<PAGE>   1
                                                                   EXHIBIT 10.19


ASSOCIATES FIRST CAPITAL CORPORATION
LONG-TERM EQUITY COMPENSATION PLAN
STOCK OPTION AWARD AGREEMENT - IPO

You have been selected to be a Participant in the Associates First Capital
Corporation Long-Term Equity Compensation Plan (the "Plan") for 1996, through
this grant of nonqualified stock options/tandem stock appreciation rights
(hereinafter for purposes of this Agreement referred to as "Stock Options" or
"Options"), subject to completion of the initial public offering of Shares, as
specified below:

PARTICIPANT:
            --------------------------------
ADDRESS:
        --------------------------------------------------------

        --------------------------------------------------------

OPTION NO.:
           ---------------------------------

DATE OF GRANT:
              ------------------------------

NUMBER OF SHARES COVERED BY THIS AGREEMENT:
                                           ---------------------
OPTION PRICE:
             -------------------------------

DATE OF EXPIRATION:
                   -------------------------

EXCEPT AS HEREINAFTER PROVIDED, THIS OPTION MAY BE EXERCISED AFTER:
 .                                                                 -------------

         THIS AGREEMENT, effective commencing as of the morning of, but prior
to, commencement of trading on the New York Stock Exchange on the Date of Grant
set forth above, represents the grant of a stock option by Associates First
Capital Corporation, a Delaware corporation (the "Company"), to the Participant
named above, pursuant to the provisions of the Plan.

         The Plan provides a description of certain terms and conditions
governing the Option. If there is any inconsistency between the terms of this
Agreement and the terms of the Plan, the Plan's terms shall completely
supersede and replace the conflicting terms of this Agreement. All capitalized
terms shall have the meanings ascribed to them in the Plan, unless specifically
set forth otherwise herein. The parties hereto agree as follows:

1.       GRANT OF STOCK OPTION. The Company hereby grants to the Participant an
         Option to exercise the number of Shares set forth above, at the stated
         Option Price, which is 100 percent of the



<PAGE>   2

         Fair Market Value of a Share on the Date of Grant, in the manner and
         subject to the applicable terms and conditions of the Plan and this
         Agreement.

2.       EXERCISE OF STOCK OPTION. Except as hereinafter provided, the
         Participant may exercise this Option as provided in Article 3 of this
         Agreement and according to the vesting schedule set forth on page 1 of
         this Agreement, provided that no exercise may occur prior to the end
         of one (1) year following the Date of Grant or subsequent to the close
         of business on the Date of Expiration (shown on page 1 of this
         Agreement).

         This Option may be exercised in whole or in part, but not for less
         than 50 Shares at any one time, unless fewer than 50 Shares then
         remain subject to the Option, and the Option is then being exercised
         as to all such remaining Shares. Options may be exercised only for
         full Shares; no option is exercisable for fractional Shares.

3.       PROCEDURE FOR EXERCISE OF OPTION. This Option may be exercised only
         during a "Window Period" (as defined below), by delivery of the Notice
         of Exercise to the Company, addressed to the attention of its
         Compensation Committee, c/o John Lee. "Window Period" means the period
         beginning on the third (3rd) business day following the date of public
         release of the Company's quarterly sales and earnings information, and
         ending on the twelfth (12th) business day following such date.
         Notwithstanding the foregoing and except with respect to Insiders as
         specified below, the Company may at any time in its sole discretion,
         change, extend, or eliminate a window period or otherwise. The
         Participant shall elect on the Notice of Exercise whether the stock
         option or the stock appreciation rights portion of the award is being
         exercised. Exercise of the stock option portion shall cancel the
         corresponding portion represented by stock appreciation rights, and
         exercise of the stock appreciation rights portion shall cancel the
         corresponding portion represented by stock options.

         (a)      Exercise of stock appreciation rights portion of award. If
                  the stock appreciation rights portion of the Option is
                  exercised, the Participant shall elect one of the two
                  following alternatives:

                  (i)      Payout in cash: If this alternative is elected, the
                           Company shall pay to the Participant in cash (or by
                           check) an amount equal to (A) the excess of the Fair
                           Market Value of a Share on the date of exercise (as
                           determined by the Committee or its designee), over
                           the Option Price, multiplied by (B) the number of
                           Shares under the Option being exercised. Applicable
                           taxes shall be withheld from the cash payout.
                           Participants who are notified by the Company that
                           they are Insiders may elect this alternative,
                           subject to Committee approval, only within a Window
                           Period.

                  (ii)     Payout in Stock: If this alternative is elected, the
                           Company shall deliver to the Participant the number
                           of Shares of Company Stock necessary to deliver to
                           the Participant value equal to (A) the excess of the
                           Fair Market Value of a Share on the date of exercise
                           (as determined by the Committee or its 


                                       2


<PAGE>   3

                  designee), over the Option Price, multiplied by (B) the
                  number of Shares under the Option being exercised, minus (C)
                  the withholding taxes.             
        
         (b)      Exercise of Stock Option portion of award. If the Stock
                  Option portion of the Option is exercised, the Participant
                  shall deliver to the Company the Option Price in full either:
                  (i) in cash or its equivalent; (ii) by tendering previously
                  acquired Shares having an aggregate Fair Market Value at the
                  time of exercise equal to the Option Price (provided that the
                  Shares so tendered must have been held by the Participant for
                  at least six months prior to their tender); or (iii) by a
                  combination of (i) and (ii). As soon as practicable following
                  exercise, the Company shall deliver to the Participant
                  certificates for the Shares purchased, net of tax withholding
                  as provided below, if applicable.

                  The Company shall have the right to deduct or withhold, or
                  have the Participant remit to the Company, an amount
                  sufficient to satisfy Federal, state, and local taxes
                  (including the Participant's FICA obligation) required by law
                  to be withheld with respect to such exercise. The Participant
                  may elect in connection with an exercise under this Section
                  3(b), subject to the approval of the Committee, to satisfy
                  the withholding requirement, in whole or in part, by having
                  the Company withhold Shares having an aggregate Fair Market
                  Value on the date of exercise equal to the amount required to
                  be withheld. All elections shall be irrevocable and in
                  writing, and shall be signed by the Participant in advance of
                  the date the transaction becomes taxable. In addition, any
                  such election by Participants who have been notified by the
                  Company that they are Insiders must be either:

                  (i)      Delivered to the Committee at least six (6) months
                           prior to the date specified by the Participant on
                           which the exercise of the Option is to occur; or

                  (ii)     Be made pursuant to an exercise of an Option which
                           occurs during a Window Period.

         4.       TERMINATION OF EMPLOYMENT:

         (a)      By Retirement, Disability or death: In the event of a
                  Participant's Retirement, Disability or death, the Option
                  shall continue in effect and shall become fully vested and
                  exercisable during the applicable periods in accordance with
                  the provisions hereof. In the event of the Participant's
                  death, the beneficiary designated pursuant to Article 8
                  hereof, or if no such beneficiary is designated or deemed to
                  be designated or if none survives such Participant, the
                  executor or administrator of the estate of the decedent or
                  the person or persons to whom the Option shall have been
                  validly transferred by the executor or the administrator
                  pursuant to will or the laws of descent and distribution,
                  shall have the right to exercise the Option, when vested, in
                  accordance with the provisions hereof.



                                       3


<PAGE>   4




         (b)      By transfer to Ford or Ford Subsidiaries: In the event the
                  Participant transfers to Ford Motor Company ("Ford") or a
                  Ford Subsidiary (as hereinafter defined) the Option shall
                  continue in effect and shall become fully vested and
                  exercisable during the applicable periods in accordance with
                  the provisions hereof. The term "Ford Subsidiary" when used
                  herein shall mean any corporation a majority of the voting
                  stock of which is owned directly or indirectly by Ford.

         (c)      By termination for Cause or resignation: In the event of the
                  resignation of employment by the Participant or termination
                  of the Participant's employment by the Company for Cause, the
                  Option shall be forfeited effective as of the date of such
                  resignation or termination and the Participant's right to
                  exercise this Option shall cease. For purposes of the Plan, a
                  termination by the Company for Cause shall include
                  termination resulting from (a) action by the Participant
                  involving willful malfeasance, (b) the Participant's
                  unreasonable neglect or refusal to perform the executive
                  duties assigned to the Participant, (c) the Participant's
                  being convicted of a felony, (d) the Participant's engaging
                  in any activity that is directly or indirectly in competition
                  with the Company or any affiliate or in any activity that is
                  inimical to the best interests of the Company or any
                  affiliate, or (e) the Participant's violation of Company
                  policy covering standards of corporate conduct. If the
                  Company terminates the Participant's employment for Cause,
                  all of the Company's obligations under this Agreement shall
                  thereupon cease and terminate.

         (d)      By termination other than for Cause or within 12 months of a
                  Change in Control: In the event that the Participant's
                  employment is terminated by the Company other than for Cause,
                  or a Change in Control occurs that results in termination of
                  the Participant's employment by the Company other than for
                  Cause within 12 months of a Change in Control, the Option
                  shall become vested upon the date of that termination and
                  shall be exercisable to the extent permitted under provisions
                  hereof until the Date of Expiration (as shown on page 1 of
                  this Agreement). For purposes of this Article, "Change in
                  Control" means any of the following:

                       (i)   Any merger, consolidation or similar combination
                             with or involving the Company, as of the date of
                             the conclusion of such event, other than a merger,
                             consolidation or similar combination of the
                             Company with Ford or any of its affiliates;

                       (ii)  Any transaction or series of transactions that
                             results in the sale or divestiture of all or
                             substantially all of the Company's assets, as of
                             the conclusion of such transaction or series of
                             transactions;

                       (iii) Any capital reorganization, transaction or series
                             of transactions that results in Ford and its
                             affiliates owning common stock of the Company
                             having less than 50% of the combined voting power
                             of the outstanding capital stock of the Company,
                             as of the date of the 


                                       4


<PAGE>   5
                             conclusion of such reorganization, transaction or 
                             series of transactions; or      

                       (iv)  The successful completion of a public offering, or
                             distribution to the public by dividend or spinoff,
                             that results in Ford and its affiliates owning
                             common stock of the Company having less than 50%
                             of the combined voting power of the outstanding
                             capital stock of the Company.

                  For purposes of section (d) of this Article, termination
                  shall include "Constructive Termination," which shall be
                  deemed to have occurred if any of the following result from a
                  Change in Control:

                       (i)   The assignment to the Participant of any duties
                             inconsistent in any respect with the Participant's
                             position (including status, offices, titles and
                             reporting requirements), authority, duties or
                             responsibilities or any other action which results
                             in a substantial diminution in such position,
                             authority, duties or responsibilities, excluding
                             for this purpose an isolated, insubstantial and
                             inadvertent action not taken in bad faith and
                             which is remedied by the employer promptly after
                             receipt of notice thereof given by the
                             Participant;

                       (ii)  Any failure to (x) continue to provide the
                             Participant with the opportunity to participate,
                             on terms substantially comparable in the aggregate
                             to those in effect immediately prior to the Change
                             in Control, in substantially the same benefit or
                             compensation plans and programs, including the
                             Company's life, disability, health and retirement
                             plans in which the Participant was participating
                             immediately prior to the date of the Change in
                             Control, or their equivalent, or (y) provide the
                             Participant with all other fringe benefits (or
                             their equivalent) from time to time in effect for
                             the benefit of any executive, management or
                             administrative group of the Company which
                             customarily includes a person holding the
                             employment position with the Company then held by
                             the Participant; or

                       (iii) Without the Participant's express written consent,
                             a substantial reduction, without good business
                             reasons, of the facilities and perquisites
                             available to the Participant immediately prior to
                             such reduction.

         (e)      Termination for reasons not listed above: In the event of a
                  termination of the Holder's employment for reasons other than
                  Disability, death, Retirement, transfer to Ford or a Ford
                  Subsidiary, resignation or termination by the Company for
                  Cause, the Portion of the Option which is vested as of the
                  date of termination of employment 


                                       5


<PAGE>   6




                  are exercisable to the extent permitted under Articles 2 and
                  7 hereof until the earlier of (i) the Date of Expiration (as
                  defined on page 1 of this Agreement) or (ii) the end of the
                  90th day following the date of termination of employment. No
                  other rights under this Agreement will continue in effect or
                  continue to accrue from the date of termination forward.

5.       EFFECT OF COMPETITIVE ACTIVITY OR INIMICAL CONDUCT. Anything contained
         herein to the contrary notwithstanding, the right of the Participant
         to exercise the Option shall remain effective only if, during the
         entire period from the Date of Grant to the date of such exercise, the
         Participant shall have earned the Option by refraining from engaging
         in any activity that is directly or indirectly in competition with any
         activity of the Company or any subsidiary or affiliate thereof. The
         term "subsidiary" shall mean any corporation a majority of the voting
         stock of which is owned directly or indirectly by the Company.

         In the event of the Participant's nonfulfillment of the condition set
         forth in the immediately preceding paragraph, the Participant's right
         to exercise such Option shall cease; provided, however, that the
         nonfulfillment of such condition may at any time be waived by the
         Committee upon its determination that in its sole judgment there shall
         not have been and will not be any substantial adverse effect upon the
         Company or any subsidiary or affiliate thereof by reason of the
         nonfulfillment of such condition.

         The right of the Participant to exercise the Option shall cease on and
         as of the date on which it has been determined by the Committee that
         the Participant at any time acted in a manner inimical to the best
         interests of the Company or any subsidiary or affiliate thereof.
         Conduct which constitutes engaging in an activity that is directly or
         indirectly in competition with any activity of the Company or any
         subsidiary or affiliate thereof shall be governed by the preceding
         paragraphs of this Article 5 and shall not be subject to any
         determination under this paragraph.

6.       RESTRICTIONS ON TRANSFER. This Option may not be sold, transferred,
         pledged, assigned, or otherwise alienated or hypothecated, other than
         by will or by the laws of descent and distribution. Further, this
         Option shall be exercisable during the Participant's lifetime only by
         the Participant or the Participant's legal representative.

7.       RECAPITALIZATION. In the event there is any change in the Company's
         Shares through the declaration of stock dividends or through
         recapitalization resulting in stock split-ups or through merger,
         consolidation, exchange of Shares, or otherwise, the number and class
         of Shares subject to this Option, as well as the Option Price may be
         equitably adjusted by the Committee, in its sole discretion, to
         prevent dilution or enlargement of rights.

8.       BENEFICIARY DESIGNATION. The Participant may, from time to time, name
         any beneficiary or beneficiaries (who may be named contingently or
         successively) to whom any benefit under this Agreement is to be paid
         in case of such Participant's death before he or she receives any or
         all of such benefit. Each such designation shall revoke all prior
         designations by the 



                                       6

<PAGE>   7

         Participant, shall be in a form prescribed by the Company, and will be
         effective only when filed by the Participant in writing with the
         Company during the Participant's lifetime. In the absence of any such
         designation, the Participant's beneficiary shall be deemed to be the
         Person or Persons who receive the Participant's life insurance
         proceeds under the Company-paid life insurance plan.

9.       RIGHTS AS A STOCKHOLDER. The Participant shall have no rights as a
         stockholder of the Company with respect to the Shares subject to this
         Option Agreement until such time as the Option Price has been paid,
         and the Shares have been issued and delivered to him or her.

10.      NO RIGHT OF EMPLOYMENT. This Agreement shall not confer upon the
         Participant any right to continuation of employment by the Company,
         nor shall this Option Agreement interfere in any way with the
         Company's right to terminate the Participant's employment at any time.

11.      MISCELLANEOUS.

         (a)      This Agreement and the rights of the Participant hereunder
                  are subject to all the terms and conditions of the Plan, as
                  the same may be amended from time to time, as well as to such
                  rules and regulations as the Committee may adopt for
                  administration of the Plan. The Committee shall have the
                  right to impose such restrictions on any Shares acquired
                  pursuant to the exercise of this Option, as it may deem
                  advisable, including, without limitation, restrictions under
                  applicable federal securities laws, under the requirements of
                  any stock exchange or market upon which such Shares are then
                  listed and/or traded, and under any blue sky or state
                  securities laws applicable to such Shares. It is expressly
                  understood that the Committee is authorized to administer,
                  construe, and make all determinations necessary or
                  appropriate to the administration of the Plan and this
                  Agreement, all of which shall be binding upon the
                  Participant.

         (b)      With the approval of the Board, the Committee may, subject to
                  the terms of the Plan, terminate, amend, or modify the Plan;
                  provided, however, that no such termination, amendment, or
                  modification of the Plan may in any way adversely affect the
                  Participant's vested rights under this Agreement, without the
                  written consent of the Participant.

         (c)      The Participant agrees to take all steps necessary to comply
                  with all applicable provisions of federal and state
                  securities law in exercising his or her rights under this
                  Agreement.

         (d)      This Agreement shall be subject to all applicable laws,
                  rules, and regulations, and to such approvals by any
                  governmental agencies or national securities exchanges as may
                  be required.


                                       7


<PAGE>   8


         (e)      All obligations of the Company under the Plan and this
                  Agreement, with respect to this Option, shall be binding on
                  any successor to the Company, whether the existence of such
                  successor is the result of a direct or indirect purchase,
                  merger, consolidation, or otherwise, of all or substantially
                  all of the business and/or assets of the Company.

         (f)      To the extent not preempted by federal law, this Agreement
                  shall be governed by, and construed in accordance with, the
                  laws of the State of Texas.

         (g)      The grant of the Option to the Participant is completely
                  discretionary and does not create any rights to receive
                  future stock option grants.

         IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed as of the Date of Grant.


                                      Associates First Capital Corporation
                                      
                                      
                                      
                                      
                                      By:
                                         ---------------------------------
                                      James B. Watts, Executive Vice President

The foregoing Option hereby is accepted on the terms and conditions set forth
herein and in the Plan.



Participant's Signature:                          Date:
                        --------------------------     -----------------------

Note:  Please sign one copy of this Agreement and send it to:

Compensation Committee
c/o John W. Lee
Associates First Capital Corporation
P.O. Box 660237
Dallas, TX 75266-0237

Keep the other copy for your records.


                                       8