MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following flow chart diagrams Ford Credit’s typical U.S. retail securitization transaction: Consistent with conventional practices in the securitization industry, Ford Credit uses SPEs in securitization transactions to  achieve isolation of the sold receivables for the benefit of securitization investors. Some of the SPEs used in Ford Credit’s  securitization transactions are classified as qualifying special purpose entities consistent with the requirements of SFAS No.  140,  Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities , because of the nature of the  assets held by these entities and the limited nature of their activities. When these accounting rules are met, the sold receivables  are removed from its balance sheet. The use of SPEs in the typical securitization structure, along with the use of various forms of  credit and payment enhancements to reduce the risk of loss, allows the SPE to issue senior asset-backed securities that generally  receive the highest short-term credit ratings and among the highest long-term credit ratings, thereby providing Ford Credit with  a cost-effective source of funding.  Ford Credit selects receivables at random for securitization transactions using selection criteria designed for the specific  transaction. The selection criteria are generally based on factors such as location of the obligor, contract term, payment  schedule, interest rate, financing program, and the type of financed vehicle. In general, the criteria also require receivables to  be active and in good standing. Ford Credit retains interests in the securitized receivables. The retained interests may include senior and subordinated securities  issued by the SPE, undivided interests in wholesale receivables, restricted cash held for the benefit of the SPEs (for example, a  reserve fund) and residual interests in securitization transactions. Income from residual interest in securitization transactions  represents the right to receive collections on the sold finance receivables in excess of amounts needed by the SPE to pay interest  and principal to investors, servicing fees and other required payments. Ford Credit retains credit risk in securitizations. Ford  Credit’s retained interests include the most subordinated interests in the SPE, which are the first to absorb credit losses on the  sold receivables. The impact of credit losses in the pool of sold receivables will likely be limited to Ford Credit’s retained interests  because securitizations are structured to protect the holders of the senior asset-backed securities.  At December 31, 2004 and 2003, the total outstanding principal amount of receivables sold by Ford Credit in securitizations  was $35.6 billion and $46.9 billion, respectively. This decrease primarily reflected lower funding requirements. At December  31, 2004 and 2003, Ford Credit’s retained interests in such sold receivables were $9.2 billion and $12.6 billion, respectively.  Ford Credit generally has no obligation to repurchase or replace any receivable sold to an SPE that subsequently becomes  delinquent in payment or otherwise is in default. Investors holding securities issued by a SPE have no recourse to Ford Credit or  its other assets for credit losses on the sold receivables and have no right to require it to repurchase the securities. Ford Credit  does not guarantee any asset-backed securities and has no obligation to provide liquidity or make monetary contributions or  contributions of additional receivables to its SPEs either due to the performance of the sold receivables or the credit rating of its  short-term or long-term debt. However, as the seller and servicer of the finance receivables to the SPE, Ford Credit is obligated  to provide certain kinds of support to its securitizations, which are customary in the securitization industry. These obligations  consist of indemnifications, receivable repurchase obligations on receivables that do not meet eligibility criteria or that have  been materially modified, the mandatory sale of additional receivables in revolving transactions, and servicer advances. Risks to Future Sales of Receivables. Some of Ford Credit’s securitization programs contain structural features that could prevent  further funding from these sources if: • the credit losses or delinquencies in a pool of sold receivables exceed specified levels;  • the delinquencies on a pool of sold receivables or our overall portfolio of receivables exceeds specified levels;  • the payment rates on wholesale receivables are lower than specified levels; or • the amount of wholesale receivables are lower than specified levels.  4 8