SEC Filing | Lear Corporation

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SEC FORM 3 SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Foss Wendy L

(Last)

(First)

(Middle)

21557 TELEGRAPH ROAD

(Street)

SOUTHFIELD

48033

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/14/2007

3. Issuer Name and Ticker or Trading Symbol
LEAR CORP [ LEA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP Corp Cntlr & Chief Comp Off

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	607	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	817.72	⁽²⁾	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	384.32	⁽²⁾	D
Rrestricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	250	⁽²⁾	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	250	⁽²⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	300	⁽²⁾	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock	1,120	⁽²⁾	D
Stock Appreciation Rights	⁽⁸⁾	12/02/2012	Common Stock	600	27.53	D
Stock Appreciation Rights	⁽⁹⁾	11/09/2013	Common Stock	3,360	31.32	D
Option (Right to Buy)	06/14/2002	06/14/2012	Common Stock	1,000	41.83	D

Explanation of Responses:

1. The restricted stock units were accrued on March 15, 2005 under the Lear Corporation Management Stock Purchase Plan pursuant to a deferred compensation election. Generally, units settle approximately three years from the date of grant; however, a participant may elect to defer settlement of units beyond three years. Ms. Foss has not, as of the date of this filing, elected to defer settlement of her 2005 units beyond 2008.

2. 1-for-1

3. The restricted stock units were accrued on March 15, 2007, under the Lear Corporation Management Stock Purchase Plan pursuant to a deferred compensation election. Generally, units settle approximately three years from the date of grant; however, a participant may elect to defer settlement of units beyond three years. Ms. Foss has not, as of the date of this filing, elected to defer settlement of her 2007 units beyond 2010.

4. The restricted stock units were granted on November 13, 2003 under the Lear Corporation Long-Term Stock Incentive Plan. The units vest and settle five years from the date of grant.

5. The restricted stock units were granted on November 11, 2004 under the Lear Corporation Long-Term Stock Incentive Plan. The units vest and settle five years from the date of grant.

6. The restricted stock units were granted on December 2, 2005 under the Lear Corporation Long-Term Stock Incentive Plan. One-half of the units vest and settle two years from the date of grant, and one-half of the units vest and settle four years from the date of grant.

7. The restricted stock units were granted on November 9, 2006 under the Lear Corporation Long-Term Stock Incentive Plan. One-half of the units vest and settle two years from the date of grant, and one-half of the units vest and settle four years from the date of grant.

8. The Stock Appreciation Rights (SARs) were granted under the Long-Term Stock Incentive Plan on December 2, 2005 and have a term of seven years from the date of grant. One-third of the SARs vest on each of the first three anniversaries of the grant date.

9. The Stock Appreciation Rights (SARs) were granted under the Long-Term Stock Incentive Plan on November 9, 2006 and have a term of 7 years from the date of grant. The SARs vest on the third anniversary of the grant date.

Remarks:

	/s/ Karen Rosbury, as attorney-in-fact	11/16/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

	Know all men by these presents, that the undersigned hereby constitutes and
appoints each of Daniel A. Ninivaggi, Laurie M. Harlow, Karen Rosbury, Bruce A.
Toth, Elizabeth A. Nemeth, Erik B. Lundgren, Erin Glezen Stone and Mary Mooney
signing singly, the undersigned's true and lawful attorney-in-fact to:

1.	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Lear Corporation (the "Company"), (i) Forms 3,
4, 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder, and (ii) Forms 144 in accordance with the
Securities Act of 1933, as amended, and the rules thereunder;

2.	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, 5 or
Form 144 and timely file such form with the United States Securities and
Exchange Commission and any stock exchange or similar authority; and

3.	take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934 or Rule 144 of the
Securities Act of 1933.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, 5 and Form 144 with
respect to the undersigned's holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of November, 2007.

__________/S/_________________
Wendy L. Foss

State of Michigan)
County of Wayne)
Subscribed and sworn to before me
this 9th day of November, 2007.

______________/S/___________________________
Karen M. Rosbury, Notary Public
Wayne County, MI acting in Oakland County, MI
Commission Expires: 04/15/2012