Franklin Mutual Advisers, LLC in Connection with Interior Business Acquisition

December 1, 2006

Cleary Gottlieb is currently representing Franklin Mutual Advisers, LLC in connection with the acquisition by International Automotive Components Group North America, a joint venture between FMA, WL Ross & Co. and the automotive components manufacturer, Lear Corporation, of the North American Interior business of Lear. The firm previously represented FMA in connection with acquisitions by a similar joint venture of Lear’s European Interior business, as well as the European Interior business of Collins & Aikman Corporation.

The definitive agreement was signed December 1 and is expected to close in the first quarter of 2007.

Franklin Mutual Advisers, LLC, is a subsidiary of Franklin Resources, Inc. a global investment management organization.