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 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

SECTIONS MARKED WITH AN [*] OMIT CONFIDENTIAL INFORMATION

DELIVERED TO THE U.S. SECURITIES AND EXCHANGE COMMISSION’S DIVISION OF

CORPORATION FINANCE IN AN UNREDACTED COPY OF THIS LETTER

PURSUANT TO 17 C.F.R. §200.83

November 5, 2015

 VIA HAND DELIVERY AND
EDGAR

 Melissa Raminpour

 Branch Chief

U.S. Securities and Exchange Commission

 Division of Corporation
Finance

 100 F. Street, N.E.

 Washington, D.C. 20549

Re:
Autoliv, Inc.

 Form 10-K for the Fiscal Year Ended December 31, 2014

Form 10-Q for the Quarterly Period Ended March 31, 2015

Response dated June 23, 2015

File No. 001-12933

 Dear
Ms. Raminpour:

 This letter (this “Response Letter”) responds to the comment of the staff (the “Staff”) of the
Division of Corporation Finance at the U.S. Securities and Exchange Commission (the “Commission”), as set forth in the Staff’s letter dated September 24, 2015 (the “Comment Letter”), to the above referenced filings of
Autoliv, Inc. (the “Company”). The Company has filed, via EDGAR, this Response Letter (tagged correspondence).

 Pursuant to Rule
83 of the Commission’s Rules on Information and Requests [17 C.F.R. §200.83] (“Rule 83”) and because of the commercially sensitive nature of certain information contained herein, the Company is requesting confidential treatment
for selected portions of this Response Letter. The version of this Response Letter filed via EDGAR omits such confidential information. The omitted confidential information has been replaced in this Response Letter filed via EDGAR with a placeholder
identified by a bracketed asterisk [*]. A complete unredacted version of this Response Letter will be provided to the Staff only in hard copy and not electronically as correspondence under the Commission’s EDGAR system. The Company has sent to
the Staff and the Office of Freedom of Information and Privacy Act Operations a separate letter (the “Request Letter”) requesting that, pursuant to Rule 83, the omitted confidential information not be disclosed in response to any request
made under the Freedom of Information Act or otherwise.

 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

 U.S.
Securities and Exchange Commission

 November 5, 2015

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 For your convenience, we have reproduced in italics below the comment from the Comment Letter
with the response following.

 Form 10-Q for the quarter ended March 31, 2015

11. Contingent Liabilities

 Antitrust
matters, page 15

1.
We note your response to our prior comment number 4; however, it does not appear that your recognition of the settlement payment as an operating expense is consistent with GAAP. Since the settlement payment was made
to your customer, we believe the payment is within the scope of ASC 605-50. ASC 605-50-45-2 requires cash consideration paid to a customer be classified as a reduction of revenues unless the vendor receives an identifiable benefit and fair value of
that benefit can be reliably measured. Based upon your prior responses, it appears that the entire amount should be characterized as a reduction of revenues within your income statement. Please advise or revise your financial statements accordingly.

 RESPONSE:

I.
Introduction of ASC 605-50-45-2

 The Company has considered the accounting guidance in
ASC 605-50-45-2 with respect to its settlement with [*] (the “OEM”), which provides that cash consideration paid to a customer is presumed to be a reduction of the selling prices of the vendor’s products and should be characterized as
a reduction of revenue when recognized in the vendor’s income statement. As you are aware, the presumption is overcome and the consideration should be characterized as a cost incurred if, and to the extent that, both of the following conditions
are met:

 a. The vendor receives, or will receive, an identifiable benefit in exchange for the consideration (and the identified benefit
must be sufficiently separable from the recipient’s purchase of the vendor’s products such that the vendor could have entered into an exchange transaction with a party other than a purchaser of its products or services in order to receive
that benefit).

 b. The vendor can reasonably estimate the fair value of the benefit identified under the preceding condition.

The Company also considered remarks made by Eric C. West, Associate Chief Accountant, Office of the Chief Accountant, the Commission, before
the 2007 AICPA National Conference on Current SEC and PCAOB Developments on December 10, 2007. In the speech, Mr. West provided

 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

 U.S.
Securities and Exchange Commission

 November 5, 2015

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observations on three topics, including accounting for litigation settlements. In discussing the accounting for litigation settlements, Mr. West specifically addressed consideration given by
a vendor to a customer and noted that the relevant guidance is referenced in EITF 01-9, “Accounting for Consideration Given by a Vendor to a Customer (Including a Reseller of the Vendor’s Products) [since codified under ASC 605-50]. He
commented that EITF 01-9 “requires that cash consideration paid be classified as a reduction of revenues unless the vendor receives an identifiable benefit and the fair value of that benefit can be reliably measured.” Mr. West gave
the example of a company settling a claim with a customer for over billing and paying the customer an amount in excess of the amounts that the customer claimed were over billed. He commented that in that case, if the vendor “believed that the
excess payment was necessary to preserve the customer relationship and had induced the customer to settle the claim,” then the Commission does not believe that classification of the entire payment as a settlement expense is consistent with
existing U.S. generally accepted accounting principles (“GAAP”). However, he also noted that if the company is “able to directly value the litigation, classification of that portion of the settlement payment as an expense may be
appropriate.”

II.
Factual Background

 The dispute was based on U.S. antitrust laws and was not a contract dispute

 To summarize certain relevant facts from the Company’s previous correspondence with the Commission, the Company entered into a
settlement with a class of direct purchasers in the U.S. relating to the class members’ direct purchases of occupant safety products in the U.S. [*]. The Company ultimately entered into a settlement agreement with the OEM that covered potential
claims for the OEM’s global, direct and indirect purchases of occupant safety products.

 The dispute to which the settlement payment
was related did not involve a claim for a retroactive price adjustment or future discount on a commercial contract between a supplier and a customer. Instead, the dispute was based on alleged conspiratorial conduct by the Company and one or more
competitors to allocate business and fix prices in violation of the U.S. antitrust laws, specifically Section 1 of the Sherman Act. Liability under this U.S. antitrust law is entirely different than liability for a breach of contract. Antitrust
liability is based on whether and to what extent a company conspired with one or more competitors to affect the prices charged to the claimant, causing antitrust injury to the claimant.

Under U.S. antitrust laws there is joint and several liability among co-conspirators and treble damages

Under U.S. antitrust laws, each co-conspirator competitor is jointly and severally liable for three times the damages caused to a claimant by
the conspiracy (i.e. treble damages). Thus, one conspirator can be held liable for the acts and damages caused by other participants in the conspiracy and the plaintiff may seek to recover from a single defendant treble the damages related to its
purchases from all of the participants in the conspiracy, plus attorneys’ fees and expenses.

 Companies faced with antitrust claims
are exposed not just to the claims of their own customers, but also to the claims of non-customers who were damaged in their purchases from competitors who participated in the unlawful conspiracy. As a result, in class action and individual
antitrust settlements, defendants can and do settle claims of non-customers as well as customers.

 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

 U.S.
Securities and Exchange Commission

 November 5, 2015

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 The risk to each co-conspirator of treble damage awards for all affected sales, not just its
own sales, is a major factor that causes many antitrust claims to be settled prior to trial. If a claimant settles with a co-conspirator, the claimant is still free to pursue treble the damages sustained in its purchases from all co-conspirators,
including its purchases from the party that settled. If the claimant later wins a judgment against a co-conspirator for treble the damages incurred in all affected purchases, the amount of the total award would be reduced by the prior settlement
payment(s).

 The Company faced risk [*] in excess of [*]

At the beginning of the discussions between the Company and the OEM, the parties entered into an agreement to engage in a private dispute
resolution process that would enable the parties to investigate, evaluate, negotiate and ultimately resolve the OEM’s global claims against the Company. This process included both a mediation and then an arbitration in the event that the
parties could not reach a resolution through the course of negotiations. After several months of discussions and negotiations and shortly before the planned mediation, the OEM finally provided the Company the damages models and other information the
Company had requested, which would allow the Company to fully evaluate the OEM’s claims. [*].

 [*].

[*].

 The settlement agreement released the
OEM’s claims in excess of [*]

 Under the settlement agreement between the Company and the OEM, the OEM released the Company and
its subsidiaries [*]. The Company’s settlement payment brought the Company a final resolution of all known and unknown claims for treble the damages allegedly caused by the Company and its competitors in their global sales to the OEM, plus the
OEM’s legal fees and expenses. By entering into the settlement agreement, the Company avoided the risk [*] in excess of [*], as well as the considerable time and resources the Company would have had to devote to its defense, including the
significant time and distraction and substantial legal and expert witness fees and expenses.

III.
Analysis of ASC 605-50-45-2

 The Company received an “identifiable benefit” that was
“sufficiently separable”

 As contemplated by ASC 605-50-45-2, the Company received an “identifiable benefit” in
exchange for entering into the settlement agreement with the OEM that was “sufficiently separable” from the OEM’s purchase of the Company’s products. The Company was released from the risk of having to pay [*] in excess of [*],
including [*] consisting of the penalty portion of treble damages and damages allegedly sustained by the OEM in its purchases from the Company’s alleged co-conspirators. The avoided exposure was substantially more than the amount of any alleged
overcharge on the Company’s own sales to the OEM since the avoided exposure included damages incurred in the OEM’s purchases from other alleged co-conspirators and substantial penalties in the form of treble damages. As noted above, the
Company received [*]. Thus, the Company received an identifiable benefit in the form of a release in exchange for the settlement payment.

 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

 U.S.
Securities and Exchange Commission

 November 5, 2015

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 Further, although the OEM is a customer of the Company, the release obtained by the Company
from the OEM was related to the Company’s alleged role in so-called collusive “price fixing and business allocations,” rather than the Company’s role as a vendor to the OEM. As an alleged co-conspirator, the Company would have
faced the possibility of paying treble damages to the OEM related to the OEM’s purchases from other co-conspirators even if the Company sold no products to the OEM, as it is the role in the alleged conspiracy, and not the Company’s sales
to the OEM, that put the Company at risk. Because the potential antitrust liability relates not to the sale of products, but to the alleged conspiratorial conduct, the amount of the Company’s potential liability to the OEM was dependent upon
how much product the OEM had purchased from all alleged conspirators. Thus, even if the OEM had purchased no product from the Company at all, but had instead made the same amount of purchases from other alleged co-conspirators, the Company would
have faced the exact same potential liability. Thus, the benefit of a release from antitrust liability could have been obtained by the Company from the OEM even if the OEM had not been a customer of the Company.

The Company is able to “estimate the fair value of the benefit”

As noted above, if the Company had proceeded to arbitrate the claims with the OEM, the Company would have been exposed to the risk of having to
pay treble the damages allegedly sustained by the OEM in all of its purchases, including damages sustained in sales made by the Company’s alleged co-conspirators, which could have exceeded [*]. While the Company would have vigorously challenged
the damage claims, the Company was negotiating from the standpoint that it and certain competitors had previously pled guilty to antitrust violations involving other customers. If the Company did not settle these claims with the OEM, the matter
would have been resolved in a binding arbitration. Thus, the Company believes that the fair value of the relief from potential liability, which it obtained in the settlement agreement, exceeded the settlement amount [*].

The amount of the settlement did not include an excess payment to preserve a relationship with the OEM

The Company believes that the settlement did not include an amount over and above the value of the release from liability, and that there is no
excess amount that should be deemed to represent a payment necessary to preserve the customer relationship or an inducement for the OEM to settle the claim, as described in the Staff’s 2007 speech. [*].

As noted in the Company’s previous response letters, [*]. Although the Company considered its relationship with the OEM in connection
with the settlement and received additional benefits in the settlement [*], those benefits did not induce the Company to settle the claim for an amount in excess of the value of the release from liability. [*].

[*].

 Pursuant to the guidance
in ASC 605-50-45-2, so long as the fair value of the identifiable benefit that is sufficiently separable from the purchase by the customer of the vendor’s products exceeds the amount paid, the entire amount paid is classified as a cost, rather
than as a reduction of revenue. The Company believes that the value of the release from potential liability was in excess of the amount of the settlement payment, and therefore there was no residual amount of the settlement payment that should be
classified as a reduction of revenue.

 CONFIDENTIAL TREATMENT REQUESTED BY AUTOLIV, INC.

PURSUANT TO 17 C.F.R. §200.83

 U.S.
Securities and Exchange Commission

 November 5, 2015

  Page
 6

 Application of ASC 605-50-45-2 in antitrust litigation

Although ASC 605-50-45-2 was written broadly and the accounting for a litigation settlement with a customer falls within the standard, as
confirmed in the Staff’s 2007 speech, the Company notes that the activity that the Company was alleged to have undertaken that exposes it to liability was no