Exhibit 4.5


Section  11.3  of  Article  XI of the  Ford  Motor  Company  Savings  and  Stock
Investment Plan for Salaried  Employees was amended as follows,  effective April
8, 2005:

   11.3   Administration Committee
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          (a)  Appointment of Administration  Committee.  The Company, by action
               of its Group Vice President - Corporate Human Resources and Labor
               Affairs  and its  Vice  President  -  Treasurer,  shall  create a
               Savings  and  Stock  Investment  Plan  Administration   Committee
               consisting of at least three members. The Company shall from time
               to time designate the members of the Administration Committee and
               an alternate for each of such members,  who shall have full power
               to act in the absence or  inability  to act of such  member.  The
               Administration  Committee  shall  appoint  its own  Chairman  and
               Secretary,  and shall act by a majority of its  members,  with or
               without a meeting. At the Trustee's request,  the Secretary or an
               Assistant Secretary of the Company shall from time to time notify
               the Trustee of the  appointment of members of the  Administration
               Committee and alternates  and of the  appointment of the Chairman
               and Secretary of the Administration Committee, upon which notices
               the Trustee shall be entitled to rely.

          (b)  Powers of Administration  Committee. The Administration Committee
               shall have full power and  discretionary  authority to administer
               the   Plan,   interpret   its   provisions,   and  make   factual
               determinations  concerning  claims for  benefits or the review of
               breach of fiduciary duty claims against the Plan  fiduciaries and
               other matters  relating to the  administration  of the Plan.  Any
               interpretation  of the provisions of the Plan or findings of fact
               by the  Administration  Committee  shall be final and conclusive,
               and  shall   bind  and  may  be  relied   upon  by  the   several
               Participating Companies, each of their employees, the Trustee and
               all Participants and other parties in interest. In addition,  the
               Administration  Committee shall have the full power and authority
               to supply rules for matters not covered by the Plan and to supply
               missing terms, provided that all such actions shall be in writing
               and shall be consistent with existing Plan provisions.

          (c)  Benefit Claims. A Participant  shall make a claim for benefits or
               participation by making a request in accordance with the terms of
               this Plan.

          (d)  Denial  of  a  Benefit   Claim.   If  a  claim  for  benefits  or
               participation  is denied in whole or in part,  the claimant  will
               receive   written   notification   from  the  third   party  plan
               administrator within ninety (90) days from the date the claim for
               benefits or  participation  is  received.  Such  notice  shall be
               deemed given upon  mailing,  full  postage  prepaid in the United
               States mail or if provided  electronically  to the claimant.  Any
               actual denial of a claim under this Plan shall be written and set
               forth in a manner  calculated  to be  understood by the claimant.
               The denial of claim  shall  include  (i) the  specific  reason or
               reasons for the denial, (ii) specific reference to pertinent Plan
               provisions on which the denial is based along with a copy of such
               Plan  provisions or a statement  that one will be furnished at no
               charge upon the  claimant's  request,  (iii) a description of any
               additional material or information  necessary for the claimant to
               perfect  the claim and an  explanation  of why such  material  or
               information is necessary;  and (iv) appropriate information as to
               the steps to be taken if the claimant wishes to submit his or her
               claim for review,  along with a statement of the claimant's right
               to bring a civil action under Section 502 (a) of ERISA  following
               an adverse benefit  determination  on review.  If the third party
               plan  administrator  determines  that an  extension  of time  for
               processing is required,  written notice of the extension shall be
               furnished to the claimant prior to the termination of the initial
               ninety (90) day period. In no event shall such extension exceed a
               period of ninety (90) days from the end of such  initial  period.
               The extension notice shall indicate the special


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               circumstances  requiring  an  extension  of time  and the date by
               which the Plan expects to render the determination.

          (e)  Review of Denial of the Benefit  Claim to the  Committee.  In the
               event that the third party plan  administrator  denies a claim, a
               claimant  may  (i)  request  a  review  upon  appeal  by  written
               application  to  the   Administration   Committee,   (ii)  review
               pertinent  documents,  and (iii)  submit  issues and  comments in
               writing.  A claimant  must request a review upon an appeal of the
               denial of the claim by the third party plan  administrator  under
               this Plan within sixty (60) days after the claimant  receives the
               written   notification   of  denial  of  the  claim.   Since  the
               Administration  Committee  is  reviewing  the appeal,  it will be
               considered  at  the  Administration  Committee's  next  regularly
               scheduled meeting.  If it is filed within thirty (30) days of the
               next  meeting,  a decision by the  Administration  Committee,  as
               appropriate,  shall  be made by the  date of the  second  meeting
               after receipt of the claimant's request for review. Under special
               circumstances   an  extension  of  time  for  processing  may  be
               required,  in which case a decision shall be rendered by the date
               of  the  third  meeting.  If an  extension  is  required  because
               information is incomplete,  the review period will be tolled from
               the date the  notice  was  sent to the  date the  information  is
               received.  In the event  such an  extension  is  needed,  written
               notice of the extension  shall be provided to the claimant  prior
               to  the  commencement  of  the  extension.  Written  notice  of a
               decision will be made to the claimant not any later than five (5)
               days  after  the  decision  has been  made by the  Administration
               Committee.

          (f)  Decision of the  Committee.  The  decision on review  shall be in
               writing in a manner calculated to be understood by claimant,  and
               include (i) the specific  reason or reasons for the denial;  (ii)
               specific  reference to  pertinent  Plan  provisions  on which the
               denial is based  along with a copy of such Plan  provisions  or a
               statement  that  one  will be  furnished  at no  charge  upon the
               claimant's  request;  (iii) a  statement  that  the  claimant  is
               entitled to receive, upon request and free of charge,  reasonable
               access  to,  copies  of,  all  documents,   records,   and  other
               information  relevant to the claimant's  claim for benefits;  and
               (iv) a statement of the claimant's  right to bring a civil action
               under  Section  502(a)  of ERISA  following  an  adverse  benefit
               determination  on  review.  .  Decisions  of  the  Administration
               Committee  are final and  conclusive  and are only subject to the
               arbitrary and capricious standard of judicial review.


          (g) Fiduciary Claims

               A claim by a Participant alleging breach of fiduciary duty by any
               Plan   fiduciary   shall  be  subject  to  the  following   claim
               procedures.

               1.   A claimant shall make a claim  alleging  breach of fiduciary
                    duties   by   filing   a   written   claim   with  the  Plan
                    Administrator.  The claim  must  specifically  set forth the
                    facts   concerning  the  alleged  breach  and  must  clearly
                    identify  the  Plan  fiduciary  who  claimant   alleges  has
                    committed a fiduciary breach. The claim shall cite the legal
                    basis for the  allegation of fiduciary  breach and shall set
                    forth the remedy that the claimant requests on behalf of the
                    Plan.

               2.   The Plan  Administrator  shall  review  the claim and make a
                    determination  within  ninety  (90)  days  from the date the
                    claim is  received.  Such notice  shall be deemed given upon
                    mailing,  full postage  prepaid in the United States mail or
                    if  provided  electronically  to the  claimant.  Any  actual
                    denial of a claim shall be written and set forth in a manner
                    calculated to be  understood by the claimant.  The denial of
                    the claim shall  include the  elements  set forth in section
                    (d) above. If the Plan

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                    Administrator  determines  that an  extension  of  time  for
                    processing  is  required,  written  notice of the  extension
                    shall be furnished to the claimant prior to the  termination
                    of the initial ninety (90) day period.  The extension notice
                    shall  indicate  the  special  circumstances   requiring  an
                    extension   of  time  and  the   date  by  which   the  Plan
                    Administrator  expects to render the  determination.  At the
                    Plan Administrator's  discretion,  the claim may be referred
                    to the Administration Committee or the Senior Vice President
                    - General Counsel for review.

               3.   In the event that the Plan  Administrator  denies a claim, a
                    claimant  may (i)  request a review  upon  appeal by written
                    application  to the  Administration  Committee;  (ii) review
                    pertinent  Plan  documents;  and  (iii)  submit  issues  and
                    comments in writing.  A claimant  must request a review upon
                    appeal of the denial of the claim by the Plan  Administrator
                    under this Plan within sixty (60) days after the Participant
                    receives  written  notification of denial of the claim.  The
                    appeal will be considered at the Administration  Committee's
                    next  regularly  scheduled  meeting.  If the appeal is filed
                    within thirty (30) days of the next  meeting,  a decision by
                    the Administration Committee, as appropriate,  shall be made
                    by the second  meeting  after  receipt of the  Participant's
                    request  for  review.   Under  special   circumstances,   an
                    extension of time for processing  may be required,  in which
                    case a decision  shall be  rendered by the date of the third
                    meeting.  If an extension is required because information is
                    incomplete,  the review  period will be tolled from the date
                    the notice was sent to the date the information is received.
                    In the event such an extension is needed,  written notice of
                    the extension shall be provided to the Participant  prior to
                    the  commencement of the extension.  In reviewing the claim,
                    the  Administration  Committee  may retain  experts or other
                    independent  advisors.  In such event,  an extension of time
                    for  processing may be required but a decision on the appeal
                    shall be made as soon as is reasonably practicable under the
                    circumstances.  Written  notice of the decision will be made
                    to the  Participant  not any later  than five (5) days after
                    the decision has been made by the Administration  Committee.
                    At the Administration Committee's discretion, an appeal from
                    a  denial  of the  claim  by the  Plan  Administrator,  or a
                    referral of a claim directly to the Administration Committee
                    by the Plan  Administrator,  may be  referred  to the Senior
                    Vice President - General Counsel for review.

               4.   When a claim for breach of fiduciary duty, or an appeal from
                    a denial of a  fiduciary  duty  claim  under  Section 3 or 4
                    above,  is referred to the Senior  Vice  President  -General
                    Counsel,   he/she  shall  have  full   authority   and  sole
                    discretion  to  determine  the manner in which to  discharge
                    his/her  responsibility  with  respect  to the review of the
                    claim or the appeal.  This includes,  but is not limited to,
                    retaining the  responsibility to review the claim or appeal,
                    appointing an independent  fiduciary,  seeking a declaratory
                    judgment in federal court, or seeking review of the claim or
                    appeal by an existing or  specially  appointed  committee of
                    the Board. The Senior Vice President  -General  Counsel,  or
                    any person who is  responsible  for making the decision with
                    respect to the claim or appeal as  determined  by the Senior
                    Vice   President-   General   Counsel  as  described   above
                    ("Appointee"),  may  retain  experts  or  other  independent
                    advisors in his/her sole  discretion  with respect to review
                    of the  claim  or  appeal.  The  claim  or  appeal  shall be
                    reviewed on the basis of the written record submitted by the
                    claimant and the record developed by the Plan Administrator,
                    if any.

               5.   A decision  shall be made as soon as reasonably  practicable
                    under the circumstances. Written notice of the decision will
                    be made to the  claimant  not any  later  than five (5) days
                    after the  decision  has been made.  The  decision on review
                    shall be in writing in a

<PAGE>

                    manner calculated to be understood by claimant,  and include
                    (i) the  specific  reason or reasons  for the  denial;  (ii)
                    specific reference to pertinent Plan provisions on which the
                    denial is based along with a copy of such Plan provisions or
                    a statement that one will be furnished at no charge upon the
                    claimant's  request;  (iii) a statement that the claimant is
                    entitled  to  receive,  upon  request  and  free of  charge,
                    reasonable access to, copies of, all documents, records, and
                    other information relevant to the claimant's claim; and (iv)
                    a statement of the claimant's  right to bring a civil action
                    under   Section   502(a)  of  ERISA   following  an  adverse
                    determination   on   review.    The   Plan    Administrator,
                    Administration  Committee,  the  Vice  President  -  General
                    Counsel or the  Appointees  each  severally  shall have full
                    power and discretion under the Plan to consider  Participant
                    fiduciary claims. Decisions of the Administration Committee,
                    the  Senior   Vice   President   -General   Counsel  or  the
                    Appointees, as the case may be, are final and conclusive and
                    are only subject to the arbitrary and capricious standard of
                    judicial review and shall bind and may be relied upon by the
                    Participants,   beneficiaries,   or  the   estate  or  legal
                    representative thereof, the Trustee and all other parties in
                    interest.



The following  Section 11.10 of Aricle XI of the Ford Motor Company  Savings and
Stock Investment Plan for Salaried Employees was added, effective April 8, 2005:


11.10.  Exhaustion Requirement and Limitation on Claims

No legal action may be brought by a Participant,  dependent, beneficiary, or the
estate or legal  representative  thereof for  entitlement  to benefits under the
Plan or breach of fiduciary  duty until after the claims and appeals  procedures
of the Plan have been  exhausted.  Unless a different  period of  limitation  is
specifically  provided under ERISA,  any claim under the Plan must be brought no
later  than two years  after  such  claim has  accrued  in order for the  review
authorities to conduct a timely and effective  investigation  of the claim.  For
matters not  specifically  addressed in Section  11.3,  no other  actions may be
brought against the Plan more than six months after such claim has accrued.