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Visteon Corporation Reports Second Quarter Net Income of $72 Million

DEARBORN, Mich., July 19 -- Visteon Corporation today announced net income of $72 million for the Second Quarter or $0.56 per share -- in line with consensus expectations. In the Second Quarter of 2001, Visteon posted a net loss of $40 million or $0.31 per share, including a $100 million after-tax restructuring charge. Excluding the restructuring charge Visteon earned $60 million or $0.46 per share in the Second Quarter of 2001.

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    "Our results reflected stronger North American production volumes and continued solid cost performance," said Pete Pestillo, Chairman and Chief Executive Officer. "We are particularly pleased with the $850 million in new business we've won this year from new customers." Visteon announced a major restructuring of European manufacturing operations, which Pestillo said would significantly improve Visteon's cost base and ability to win new business.

    First Half Results

    For the First Half of 2002, Visteon earned $73 million or $0.57 per share compared with $91 million or $0.70 per share for the same period a year ago; both periods exclude special items. Including special items, which consist of previously reported restructuring charges of $74 million and $100 million in the First Quarter of 2002 and Second Quarter of 2001, respectively, and the non-cash write-off for the value of goodwill of $265 million after-tax associated with the adoption of SFAS No. 142 during the First Quarter of 2002, Visteon reported a net loss of $266 million in the First Half of 2002 and a net loss of $9 million in the First Half of 2001.

    Sales and Non-Ford Business Wins

    Second Quarter 2002 sales totaled $5.0 billion, compared with $4.9 billion in the Second Quarter 2001. The increase compared with a year ago reflects primarily new business and stronger production volumes in North America, offset partially by price reductions provided to our customers and the divestiture of our restraint electronics business. Non-Ford sales during the Second Quarter 2002 increased 9% to over $900 million and represent 18% of total sales.

    Sales for the First Half of 2002 totaled $9.5 billion, down $120 million from the same period a year ago. The decline was more than accounted for by a reduction in Ford revenue of $206 million, offset partially by an $86 million increase in Non-Ford sales.

    The strong customer reception to Visteon products continued. Visteon won more than $650 million in net new Non-Ford business during the quarter, including substantial wins with Nissan, General Motors, DaimlerChrysler, Volkswagen, PSA Peugeot Citroen and Renault. During the First Half of 2002, the company has won more than $850 million of net new Non-Ford business.

    Cash and Debt-to-Capital

    During the Second Quarter of 2002, Visteon generated $227 million in operating cash flow. Additionally, the company ended the quarter with $1.2 billion in cash and marketable securities. Over the same period, the company's debt-to-capital ratio improved nearly 3 percentage points and ended the quarter at 36.7%.

    European Restructuring

    As part of the company's ongoing restructuring efforts to improve operations, the company is implementing a comprehensive plan in Europe. Under the plan, Visteon and its unions in Europe have committed to restructuring actions of manufacturing operations in the UK, Germany and France. The plan seeks to improve the company's cost base in Europe, allowing it to be more competitive and improve financial results in the future. Implementation of the plan will begin in the Second Half of this year and is expected to generate ongoing annual pre-tax savings of about $100 million by 2004. The company expects to incur total pre-tax charges of up to $150 million relating to the plan, of which $80-95 million is expected in the Second Half of 2002.

    Outlook

    The company affirmed an estimate of full year net income of $50-80 million, excluding special items. For the Third Quarter, Visteon projected a net loss of $30-45 million excluding special items, based on seasonally lower Third Quarter volumes. Full year net income, including previously announced and new restructuring actions as well as the First Quarter $265 million writeoff of goodwill, is projected to be a loss of $310-350 million.

    Visteon Corporation is a leading full-service supplier that delivers consumer-driven technology solutions to automotive manufacturers worldwide and through multiple channels within the global automotive aftermarket. Visteon has about 79,000 employees and a global delivery system of more than 180 technical, manufacturing, sales, and service facilities located in 25 countries.

    This press release contains forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as "anticipate" and "projected" signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Some of these risks and uncertainties are identified in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 29, 2002. Should any risks or uncertainties develop into actual events, these developments could have material adverse effects on Visteon's business, financial condition and results of operations.

                         VISTEON CORPORATION AND SUBSIDIARIES
                                  SUPPLEMENTAL DATA
          (in millions, except per share amounts, percentages and as noted)
    
                                                             2002
                                                                 over/(under)
                                        2002                         2001*
    
                                Second         First        Second        First
                               Quarter          Half       Quarter         Half
        Sales                        (unaudited)
         Ford and affiliates    $4,128        $7,774          $61        $(206)
         Other customers           911         1,734           73           86
          Total sales           $5,039        $9,508         $134        $(120)
    
        Depreciation and
         amortization
         Depreciation             $140          $280          $(2)         $(2)
    
         Amortization               20            41           (6)         (15)
          Total depreciation and
           amortization           $160          $321          $(8)        $(17)
    
        Selling, administrative
         and other expenses
         Amount**                 $216          $418          $15          $10
         Percent of revenue        4.3%          4.4%         0.2pts       0.2pts
    
        Income (loss) before
         income taxes
         As reported              $117           $10         $174          $12
         Excluding special items** 117           126           16          (30)
    
        Net income (loss)
         As reported               $72         $(266)        $112        $(257)
         Before cumulative
          effect of change in
          accounting principle      72            (1)         112            8
         Excluding special items**  72            73           12          (18)
    
        Earnings (loss) per
         share (diluted)
         As reported             $0.56        $(2.07)       $0.87       $(2.00)
         Before cumulative effect
          of change in accounting
          principle               0.56         (0.01)        0.87         0.06
        Excluding special items** 0.56          0.57         0.10        (0.13)
    
        Effective tax rate          36%          36%           (1)pts       (1)pts
    
        EBITDA, as adjusted**
         Amount                   $287          $475           $3         $(47)
         Percent of revenue        5.7%          5.0%        (0.1)pts     (0.4)pts
    
        After tax returns**
         On sales                  1.6%          0.9%         0.3pts      (0.2)pts
         On assets                 2.8           1.5          0.5         (0.3)
         On equity                 9.5           4.6          2.6         (0.7)
    
        Capital expenditures
         Amount                   $159          $299         $(9)         $(41)
         Percent of revenue        3.2%          3.1%       (0.2)pts      (0.4)pts
    
        Operating cash flow***    $227          $182         $(6)         $308
    
        Cash and borrowing
         (at end of period)
         Cash and marketable
          securities                          $1,219                      $(44)
         Borrowing                             1,809                      (162)
        - - - - -
        *   Second Quarter and First Half 2001 comparable amounts include
            amortization of goodwill of $6 million ($5 million after-tax) and
            $12 million ($9 million after-tax), respectively.
        **  First Half 2002 amounts exclude costs related to restructuring and
            other items of $116 million ($74 million after-tax) and the write-down
            in the value of goodwill associated with the adoption of SFAS 142 of
            $265 million after-tax. Second Quarter and First Half 2001 amounts
            exclude costs related to restructuring items of $158 million
            ($100 million after-tax), of which $42 million was recorded as
            selling, administrative and other expenses.
        *** Includes capital expenditures; excludes $32 million related to the
            sale of receivables for the Second Quarter and First Half 2002;
            excludes $23 million, $60 million, $32 million and $32 million related
            to restructuring actions for Second Quarter 2002, First Half 2002,
            Second Quarter 2001 and First Half 2001, respectively.
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED STATEMENT OF INCOME
                     For the Periods Ended June 30, 2002 and 2001
                       (in millions, except per share amounts)
    
    
                                    Second Quarter               First Half
    
                                  2002         2001          2002         2001
                                      (unaudited)               (unaudited)
        Sales
         Ford and affiliates    $4,128        $4,067       $7,774        $7,980
         Other customers           911           838        1,734         1,648
          Total sales            5,039         4,905        9,508         9,628
    
        Costs and expenses
         (Notes 2 and 3)
         Costs of sales          4,696         4,704        9,052         9,152
         Selling, administrative
          and other expenses       216           243          418           450
          Total costs and
           expenses              4,912         4,947        9,470         9,602
    
        Operating income (loss)    127           (42)          38            26
    
        Interest income              5            14           11            33
        Interest expense            24            36           53            72
          Net interest expense     (19)          (22)         (42)          (39)
        Equity in net income of
         affiliated companies        9             7           14            11
    
        Income (loss) before
         income taxes              117           (57)          10            (2)
        Provision (benefit) for
         income taxes               38           (23)          (2)           (4)
    
        Income (loss) before
         minority interests         79           (34)          12             2
        Minority interests in
         net income of subsidiaries  7             6           13            11
    
        Income (loss) before
         cumulative effect of change
         in accounting principle    72           (40)          (1)           (9)
        Cumulative effect of change
         in accounting principle,
         net of tax (Note 10)       --            --         (265)           --
    
        Net income (loss)          $72          $(40)       $(266)          $(9)
    
        Average number of shares
         of Common Stock
         outstanding               131           131          131           131
    
        Basic and diluted earnings
         (loss) per share (Note 4)
        Before cumulative effect of
         change in accounting
         principle               $0.56        $(0.31)      $(0.01)       $(0.07)
        Cumulative effect of
         change in accounting
         principle                  --            --        (2.06)           --
        Basic and diluted        $0.56        $(0.31)      $(2.07)       $(0.07)
    
        Cash dividends per share $0.06         $0.06        $0.12         $0.12
    
        The accompanying notes are part of the financial statements.
    
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                              CONSOLIDATED BALANCE SHEET
                                    (in millions)
    
                                                          June 30,    December 31,
                                                            2002           2001
                                                         (unaudited)
        Assets
        Cash and cash equivalents                           $876         $1,024
        Marketable securities                                343            157
         Total cash and marketable securities              1,219          1,181
        Accounts receivable - Ford and affiliates          1,803          1,560
        Accounts receivable - other customers                886            834
         Total receivables                                 2,689          2,394
        Inventories (Note 7)                                 987            858
        Deferred income taxes                                167            167
        Prepaid expenses and other current assets            150            153
         Total current assets                              5,212          4,753
        Equity in net assets of affiliated companies         164            158
        Net property                                       5,375          5,329
        Deferred income taxes                                485            322
        Goodwill (Note 10)                                    --            363
        Other assets                                         176            153
    
        Total assets                                     $11,412        $11,078
    
        Liabilities and Stockholders' Equity
        Trade payables (Note 7)                           $2,174         $1,831
        Accrued liabilities                                1,026            945
        Income taxes payable                                  29             30
        Debt payable within one year                         504            629
         Total current liabilities                         3,733          3,435
        Long-term debt                                     1,305          1,293
        Postretirement benefits other than pensions        2,196          2,079
        Other liabilities                                  1,045            967
        Deferred income taxes                                 14             13
         Total liabilities                                 8,293          7,787
    
        Stockholders' equity
        Capital stock
         Preferred Stock, par value $1.00, 50 million
          shares authorized, none outstanding                 --             --
         Common Stock, par value $1.00, 500 million
          shares authorized, 131 million shares issued,
          131 million and 130 million shares outstanding,
          respectively                                       131            131
        Capital in excess of par value of stock            3,311          3,311
        Accumulated other comprehensive income (loss)       (114)          (231)
        Other                                                (32)           (25)
        Earnings retained for use in business
          (accumulated deficit)                             (177)           105
         Total stockholders' equity                        3,119          3,291
    
        Total liabilities and stockholders' equity       $11,412        $11,078
    
    
        The accompanying notes are part of the financial statements.
        See Note 7 - Inventories and Related Pending Adjustments.
    
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                     For the Periods Ended June 30, 2002 and 2001
                                    (in millions)
    
                                                         First Half
                                                            2002           2001
                                                                (unaudited)
    
        Cash and cash equivalents at January 1            $1,024         $1,412
        Cash flows provided by operating activities          453            182
    
        Cash flows from investing activities
         Capital expenditures                               (299)          (340)
         Purchases of securities                            (437)          (148)
         Sales and maturities of securities                  250            145
         Other                                                26             35
          Net cash used in investing activities             (460)          (308)
    
        Cash flows from financing activities
         Commercial paper repayments, net                   (111)            (9)
         Short-term debt, net                                 --              1
         Proceeds from issuance of other debt                 66             54
         Principal payments on other debt                    (77)           (97)
         Purchase of treasury stock                          (11)           (20)
         Cash dividends                                      (16)           (16)
          Net cash used in financing activities             (149)           (87)
    
        Effect of exchange rate changes on cash                8             (4)
        Net decrease in cash and cash equivalents           (148)          (217)
    
        Cash and cash equivalents at June 30                $876         $1,195
    
        The accompanying notes are part of the financial statements.
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                            NOTES TO FINANCIAL STATEMENTS
                                     (unaudited)
    
        1.  Financial Statements - The financial data presented herein are
        unaudited, but in the opinion of management reflect those adjustments,
        including normal recurring adjustments, necessary for a fair statement
        of such information.  Results for interim periods should not be
        considered indicative of results for a full year.  Reference should be
        made to the consolidated financial statements and accompanying notes
        included in the company's Annual Report on Form 10-K for the fiscal
        year ended December 31, 2001, as filed with the Securities and
        Exchange Commission on March 29, 2002.  Certain amounts for prior
        periods were reclassified to conform with present period presentation.
    
        Visteon Corporation ("Visteon") is a leading, global supplier of
        automotive systems, modules and components. Visteon sells products
        primarily to global vehicle manufacturers, and also sells to the
        worldwide aftermarket for replacement and vehicle appearance
        enhancement parts.  Visteon became an independent company when Ford
        Motor Company ("Ford") established Visteon as a wholly-owned
        subsidiary in January 2000 and subsequently transferred to Visteon the
        assets and liabilities comprising Ford's automotive components and
        systems business.  Ford completed its spin-off of Visteon on June 28,
        2000 (the "spin-off").  Prior to incorporation, Visteon operated as
        Ford's automotive components and systems business.
    
        2.  Selected costs and expenses are summarized as follows:
    
    
                                    Second Quarter                First Half
                                  2002          2001          2002         2001
                                                   (in millions)
        Depreciation              $140          $142         $280          $282
        Amortization                20            26           41            56
          Total                   $160          $168         $321          $338
    
        Amortization amounts for 2001 include amortization of goodwill of
        $6 million and $12 million for the second quarter and first half of 2001,
        respectively.
    
        3.  Special Charges - In the first quarter of 2002, Visteon recorded in
        costs of sales pre-tax charges of $116 million ($74 million
        after-tax), as summarized below:
    
                                                           Pre-tax     After-tax
                                                                (in millions)
        Restructuring and other charges:
         First quarter 2002 actions*                         $95            $61
         Adjustments to prior year's expenses                 (5)            (3)
          Total restructuring and other charges               90             58
    
        Loss related to sale of restraint
         electronics business                                 26             16
    
          Total special charges                             $116            $74
    
    
        * Includes $5 million related to the write-down of inventory.
    
        In the first quarter of 2002, Visteon recorded pre-tax charges of
        $95 million related to the separation of 820 employees at Markham, Ontario
        as the company moves nearly all of the non-restraint electronics business
        to facilities in Mexico, the elimination of about 215 engineering
        positions in the United States to reduce research and development costs,
        the closure of our Visteon Technologies facility in California and the
        related discontinuation of support for our aftermarket navigation systems
        product line, the closure of our Leatherworks facility in Michigan and the
        elimination of about 240 manufacturing positions in Mexico.  The
        engineering-related and Mexican manufacturing-related separations, and the
        closure of Visteon Technologies, were completed in the first quarter of
        2002.  The separation of approximately 85 Markham employees occurred in
        the second quarter of 2002, with the remaining separations expected to be
        completed by the end of 2002.
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                     NOTES TO FINANCIAL STATEMENTS - (Continued)
                                     (unaudited)
    
        3.  Special Charges - (Continued) - Also in the first quarter of 2002,
        $5 million of accrued restructuring liabilities relating to prior year
        restructuring plans were reversed reflecting a change in estimated
        costs to complete these activities.
    
        Effective April 1, 2002, Visteon completed the sale of its restraint
        electronics business to Autoliv, Inc. for $25 million.  The sale
        includes Visteon's North American and European order book of
        approximately $150 million in annual sales to Ford Motor Company and
        its affiliates, including associated manufacturing operations in
        Markham, Ontario, as well as related assets and liabilities.  As part
        of the sale, approximately 270 employees from Markham and about 95
        engineers from Dearborn, Michigan transferred to Autoliv.
    
        The following table summarizes the activity related to the remaining
        restructuring reserves from the 2001 actions, as well as restructuring
        reserve activity related to the 2002 actions.  This table does not
        include the loss related to the sale of the electronics restraint
        business.
    
                          Automotive Operations         Glass Operations
                            Employee-Related   Other     Employee-Related   Total
                                                  (in millions)
    
        December 31, 2001
         reserve balance           $16           $--           $7           $23
        Pre-tax charges
         recorded in costs
         of sales:
        First quarter 2002
         actions                    81            14           --            95
        Adjustments to prior
         year's expenses            (3)           --           (2)           (5)
          Total net expense         78            14           (2)           90
    
        Utilization                (56)          (12)          (2)          (70)
        Foreign exchange
         translation                 2            --            --            2
        June 30, 2002
         reserve balance           $40            $2            $3          $45
    
        During the second quarter of 2001, Visteon recorded pre-tax charges of
        $158 million ($100 million after-tax), of which $146 million related to
        the elimination of more than 2,000 salaried positions worldwide and
        $12 million related to the closure of two European facilities, ZEM in
        Poland and Wickford in the U.K., and other actions.  Of the total pre-tax
        charges, $42 million is recorded in selling, administrative and other
        expenses and $116 million is recorded in cost of sales, and $142 million
        is recorded by the Automotive Operations segment and $16 million is
        recorded by the Glass Operations segment.
    
        Reserve balances of $23 million and $45 million at December 31, 2001 and
        June 30, 2002, respectively, are included in current accrued liabilities
        on the accompanying balance sheets. The June 30, 2002 reserve balance of
        $45 million includes $11 million related to 2001 restructuring activities.
        The company currently anticipates that the restructuring activities to
        which all of the above charges relate will be substantially completed in
        2002.
    
        4.  Income Per Share of Common Stock - Basic income per share of common
        stock is calculated by dividing the income attributable to common
        stock by the average number of shares of common stock outstanding
        during the applicable period, adjusted for restricted stock.  The
        average number of shares of restricted stock outstanding was about
        2,780,000, 2,420,000, 1,370,000 and 1,210,000 for the second quarter
        of 2002, first half of 2002, second quarter of 2001 and first half of
        2001, respectively.  The calculation of diluted income per share takes
        into account the effect of dilutive potential common stock, such as
        stock options and restricted stock.  For the second quarter of 2002,
        1,106,000 shares were included as potentially dilutive.  For the first
        half of 2002, second quarter of 2001 and first half of 2001 potential
        common stock of about 712,000, 404,000 and 202,000 shares,
        respectively, are excluded as the effect would have been antidilutive.
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                     NOTES TO FINANCIAL STATEMENTS - (Continued)
                                     (unaudited)
    
        5.  Transactions with Ford and its Affiliates - Visteon's supply agreement
        and related pricing letter with Ford Motor Company required Visteon to
        provide Ford with productivity price adjustments for 2001, 2002 and
        2003.  In March 2002, Visteon and Ford reached an agreement resolving
        North American pricing for 2001 that was consistent with Visteon's
        previously established reserves.  In June 2002, Visteon and Ford
        reached an agreement resolving European pricing for 2001 and 2002
        that, together with resolution of other commercial matters, was
        consistent with Visteon's previously established reserves.
    
        6.  Land Lease - In January 2002, Visteon completed an arrangement with a
        special-purpose entity, owned by an affiliate of a bank, to lease land
        in Southeast Michigan for a headquarters facility.  The lease had an
        initial lease term through June 30, 2002, which was subsequently
        extended through September 30, 2002, at which time Visteon has the
        option to renew the lease on terms mutually acceptable to Visteon and
        the lessor, purchase the land or arrange for the sale of the property.
        Visteon has a contingent liability for up to about $23 million in the
        event the property is sold for less than full cost.
    
        As of June 30, 2002, the assets, liabilities, results of operations
        and cash flows of the special-purpose entity are included in Visteon's
        consolidated financial statements, based on an assessment made when
        the lease was extended, that substantially all of the expected
        residual risks and rewards of the leased land reside with Visteon.
        This assessment included consideration of the terms of the lease
        agreement, the amount of the owner's equity capital investment, and
        that as part of the extension of the lease all of the special-purpose
        entity's debt was financed by Visteon.
    
         7.  Inventories and Related Pending Adjustments - Inventories are
         summarized as follows:
    
                                                         June 30,    December 31,
                                                            2002            2001
                                                                (in millions)
        Raw materials, work-in-process and supplies        $ 845          $ 728
        Finished products                                    142            130
          Total inventories                                $ 987          $ 858
    
        U.S. inventories                                   $ 621          $ 525
    
    
        During the second quarter of 2002, Visteon became aware that the terms of
        its purchase orders did not adequately reflect its understanding of the
        terms of its pay on production agreements with certain suppliers.
        Generally, Visteon's policy is to organize arrangements with suppliers to
        support its production inventory needs with just-in-time deliveries of
        materials and not take ownership from or authorize payment to suppliers
        until such time as the materials have been consumed in the production
        process.  Because of these circumstances, the company has revised its
        inventory recognition practices to reflect these receipts as an increase
        in raw materials inventory and trade payables of $107 million at June 30,
        2002.  In addition, the company is in the process of measuring the
        revision required to adjust the December 31, 2001 inventory and trade
        payables balances.  The amount of this adjustment is expected to be
        generally consistent with the June 30, 2002 adjustment.  The process for
        measuring this adjustment is expected to be completed prior to filing the
        Quarterly Report on Form 10-Q for the quarterly period ended June 30,
        2002.
    
        Company management is in the process of obtaining formal documentation of
        these pay on production terms from our vendors and we will reflect these
        vendor agreements when obtained, on a prospective basis.
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                     NOTES TO FINANCIAL STATEMENTS - (Continued)
                                     (unaudited)
    
        8.  Debt - During the second quarter of 2002, Visteon renewed its
        financing arrangements with third-party lenders that provide
        contractually committed, unsecured revolving credit facilities.  The
        new financing arrangements are with a syndicate of lenders providing
        for a maximum of $1.8 billion in committed, unsecured credit
        facilities (the "Credit Facilities").  The terms of the Credit
        Facilities provide for a 364-day revolving credit line in the amount
        of $775 million, which expires June 2003, and a five-year revolving credit
        line in the amount of $775 million, which expires June 2007.  The Credit
        Facilities also provide for a five-year delayed draw term loan in the
        amount of $250 million, which will be used primarily to finance
        construction of a headquarters facility in Southeast Michigan.  Consistent
        with the prior financing arrangements, the Credit Facilities would bear
        interest based on a variable interest rate option selected at the time of
        borrowing and the Credit Facilities contain certain affirmative and
        negative covenants including a covenant not to exceed a specified leverage
        ratio.  As of June 30, 2002, there were no amounts outstanding under the
        Credit Facilities.
    
        9.  Comprehensive Income (Loss) - Other comprehensive income (loss) mainly
        includes foreign currency translation adjustments.  Total comprehensive
        income (loss) is summarized as follows:
    
    
                                    Second Quarter                First Half
                                  2002         2001          2002          2001
                                                  (in millions)
        Net income (loss)          $72         $(40)       $(266)          $(9)
        Other comprehensive
         income (loss)             126          (47)         117           (67)
    
        Total comprehensive
         income (loss)            $198         $(87)       $(149)         $(76)
    
        10.  Accounting Change - In 2001, the Financial Accounting Standards Board
        issued Statement of Financial Accounting Standards No. 142 ("SFAS 142"),
        "Goodwill and Other Intangible Assets".  SFAS 142 no longer permits
        amortization of goodwill and establishes a new method of testing goodwill
        for impairment by using a fair-value based approach.  Under this statement
        goodwill is to be evaluated for possible impairment as of January 1, 2002,
        and periodically thereafter.
    
        Visteon adopted SFAS 142 on January 1, 2002.  As required by this
        standard, an initial test for goodwill impairment was performed which
        compared the fair value of our Automotive Operations segment to the
        segment's net book value.  Visteon's stock market capitalization, as well
        as market multiples and other factors, were used as the basis for
        determining the fair value of the Automotive Operations segment.  Because
        the fair value of the Automotive Operations segment was less than its net
        book value, Visteon recorded an impairment loss on goodwill of
        $363 million ($265 million after-tax) as a cumulative effect of change in
        accounting principle in the first quarter of 2002.  The pre-tax impairment
        loss consists of $357 million of net goodwill as of December 31, 2001 and
        $6 million reclassified to goodwill related to certain acquired intangible
        assets, as required by SFAS 142.
    
        The following presents net income and earnings per share, adjusted to
        reflect the adoption of the non-amortization provisions of SFAS 142, as of
        the beginning of the periods presented:
    
                                                2001                       2000
                            First   Second     Third   Fourth     Full     Full
                           Quarter  Quarter   Quarter  Quarter    Year     Year
                                  (in millions, except per share amounts)
        Net Income (Loss)
        Reported net
         income (loss)       $31     $(40)     $(95)    $(14)    $(118)    $270
        Goodwill
         amortization, net
         of tax                4        5         4        4        17       18
          Adjusted net income
           (loss)            $35     $(35)     $(91)    $(10)    $(101)    $288
    
        Earnings (Loss) Per
         Share - Basic and
         Diluted
        Reported earnings
         (loss) per share  $0.24   $(0.31)   $(0.74)  $(0.11)   $(0.91)   $2.08
        Goodwill
         amortization, net
         of tax             0.03     0.04      0.03     0.03      0.13     0.14
          Adjusted earnings
           (loss) per
           share           $0.27   $(0.27)   $(0.71)  $(0.08)   $(0.78)   $2.22
    
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                     NOTES TO FINANCIAL STATEMENTS - (Continued)
                                     (unaudited)
    
        11.  Segment Information - Visteon's reportable operating segments are
        Automotive Operations and Glass Operations.  Financial information for the
        reportable operating segments is summarized as follows:
    
    
                                      Automotive          Glass         Total
                                      Operations     Operations       Visteon
                                                    (in millions)
        Second Quarter
        2002
        Sales                            $4,876            $163        $5,039
        Income before taxes                 108               9           117
        Net income                           66               6            72
        Average assets                   10,867             294        11,161
        Goodwill, end of period              --              --            --
    
        2001
        Sales                            $4,730            $175        $4,905
        Income (loss) before taxes         (45)            (12)          (57)
        Net income (loss)                  (33)             (7)          (40)
        Average assets                   11,113             309        11,422
        Goodwill, end of period             357              --           357
    
        First Half
        2002
        Sales                            $9,197            $311        $9,508
        Income (loss) before taxes          (8)              18            10
        Net income (loss)                 (278)              12         (266)
        Average assets                   10,958             287        11,245
        Goodwill, end of period              --              --            --
    
        2001
        Sales                            $9,288            $340        $9,628
        Income (loss) before taxes           15            (17)           (2)
        Net income (loss)                    --             (9)           (9)
        Average assets                   11,069             304        11,373
        Goodwill, end of period             357              --           357
    
                         VISTEON CORPORATION AND SUBSIDIARIES
                     NOTES TO FINANCIAL STATEMENTS - (Continued)
                                     (unaudited)
    
        12.  Litigation and Claims - Various legal actions, governmental
        investigations and proceedings and claims are pending or may be instituted
        or asserted in the future against Visteon, including those arising out of
        alleged defects in Visteon's products; governmental regulations relating
        to safety; employment-related matters; customer, supplier and other
        contractual relationships; intellectual property rights; product
        warranties; and environmental matters.  Some of the foregoing matters
        involve or may involve compensatory, punitive, or antitrust or other
        treble damage claims in very large amounts, or demands for recall
        campaigns, environmental remediation programs, sanctions, or other relief
        which, if granted, would require very large expenditures.
    
        Litigation is subject to many uncertainties, and the outcome of individual
        litigated matters is not predictable with assurance.  Reserves have been
        established by Visteon for matters discussed in the foregoing paragraph
        where losses are deemed probable; these reserves are adjusted periodically
        to reflect estimates of ultimate probable outcomes.  It is reasonably
        possible, however, that some of the matters discussed in the foregoing
        paragraph for which reserves have not been established could be decided
        unfavorably to Visteon and could require Visteon to pay damages or make
        other expenditures in amounts, or a range of amounts, that cannot be
        estimated at June 30, 2002.  Visteon does not reasonably expect, based on
        its analysis, that any adverse outcome from such matters would have a
        material effect on future consolidated financial statements for a
        particular year, although such an outcome is possible.
    
        Visteon has resolved a number of commercial issues with Ford.  See Note 5
        for further discussion of some of the commercial issues resolved with Ford
        under the supply agreement and pricing letter agreement.
    
        13.  Subsequent Event - As part of Visteon's ongoing restructuring efforts
        to improve operations, the company is implementing a comprehensive plan in
        Europe.  Under the plan, Visteon and its unions in Europe have committed
        to restructuring actions of manufacturing operations in the UK, Germany
        and France.  The plan seeks to improve Visteon's cost base in Europe,
        allowing it to be more competitive and improve financial results in the
        future.  Implementation of the plan will begin in the second half of this
        year and is expected to generate ongoing annual pre-tax savings of about
        $100 million by 2004.   The company expects to incur total pre-tax charges
        of up to $150 million relating to the plan, of which $80-95 million is
        expected in the second half of 2002.
    
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