SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Rode Steven

(Last)

(First)

(Middle)

C/O AUTOLIV, INC.

VASAGATAN 11, 7TH FLOOR

(Street)

STOCKHOLM

SE-111 20

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/29/2012

3. Issuer Name and Ticker or Trading Symbol
AUTOLIV INC [ ALV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President Autoliv Electronics

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,829	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)⁽¹⁾	02/22/2012	02/22/2021	Common Stock	1,785	$72.95	D
Employee Stock Option (right to buy)⁽¹⁾	02/22/2013	02/22/2022	Common Stock	1,900	$67	D
Restricted Stock Units⁽¹⁾⁽²⁾	02/18/2013	02/18/2013	Common Stock	1,000	⁽²⁾	D
Restricted Stock Units⁽¹⁾⁽²⁾	02/22/2014	02/22/2014	Common Stock	595	⁽²⁾	D
Restricted Stock Units⁽¹⁾⁽²⁾	02/22/2015	02/22/2015	Common Stock	633	⁽²⁾	D

Explanation of Responses:

1. The Restricted Stock Units and the Employee Stock Options were granted under the Company's Stock Incentive Plan of 1997, as amended, at no cost to the reporting person.

2. The Restricted Stock Units vest in full 3 years from the date of the grant at which point vested shares will be delivered to the reporting person free of charge.

	/s/ Steven Rode	04/05/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.