0001193125-09-067649 Sample Contracts

AUTOLIV, INC. COMMON STOCK, PAR VALUE $1.00 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • March 30th, 2009 • Autoliv Inc • Motor vehicle parts & accessories • New York

The undersigned understands that Morgan Stanley & Co. Incorporated (“Morgan Stanley”) proposes to enter into (i) an Underwriting Agreement (the “Equity Underwriting Agreement”) with Autoliv, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Equity Public Offering”) by Morgan Stanley (the “Underwriter”), of a number of shares to be determined (the “Shares”) of the Common Stock, par value $1.00 per share, of the Company (the “Common Stock”) and Swedish Depositary Receipts (“SDRs”) evidencing such Shares; and (ii) an Underwriting Agreement (the “Equity Unit Underwriting Agreement”) with the Company, providing for the public offering (the “Equity Unit Public Offering”) by the Underwriter, of a number of equity units to be determined (the “Equity Units”).

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AUTOLIV, INC. Equity Units UNDERWRITING AGREEMENT
Underwriting Agreement • March 30th, 2009 • Autoliv Inc • Motor vehicle parts & accessories • New York

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, the underwriter or dealer participating in the offering will arrange to send you the prospectus if you request it by calling Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.

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