Lear Corporation the prominent supplier of automotive interior systems and components announced here today about the approval on behalf of its Board of Directors of a revision to the Merger Agreement signed with the American Real Estate Partners, L.P., a renowned diversified holding company. It has been stated in this regard, according to the amendment, the American Real Estate Partners or the AREP has expressed a keen interest to increase its offer price for shares of Lear common stock from $36 to $37.25 per share.

Lear Corporation as frontrunner of international suppliers of automotive interior systems and components provide complete seating systems, electronic products and electrical distribution systems. From its inception in 1917 in Detroit as American Metal Products and a manufacturer of tubular, welded and stamped assemblies for the automotive and aircraft industries has come a long way and with annual net sales of $17.1 billion it ranks #127 among the Fortune 500 in 2006. since 1994 when Lear went public Lear has grown to meet the changing needs of the industry with 18 major acquisitions since 1994, when Lear went public.

It has been averred in this regard, that a proxy supplement stating the revised terms in comprehensible method will be filed with the Securities and Exchange Commission, and mailed to all Lear stockholders of record. However, there is a point that if the bulk of stockholders in possession of a majority of the outstanding shares of Lear's common stock come out with a general endorsement of the amendment of the Merger Proposal, every one of Lear stockholders who do not exercise their assessment rights will as a result receive $37.25 in cash following the closing.

Furthermore, according to the revised Merger Agreement, and conditional on certain exceptions, if it is found that a majority of Lear's outstanding share holders however are not in favor of agreeing to the Merger Proposal by July 16, 2007, AREP will be at liberty to receive a payment of $12.5 million in cash as well as 335,570 shares of Lear common stock. Meanwhile, the Company has agreed to amplify the Icahn group's share ownership limitation under Section 203 of the Delaware General Corporation Law from 24% to 27% of Lear's outstanding common stock. There is also a clear mention according to the modified Merger Agreement that its terms will come to an abrupt end if there no such endorsement in favor of the Merger Proposal by July 16, 2007.

Speaking on the occasion the principal independent director of the Lear Corporation Larry W. McCurdy said, "The Lear Board concluded unanimously that the original Merger Agreement with AREP was fair and in the best interests of Lear's stockholders. The increased price makes the transaction even more attractive." "We believe the revised price represents a meaningful increase in value for Lear stockholders, and we strongly encourage a vote in favor of the revised Merger Proposal," he concluded.