FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Brackenbury James M   2. Issuer Name and Ticker or Trading Symbol LEAR CORP [LEA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr VP & Pres-Europe Operations (Last) (First) (Middle) 21557 TELEGRAPH ROAD 3. Date of Earliest Transaction (Month/Day/Year) 11/06/2008 (Street) SOUTHFIELD, MI 48033 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/09/2008   M(1)   3,150 A $ 0 (1) 12,852 D   Common Stock 11/09/2008   F   834 D $ 1.98 12,018 D   Common Stock               1,195 I in 401(k) account

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Appreciation Rights

$ 1.69

11/06/2008

A

40,000

(2)

(2)

Common Stock

40,000

$ 0

40,000

D

Restricted Stock Units

(1)

11/09/2008

M(1)

3,150

(1)

(1)

Common Stock

3,150

$ 0

3,150

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Brackenbury James M 21557 TELEGRAPH ROAD SOUTHFIELD, MI 48033			Sr VP & Pres-Europe Operations

Signatures

/s/ Karen Rosbury, as attorney-in-fact		11/10/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Each restricted stock unit is convertible into a share of common stock on a one-for-one basis. One-half of the restricted stock units granted on November 9, 2006, vested and settled in stock on November 9, 2008. One-half will vest and settle in stock on November 9, 2010.
(2)	The stock-settled Stock Appreciation Rights (SARs) were granted under the Long-Term Stock Incentive Plan and expire on May 1, 2012. One-half of the SARs become exercisable on May 1, 2009. One-half of the SARs become exercisable on May 1, 2010, but may become exercisable earlier on the later to occur of (i) the end of the first ten consecutive trading day period after November 6, 2008, throughout which the closing price of a share equals or exceeds $3.38, or (ii) May 1, 2009.

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