constituent corporation (including any
constituent of a constituent) absorbed in a consolidation or
merger which, if its separate existence had continued, would have
had power and authority to indemnify its directors, officers, and
employees or agents, so that any person who is or was a director,
officer, employee or agent of such constituent corporation, or is
or was serving at the request of such constituent corporation as
a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, shall
stand in the same position under the provisions of this section
with respect to the resulting or surviving corporation as he
would have with respect to such constituent corporation if its
separate existence had continued.

   (i)  For purposes of this section, references to "other
enterprises" shall include employee benefit plans; references to
"fines" shall include any excise taxes assessed on a person with
respect to an employee benefit plan; and references to "serving
at the request of the corporation" shall include any service as a
director, officer, employee or agent of the corporation which
imposes duties on, or involves services by, such director,
officer, employee, or agent with respect to an employee benefit
plan, its participants, or beneficiaries; and a   person who
acted in good faith and in a manner he reasonably believed to be
in the interest of the participants and beneficiaries of an
employee benefit plan shall be deemed to have acted in a manner
"not opposed to the best interests of the corporation" as
referred to in this section.

<PAGE>
                            -6-

     (j)  The indemnification and advancement of expenses
provided by, or granted pursuant to, this section shall, unless
otherwise provided when authorized or ratified, continue as to a
person who has ceased to be a director, officer, employee or
agent and shall inure to the benefit of the heirs, executors and
administrators of such a person.
    
The Certificate of Incorporation of Ford includes the following
provisions:


                LIMITATION ON LIABILITY OF DIRECTORS;
                   INDEMNIFICATION AND INSURANCE.
                   
                   
  5.1.  Limitation on Liability of Directors.   A director of the
corporation shall not be personally liable to the corporation or
its stockholders for monetary damages for breach of fiduciary
duty as a director, except for liability

      (i)  for any breach of the director's duty of loyalty to
    the corporation or its stockholders,
    
      (ii)  for acts or omissions not in good faith or which
    involve intentional misconduct or a knowing violation of law,
    
      (iii)  under Section 174 of the Delaware General
      Corporation
    Law or

      (iv)  for any transaction from which the director derived
    an improper personal benefit.
    
If the Delaware General Corporation Law is amended after approval
by the stockholders of this subsection 5.1 of Article NINTH to
authorize corporate action further eliminating or limiting the
personal liability of directors, then the liability of a director
of the corporation shall be eliminated or limited to the fullest
extent permitted by the Delaware General Corporation Law, as so
amended.

  5.2.  Effect of any Repeal or Modification of Subsection 5.1.
Any repeal or modification of subsection 5.1 of this Article
NINTH by the stockholders of the corporation shall not adversely
affect any right or protection of a director of the corporation
existing at the time of such repeal or modification.

  5.3.  Indemnification and Insurance.

  5.3a.  Right to Indemnification.   Each person who was or is
made a party or is threatened to be made a party to or is
involved in any action, suit or proceeding, whether civil, criminal,
administrative, investigative or otherwise (hereinafter a
"proceeding"), by reason of the fact that he or she, or a person
of whom he or she is the legal representative, is or was a
director, officer or employee of the corporation or is or was
serving at the request of the corporation as a director, officer
or employee of another corporation or of a partnership, joint
venture, trust or other enterprise, including service with
respect to employee benefit plans, whether the basis of such
proceeding is alleged action in an official capacity as a
director, officer or employee or in any other capacity

<PAGE>
                              -7-

while serving as a director, officer or employee, shall be
indemnified and held harmless by the corporation to the fullest
extent authorized by the Delaware General Corporation Law, as the
same exists or may hereafter be amended (but, in the case of any
such amendment, only to the extent that such amendment permits
the corporation to provide broader indemnification rights than
said law permitted the corporation to provide prior to such
amendment), against all expense, liability and loss (including
penalties, fines, judgments, attorneys' fees, amounts paid or to
be paid in settlement and excise taxes or penalties imposed on
fiduciaries with respect to (i) employee benefit plans, (ii)
charitable organizations or (iii) similar matters) reasonably
incurred or suffered by such person in connection therewith and
such indemnification shall continue as to a person who has ceased
to be a director, officer or employee and shall inure to the
benefit of his or her heirs, executors and administrators;
provided, however, that the corporation shall indemnify any such
person seeking indemnification in connection with a proceeding
(or part thereof) initiated by such person (other than pursuant
to subsection 5.3b of this Article NINTH) only if such proceeding
(or part thereof) was authorized by the Board of Directors of the
corporation.  The right to indemnification conferred in this
subsection 5.3a of Article NINTH shall be a contract right and
shall include the right to be paid by the corporation the
expenses incurred in defending any such proceeding in advance of
its final disposition; provided, however, that, if the Delaware
General Corporation Law requires, the payment of such expenses
incurred by a director or officer in his or her capacity as a
director or officer (and not in any other capacity in which
service was or is rendered by such person while a director or
officer, including without limitation, service to an employee
benefit plan) in advance of the final disposition of a proceeding
shall be made only upon delivery to the corporation of an
undertaking, by or on behalf of such director or officer, to
repay all amounts so advanced if it shall ultimately be
determined that such director or officer is not entitled to be
indemnified under this subsection 5.3a of Article NINTH or
otherwise.

  5.3b.  Right of Claimant to Bring Suit.  If a claim which the
corporation is obligated to pay under subsection 5.3a of this
Article NINTH is not paid in full by the corporation within 60
days after a written claim has been received by the corporation,
the claimant may at any time thereafter bring suit against the
corporation to recover the unpaid amount of the claim and, if
successful in whole or in part, the claimant shall be entitled to
be paid also the expense of prosecuting such claim.  It shall be
a defense to any such action (other than an action brought to
enforce a claim for expenses incurred in defending any proceeding
in advance of its final disposition where the required
undertaking, if any is required, has been tendered to the
corporation) that the claimant has not met the standards of
conduct which make it permissible under the Delaware General
Corporation Law for the corporation to indemnify the claimant for
the amount claimed, but the burden of proving such defense shall
be on the corporation. Neither the failure of the corporation
(including its Board of Directors, independent legal counsel or
its stockholders) to have made a determination prior to the
commencement of such action that indemnification of the claimant
is proper in the circumstances because he or she has met the
applicable standard of conduct set forth in the Delaware General
Corporation Law, nor an actual determination by the corporation
(including its Board of Directors, independent legal counsel or
its stockholders) that the claimant has not met such applicable
standard of conduct, shall be a defense to the action or create a
presumption that the claimant has not met the applicable standard
of conduct.

  5.3c.  Miscellaneous.  The provisions of this Section 5.3 of
Article NINTH shall cover claims, actions, suits and proceedings,
civil or criminal, whether now pending or hereafter commenced,
and shall be retroactive to cover acts or omissions or alleged
acts or omissions which heretofore have taken place.  If any part
of this Section 5.3 of Article NINTH should be found to be
invalid or ineffective in any proceeding, the validity and effect
of the remaining provisions shall not be affected.

<PAGE>
                            -8-

       5.3d.  Non-Exclusivity of Rights.   The right to
indemnification and the payment of expenses incurred in defending
a proceeding in advance of its final disposition conferred in
this Section 5.3 of Article NINTH shall not be exclusive of any
other right which any person may have or hereafter acquire under
any statute, provision of the Certificate of Incorporation, By-
Law, agreement, vote of stockholders or disinterested directors
or otherwise.

       5.3e.  Insurance.  The corporation may maintain insurance,
at its expense, to protect itself and any director, officer,
employee or agent of the corporation or another corporation,
partnership, joint venture, trust or other enterprise against any
such expense, liability or loss, whether or not the corporation
would have the power to indemnify such person against such
expense, liability or loss under the Delaware General Corporation
Law.

       5.3f.  Indemnification of Agents of the Corporation.  The
corporation may, to the extent authorized from time to time by
the Board of Directors, grant rights to indemnification, and
rights to be paid by the corporation the expenses incurred in
defending any proceeding in advance of its final disposition, to
any agent of the corporation to the fullest extent of the
provisions of this Section 5.3 of Article NINTH with respect to
the indemnification and advancement of expenses of directors,
officers and employees of the corporation.

     Pursuant to underwriting agreements filed as exhibits to
registration statements relating to underwritten offerings of
securities issued or guaranteed by Ford, the underwriters have
agreed to indemnify Ford, each officer and director of Ford and
each person, if any, who controls Ford within the meaning of the
1933 Act, against certain liabilities, including liabilities
under the 1933 Act.

     Pursuant to most of Ford's employee benefit plans, including
the Deferred Compensation Plan, the Supplemental Compensation
Plan, the Savings and Stock Investment Plan, the Long-Term
Incentive Plans and the Stock Option Plans, directors, officers
and employees of Ford are indemnified against all loss, cost,
liability or expense resulting from any claim, action, suit or
proceeding in which such persons are involved by reason of any
action taken or failure to act under such plans.

  Ford is insured for liabilities it may incur pursuant to its
Certificate of Incorporation relating to the indemnification of
its directors, officers and employees.  In addition, directors,
officers and certain key employees are insured against certain
losses which may arise out of their employment and which are not
recoverable under the indemnification provisions of Ford's
Certificate of Incorporation.

<PAGE>
                               -9-



 Item 8. Exhibits.

Exhibit 4.1     Ford Motor Company Benefit Equalization Plan.  Filed with
                this Registration Statement.

Exhibit 5.1     Opinion of Thomas J. DeZure, 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 5.2     Opinion of F. C. King, a Senior Attorney of Ford Motor
                Company, with respect to compliance requirements of the
                Employee Retirement Income Security Act of 1974. 
                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 with this Registration Statement.

Exhibit 24.2    Certified resolutions of Board of Directors
                authorizing signature pursuant to a power of attorney. 
                Filed with this Registration Statement.



Item 9.  Undertakings.

   (a)  The undersigned registrant hereby undertakes:
                                
    (1)  To file, during any period in which offers or sales
   are being made, a post-effective amendment to this
   registration statement to include any material information
   with respect to the plan of distribution not previously
   disclosed in the registration statement or any material change
   to such information in the registration statement.
   
     (2)  That, for the purpose of determining any liability
   under the Securities Act of 1933, each such post-effective
   amendment shall be deemed to be a new registration statement
   relating to the securities offered therein, and the offering
   of such securities at that time shall be deemed to be the
   initial bona fide offering thereof.
   
     (3)  To remove from registration by means of a post
   effective amendment any of the securities being registered
   which remain unsold at the termination of the offering.
   
   (b)  The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to
section 13(a) or section 15(d) of the Securities Exchange Act of
1934

<PAGE>
                            -10-

(and, where applicable, each filing of an employee benefit plan's
annual report pursuant to section 15(d) of the Securities
Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

  (c)  Insofar as indemnification for liabilities arising under
the Securities Act of 1933 may be permitted to directors,
officers and controlling persons of the registrant pursuant to
the foregoing provisions, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable.  In the
event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or
paid by a director, officer or controlling person of the
registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.

<PAGE>
                             -11-

      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 22nd day of April, 1996.

                               FORD MOTOR COMPANY
   
   
                               By:Alex Trotman*
                                  -------------------
                                  (Alex Trotman)
                                  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>

                                     Director and Chairman of the
                                     Board of Directors, President
                                     and Chief Executive Officer
 Alex Trotman*                      (principal executive officer)            April 22, 1996
- ------------------------
(Alex Trotman)



Colby H. Chandler*                           Director                        April 22,1996
- ------------------------
(Colby H. Chandler)



 Michael D. Dingman*                         Director                        April 22, 1996
- ------------------------
(Michael D. Dingman)


                                          Director and Vice
                                     President, Ford Motor Company,
                                       and Director and President
                                     and Chief Operating Officer,
Edsel B. Ford II*                     Ford Motor Credit Company              April 22, 1996
- -----------------------
(Edsel B. Ford II)


William Clay Ford*                      Director                             April 22, 1996
- ------------------------
(William Clay Ford)

<PAGE>

                                             -12-

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

                                       Director and Chairman
 William Clay Ford, Jr.*              of the Finance Committee               April 22, 1996
- ------------------------
 (William Clay Ford, Jr.)



Roberto C. Goizueta*                         Director                        April 22, 1996
- ------------------------
(Roberto C. Goizueta)



Irvine O. Hockaday, Jr.*                     Director                        April 22, 1996
- ------------------------
(Irvine O. Hockaday, Jr.)



Marie-Josee Kravis*                          Director                        April 22, 1996
- ------------------------
(Marie-Josee Kravis)



Drew Lewis*                                  Director                        April 22, 1996
- ------------------------
(Drew Lewis)



Ellen R. Marram*                             Director                        April 22, 1996
- ------------------------
(Ellen R. Marram)


Kenneth H. Olsen*                            Director                        April 22, 1996
- ------------------------
(Kenneth H. Olsen)



Carl E. Reichardt*                           Director                        April 22, 1996
- ------------------------
(Carl E. Reichardt)



John L. Thornton*                            Director                        April 22, 1996
- -----------------------
(John L. Thornton)


<PAGE>

                                            -13-


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

Clifton R. Wharton, Jr.*                     Director                        April 22, 1996
- --------------------------
(Clifton R. Wharton, Jr.)



                                       Group Vice President
                                  and Chief Financial Officer
John M. Devine*                  (principal financial officer)               April 22, 1996
- ------------------------
(John M. Devine)




                                     Director of Accounting
  Daniel R. Coulson*              (principal accounting officer)             April 22, 1996
- ------------------------
 (Daniel R. Coulson)





*By:  /s/K. S. Lamping
      -----------------
     (K. S. Lamping
     Attorney-in-Fact)
</TABLE>



<PAGE>



                                        -14-

                              EXHIBIT INDEX
<TABLE>
<CAPTION>


                                                                      Sequential Page
                                                                      at Which Found
                                                                     (or Incorporated
                                                                       by Reference)
                                                                     ----------------

<S>                  <C>                                            <C>

Exhibit 4.1          Ford Motor Company Benefit
                     Equalization Plan.  Filed with
                     this Registration Statement.
                  
Exhibit 5.1          Opinion of Thomas J. DeZure, 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 5.2          Opinion of F. C. King, a Senior Attorney
                     of Ford Motor Company, with respect to compliance
                     requirements of the Employee Retirement
                     Income Security Act of 1974.  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 with this Registration Statement.

Exhibit 24.2         Certified resolutions of Board of Directors
                     authorizing signature pursuant to a power
                     of attorney. Filed with this Registration
                     Statement.
</TABLE>
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{"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": "333-02735", "film-number": "96549594"}, "business-address": {"street1": "THE AMERICAN RD", "city": "DEARBORN", "state": "MI", "zip": "48121", "phone": "3133223000"}}
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 of other jurisdiction of           (I.R.S. Employer
incorporation or organization)           Identification No.)

                    BENEFIT EQUALIZATION PLAN
                    -------------------------
                     (Full title of the Plan)

                      J. M. RINTAMAKI, Esq.
                      Ford Motor Company
                        P.O. Box 1899
                      The American Road
                Dearborn, Michigan  48121-1899
                       (313) 323-2260
      ----------------------------------------------------------
      (Name, address and telephone number, including area
                 code, of agent for service)

             CALCULATION OF REGISTRATION FEE

                                                                           Proposed
                                                  Proposed                 maximum           Amount of
Title of securities to       Amount to        maximum offering      aggregate offering      registration
   be registered           be registered     price per obligation          price**              fee
- ------------------------------------------------------------------------------------------------------------
Benefit
 Equalization Plan
   Obligations*            $7,000,000        100%                     $7,000,000             $2,413.81
- ------------------------------------------------------------------------------------------------------------
*   The Benefit Equalization Plan Obligations are unsecured
    obligations of Ford Motor Company to pay compensation in the
    future in accordance with the terms of the savings plan
    portion of the Ford Motor Company Benefit Equalization Plan.
**  Estimated solely for the purpose of determining the registration fee.
FORD MOTOR COMPANY BENEFIT EQUALIZATION PLAN
                     
                        ---------------------                     

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents filed or to be filed with the
Securities and Exchange Commission are incorporated by reference
in this Registration Statement:

         (a)  The latest annual report of Ford Motor Company
    ("Ford") filed pursuant to Section 13(a) or 15(d) of the
    Securities Exchange Act of 1934 (the "1934 Act") which
    contains, either directly or indirectly by incorporation by
    reference, certified financial statements for Ford's latest
    fiscal year for which such statements have been filed.
    
         (b)  All other reports filed pursuant to Section 13(a)
    or 15(d) of the 1934 Act since the end of the fiscal year
    covered by the annual report referred to in paragraph (a)
    above.
    
         (c)  The description of Ford's Common Stock contained in
    registration statement no. 33-43085 filed by Ford under the
    Securities Act of 1933 (the "1933 Act").
    
     All documents subsequently filed by Ford pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the 1934 Act, prior to the
filing of a post-effective amendment which indicates that all
securities offered have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to
be a part hereof from the date of filing such documents.

Item 4.  Description of Securities.

     The Ford Motor Company Benefit Equalization Plan (the
"Plan") is an unfunded, nonqualified employee benefit plan for
eligible employees of Ford Motor Company (the "Company") and
certain of its domestic subsidiaries.  The objective of the
savings plan portion of the Plan is to preserve certain benefits
of employees under the Company's tax qualified Savings and Stock
Investment Plan for Salaried Employees ("SSIP") by providing
equalization benefits under the Plan in place of benefits which
cannot be provided under the SSIP because of limitations imposed
by Sections 415 and 401(a)(17) of the Internal Revenue Code (the
"Code").

     Amounts are credited pursuant to the Plan by book entry to a
participant's savings  account under the Plan initially in the
form of phantom units in the Ford Stock Fund, an investment
option offered under the SSIP which is based primarily on Ford
Common Stock.  Thereafter, the participant may redesignate
savings Plan account balances among any of the  investment
options currently available under the SSIP.

     As discussed above, credits to the participant's savings
Plan account are intended to make up for any Company matching
contributions that would have been made to the participant's SSIP
account but for the limitations imposed by Sections 415 and
401(a)(17) of the Code.  Generally the Company matching
contribution under the SSIP is $.60 for every $1.00 contributed
by the participant to the SSIP up to 10% of his or her salary.
-3-

     Each participant will have the status of a general unsecured
creditor of the Company with respect to his or her Plan savings
account.  The value of a participant's Plan savings account will
be based on the performance of the investment options applicable
to the account for purposes of accounting (as if the credited
amounts had been so invested), and not for actual investment.
Unless the participant redesignates all or part of his or her
account balance among other investment options, the account is
valued based upon the performance of the Ford Stock Fund.  A
participant may redesignate amounts initially credited to his or
her Plan savings account in units of the Ford Stock Fund among
other investment options available under the Plan on a daily
basis.

     The obligations of the Company under the Plan  (the
"Obligations") will be unsecured general obligations of the
Company to pay in the future the value of the participants' Plan
savings accounts based on the measurement investment options
applicable to the accounts.  The Obligations will rank pari passu
with the other unsecured and unsubordinated indebtedness of the
Company from time to time outstanding.

     Distribution of all or any part of a participant's Plan
savings account shall be made by the Company as soon as
practicable after the participant's death, retirement or other
termination of employment.

     A participant's interest in his or her Plan savings account,
and thus his or her right to the Obligations, generally cannot be
assigned, transferred, garnished, pledged or encumbered.  The
Obligations are not subject to redemption, in whole or in part,
prior to the distribution payment date, at the option of the
Company or through the operation of a mandatory or optional
sinking fund or analogous provision.

     The Board of Directors of the Company has the right to
amend, modify, discontinue or terminate the Plan, in whole or in
part, at any time and from time to time, except that no such
action shall adversely affect the right of each participant to
the amounts credited to or accrued in his or her Plan savings
account at the time of such amendment, modification or
termination to the extent that such participant's rights to such
amounts have become vested under the Plan.

     The Obligations are not convertible into securities of the
Company.  The Obligations will not have the benefit of a negative
pledge or any other affirmative or negative covenant on the part
of the Company.  No trustee has been appointed having the
authority to take action with respect to the Obligations and each
participant will be responsible for acting independently with
respect to, among other things, the giving of notices, responding
to any requests for consents, waivers, or amendments pertaining
to the Obligations, enforcing covenants and taking action upon a
default.
-4-

Item 6.  Indemnification of Directors and Officers.

Section 145 of the General Corporation Law of Delaware provides
as follows:

145. Indemnification of officers, directors, employees and
agents; insurance -

     (a)  A corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened,
pending or completed action, suit or proceeding, whether civil,
criminal, administrative or investigative (other than an action
by or in the right of the corporation) by reason of the fact that
he is or was a director, officer, employee or agent of the
corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise, against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action, suit
or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests
of the corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was
unlawful.  The termination of any action, suit or proceeding by
judgment, order, settlement, conviction, or upon a plea of nolo
contendere or its equivalent, shall not, of itself, create a
presumption that the person did not act in good faith and in a
manner which he reasonably believed to be in or not opposed to
the best interests of the corporation, and, with respect to any
criminal action or proceeding, had reasonable cause to believe
that his conduct was unlawful.

  (b)  A corporation may indemnify any person who was or is a
party or is threatened to be made a party to any threatened,
pending or completed action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the
fact that he is or was a director, officer, employee or agent of
the corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other
enterprise against expenses (including attorneys' fees) actually
and reasonably incurred by him in connection with the defense or
settlement of such action or suit if he acted in good faith and
in a manner he reasonably believed to be in or not opposed to the
best interests of the corporation and except that no
indemnification shall be made in respect of any claim, issue or
matter as to which such person shall have been adjudged to be
liable to the corporation unless and only to the extent that the
Court of Chancery or the court in which such action or suit was
brought shall determine upon application that, despite the
adjudication of liability but in view of all the circumstances of
the case, such person is fairly and reasonably entitled to
indemnity for such expenses which the Court of Chancery or such
other court shall deem proper.

    (c)  To the extent that a director, officer, employee or
agent of a corporation has been successful on the merits or
otherwise in defense of any action, suit or proceeding referred
to in subsections (a) and (b), or in defense of any claim, issue
or matter therein, he shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred by
him in connection therewith.

  (d)  Any indemnification under subsections (a) and (b) of this
section (unless ordered by a court) shall be made by the
corporation only as authorized in the specific case upon a
determination that indemnification of the director, officer,
employee or agent is proper in the circumstances because he has
met the applicable standard of conduct set forth in subsections
(a) and (b) of this section.  Such determination shall be made
(1) by a majority vote of the directors who are not parties to
such action, suit or proceeding, even though less than a quorum,
or (2) if there are no such directors, or if such directors so
direct, by independent legal counsel in a written opinion, or (3)
by the stockholders.
-5-

    (e)  Expenses (including attorneys' fees) incurred by an
officer or director in defending any civil, criminal,
administrative, or investigative action, suit or proceeding may
be paid by the corporation in advance of the final disposition of
such action, suit or proceeding upon receipt of an undertaking by
or on behalf of such director or officer to repay such amount if
it shall ultimately be determined that he is not entitled to be
indemnified by the corporation as authorized in this section.
Such expenses (including attorneys' fees) incurred by other
employees and agents may be so paid upon such terms and
conditions, if any, as the board of directors deems appropriate.

     (f)  The indemnification and advancement of expenses
provided by, or granted pursuant to, the other subsections of this
section shall not be deemed exclusive of any other rights to which
those seeking indemnification or advancement of expenses may be
entitled under any by-law, agreement, vote of stockholders or
disinterested directors or otherwise, both as to action in his
official capacity and as to action in another capacity while
holding such office.

     (g)  A corporation shall have power to purchase and maintain
insurance on behalf of any person who is or was a director,
officer, employee or agent of the corporation, or is or was
serving at the request of the corporation as a director, officer,
employee or agent of another corporation, partnership, joint
venture, trust or other enterprise against any liability asserted
against him and incurred by him in any such capacity, or arising
out of his status as such, whether or not the corporation would
have the power to indemnify him against such liability under the
provisions of this section.

    (h)  For purposes of this section, references to "the
corporation" shall include, in addition to the resulting
corporation, any constituent corporation (including any
constituent of a constituent) absorbed in a consolidation or
merger which, if its separate existence had continued, would have
had power and authority to indemnify its directors, officers, and
employees or agents, so that any person who is or was a director,
officer, employee or agent of such constituent corporation, or is
or was serving at the request of such constituent corporation as
a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, shall
stand in the same position under the provisions of this section
with respect to the resulting or surviving corporation as he
would have with respect to such constituent corporation if its
separate existence had continued.

   (i)  For purposes of this section, references to "other
enterprises" shall include employee benefit plans; references to
"fines" shall include any excise taxes assessed on a person with
respect to an employee benefit plan; and references to "serving
at the request of the corporation" shall include any service as a
director, officer, employee or agent of the corporation which
imposes duties on, or involves services by, such director,
officer, employee, or agent with respect to an employee benefit
plan, its participants, or beneficiaries; and a   person who
acted in good faith and in a manner he reasonably believed to be
in the interest of the participants and beneficiaries of an
employee benefit plan shall be deemed to have acted in a manner
"not opposed to the best interests of the corporation" as
referred to in this section.
-6-

     (j)  The indemnification and advancement of expenses
provided by, or granted pursuant to, this section shall, unless
otherwise provided when authorized or ratified, continue as to a
person who has ceased to be a director, officer, employee or
agent and shall inure to the benefit of the heirs, executors and
administrators of such a person.
    
The Certificate of Incorporation of Ford includes the following
provisions:

                LIMITATION ON LIABILITY OF DIRECTORS;
                   INDEMNIFICATION AND INSURANCE.
                   
                   
  5.1.  Limitation on Liability of Directors.   A director of the
corporation shall not be personally liable to the corporation or
its stockholders for monetary damages for breach of fiduciary
duty as a director, except for liability

      (i)  for any breach of the director's duty of loyalty to
    the corporation or its stockholders,
    
      (ii)  for acts or omissions not in good faith or which
    involve intentional misconduct or a knowing violation of law,
    
      (iii)  under Section 174 of the Delaware General
      Corporation
    Law or

      (iv)  for any transaction from which the director derived
    an improper personal benefit.
    
If the Delaware General Corporation Law is amended after approval
by the stockholders of this subsection 5.1 of Article NINTH to
authorize corporate action further eliminating or limiting the
personal liability of directors, then the liability of a director
of the corporation shall be eliminated or limited to the fullest
extent permitted by the Delaware General Corporation Law, as so
amended.

  5.2.  Effect of any Repeal or Modification of Subsection 5.1.
Any repeal or modification of subsection 5.1 of this Article
NINTH by the stockholders of the corporation shall not adversely
affect any right or protection of a director of the corporation
existing at the time of such repeal or modification.

  5.3.  Indemnification and Insurance.

  5.3a.  Right to Indemnification.   Each person who was or is
made a party or is threatened to be made a party to or is
involved in any action, suit or proceeding, whether civil, criminal,
administrative, investigative or otherwise (hereinafter a
"proceeding"), by reason of the fact that he or she, or a person
of whom he or she is the legal representative, is or was a
director, officer or employee of the corporation or is or was
serving at the request of the corporation as a director, officer
or employee of another corporation or of a partnership, joint
venture, trust or other enterprise, including service with
respect to employee benefit plans, whether the basis of such
proceeding is alleged action in an official capacity as a
director, officer or employee or in any other capacity
-7-

while serving as a director, officer or employee, shall be
indemnified and held harmless by the corporation to the fullest
extent authorized by the Delaware General Corporation Law, as the
same exists or may hereafter be amended (but, in the case of any
such amendment, only to the extent that such amendment permits
the corporation to provide broader indemnification rights than
said law permitted the corporation to provide prior to such
amendment), against all expense, liability and loss (including
penalties, fines, judgments, attorneys' fees, amounts paid or to
be paid in settlement and excise taxes or penalties imposed on
fiduciaries with respect to (i) employee benefit plans, (ii)
charitable organizations or (iii) similar matters) reasonably
incurred or suffered by such person in connection therewith and
such indemnification shall continue as to a person who has ceased
to be a director, officer or employee and shall inure to the
benefit of his or her heirs, executors and administrators;
provided, however, that the corporation shall indemnify any such
person seeking indemnification in connection with a proceeding
(or part thereof) initiated by such person (other than pursuant
to subsection 5.3b of this Article NINTH) only if such proceeding
(or part thereof) was authorized by the Board of Directors of the
corporation.  The right to indemnification conferred in this
subsection 5.3a of Article NINTH shall be a contract right and
shall include the right to be paid by the corporation the
expenses incurred in defending any such proceeding in advance of
its final disposition; provided, however, that, if the Delaware
General Corporation Law requires, the payment of such expenses
incurred by a director or officer in his or her capacity as a
director or officer (and not in any other capacity in which
service was or is rendered by such person while a director or
officer, including without limitation, service to an employee
benefit plan) in advance of the final disposition of a proceeding
shall be made only upon delivery to the corporation of an
undertaking, by or on behalf of such director or officer, to
repay all amounts so advanced if it shall ultimately be
determined that such director or officer is not entitled to be
indemnified under this subsection 5.3a of Article NINTH or
otherwise.

  5.3b.  Right of Claimant to Bring Suit.  If a claim which the
corporation is obligated to pay under subsection 5.3a of this
Article NINTH is not paid in full by the corporation within 60
days after a written claim has been received by the corporation,
the claimant may at any time thereafter bring suit against the
corporation to recover the unpaid amount of the claim and, if
successful in whole or in part, the claimant shall be entitled to
be paid also the expense of prosecuting such claim.  It shall be
a defense to any such action (other than an action brought to
enforce a claim for expenses incurred in defending any proceeding
in advance of its final disposition where the required
undertaking, if any is required, has been tendered to the
corporation) that the claimant has not met the standards of
conduct which make it permissible under the Delaware General
Corporation Law for the corporation to indemnify the claimant for
the amount claimed, but the burden of proving such defense shall
be on the corporation. Neither the failure of the corporation
(including its Board of Directors, independent legal counsel or
its stockholders) to have made a determination prior to the
commencement of such action that indemnification of the claimant
is proper in the circumstances because he or she has met the
applicable standard of conduct set forth in the Delaware General
Corporation Law, nor an actual determination by the corporation
(including its Board of Directors, independent legal counsel or
its stockholders) that the claimant has not met such applicable
standard of conduct, shall be a defense to the action or create a
presumption that the claimant has not met the applicable standard
of conduct.

  5.3c.  Miscellaneous.  The provisions of this Section 5.3 of
Article NINTH shall cover claims, actions, suits and proceedings,
civil or criminal, whether now pending or hereafter commenced,
and shall be retroactive to cover acts or omissions or alleged
acts or omissions which heretofore have taken place.  If any part
of this Section 5.3 of Article NINTH should be found to be
invalid or ineffective in any proceeding, the validity and effect
of the remaining provisions shall not be affected.
-8-

       5.3d.  Non-Exclusivity of Rights.   The right to
indemnification and the payment of expenses incurred in defending
a proceeding in advance of its final disposition conferred in
this Section 5.3 of Article NINTH shall not be exclusive of any
other right which any person may have or hereafter acquire under
any statute, provision of the Certificate of Incorporation, By-
Law, agreement, vote of stockholders or disinterested directors
or otherwise.

       5.3e.  Insurance.  The corporation may maintain insurance,
at its expense, to protect itself and any director, officer,
employee or agent of the corporation or another corporation,
partnership, joint venture, trust or other enterprise against any
such expense, liability or loss, whether or not the corporation
would have the power to indemnify such person against such
expense, liability or loss under the Delaware General Corporation
Law.

       5.3f.  Indemnification of Agents of the Corporation.  The
corporation may, to the extent authorized from time to time by
the Board of Directors, grant rights to indemnification, and
rights to be paid by the corporation the expenses incurred in
defending any proceeding in advance of its final disposition, to
any agent of the corporation to the fullest extent of the
provisions of this Section 5.3 of Article NINTH with respect to
the indemnification and advancement of expenses of directors,
officers and employees of the corporation.

     Pursuant to underwriting agreements filed as exhibits to
registration statements relating to underwritten offerings of
securities issued or guaranteed by Ford, the underwriters have
agreed to indemnify Ford, each officer and director of Ford and
each person, if any, who controls Ford within the meaning of the
1933 Act, against certain liabilities, including liabilities
under the 1933 Act.

     Pursuant to most of Ford's employee benefit plans, including
the Deferred Compensation Plan, the Supplemental Compensation
Plan, the Savings and Stock Investment Plan, the Long-Term
Incentive Plans and the Stock Option Plans, directors, officers
and employees of Ford are indemnified against all loss, cost,
liability or expense resulting from any claim, action, suit or
proceeding in which such persons are involved by reason of any
action taken or failure to act under such plans.

  Ford is insured for liabilities it may incur pursuant to its
Certificate of Incorporation relating to the indemnification of
its directors, officers and employees.  In addition, directors,
officers and certain key employees are insured against certain
losses which may arise out of their employment and which are not
recoverable under the indemnification provisions of Ford's
Certificate of Incorporation.
-9-

 Item 8. Exhibits.

Exhibit 4.1     Ford Motor Company Benefit Equalization Plan.  Filed with
                this Registration Statement.

Exhibit 5.1     Opinion of Thomas J. DeZure, 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 5.2     Opinion of F. C. King, a Senior Attorney of Ford Motor
                Company, with respect to compliance requirements of the
                Employee Retirement Income Security Act of 1974. 
                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 with this Registration Statement.

Exhibit 24.2    Certified resolutions of Board of Directors
                authorizing signature pursuant to a power of attorney. 
                Filed with this Registration Statement.

Item 9.  Undertakings.

   (a)  The undersigned registrant hereby undertakes:
                                
    (1)  To file, during any period in which offers or sales
   are being made, a post-effective amendment to this
   registration statement to include any material information
   with respect to the plan of distribution not previously
   disclosed in the registration statement or any material change
   to such information in the registration statement.
   
     (2)  That, for the purpose of determining any liability
   under the Securities Act of 1933, each such post-effective
   amendment shall be deemed to be a new registration statement
   relating to the securities offered therein, and the offering
   of such securities at that time shall be deemed to be the
   initial bona fide offering thereof.
   
     (3)  To remove from registration by means of a post
   effective amendment any of the securities being registered
   which remain unsold at the termination of the offering.
   
   (b)  The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to
section 13(a) or section 15(d) of the Securities Exchange Act of
1934
-10-

(and, where applicable, each filing of an employee benefit plan's
annual report pursuant to section 15(d) of the Securities
Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

  (c)  Insofar as indemnification for liabilities arising under
the Securities Act of 1933 may be permitted to directors,
officers and controlling persons of the registrant pursuant to
the foregoing provisions, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable.  In the
event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or
paid by a director, officer or controlling person of the
registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
-11-

      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 22nd day of April, 1996.

                               FORD MOTOR COMPANY
   
   
                               By:Alex Trotman*
                                  -------------------
                                  (Alex Trotman)
                                  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
     ---------                                -----                          ----
Director and Chairman of the
                                     Board of Directors, President
                                     and Chief Executive Officer
 Alex Trotman*                      (principal executive officer)            April 22, 1996
- ------------------------
(Alex Trotman)

Colby H. Chandler*                           Director                        April 22,1996
- ------------------------
(Colby H. Chandler)

 Michael D. Dingman*                         Director                        April 22, 1996
- ------------------------
(Michael D. Dingman)

                                          Director and Vice
                                     President, Ford Motor Company,
                                       and Director and President
                                     and Chief Operating Officer,
Edsel B. Ford II*                     Ford Motor Credit Company              April 22, 1996
- -----------------------
(Edsel B. Ford II)

William Clay Ford*                      Director                             April 22, 1996
- ------------------------
(William Clay Ford)
-12-

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

                                       Director and Chairman
 William Clay Ford, Jr.*              of the Finance Committee               April 22, 1996
- ------------------------
 (William Clay Ford, Jr.)

Roberto C. Goizueta*                         Director                        April 22, 1996
- ------------------------
(Roberto C. Goizueta)

Irvine O. Hockaday, Jr.*                     Director                        April 22, 1996
- ------------------------
(Irvine O. Hockaday, Jr.)

Marie-Josee Kravis*                          Director                        April 22, 1996
- ------------------------
(Marie-Josee Kravis)

Drew Lewis*                                  Director                        April 22, 1996
- ------------------------
(Drew Lewis)

Ellen R. Marram*                             Director                        April 22, 1996
- ------------------------
(Ellen R. Marram)

Kenneth H. Olsen*                            Director                        April 22, 1996
- ------------------------
(Kenneth H. Olsen)

Carl E. Reichardt*                           Director                        April 22, 1996
- ------------------------
(Carl E. Reichardt)

John L. Thornton*                            Director                        April 22, 1996
- -----------------------
(John L. Thornton)
-13-

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

Clifton R. Wharton, Jr.*                     Director                        April 22, 1996
- --------------------------
(Clifton R. Wharton, Jr.)

                                       Group Vice President
                                  and Chief Financial Officer
John M. Devine*                  (principal financial officer)               April 22, 1996
- ------------------------
(John M. Devine)

                                     Director of Accounting
  Daniel R. Coulson*              (principal accounting officer)             April 22, 1996
- ------------------------
 (Daniel R. Coulson)

*By:  /s/K. S. Lamping
      -----------------
     (K. S. Lamping
     Attorney-in-Fact)
-14-

                              EXHIBIT INDEX
Sequential Page
                                                                      at Which Found
                                                                     (or Incorporated
                                                                       by Reference)
                                                                     ----------------
Exhibit 4.1          Ford Motor Company Benefit
                     Equalization Plan.  Filed with
                     this Registration Statement.
                  
Exhibit 5.1          Opinion of Thomas J. DeZure, 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 5.2          Opinion of F. C. King, a Senior Attorney
                     of Ford Motor Company, with respect to compliance
                     requirements of the Employee Retirement
                     Income Security Act of 1974.  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 with this Registration Statement.

Exhibit 24.2         Certified resolutions of Board of Directors
                     authorizing signature pursuant to a power
                     of attorney. Filed with this Registration
                     Statement.