Ford Brasil Ltda. Calls Noteholders' Meeting To Consider Early Call and Put Option

1 November 1999
Ford Brasil Ltda. Calls Noteholders' Meeting To Consider Early Call and Put Option
    SAO PAULO, Brazil, Oct. 29 -- Ford Brasil Ltda. has notified
holders of each of its US$300 million 9.125% Notes due 2004 and its US$200
million 9.25% Notes due 2007 of meetings to consider a proposal to add an
early call and put option to the terms of the Notes.
    The meetings are scheduled for 10 a.m. and 10:05 a.m. (or as soon
thereafter as the first meeting concludes) (London time), Friday, Nov. 19 at
the offices of Lovell White Durrant, 65 Holborn Viaduct, London, EC1A 2DY.
    The current terms of the Notes provide for call and put options in 2001,
in the case of the 9.125% Notes, and in 2003, in the case of the 9.25% Notes,
in each case at a price of 99.25% of their principal amount.
    Under the proposed new call and put option, Ford Brasil would have the
right for a period of 40 days after the proposal is passed to require the
mandatory sale of the Notes to an affiliate of Ford Brasil at a price of
102.50% of the principal amount, in the case of the 9.125% Notes, and 103.50%
of the principal amount, in the case of the 9.25% Notes.  If Ford Brasil does
not exercise its right, then, following the 40-day period, holders of the
Notes will have the right for 30 days to put their Notes and Ford Brasil must
procure their purchase by an affiliate at the same respective prices of
102.50% and 103.50%.
    If the proposal passes, Ford Brasil intends to exercise the option to
require the sale of the Notes to an affiliate before the end of December 1999
to facilitate a restructuring of Ford Brasil's business.
    Ford Motor Company has operated in Brazil since 1919.  All of
the company's manufacturing facilities are currently in the state of Sao
Paulo.  The company builds the Ford Fiesta and Ford Ka at Sao Bernardo and
produces engines and transmissions at its Taubate plant.  A truck assembly
plant at Ipiranga builds the Cargo and F-Series models as well as a bus
chassis.  The company plans to begin construction of a new assembly plant in
the state of Bahia later this year.