SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

OLOUGHLIN BRIAN J

(Last)

(First)

(Middle)

HAYES LEMMERZ INTERNATIONAL, INC.

15300 CENTENNIAL DRIVE

(Street)

NORTHVILLE

48167

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/26/2004

3. Issuer Name and Ticker or Trading Symbol
HAYES LEMMERZ INTERNATIONAL INC [ HAYZ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Info. Technology and CIO

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.01 per share	3,649	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	07/28/2004⁽¹⁾	07/27/2013⁽²⁾	Common Stock, par value $.01 per share	63,276	$13.93	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock, par value $.01 per share	42,184	⁽⁴⁾	D

Explanation of Responses:

1. The option vests in four equal annual installments beginning on July 28, 2004.

2. Maximum term pursuant to the plan.

3. The Restricted Stock Units will be converted into cash or shares of common stock, as determined by the Compensation Committee of the Board of Directors of Hayes Lemmerz, in the respective amounts as follows: one-third of the Restricted Stock Units will be converted on July 28, 2006 and the remaining two-thirds will be converted on July 28, 2007.

4. Each Restricted Stock Unit is convertible into one share of common stock or the fair market value of a share of common stock.

	Patrick C. Cauley, Attorney-in-fact	04/05/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.