SecProbe.io

May 2, 2012

Via E-mail
Mats Wallin Chief Financial Officer Autoliv, Inc. Vasagatan 11, 7th floor, SE-111 20, Box 70381 SE-107 24 Stockholm, Sweden
Re: Autoliv, Inc.
Form 10-K for the fiscal year ended December 31, 2011
Filed February 23, 2012
File No. 001-12933

Dear Mr. Wallin:
 We have reviewed your filing and have the following comment.  In our comment, we
may ask you to provide us with informati on so we may better understand your disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comment applies to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to this comment, we may have additional comments.
            Form 10-K for the fiscal year ended December 31, 2011

 Contractual Obligations and Commitments, page 27

 1. As noted in SEC Release 33-9144, the table of c ontractual obligations permits flexibility in
the ways registrants can present informati on about their contractual obligations and
commitments in the table.  Notwithstanding this flexibility, we believe that registrants should
provide, in the table or footnotes to the tabl e information necessary for an understanding of
the timing and amount of expected pension contri butions.  Some registrants elect to present
only their estimated contribution for the next fisc al year, some elect to present only the future
minimum statutory funding requirements over a number of years and some present all
expected contributions, require d and voluntary.  On an ongoing ba sis, please provide such
information in a manner that is clear, understand able and suitable to you r business.  In view

Mats Wallin
Autoliv, Inc. May 2, 2012 Page 2

 of the uncertainties that can affect your dete rmination, you may also need to disclose the
factors that could a ffect your estimates.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comment, please provide a written statement from the company
acknowledging that:

 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Juan Migone  at (202) 551-3312 or Marg ery Reich, Senior Review
Accountant, at (202) 551-3347 if you have que stions regarding comments on the financial
statements and related matters.  Please contac t me at (202) 551-3211 with any other questions.

Sincerely,

 /s/ David R. Humphrey
David R. Humphrey Accounting Branch Chief