Exhibit 10-U-1
Description of Settlement of Special 2006-2008 Senior Executive Retention Program
As a result of a recent review of our incentive compensation programs, on February 27, 2007, the
Compensation Committee of the Board of Directors decided to settle the Special 2006-2008 Senior
Executive Retention Program. The program was viewed as inconsistent with Fords
strategic need to have our executives work together to achieve common goals as a team. The
consideration for settling the program is a cash payout to be made to participants based on actual
and expected achievement of the manufacturing capacity reduction goals for 2006-2008 and, for the
other goals shown below, actual 2006 achievement. (The Committee did not use expected 2007 and
2008 results for the other metrics shown below due to the lack of data or difficulty in estimating
future results.)
| Metric | % Performance Achieved | |
1. Manufacturing capacity reduction |
50% | |
2. Cost Reduction |
33% | |
3. Market Share U.S. |
0% | |
4. Market Share Asia |
0% | |
5. Automotive Components Holdings, LLC |
33% |
Participants
must repay the settlement amount if they leave the Company before
March 2009 for any
reason except an approved retirement.
In addition, the Committee decided to grant additional stock options in March 2007 and
performance-based restricted stock units in March 2007, March 2008, and March 2009 to certain
officer participants as an enhancement under the long-term incentive program. The Committee reduced
the award opportunity (set at eight times base salary rounded to the nearest million) for
individual officers under the 2007 program by the amount of their cash payout, if any, under the
2006-2008 Senior Executive Retention Program. The value of the net amount of the award
opportunity will be delivered 50% in stock options and 50% in performance-based restricted stock
units. Each grant of performance-based restricted stock units will use the same metrics and
weightings as the Annual Incentive Compensation Plan for the applicable performance period.