Ford Motor Company

Inter Office                                                  Joe W. Laymon
                                                              Vice President
                                                              Human Resources

                                                              February 28, 2003
To:  John M. Rintamaki

Subject:  Retirement

This letter is to confirm certain arrangements, pending approval of the
Compensation Committee, related to your retirement effective August 1, 2003.

     o    You will  retire  under the terms of the  Select  Retirement  Program,
          pending your signature on the appropriate waiver.

     o    Consistent with the terms of that Program, and the other non-qualified
          retirement programs for which you are eligible, you agree not to enter
          into  any  arrangement  that  would be  competitive  with  Ford  Motor
          Company,   including   subsidiaries.   You  also  agree  to   maintain
          confidentiality on all matters related to the Company, to refrain from
          litigation  against the Company,  and to refrain from inimical conduct
          toward the Company,  including refraining from any disparaging remarks
          about the Company or its employees, or any aspect of its business.

     o    You  agree  to  assist  in  litigation  on the  Company's  behalf,  as
          requested by the Company,  even if requested  after the effective date
          of your retirement.

     o    During the interim  period from March 31, 2003 to August 1, 2003,  you
          will serve on special assignment to the Chairman and CEO and assist on
          transitional  matters,  as  required,   including  attendance  on  the
          Company's   behalf  at  several  special  events  already   scheduled,
          including  events related to the Kentucky Derby,  the Beastly Feast in
          Atlanta, and the Disabled American Veterans National Convention.

     o    Additionally,  you agree to assist in the transfer of your  operations
          to  Allan  Gilmour  by  March  31,  2003,  and  in  transferring  your
          responsibilities as a Board member of Hertz,  Ballard, and the various
          charitable boards on which you participate on the Company's behalf, to
          other representatives on those Boards to be identified by the Company.

     o    It is our intention to recommend you for  stock-based  awards in March
          2003  commensurate  with awards at the Executive Vice President level,
          and to recommend that the Compensation  Committee deem you to have met
          the minimum  holding  period for employees  retiring with  stock-based
          awards.

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     o    You would be provided  two E-cars in  retirement.  This is  consistent
          with cars provided to Executive  Vice  Presidents  under the Executive
          Evaluation  Vehicle Policy. As exceptions to the policy,  you would be
          reimbursed  for fuel and you would not be required to rotate those two
          vehicles. In the event there is a special purchase program on the Ford
          GT offered to Executive Vice  Presidents in the Company,  you would be
          allowed to purchase one vehicle under such program.

     o    The Company would continue your Hertz  Platinum  Card,  your Northwest
          WorldClub  Card,  and your  Platinum  Elite  Card.  You would  also be
          allowed  to use Hertz  vehicles  at no charge  for your  vacation  and
          travel purposes.

     o    You would be allowed to purchase at Company-depreciated values certain
          items among your office  furnishings and equipment no longer needed by
          the Company.

The Corporate Executive and Personnel Office will provide you other details
regarding the standard programs and benefits for which you are eligible.

Please indicate your concurrence with the arrangements for your retirement as
indicated in this letter by signing this letter below, and signing the waiver,
and returning both documents to me.


                                                /s/Joe W. Laymon



Concur: /s/John M. Rintamaki
        --------------------
           John M. Rintamaki


Source: OneCLE Business Contracts.