Lear Receives Acquisition Proposal From American Real Estate Partners LP, An Affiliate of Carl C. Icahn, For $36.00 Per Share


SOUTHFIELD, Mich., Feb. 5: Lear Corporation (NYSE:LEA), a leading global supplier of automotive seating, electronics and electrical distribution systems, today announced that following discussions with the Company, American Real Estate Partners LP, an affiliate of Carl C. Icahn, has made an offer to acquire all of the issued and outstanding shares of Lear Corporation for $36.00 per share in cash.

Any transaction would be subject to negotiation and execution of definitive documentation and other conditions. Lear's Board of Directors is expected to formally consider the acquisition proposal following the conclusion of on-going negotiations.

The acquisition proposal contemplates that Bob Rossiter, Lear's chairman and CEO, and the rest of the senior management team will remain with the Company.

No assurances can be given that definitive documentation will be entered into or that the proposed transaction will be consummated on the terms contemplated or at all.

Lear Corporation is one of the world's largest suppliers of automotive interior systems and components. Lear provides complete seat systems, electronic products and electrical distribution systems and other interior products. With annual net sales of $17.8 billion in 2006, Lear ranks #127 among the Fortune 500. Lear's world-class products are designed, engineered and manufactured by a diverse team of 104,000 employees at 275 facilities in 33 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Further information about Lear is available on the internet at http://www.lear.com/.

Source: Lear Corporation

CONTACT: Mel Stephens, +1-248-447-1624, or Ed Lowenfeld,
+1-248-447-4380, both of Lear Corporation

Web site: http://www.lear.com/

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