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EX-5 - EXHIBIT 5 - FORD MOTOR CREDIT CO LLCexhibit5opinion1-6x2016.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.  20549




FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report: January 8, 2016
(Date of earliest event reported)


FORD MOTOR CREDIT COMPANY LLC
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction of organization)



1-6368
38-1612444
(Commission File Number)
(IRS Employer Identification No.)
 
 
One American Road, Dearborn, Michigan
48126
(Address of principal executive offices)
(Zip Code)



Registrant’s telephone number, including area code 313-322-3000


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 8.01. Other Events.

On January 8, 2016, Ford Motor Credit Company LLC (the “Company”) issued and sold $1,200,000,000 aggregate principal amount of 2.943% Notes due January 8, 2019 (the “2019 Fixed Rate Notes”), $1,200,000,000 aggregate principal amount of 4.389% Notes due January 8, 2026 (the “2026 Fixed Rate Notes”), and $350,000,000 of Floating Rate Notes due January 8, 2019 (the “Floating Rate Notes”) each pursuant to the Company’s effective registration statement on Form S-3 (Registration Statement No. 333-202789) previously filed with the Securities and Exchange Commission (the “Registration Statement”). A copy of the opinion of David J. Witten, an Attorney to the Company, relating to the legality of the 2019 Fixed Rate Notes, the 2026 Fixed Rate notes, and the Floating Rate Notes is filed as Exhibit 5 to this Report.
 
The Company incorporates by reference the exhibits filed herewith into the Registration Statement pursuant to which the 2019 Fixed Rate Notes, the 2026 Fixed Rate Notes, and the Floating Rate Notes were registered.
 
Item 9.01. Financial Statements and Exhibits.
The following exhibits are filed as part of this Report on Form 8-K.

EXHIBITS

Designation
Description
Method of Filing
 
 
 
Exhibit 5
Opinion of David J. Witten, Attorney to the Company

Filed with this Report
 
 
 
Exhibit 23.1
Consent of David J. Witten (included in Exhibit 5)
Filed with this Report
 
 
 
 
 
 






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
FORD MOTOR CREDIT COMPANY LLC
 
 
(Registrant)
 
 
 
Date: January 8, 2016
By:
/s/ D. J. Witten                                                 

 
 
    D. J. Witten
 
 
    Assistant Secretary






EXHIBIT INDEX




Designation
Description
Method of Filing
 
 
 
Exhibit 5
Opinion of David J. Witten, Attorney to the Company

Filed with this Report
 
 
 
Exhibit 23.1
Consent of David J. Witten (included in Exhibit 5)

Filed with this Report