U.S. Securities and Exchange Commission

                              Washington, DC 20549
                          Notice of Exempt Solicitation


1. Name of the Registrant:

Lear Corporation
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2. Name of person relying on exemption:

Pzena Investment Management, LLC
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3. Address of person relying on exemption:

120 West 45th Street, 20th Floor, New York, NY  10036
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4. Written materials. Attach written material required to be submitted pursuant
to Rule 14a-6(g)(1).

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                        Pzena Investment Management, LLC
              120 West 45th Street, 20th Floor, New York, NY 10036



March 9, 2007


Dear Client,

As you likely know,  Lear's  management has agreed to an undervalued bid for the
entire  company by Carl  Icahn's  American  Real  Estate  Partners LP and we are
writing to request the following: 1. We strongly recommend that you vote against
the sale.

2. We encourage  you to instruct  your  custodian not to lend any shares of Lear
Corporation that you own. As you may know,  stocks held in your portfolios carry
with them the right to vote  proxies.  However,  if you allow  your  stock to be
loaned out through your custodian's  securities  lending  program,  you lose the
right to  control  the vote.  In order to assure  your  ability  to vote in this
important  matter or  alternatively,  to allow us to retain the right to vote on
your behalf,  we request that you withhold your Lear Corporation stock from your
custodian's  securities lending program and/or instruct your custodian to recall
any Lear shares currently on loan.

We have long believed in Lear's business and its plan for recovery.  Our view is
that the company's  earnings are well below their normal level, and that Lear is
being valued by the market as if there is little chance of an earnings recovery.
Our analysis suggests that earnings are likely to recover to more than $4.00 per
share  over the next few years from  consensus  analyst  estimates  of $2.00 per
share for 2007. Consequently, we believe the company's potential value is closer
to $60 per share.

As always,  we are happy to discuss our position  with you. We  appreciate  your
support in our  effort to  maximize  our value as  shareholders  by  restricting
lending of Lear Corporation shares and voting against this offer.

If you have any  questions,  please  contact  either  Wayne  Palladino  at (212)
583-0179,  palladino@pzena.com,  or your Pzena  client  service  representative.
Thank you for your attention to this matter.


Sincerely,

/s/ Wayne Palladino
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Wayne Palladino
Director of Client & Portfolio Services