8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 26, 2007

LKQ CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	000-50404	36-4215970
(State or other jurisdiction of	(Commission File	(IRS Employer
incorporation)	Number)	Identification No.)

120 North LaSalle Street, Suite 3300
Chicago, IL  60602

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code   (312) 621-1950

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02(e).DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On February 26, 2007, the Compensation Committee of our Board of Directors adopted 2007 bonus programs for our executive officers. The potential bonus of each executive officer is equal to the executive officer’s 2007 base salary (as of January 1, 2007) multiplied by a certain percentage. For each of our corporate named executive officers (Joseph M. Holsten and Mark T. Spears), the percentage varies based on a range of our earnings per share for the year ending December 31, 2007. For each of our regional named executive officers (Leonard A. Damron, Steven H. Jones, and H. Bradley Willen), the percentage is determined by two factors: achievement of certain pretax income targets of such executive officer’s region or regions (which is weighted between 75% and 80%) and our earnings per share for the year ending December 31, 2007 (which is weighted between 20% and 25%). A copy of the form of the 2007 bonus program for our corporate executive officers is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference. A copy of the form of the 2007 bonus program for our regional executive officers is attached as Exhibit 99.2 to this Current Report and is incorporated herein by reference.

Item 9.01.   FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Form of LKQ Corporation Executive Officer 2007 Bonus Program (Corporate).
99.2	Form of LKQ Corporation Executive Officer 2007 Bonus Program (Regional).

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	LKQ Corporation
Date: February 27, 2007	By:	/s/ VICTOR M. CASINI
		Victor M. Casini
		Vice President and General Counsel

3

EX-99.1

Exhibit 99.1

To:

From: Compensation Committee

Date:                               , 2007

Re: 2007 Bonus Program

The Compensation Committee of the Board of Directors of LKQ Corporation is pleased to deliver to you the terms of your potential 2007 bonus.

Your 2007 bonus shall equal your 2007 base salary at January 1, 2007 multiplied by the percentage in the column “Bonus Percentage” that corresponds to the consolidated earnings per share (“EPS”) of LKQ Corporation for the year ended December 31, 2007. For purposes of this bonus program, the calculation of EPS shall include (i) an accrual for the total proposed bonus payments to LKQ employees for 2007 (paid in 2008) and (ii) adjustments for any other extraordinary items affecting EPS, as such adjustments shall be determined by the Compensation Committee.

The 2007 awards will be paid out as soon as our financial reports are audited and finalized. Payments under the 2007 Incentive Compensation Plan will only be paid to individuals who are employed as of December 31, 2007. The Compensation Committee shall have the right to make all determinations, including interpretations of any questions, issues or ambiguities that may arise, with respect to the plan or any award under the plan. Such determinations shall be final and binding on all participants and their beneficiaries.

EPS ($)	Bonus Percentage (EPS)
[Numbers for each executive officer inserted here]

EX-99.2

Exhibit 99.2

To:

From: Compensation Committee

Date:                                       , 2007

Re: 2007 Bonus Program

We are pleased to deliver to you the terms of your potential 2007 bonus.

Your 2007 bonus shall equal your 2007 base salary at January 1, 2007 multiplied by the following: (a)          % of the percentage in the column “Bonus Percentage (Pretax)” that corresponds to the percentage achievement of your region’s [regions’] target pretax income (“Pretax”) for the year ended December 31, 2007, plus  (b)         % of the percentage in the column “Bonus Percentage (EPS)” that corresponds to the consolidated earnings per share (“EPS”) of LKQ Corporation for the year ended December 31, 2007. For purposes of this bonus program, the calculation of EPS shall include (i) an accrual for the total proposed bonus payments to LKQ employees for 2007 (paid in 2008) and (ii) adjustments for any other extraordinary items affecting EPS, as such adjustments shall be determined by the Compensation Committee.

The 2007 awards will be paid out as soon as our financial reports are audited and finalized. Payments under the 2007 Incentive Compensation Plan will only be paid to individuals who are employed as of December 31, 2007. The Compensation Committee shall have the right to make all determinations, including interpretations of any questions, issues or ambiguities that may arise, with respect to the plan or any award under the plan. Such determinations shall be final and binding on all participants and their beneficiaries.

2007 Target Pretax Income for [Applicable] Region: $                            

Achievement of Target Pretax (%)	Bonus Percentage (Pretax)
[Numbers for each executive officer inserted here]
EPS ($)	Bonus Percentage (EPS)
[Numbers for each executive officer inserted here]