Good morning and welcome to the Visteon Fourth Quarter Full-Year 2011 Earnings Call. All lines have been placed on a listen-only mode to prevent background noise. As a reminder, this conference call is being recorded. Before we begin this morning’s conference call, I’d like to remind you this presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not guarantees of future results and conditions, but rather are subject to various factors, risks, and uncertainties that could cause our actual results to differ materially from those expressed in these statements. Please refer to the slide entitled “Forward-looking Information” for further information. Presentation materials for today’s call were posted to the company’s website this morning. Please visit www.visteon.com/earnings to download the materials if you have not already done so. I would now like to introduce your host for today’s conference call, Mr. Chuck Mazur, Vice President, Investor Relations for Visteon Corporation. Mr. Mazur, you may begin.

Thank you, Christie. Good morning and thank you for joining us for Visteon’s fourth quarter and full-year 2011 earnings call. As Christie mentioned, our presentation materials have been posted to the Investor Relations section of our website. Today’s presenters are Don Stebbins, Chairman, CEO and President; and Marty Welch, Executive Vice President and Chief Financial Officer. Following the formal presentation, we will open up the lines to take your questions. With that, I would like to turn it over to Don.

Thanks Chuck, and good morning, everyone. During today’s presentation I will review Visteon’s 2011 fourth quarter and full-year performance and then I will turn the call over to Marty for the financial review. As we take you through our 2011 financial results, we want to stress our strong operational performance and our investments in our product portfolio. For the year, we were awarded over $1 billion in incremental new business, showing growth across all of our product lines and in all regions of the world. During 2011, we expanded our geographic footprint, by opening new facilities in Morocco, Russia, China, India and Indonesia. This continues our progress into the growth markets of the world. We also continued to make investments in technology and innovation to support our customers. Last year, we invested approximately $600 million in research and development and capital expenditures. During 2011, we continued to improve quality and reduce warranty costs. This performance was recognized by our customers through over 50 different awards. We also received a PACE Award nomination. We also continued to focus on our asset optimization. In 2011, we completed the sale of a portion of our Duckyang joint venture, while also signing a non-binding memorandum of understanding to sell a significant majority of our interiors business to Yanfeng Visteon. And on February 15th, we completed the closure of our Spanish electronics facility. In 2011, our financial performance was strong. Adjusted EBITDA was $685 million, the highest ever achieved by Visteon. Our full-year adjusted EBITDA margin was 8.5%, which was the third consecutive year of improvement and we are on track to achieve our goal of double-digit adjusted EBITDA margins by 2014. Our balance sheet remains strong and we funded our 2012 and part of our 2013 pension obligation. YFV, our large unconsolidated subsidiary in…

Thanks Don, and good morning, everyone. Slide nine provides a summary of our fourth quarter and full-year financial results. As we’ve highlighted on previous calls, our 2010 and 2011 results are impacted by a number of items to make year-over-year comparisons difficult. Our 2011 financials are impacted by the deconsolidation of our Duckyang joint venture, which was effective October 31st. 2010 and 2011 gross margin, SG&A and net income were also impacted by OPEB termination, restructuring costs and reorganization and other costs. For the rest of this presentation, I will refer to adjusted sales, adjusted gross margin, adjusted SG&A and adjusted EBITDA, which exclude these items. Reconciliations between our reported financials and our adjusted financials are provided on pages 27 and 28 of this presentation. Slide 10 provides the summary of our fourth quarter year-over-year comparisons. Fourth quarter 2011 adjusted sales of $1.8 billion were $26 million higher than fourth quarter 2010. The increase reflects higher volumes, primarily in Asia and North America, partially by the year-over-year impact of planned divestitures and closures. Adjusted gross margin was $164 million or 9.2% of sales. Our adjusted gross margin is 18.8% higher than 2010, primarily driven by material cost savings and engineering efficiencies. Adjusted SG&A was $97 million, 3% lower than last year on higher sales. Adjusted EBITDA was $154 million for the quarter, $16 million higher than a year-ago. And, lastly, we generated positive free cash flow of $47 million during the fourth quarter. Turning to the full-year 2011, adjusted sales of $7.5 billion were up 9.2% from 2010. Year-over-year sales increased in each product line and in every region with climate in Asia providing the largest increase. Adjusted gross margin was $660 million, 4.9% higher than 2010. G&A increased by $50 million year-over-year, relating to fresh start accounting. Excluding the…

Thanks Marty. In summary, we believe we have the right products and technologies to capitalize on current market trends. We have broad customer diversity with Ford and Hyundai-Kia as our anchor customers. We have a diversified regional sales profile that is well positioned and an extensive presence in emerging markets, leveraging management, technology and innovations, developed in the mature markets. We have a low-cost highly-efficient global manufacturing footprint, with 75% of our hourly workforce outside of high-cost countries. We have an attractive financial profile, with a strong balance sheet, a competitive leverage position, a lean overhead cost structure and improving margins. We’d now be happy to take any questions.

(Operator Instructions). And our first question comes from the line of Himanshu Patel from JPMorgan. Your line is open. Himanshu Patel – JPMorgan: Hi, good morning, guys.

Good morning, Himanshu. Himanshu Patel – JPMorgan: A couple of questions. First, you mentioned net cost performance in 2012 should be positive, could you put a little bit of a dimension just trying to magnitude? Fourth quarter was, I think, about $25 million positive. Is there a reason to think that that sort of rate of improvement quarterly could continue? And second is on YFV. You mentioned, I think three items that caused the year-over-year profit decline. You said pricing adjustments, cost related to the MoU and retention agreements. Could you just kind of go through each one of those and explain? I think your broad comment was, most of these are nonrecurring, but just kind of talk to us a little bit about why the pricing adjustment item in particular would not be something we should think about going forward.

Sure. Hi Himanshu, it’s Marty. I think on your first point, we are very focused on continuing to optimize our cost structure across all of our geographies, and in particular the climate business this year is focused on that. And so we do feel that the net cost equation is going to be modestly positive this year and that’s what’s built into our plan. In terms of the fourth quarter for YFV, I think it’s hard to tell exactly what the future will bring pricing wise, but we do think that there were some things that built up in the fourth quarter that perhaps at least in the order of magnitude would not be repeating in the order of magnitude. The other items I think are explainable. They are incurring costs as we are being trying to understand the transaction contemplated by the MoU, and of course retention expense does come at you from time-to-time in China. Himanshu Patel – JPMorgan: And the – just the cost related to the MoU, will there be more of the prospectively in Q1 and Q2?

Yes, I think there will. There is ongoing costs as we all work together, and those costs actually occur on both sides. Himanshu Patel – JPMorgan: Okay, great. Thank you.

And our next question comes from the line of Kirk Ludtke from CRT Capital Group. Your line is open. Kirk Ludtke – CRT Capital Group: Good morning, everyone.

Good morning, Kirk. Kirk Ludtke – CRT Capital Group: You mentioned the Yanfeng transaction and its complexity, and I was curious if you could maybe expand on those comments and talk about some of the major events and the timing, and particularly any events that public investors would be able to put on their calendars?

Sure. The transaction I think as you can imagine can cover up to – it’s multi-jurisdictional in terms of the number of countries that we have probably in the neighborhood of 15 different countries that we’re working through and there is thousands of employees in the workers’ council. So it is a very complex situation to fold this in the number of documents in quite significant. And then on top of that, we’re going to have to go through the regulatory approval process, not only in the EU and in each one of those jurisdictions but in China as well. I think the next milestone that we would report publicly would be signing of the documents, which again that we’ve targeted in kind of the early second quarter timeframe. Kirk Ludtke – CRT Capital Group: Okay, fantastic. And, on slide 21, and I – you may have mentioned this and I missed it, but could you talk a little bit about the revenues that Duckyang contributed to 2011, how much the accommodation agreements contributed to 2011 EBITDA, and are we pretty much done with all the benefits from the accommodation agreement at this point?

So this is Marty, Kirk. The Duckyang sales are about $550 million a year, and we typically don’t talk about the impact of accommodation agreement specifically. Kirk Ludtke – CRT Capital Group: Okay. And then the pension funding requirements for 2012, did you mention that?

Yes, they are already funded. They’re about $60 million, and we’ve put in $70 million of stock. And so we’re – not only have we funded 2012, but we’ve taken a good chunk to our 2013. Because in addition you might remember that right before year-end, we put in $15 million in cash that we had returned from the PBGC, which also goes to our 2013. So toward 2013, already we have got 10 million of the stock plus the $15 million of cash that we got from the PBGC. Kirk Ludtke – CRT Capital Group: Okay. So is that the rates that you would expect to be funding the pension in 2013 and beyond if you add all that together?

The $60 million a year is a good run rate number right now. I mean, obviously, this changes with market value of the assets and so forth, but I think that will be a decent number for right now. Kirk Ludtke – CRT Capital Group: Okay, fantastic. And then last question on the cash flow guidance, it looks like there is another use in there, is it working capital or something? That is take the midpoint of EBITDA and subtract interest and taxes and restructuring CapEx, it looks like there is another 80 some?

Yes, I think it’s just restructuring related. So we finished up the Cadiz and we’ve still got, believe it or not, some Chapter 11 cash coming out, we’re still working those things down. I think it’s really restructuring related. Kirk Ludtke – CRT Capital Group: In addition to the 100 that’s already in there?

No, that’s in the 100. Kirk Ludtke – CRT Capital Group: Okay. Maybe I’m just doing the math wrong, I’ll follow-up later. I appreciate it. Thank you.

Thank you, Kirk.

Our next question comes from the line of Brian Johnson of Barclays Capital. Your line is open. Brian Johnson – Barclays Capital: Good morning. Just wonder, if you could elaborate a little bit on the lighting divestiture and then just where do you see 2012 and maybe 2013 going in terms of further portfolio restructuring and rationalization?

Sure, I guess it's unfortunate that we have speculation in the Bloomberg article. So there is not really anything I can say or comment on the article, which I think is what you’re referencing to. In terms of continued portfolio actions, one of the items that we are working on is the sale of the Grace Lake Corporate Center, and we'll continue to do to divest what I would look at as noncore assets to really get down to just running the business. There's really no need for us to be property manager so to speak. Brian Johnson – Barclays Capital: And do you have a rough range of what kind of proceeds that could be or how –?

I would say the book value of the property is in the $75 million to $80 million range. Brian Johnson – Barclays Capital: Okay. Then around the Halla stake, any progress there?

I guess we continue to state what we always have, which is that we believe that owning a 100% makes sense for us, so there is advantages to that. However, it's not at any price that we would do that. And if we were to do that, certainly we would make sure that that our customers are supportive of us doing that. Brian Johnson – Barclays Capital: Okay thanks.

Thank you.

And our next question comes from the line of Colin Langan from UBS. Your line is open. Colin Langan – UBS: (Inaudible) supposed to be stronger than the first. It seemed a little different from this year. I mean, so what makes this year different than last year? Is it just market-driven that is weaker in the first half or is it related to some of the divestitures that make the first half a bit more challenging?

I’m sorry, Colin, you cutoff the first half of the question, so I didn’t – we didn't get it here. Colin Langan – UBS: Sorry. I was just trying to get clarity on why – what makes the first half a bit more challenging than the second half? It seemed to be usually Q3 and Q4 tend to be weaker on a normal year. So is it the divestiture that's starting to impact the first half results, or is it just the overall markets are a bit weaker in your key segments that makes the first half a bit tougher?

Yes, Colin. I think there is in 2010, a significant impact from commercial agreements, which – excuse me, in 2011, which is not recurring in 2012. So that's probably the single biggest item in terms of the debt. Colin Langan – UBS: Okay. And looking at climate, it seemed like a pretty large quarter-over-quarter increase in the margin, what really helped from Q3 to Q4 in that segment?

Yes. For climate, again, we had been working on, let's call it the net cost performance equation back into started early in the year when we knew that it was going to be a tougher year on the pricing side and those really in the fourth quarter came through for us. Colin Langan – UBS: Okay. When is the normal price down? Does that start in – as that should have impacted the Q4, or is that going to be a Q1, the annual price downward hit again?

The annual – the normal annual pricing is a January 1st type item. What is – what varies is the date that it gets negotiated. And we are accruing for that from January 1st, based upon our estimates, and then depending on what you finally settle for gets trued up along the way. Colin Langan – UBS: Okay. Somewhat a question for the electronics business. It seems to have a pretty strong margin and it looked like a almost a record margin in that segment. Is that sustainable or I know that the divestiture of the – or the closure of the facility in Spain will hit that margin. Was that a factor in the fourth quarter or will that be more of a factor in Q1, Q2?

Yes, I think what we're looking for out of electronics in 2012 was a little bit lower margin than we had in 2011. Essentially, currency is going to play a role for them and have a negative impact for the electronics business, as well as increased engineering dollars. We had a tremendously successful year in terms of winning new business in the electronics group, and so we’re going to have to step up the engineering cost a little bit. Colin Langan – UBS: Okay. And then just in terms of the backlog, I mean how much – I mean it's 85% climate. Is that all Halla related or is it across?

It's across the business. I couldn't really tell you split up between Visteon plants versus Halla plants. Colin Langan – UBS: Okay, all right. Thank you very much.

Thanks.

Our next question comes from the line of Matt Stover from Guggenheim. Your line is open. Matt Stover – Guggenheim: Thanks very much. I had two follow-up questions. I was looking at slide 21, and I just want to make sure I have this clear. If I look at the impact of the pricing that's going to negatively affect sales, net cost performance, however, will be positive. On net, should that be a favorable variable?

Yes. Matt Stover – Guggenheim: Okay. And the second question within that is what are the underlying assumptions on commodities, are they headwind or tailwind?

I think they're flat. It's a quiet area right now. We've not made any unusual assumptions on that. Matt Stover – Guggenheim: Okay. And then the second question is, Marty, you made reference to the value of the commercial agreements that favorably affected the first half of last year, could you give us the value on that?

No, we really don't talk about individual commercial agreements. We've never talked about that. I’m sorry. Matt Stover – Guggenheim: Thanks very much.

Thanks.

And our next question comes from the line of John Murphy of Bank of America Merrill Lynch. Your line is open. John Lovallo – Bank of America Merrill Lynch: Hi, guys. This is John Lovallo on for John Murphy, how are you?

Good. How are you, John? John Lovallo – Bank of America Merrill Lynch: Good, thanks. First question is in terms of the Yanfeng agreement. Have you guys – I mean have there been any regulatory concerns thus far?

No, there's not any regulatory concerns so far. We've yet to file any paperwork with any regulatory agency though. John Lovallo – Bank of America Merrill Lynch: Okay.

And, again, I don't expect any but you don't know until you do it. John Lovallo – Bank of America Merrill Lynch: Sure. And if that transaction does in fact goes through, does that have any effect in your ability to take cash dividends out of the JV?

We would need to finish the negotiation with YFV and that is not complete as of yet. John Lovallo – Bank of America Merrill Lynch: Okay. And last question. In terms of Thailand, are you guys seeing any – some suppliers are saying that there's a potential second wave of constraints, are you guys seeing any issues in the supply chain?

Not any significant issues, no. John Lovallo – Bank of America Merrill Lynch: Okay, thanks a lot guys.

You’re welcome.

And there are no further questions in queue at this time. I'll turn the call back over to the presenters for any closing remarks.

That's great. Well, thank you very much. We appreciate you joining us for the call, and have a good day. We'll be around. Thanks.

And this concludes today's conference call. Thank you for your participation. You may now disconnect your lines.