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) November 6, 2008

VISTEON CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-15827	38-3519512
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Village Center Drive, Van Buren Township, Michigan	48111
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (800)-VISTEON

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:

o      Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

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SECTION 5 — CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On November 7, 2008, Visteon Corporation (the “Company”) issued a press release regarding the election by the Company’s Board of Directors on November 6, 2008 of Mr. Donald J. Stebbins, President and Chief Executive Officer of the Company, as Chairman of the Board of Directors effective as of December 1, 2008. Mr. Michael F. Johnston, Chairman of the Board of Directors of the Company, will retire from the Company and resign from the Company’s Board of Directors effective as of November 30, 2008. The press release, filed as Exhibit 99.1 to this Current Report on Form 8-K, is incorporated herein by reference.

(e) In addition, on November 6, 2008, the Organization and Compensation Committee of the Board of Directors of the Company approved an amendment to the Visteon Corporation Supplemental Executive Retirement Plan, a nonqualified, unfunded pension benefit plan. The amendment provides that Mr. Johnston’s benefits under the plan will be calculated assuming that he had continued his employment through December 31, 2008 and that his monthly base salary for December of 2008 was equal to his monthly salary as of November 30, 2008. In connection with his retirement as the Company’s Chairman of the Board, Mr. Johnston will be entitled to post-retirement and termination benefits as previously disclosed in the Company’s 2008 Proxy Statement and the Current Report on Form 8-K of the Company dated May 16, 2008.

SECTION 9 — FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press release dated November 7, 2008

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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.

	VISTEON CORPORATION
Date: November 7, 2008	By:	/s/ John Donofrio
		John Donofrio
		Senior Vice President and General Counsel

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EXHIBIT INDEX

Exhibit No.	Description	Page
Exhibit 99.1	Press Release dated November 7, 2008

EX-99.1

Exhibit 99.1

NEWS RELEASE

Visteon Executive Chairman Michael F. Johnston to retire Nov. 30;
CEO Donald J. Stebbins elected chairman

VAN BUREN TOWNSHIP, Mich., Nov. 7, 2008 — The board of directors of Visteon Corporation (NYSE: VC) has elected President and CEO Donald J. Stebbins to the additional position of chairman of the board, effective Dec. 1, 2008. Stebbins succeeds Michael F. Johnston, who will retire as executive chairman Nov. 30 after eight years in senior leadership positions with the global automotive supplier.

Stebbins, 50, joined Visteon in 2005 as president and chief operating officer, and was elevated to CEO by the board on June 1, 2008. He has more than 20 years of leadership experience in global operations and finance, including 13 years in senior leadership positions with Lear Corporation before joining Visteon. His election as chairman is aligned with Visteon’s long-term executive succession planning process.

“Don Stebbins has the experience, drive and foresight to lead through tough economic times and steer Visteon into the future,” Johnston said. “Don has done an excellent job leading the organization and spearheading the execution of our restructuring plan. His commitment to operational excellence has helped improve Visteon’s cost structure, expand our capabilities in growth markets such as Asia Pacific, and enhance performance in areas ranging from product quality to employee safety.”

Stebbins said: “I look forward to continuing Visteon’s transformation, and capitalizing on our talented workforce and global capabilities to deliver on our commitments to customers, shareholders and employees.”

Johnston, 61, joined Visteon in September 2000 as chief operating officer and president, and was elected CEO in June 2004. He became chairman and CEO in June 2005. He has served as executive chairman since June 1, when Stebbins was elected CEO as part of a planned transition. Johnston is credited with guiding Visteon from a North America-focused components supplier that was heavily dependent on one automaker, to a global engineering and manufacturing company with a focused product portfolio and a diversified customer base. He has served on Visteon’s board of directors since April 2002 and will leave the board upon his retirement.

“The board expresses its appreciation and gratitude to Mike Johnston for his leadership and steadfast commitment to positioning Visteon for success in an increasingly competitive global market,” said William H. Gray III, chairman of the corporate governance and nominating committee of Visteon’s board of directors. “Visteon took a number of strategic steps under Mike’s leadership that have provided a critical foundation for the company’s long-term future.”

Stebbins joined Visteon from Lear Corporation, where he was president and chief operating officer of operations in Europe, Asia and Africa. Before that, he was president and chief operating officer of Lear’s operations in the Americas. He joined Lear in 1992 as vice president and treasurer, and held various financial positions of increasing responsibility, including senior vice president and chief financial officer. Previously he held positions at Bankers Trust Co. and Citibank.

Stebbins has a bachelor’s degree from Miami University in Oxford, Ohio, where he is a member of the Business Advisory Council. He holds a master’s degree in business administration from the University of Michigan. He has served on Visteon’s board of directors since December 2006. He is a member of the board of directors of WABCO Holdings Inc. and the board of trustees of Detroit Country Day School.

Visteon Corporation is a leading global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. With corporate offices in Van Buren Township, Mich. (U.S.); Shanghai, China; and Kerpen, Germany; the company has facilities in 27 countries and employs approximately 35,500 people.

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Visteon news releases, photographs and product specification details
are available at www.visteon.com

Contacts:

Media:	Investors:
Jim Fisher	Steve Ward
734-710-5557	734-710-5800
jfishe89@visteon.com	sward8@visteon.com