Good day ladies and gentleman. Welcome to the StoneridgeThird Quarter 2007 Conference Call. (Operator Instructions) I would now like to turn the call over to Mr. GeorgeStrickler, the company's Executive Vice President and Chief Financial Officer.Please proceed, sir.

Good morning everyone. And thank you for joining us ontoday's call. By now you should have received our third quarter earningsrelease. The release has been filed with the SEC and has been posted on ourwebsite at www.stoneridge.com. Joining me on today's call is John Corey, ourPresident and Chief Executive Officer. Before we begin, I need to inform you that certainstatements today may be forward-looking statements. Forward-looking statementsinclude statements that are not historical in nature and include informationconcerning our future results or plans. Although we believe that such statements are based uponreasonable assumptions, you should understand that these statements are subjectto risks and uncertainties and actual results may differ materially. Additional information about such factors and uncertaintiesthat would cause actual results to differ may be found in our 10K filed withthe Securities and Exchange Commission under the heading Forward-LookingStatements. During today's call, we will also be referring to certainnon-GAAP financial measures. Please see the Investor Relations section of ourwebsite for a reconciliation of these non-GAAP financial measures to the mostdirectly comparable GAAP measures. With that, I will turn the call over to John.

Good morning and thank you for joining us on today's call. Iwould like to provide you with an update on our third quarter results anddiscuss our expectations for the remainder of the year. Our sales for the third quarter approximated the prior yearresults at $172 million. Our organic growth and global market exposure continuedto mitigate the substantial reductions in the North American commercial vehicleproduction. Our new product launches in the areas of high temperaturesensors, speed sensors and the launch of our second modular instrumentationaward substantially mitigated the 43% decline in North American commercialvehicle production. In addition, our European revenues continued to grow as welaunched new products and the commercial vehicle production in Europe rises.Diluted earnings per share totaled $0.11 in the third quarter compared with$0.19 in the prior year. In the third quarter, our joint ventures continued toperform well as our equity earnings increased 90% from the prior year. The maindriver behind this increase is our PST Electronic Joint Venture. PST's revenuesgrew at over 47.5% in the third quarter. We announced PST's filing with the Brazilian Security andExchange Commission, the CVM. Given that we are in a quiet period, we will notcomment further on PST. We continue to focus our operational improvements in adifficult volume environment and we were able to improve operationalperformance as evidence by lower premium freight and scrap costs. We did notmake as much progress in reducing inventory as volume declines were not offsetwith reductions in inventories. We have programs underway which are starting to show someimprovements in bringing inventories down without impacting service levels.However, as we have examined the issues around inventories, the needs willrequire additional action and resources to support a sustainable reduction. Weare working to bring our inventories in line with volume expectations in thefourth quarter. I would now like to review our restructuring…

Thank you, John. Before we review the third quarter indetail, I would like to share a few financial highlights. We announced ourrestructuring program this morning. We expect his program to generate $8 to $12million of pre-tax savings by 2009. This program will allow us to reduce our cost space and movethe company toward our long term operating margin goal of 8% to 10%. We haverecently completed our new $100 million ABL revolving credit facility. Thisfacility will replace our existing facility and provide significantly lowerborrowing costs and flexibility. This facility was also structured to allow us more flexiblerefinancing options should market conditions improve. I would now like to coverthe third quarter results in more detail and then we will open up the call forquestions. Revenue increased approximately 30 basis points to $172.8million in the third quarter. Favorable foreign currency translationcontributed $3.2 million to our top line compared to the previous year. Our revenues continue to be unfavorably impacted by thesubstantial decline in North America commercial vehicle production. During thequarter North America commercial vehicle production fell 43%. Offsetting these declines were the impact of new programlaunches and strong European commercial vehicle production. Light vehiclerevenue increased 14% to $70.5 million. The increase was attributable to newprogram launches in the areas of high temperature sensors and speed sensors. Medium and heavy-duty truck sales totaled $82.8 million inthe quarter down 12% from the prior year. Strong European commercial vehicleproduction and favorable foreign currency exchange rates were more than offsetby 43% decline in North America commercial vehicle production due to the changein emissions regulations. Sales to agricultural and other markets totaled $19.5million and were $2.9 million above the prior year. The increase in sales waspredominantly due to strong build rates of John Deere. North America revenue accounted for 73.8% share of thirdquarter revenue compared with 75.6%…

(Operator Instructions) And your first question comes fromthe line of Brett Hoselton with KeyBanc Capital Markets.

Hey guys, this is Brandon.

Good morning, Brandon. How are you?

Good, how are you guys doing?

Good.

I wanted to touch on the Brazilian JV. I know, you guys saidyou couldn't comment on that, but it looks like you guys potentially maybeinterested in creating some value there by reducing your ownership stake. Just wondering, if that makes any strategic rationale senseto you and what your intentions might be, if you were to raise some cash?

Brandon we cannot comment beyond what we have already issuedin our press release related to PST.

Well, just kind a touching on the idea of raising cashagain, you guys do have a decent amount of cash on the balance sheet for acompany of your size, any priorities in using that cash, we talking aboutfunding growth or?

We are evaluating a couple of things. I mean, as we havetalked about in the past at some point in time we would like to go on and lookat some acquisitions and we want to make sure that we have stabilized ouroperating position and our structure and with the move that we are making todayand as those moves are completed we think we will have an opportunity to lookat some acquisitions that might enhance our growth profile not only from aproduct perspective but also from expanding our market presence outside ofNorth American markets.

And we have always said that our initial priority would beto continue to reduce our debt.

Okay. Were there any operationally, any efficiencies like wesaw in the second quarter that carried over into the third quarter in the UKand if so could you guys quantify that?

Well, we won't quantify it but the UK operation hascontinued to under perform and it did not improve that performance in the thirdquarter. We have started, we've changed the management team over there and westarted to see some improvements. But then really its a lot of work they needs to be completedto get that facility aligned and I think that was helped in the decision Isaid, this just doesn't have the cost profile or the volume commitment fromcustomers in the future that would allow us to maintain that operation.

Okay. I think it was about $3 million to $4 million in thesecond quarter, so fair to say probably commensurate with that level here inthe third?

Yes. I would say that that is probably but as you rememberthat wasn't all attributed to the UK operation?

The $3 to $4 million in the last quarter?

It was all operations in total.

Okay. Any sense of how that might trend here in the fourthquarter, is there any potential risk that that carries into '08?

Well I think the inherent plan as we start to unwindmanufacturing operations there, that should be in our cost structure that theestimate that we have presented today. So we don't expect to see significantimprovement in the underperforming operations but those are operations that weare targeting now to relocate. As far as, the other things, we had a lot of productlaunches this year in the first quarter and second quarter that caused us somedifficulties and we expect that we will not have that same level of difficultygoing forward. Other than, Brett it is part of our announcement as you knowthat we will incur some premium labor and build up cost of inventory as part ofthe restructuring which was included in the $1 million.

Okay. If you guys think about SG&A now, and justrestructuring in general, I think this is obviously the first cohesive planthat we have seen announced in terms of restructuring. I know you guys havetalked about 8% to 10% SG&A over time, possibly by 2009. That doesn't get you there I would say. So is it safe to saythis is potentially the first of many announcements that we will see over thecourse of the next year in terms of restructuring?

No. I wouldn't say that. I think when we talked aboutSG&A we said it was a combination of some restructuring initiatives that wewould have to undertake. It was also, as we grow our business keeping a cap onthose expenses so we allow growth to drive that forward without addingadditional cost.

Okay. I'm going to pass it over to Brett.

Hey, gentlemen. How are you today?

Good.

Good morning, Brett.

Can you talk a little bit about the outlook for youroperations in Asia?

Well our China operation as we have just started thatoperation really in 2006. We are starting to quote business out of thatoperation now for the local market and we are actually quite pleased with theperformance of that business. We still have some added investments to make in thatoperation in terms of engineering and development efforts and then to selectwhich products that we will put over there. We have five lines that arecurrently in the manufacturing across a broad range of our products. So wewould expect to see that accelerate over the next several years as we winbusiness in the local market.

And then, also and this is not Asia related. I am just --this is just generally speaking. Can you comment on what your perceive to bethe outlook for your [Ag] business in general and then also the commercialvehicle business in general and specifically I am thinking about the market asopposed to your own personal organic growth?

I think that what we have seen in the Ag business iscontinued good market growth and as George mentioned our growth with John Deerehas been very good in this period. We don't see any slowdown in that right now. On the commercial vehicle side we are concerned about theforecast because not only is the impact from the emissions which we expect tobe ended by now. But we are also seeing a weakness in truck traffic. So as the truck traffic downturns people aren't purchasingtrucks at the same rate that they probably were previously and I'm not quitesure how we are playing, we are playing that in cautiously in regards to that.We don't expect to see an upturn until second quarter of '08.

Great. Well thank you very much gentlemen. Certainly doappreciate it.

Thank you.

(Operator Instructions) And there are no further questions.I will now turn the call back over to management for closing remarks.

Good. Well, I would like to thank you and I think what yousee with today's announcement of the closure of some facilities that we areprogression on the plan that we have previously discussed and that involvesaround. One, operational improvements, two financial improvementsand then, three ultimately going after the marketing improvements and I thinkwe are well positioned now and underway on all three of those segments. So it is a challenge for the team now to go out and executeand we are quite pleased with our performance so far although we recognize westill have a lot to do. With that, I would like to thank you all for joining us ontoday's call.

We thank you for your participation in today's conference.This concludes the presentation.