Obligation Ford Credit 5.625% ( US345397VQ39 ) en USD

Ford Credit

100 % ⇌

Etas-Unis

US345397VQ39 ( en USD )

5.625% par an ( paiement semestriel )

15/09/2015 - Obligation échue

Prospectus brochure de l'obligation Ford Motor Credit Company US345397VQ39 en USD 5.625%, échue

100 000 USD

1 000 000 000 USD

345397VQ3

BBB- ( Qualité moyenne inférieure )

Baa3 ( Qualité moyenne inférieure )

Ford Motor Credit Company (FMC) est une filiale de Ford Motor Company qui fournit des services de financement automobile, notamment des prêts et des locations aux consommateurs et aux concessionnaires Ford.

L'obligation US345397VQ39 émise par Ford Motor Credit Company aux États-Unis, d'un montant total de 1 000 000 000 USD, échéant le 15/09/2015 avec un coupon de 5,625% payable deux fois par an, a été remboursée à son prix nominal de 100%, ayant bénéficié de notations BBB- (S&P) et Baa3 (Moody's), avec un montant minimum d'achat de 100 000 USD.

e424b2
Page 1 of 65
424B2 1 f49615e424b2.htm 424B2
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 2 of 65
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-159107

PROSPECTUS SUPPLEMENT
(To Prospectus dated May 11, 2009)

$1,000,000,000
Ford Motor Credit Company LLC

5.625% Notes due September 15, 2015

The Notes will bear interest from September 21, 2010 at the rate of 5.625% per annum. Ford
Credit will pay interest on the Notes semi-annually in arrears on March 15 and September 15 of
each year, beginning March 15, 2011.
Investing in the Notes involves risks. See "Risk Factors" on page S-1 of this prospectus
supplement and "Risk Factors" beginning on page 1 of the accompanying prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has
approved or disapproved of these securities or passed upon the adequacy or accuracy of this
prospectus supplement and the accompanying prospectus. Any representation to the contrary is a
criminal offense.

Per Note

Total
Initial public offering price
99.466%
$ 994,660,000
Underwriting discounts and commissions
1.000%
$ 10,000,000
Proceeds, before expenses, to Ford Credit
98.466%
$ 984,660,000

Interest on the Notes will accrue from September 21, 2010 and must be paid by the purchasers if
the Notes are delivered to the purchasers after that date. Ford Credit expects that delivery of the
Notes will be made to investors on or about September 21, 2010.

Deutsche Bank Securities Goldman, Sachs & Co. HSBC Morgan Stanley

Prospectus Supplement dated September 14, 2010
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 3 of 65

TABLE OF CONTENTS

Prospectus Supplement

Page
Forward-Looking Statements
S-ii
Risk Factors
S-1
Description of Notes
S-1
United States Taxation
S-1
Underwriting
S-5
Legal Opinions
S-7
Independent Registered Public Accounting Firm
S-7

Prospectus
Risk Factors

1
Where You Can Find More Information

1
Information Concerning Ford Credit

1
Ratio of Earnings to Fixed Charges

3
Use of Proceeds

3
Prospectus

3
Prospectus Supplement or Term Sheet

4
Description of Debt Securities

4
Description of Warrants
20
Plan of Distribution
22
Legal Opinions
22
Independent Registered Public Accounting Firm
22

You should rely only on the information contained or incorporated by reference in
this prospectus supplement or the accompanying prospectus. No one is authorized to
provide you with different information.

The Notes are not being offered in any jurisdiction where the offer is not permitted.

You should not assume that the information in this prospectus supplement or the
accompanying prospectus is accurate as of any date other than the date on the front
of the documents.

S-i
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 4 of 65
Table of Contents

FORWARD-LOOKING STATEMENTS

Statements included or incorporated by reference herein may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are based on expectations, forecasts and assumptions by our
management and involve a number of risks, uncertainties, and other factors that could cause
actual results to differ materially from those stated, including, without limitation, those set
forth in "Item 1A -- Risk Factors" and "Item 7 -- Management's Discussion and Analysis of
Financial Condition and Results of Operations -- Risk Factors" of Ford Credit's Annual
Report on Form 10-K for the year ended December 31, 2009 (the "2009 Annual Report on
Form 10-K") and in Part 1 "Item 2 -- Management's Discussion and Analysis of Financial
Condition and Results of Operations" in Ford Credit's Quarterly Reports on Form 10-Q for
the quarters ended March 31, 2010 ("First Quarter 2010 Form 10-Q Report") and June 30,
2010 ("Second Quarter 2010 Form 10-Q Report"), which are incorporated herein by
reference.

We cannot be certain that any expectations, forecasts or assumptions made by
management in preparing these forward-looking statements will prove accurate, or that any
projections will be realized. It is to be expected that there may be differences between
projected and actual results. Our forward-looking statements speak only as of the date of
their initial issuance, and we do not undertake any obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future events, or
otherwise.

S-ii
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 5 of 65
Table of Contents

RISK FACTORS

Before purchasing any Notes, you should read carefully this prospectus supplement, the
accompanying prospectus and the documents incorporated by reference herein, including
the risk factors discussions in Ford Credit's 2009 Annual Report on Form 10-K, First Quarter
2010 Form 10-Q Report, and Second Quarter 2010 Form 10-Q Report for risk factors
regarding Ford and Ford Credit.

DESCRIPTION OF NOTES

This description of the terms of the Notes adds information to the description of the
general terms and provisions of debt securities in the prospectus. If this summary differs in
any way from the summary in the prospectus, you should rely on this summary. The Notes
are part of the debt securities registered by Ford Credit in May 2009 to be issued on terms to
be determined at the time of sale.

The Notes will initially be limited to $1,000,000,000 aggregate principal amount, will be
unsecured obligations of Ford Credit and will mature on September 15, 2015. The Notes are
not subject to redemption prior to maturity. The Notes will be issued in minimum
denominations of $100,000 and will be issued in integral multiples of $1,000 for higher
amounts.

Ford Credit may, from time to time, without the consent of the holders of the Notes, issue
additional notes having the same ranking and the same interest rate, maturity and other
terms as the Notes. Any such additional notes will, together with the Notes, constitute a
single series of notes under the Indenture. No additional Notes may be issued if an Event of
Default has occurred with respect to the Notes.

The Notes will bear interest from September 21, 2010 at the rate of 5.625% per annum.
Interest on the Notes will be payable on March 15 and September 15 of each year (each
such day an "Interest Payment Date"), commencing March 15, 2011, to the persons in whose
names the Notes were registered at the close of business on the 15th day preceding the
Interest Payment Date, subject to certain exceptions.

Interest on the Notes will be computed on the basis of a 360-day year comprised of
twelve 30-day months.

Book-Entry, Delivery and Form

The Notes will be issued in the form of one or more fully registered Global Notes (the
"Global Notes") which will be deposited with, or on behalf of, The Depository Trust Company,
New York, New York (the "Depository") and registered in the name of Cede & Co., the
Depository's nominee. Notes in definitive form will not be issued, unless the Depository
notifies Ford Credit that it is unwilling or unable to continue as depository for the Global
Notes and Ford Credit fails to appoint a successor depository within 90 days or unless
otherwise determined, at Ford Credit's option. Beneficial interests in the Global Notes will be
represented through book-entry accounts of financial institutions acting on behalf of
beneficial owners as direct and indirect participants in the Depository.

Initial settlement for the Notes will be made in immediately available funds. Secondary
market trading between participants of the Depository will occur in the ordinary way in
accordance with Depository rules and will be settled in immediately available funds using the
Depository's Same-Day Funds Settlement System.

UNITED STATES TAXATION

The following discussion of the material United States federal income tax and, in the case
of a non-United States person, estate tax consequences of the acquisition, ownership and
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 6 of 65
disposition of a Note is the opinion of Shearman & Sterling LLP, special tax counsel to
Ford Credit, and counsel for

S-1
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 7 of 65
Table of Contents
the Underwriters. It applies to you only if you are the beneficial owner of a Note that you
acquire at its original issuance at the issue price and hold the Note as a capital asset within
the meaning of section 1221 of the Internal Revenue Code of 1986, as amended (the
"Code"). This discussion does not apply to you if you are subject to special treatment under
the United States federal income tax law, such as:

· dealers in securities or currencies;

· financial institutions or life insurance companies;

· tax-exempt organizations;

· S corporations, real estate investment trusts or regulated investment companies;

· persons holding Notes as part of a hedge, straddle, conversion or other "synthetic
security" or integrated transaction;

· taxpayers subject to the alternative minimum tax;

· U.S. holders (as defined below) with a functional currency other than the United States
dollar; or

· certain United States expatriates.

The discussion is based on the Code, Treasury regulations (including temporary
regulations) promulgated thereunder, rulings, published administrative positions of the United
States Internal Revenue Service (the "IRS") and judicial decisions, all as in effect on the date
of this prospectus supplement, which are subject to change, possibly with retroactive effect,
or to different interpretations.

This discussion does not purport to address all of the United States federal income
tax consequences that may be applicable to you in light of your personal investment
circumstances or status. Prospective purchasers of Notes should consult their own
tax advisors concerning United States federal income tax consequences of acquiring,
owning and disposing of the Notes, as well as any state, local or foreign tax
consequences.

U.S. Holders

This section describes the material United States federal income tax consequences to
U.S. holders. You are a "U.S. holder" for purposes of this discussion if you are, for United
States federal income tax purposes:

· an individual who is a citizen or resident of the United States,

· a domestic corporation;

· an estate that is subject to United States federal income taxation without regard to the
source of its income, or

· a trust if (1) a court within the United States is able to exercise primary supervision over
the administration of the trust and one or more United States persons have the
authority to control all substantial decisions of the trust or (2) a valid election is in effect
under applicable Treasury regulations for the trust to be treated as a United States
person.

If a United States partnership (including for this purpose any entity treated as a
partnership for United States federal income tax purposes) is a beneficial owner of the Notes,
the treatment of a partner in the partnership generally will depend upon the status of the
partner and upon the activities of the partnership. A holder of Notes that is a partnership and
partners in such partnership should consult their tax advisors.

S-2
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 8 of 65
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 9 of 65
Table of Contents
Interest. Generally, a U.S. holder will include stated interest on the Notes as ordinary
income at the time it is paid or accrued in accordance with the U.S. holder's method of
accounting for United States federal income tax purposes.

Sale or Other Disposition of Notes. Upon the sale or other disposition of a Note, a
U.S. holder generally will recognize gain or loss equal to the difference between the amount
realized on the sale or other disposition, except to the extent such amount is attributable to
accrued but unpaid stated interest, and the holder's tax basis in the Note. Your tax basis in
your Note generally will be your cost of the Note.

Gain or loss so recognized will be capital gain or loss and will be long-term capital gain or
loss if your holding period in the Note exceeds one year. Long-term capital gains recognized
by non-corporate holders generally will be subject to a lower tax rate than the rate applicable
to ordinary income. The deductibility of capital losses is subject to limitations.

Non-United States Persons

This section describes the material United States federal income tax consequences to
non-United States persons. Subject to the discussion of backup withholding below:

(i) payments of principal and interest on a Note that is beneficially owned by a non-
United States person will not be subject to United States federal withholding tax;
provided, that in the case of interest, (x) (a) the beneficial owner does not actually or
constructively own 10% or more of the total combined voting power of all classes of stock
of Ford Credit entitled to vote, (b) the beneficial owner is not a controlled foreign
corporation that is related, directly or indirectly, to Ford Credit through stock ownership,
and (c) either (A) the beneficial owner of the Note certifies to the person otherwise
required to withhold United States federal income tax from such interest, under penalties
of perjury, that it is not a United States person and provides its name and address or
(B) a securities clearing organization, bank or other financial institution that holds
customers' securities in the ordinary course of its trade or business (a "financial
institution") and holds the Note certifies to the person otherwise required to withhold
United States federal income tax from such interest, under penalties of perjury, that such
statement has been received from the beneficial owner by it or by a financial institution
between it and the beneficial owner and furnishes the payor with a copy thereof; (y) the
beneficial owner is entitled to the benefits of an income tax treaty under which the
interest is exempt from United States federal withholding tax and the beneficial owner of
the Note or such owner's agent provides an IRS Form W-8BEN claiming the exemption;
or (z) the beneficial owner conducts a trade or business in the United States to which the
interest is effectively connected and the beneficial owner of the Note or such owner's
agent provides an IRS Form W-8ECI; provided that in each such case, the relevant
certification or IRS Form is delivered pursuant to applicable procedures and is properly
transmitted to the person otherwise required to withhold United States federal income
tax, and none of the persons receiving the relevant certification or IRS Form has actual
knowledge that the certification or any statement on the IRS Form is false;

(ii) a non-United States person will not be subject to United States federal income or
withholding tax on any gain realized on the sale, exchange or redemption of a Note
unless the gain is effectively connected with the beneficial owner's trade or business in
the United States or, in the case of an individual, the holder is present in the United
States for 183 days or more in the taxable year in which the sale, exchange or
redemption occurs and certain other conditions are met; and

(iii) a Note owned by an individual who at the time of death is not a citizen or resident
of the United States will not be subject to United States federal estate tax as a result of
such individual's death if the individual does not actually or constructively own 10% or
more of the total combined voting power of all classes of stock of Ford Credit entitled to
vote and the income on the Note would not have been effectively connected with a
U.S. trade or business of the individual.
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010

e424b2
Page 10 of 65

S-3
http://www.sec.gov/Archives/edgar/data/38009/000095012310086348/f49615e424b2.htm
9/16/2010