1. FINAL TRANSCRIPT ARM - ArvinMeritor, Inc. LVS Spin-Off Update Event Date/Time: May. 28. 2008 / 8:00AM ET www.streetevents.com Contact Us 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

2. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update CORPORATE PARTICIPANTS Terry Huch ArvinMeritor - Director of IR Jay Craig ArvinMeritor - CFO Jim Donlon ArvinMeritor - Designated CFO for Arvin Innovation Mary Lehmann ArvinMeritor - SVP, Strategic Initiatives, and Treasurer CONFERENCE CALL PARTICIPANTS John Murphy Merrill Lynch - Analyst Chester Luy Barclays Capital - Analyst Jeff Bennett Dow Jones - Media Brian Johnson Lehman Brothers - Analyst Douglas Karson Banc of America - Analyst Ryan Beene Crain's Detroit Business - Media Himanshu Patel JPMorgan - Analyst Sarah Thompson Lehman Brothers - Analyst Jon Leisinger Sankaty Advisors - Analyst PRESENTATION Operator Good day, ladies and gentlemen, and welcome to the ArvinMeritor LVS spin-off update conference call. My name is Lacey and I'll be your coordinator for today. At this time all participants are in a listen-only mode. We will be facilitating a question-and-answer session towards the end of this conference. (OPERATOR INSTRUCTIONS). As a reminder, this conference is being recorded for replay purposes. I would now like to turn the presentation over to your host for today's call, Mr. Terry Huch, Director of Investor Relations. Please proceed. Terry Huch - ArvinMeritor - Director of IR Thank you, Lacey. Good morning, everyone, and welcome to the Light Vehicle Systems spin-off update call. We expect this call to last about 45 minutes. On the call today we have Jay Craig, our CFO; Jim Donlon, the designated CFO for Arvin Innovation; and Mary Lehmann, Senior Vice President, Strategic Initiatives, and Treasurer. www.streetevents.com Contact Us 1 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

3. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update The slides accompanying today's call are available at www.ArvinMeritor.com. We'll refer to the slides in our discussion this morning. The content of this conference call which we're recording is the property of ArvinMeritor Inc., is protected by U.S. and international copyright law, and may not be rebroadcast without the express written consent of ArvinMeritor. We consider your continued participation to be your consent to our recording. Our discussion may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Let me refer you to slide 2 for a more complete disclosure of the risks that could affect our results. To the extent we refer to any non-GAAP measures in our call, you'll find the reconciliation to GAAP in the slides on our website. Now I'd like to turn the call over to Jay. Jay Craig - ArvinMeritor - CFO Thank you, Terry. As many of you know, we filed a Form 10 for Arvin Innovation this morning. The Form 10 process is an ongoing one, so we expect there to be amendments to the document we filed today until it becomes effective. But today's filing is an important step in the process. We believe it communicates how we can execute the spin-off in a way that will give our shareholders two strong companies that are both positioned to succeed and have the capital resources required to execute their strategies. Beginning with the slide 4, I'm going to start today by briefly reminding everyone of the motivation for the spin-off and how it will be executed. This management team has been working over several years to optimize the Company's business structure. The spin-off of our Light Vehicle Systems business is another major step forward in that transformation. In addition to creating a new company with the focus, clarity and investing priorities to be a leader in body and chassis systems for light vehicles, the spin-off also positions the remaining company as a worldwide leader in commercial vehicle drivetrain and braking systems. We believe this transaction will be helpful in our customer relationships and will allow the full value of both businesses to be reflected in their respective share prices. Slide 5 shows the previously announced terms of the spin-off. We expect to dividend all the shares of Arvin Innovation to existing shareholders of ArvinMeritor on the spin-off date, which we expect to occur within the next 12 months. Jim and Mary will now take you through the positioning of Arvin Innovation and the current plan for its capital structure. I will then come back to discuss our outlook for the year before we open it up for questions. Jim? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Thank you, Jay. I've been involved in decision-making for LVS over the three years as CFO of ArvinMeritor. Now I've had three weeks to drill further into various aspects of the business at LVS in more detail as a member of its leadership team. What I have found over that time makes me even more excited about the future for Arvin Innovation. We showed slide 6 on May 6th, when we announced the spin-off. The intention was to articulate the reasons you and other investors should be enthusiastic about becoming a shareholder in Arvin Innovation. This slide says that over 60% of our light vehicle value added revenues were outside of North America in 2007. For the first half of this year I'll tell you that that number is 68% outside of North America and 78% outside of the United States. And many of the new programs on the next page are concentrated in high-growth areas of the world which will continue to improve our geographic mix. This slide also mentions LVS Global Manufacturing which is expanding low-cost country footprint. With the restructuring actions that are already underway our roofs business and our wheels business will have 100% of their manufacturing capacity in low-cost countries including China, India, Mexico, Brazil and Slovakia. Our doors business isn't far behind and we're making strides in other chassis products as well with new launches in China in particular. www.streetevents.com Contact Us 2 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

4. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update The management team at LVS is also a strength. Over the last several weeks I've begun working with the directors and the managers and supervisors deeper in the organization and I'll tell you that Phil has done a very good job of staffing the functional areas and business units within LVS with strong directors and managers to execute the vision. I've been particularly impressed with the restructuring efforts that our manufacturing executives are leading and the way the sales leadership team has been able to organize for profitable growth. Slide 7 shows business the existing team has been able to win in order to grow profitably. Based on our current industry assumptions our revenue forecast grows by 7 to 10% per year over the next two years and that's assuming today's currency exchange rates. Most of the growth comes from new program launches and 95% of those programs have already been awarded to us. This is a faster launch cadence than LVS has had over the last two years. One of the key business drivers that Chip and I focused on from a corporate perspective over the last three years has been avoiding growth that is not accompanied by acceptable returns. I think that took some reorientation in the way we do business and it probably has had a lot to do with the slower growth rate in the recent history. As Phil has built his team over the last year and a half they have found ways to win new business at our targeted return on investment capital. And the last bullet on the slide points out some of the upcoming launches -- those back-fill outgoing programs where our margins have been poor. So we not only achieved our growth initiative, but we also improved program mix. Slide 8 shows Arvin Innovation's scale in the context of some comparable companies. The key takeaway is that the Company will have sufficient scale to compete effectively. As you look to the right of Arvin Innovation's position two other things become apparent. The first is that the level of scale needed to compete effectively is a function of how tightly a supplier is able to define its market segments. The second point is that companies with unique value added products are better positioned to compete regardless of their size. The LVS team has emphasized more intelligent engineered systems in its product creation efforts over the last two years and you'll start to see more of those products contributing to financial performance as we go forward. The next to slide, slide 9, shows our key competitors by product group. If you just counted the number of boxes and number of names in each box you would conclude that our suspension systems and modules face the most competitive pressure-- and I think you'd be right. That is an area where it is particularly important to differentiate ourselves through smarter products and that is a key area of focus for us. So now that I've given you a little more background on Arvin Innovation's business let me take you through some of the information we're providing in the Form 10 filing. On slide 10 we've laid out the adjustments to EBITDA shown in the Form 10 including a GAAP adjustment required to report LVS on a stand-alone basis and preliminary pro forma adjustments. For ease of comparison to our prior presentations we've started with LVS segment EBITDA before special items for the first half of our fiscal year. If you look at our charts for the first and second quarters you will see segment results for LVS of $12 million and $24 million respectively, for a total of $36 million before special items. This corresponded to total segment EBITDA of $21 million including restructuring charge of a negative $15 million. Throughout the Form 10 you see segment EBITDA of $20 million for LVS for the first half which you can see in the third column of this chart. The $1 million difference versus the GAAP segment results we have shown previously arises because of some pension and minority interest expense that was previously carried in our corporate expenses. www.streetevents.com Contact Us 3 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

5. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update In the fourth column we adjust that number for the new conditions for Arvin Innovation. First, the new company will no longer be serviced by ArvinMeritor's corporate staff, so we back out the central costs that have been allocated to LVS in the past. However, Arvin Innovation will need to perform most of those functions for itself in the future, so we've added back our estimate of those stand-alone costs. The net of the two is an improvement of $3 million reflecting our plans to run a very lean corporate staff at the new company. Finally, we adjust for costs related to pension, OPEB and other liabilities that will be transferred to Arvin Innovation in conjunction with the spin. Mary will discuss these liabilities in the context of the capitalization of both companies in a few minutes. The net of the adjustments says that if LVS had been a stand-alone company with the same liabilities its adjusted EBITDA for the first half of the year would have been lower by $7 million. However, interest expense would also have been lower than a proportional share of ArvinMeritor's because some of the transferred liabilities can be viewed as a substitute for debt financing. Slide 11 does not include the pro forma adjustments I just took you through. It is a slide we included in the second-quarter earnings call to make it easier to see the progress LVS has been making in its underlying business. Some of the progress has been hidden by one-timers such as settlements of long-standing disputes. After netting out items like this the ongoing EBITDA performance of LVS segment improved by $9 million in the first half of 2008 compared to the first half of 2007. What I'd like to do now is turn the call over to Mary to review the capital structure that we have outlined in the Form 10. Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer Thank you, Jim. When we announced the spin-off on May 6th we told you that we would lay out a responsible capital structure that would not overburden one company relative to the other. I believe that we have accomplished that. As slide 12 shows, our capital plan calls for Arvin Innovation to launch with $100 million of cash representing $50 million to fund the day-to-day operations of the Company and $50 million to cover certain near-term current liabilities that will be present at the time of the spin. Our funding plan includes $200 million to $250 million of borrowing arrangements at launch of which we expect $125 million to be drawn. If we did the spin today those borrowing arrangements probably would predominantly take the form of asset based bank facilities; their final form will depend on conditions in the credit markets at the time of the spin. With $125 million of debt at launch Arvin Innovation will have only $25 million of net debt and a manageable level of interest expense. Because this will be a disproportionately low debt position compared to ArvinMeritor, Arvin Innovation will also take on certain liabilities that are not directly related to its ongoing business. I will walk-through these in detail on the next slide. The end result will be a net unfunded position of pension and retiree healthcare of $209 million and an additional $32 million of other net liabilities transferred from the parent. When we consider that ArvinMeritor today has almost $600 million of unfunded retiree healthcare liability, in addition to some underfunding of its pension obligations, the burden on Arvin Innovation's looks reasonable to us. And when its debt is funded, Arvin Innovation will be in a position to make a cash payment back to ArvinMeritor which will help keep leverage down for the remaining company. In total we expect all these actions to result in a comparable credit profile for the two companies. Slide 13 provides details on the net liabilities that will be transferred to Arvin Innovation. If you would like to look at the assets and liabilities separately, those are shown in the appendix on slide 18. Before the spin LVS had $152 million of unfunded pension and retiree healthcare liabilities; this is based on the last measurement date which was June 30, 2007. We will have another measurement at June 30, 2008 and these estimates will need to be updated accordingly. www.streetevents.com Contact Us 4 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

6. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update As part of the spin ArvinMeritor will transfer $57 million of net pension and OPEB liabilities to Arvin Innovation. These relate primarily to retirees that do not fit in either LVS or CVS today primarily as a result of prior dispositions. Arvin Innovation will also assume responsibility for the asbestos liability resulting in the transfer of $50 million in liabilities and a corresponding $44 million in assets. In addition, $14 million of environmental liabilities and $12 million of net liability for other employee matters will be transferred. The right hand column shows the effect that all of this will have on the income statement, which is consistent with the EBITDA walk that Jim provided. The Form 10 pro forma financial information is based on this plan, which we believe is viable and robust to changes in market conditions. If the financial markets move in a direction that increases the options available to us we may consider launching Arvin Innovation with more debt and fewer transferred liabilities than what you see reflected here. But even with no improvement in the financial markets we believe we have a plan that accomplishes everything we set out to do. And as the next slide, which is slide 14, shows, we think it accomplishes those things without raising leverage at ArvinMeritor above today's level. As of March 31st, ArvinMeritor had debt of $1.3 billion and trailing 12-month EBITDA of $318 million for a simple debt to EBITDA ratio of 4.1 times. Of course we have a significant amount of cash on the balance sheet as well, but I will leave that out of the analysis. Debt will be reduced as a result of the spin on ArvinMeritor. We expect a cash payment from Arvin Innovation which we plan to use for that purpose. As you know, we cannot pay down our public bonds maturing after 2011 without a credit line waiver, but we can reduce short-term borrowings, most notably in the form of onbalance sheet securitization. We also have a maturity of $77 million in February of next year that the cash payment could help to finance. In addition to some reduction in debt we are expecting a considerable improvement in trailing 12-month EBITDA. Before the spin-off and corresponding pro forma adjustments, our 2008 fiscal year guidance is for $390 million to $410 million of EBITDA. The improvement compared to today's trailing 12 months reflects much stronger operating performance in the third and fourth fiscal quarters. The improvement will be measured against the comparable levels from last year when we had weak operational performance. As a result we believe our leverage is at a high point today and we intend to manage it at today's level or lower through the spin. And with operating performance continuing to improve and the North American truck market coming back, as well as lower expenses for the transferred liabilities, we should be able to lower leverage meaningfully over the next 12 to 18 months. Now I'd like to turn the call back over to Jay to wrap up. Jay? Jay Craig - ArvinMeritor - CFO Thanks, Mary and Jim. I'd like to reiterate what Mary said regarding our debt to EBITDA ratio. This management team intends to maintain it at today's level or lower through the spin then continue reducing it thereafter. We expect continued traction from our cost reduction and lean initiatives as well as improving market conditions ahead of the 2010 U.S. emissions change in the heavy truck industry. I'd like to finish by reviewing our planning assumptions and guidance. Since the last time we reviewed our planning assumptions a month ago the outlook for light vehicle sales in North America has gotten more tenuous. We are holding our assumption at 15.2 million units for now, but may have to revise the downward in the future. As Jim told you earlier, only 22% of our LVS value added sales are in the U.S. market, so we are less exposed to this tenuous position. We have shown European sales as yellow for several months now, but still haven't seen enough evidence to take our forecast down. I'll also mention that the models we are on are outperforming the market in Europe, so that's helpful. www.streetevents.com Contact Us 5 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

7. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update We are holding our Class 8 truck production forecast at 220,000 to 240,000 units for the calendar year. The last monthly data points for orders and freight tonnage were both revised upward. Freight is now up year-over-year in each of the last six months. As you know, our forecast does assume gradual improvement from the levels we saw in the first half of our fiscal year. Our other assumptions are unchanged from the previous outlook. Slide 16 reviews our financial guidance; this also is unchanged from our previous update. It shows that -- the EBITDA range of $390 million to $410 million that Mary mentioned, as well as our full year EPS guidance of $1.40 to $1.60 per share. We feel very confident in our ability to achieve or beat these levels. We have covered a lot of material today and know that there is a lot more to be covered from the Form 10 we filed this morning, so we'd really to focus the Q&A session on the spin-off and its implications. With that in mind let's take some questions. QUESTIONS AND ANSWERS Operator (OPERATOR INSTRUCTIONS). John Murphy, Merrill Lynch. John Murphy - Merrill Lynch - Analyst Good morning. On slide 9 you have the major systems or segments that you're operating in. I was just wondering if you could just run through these and just let us know which ones you think are core and what you might be a consolidator in, which ones you think you really have a real technology lead in, and which ones are outperforming and which ones are underperforming in the portfolio here? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Well, I would start with the wheels team and just say that that one is doing quite well with its manufacturing footprint in both Mexico and Brazil with wheels that have a greater capacity for opening the air around the wheel and thereby allowing more air for cooling the brakes. So although we think of a steel wheel as just a standard commodity item, there are technological improvements about how you do the wheels that give our group a real advantage and so that's a real strength for the organization. As we move into the door systems, a lot of improvements there in the latching and the motors that we have, so we're moving toward some technology in the door system that hasn't been there before that gives our team an advantage. We call that the smart systems approach. In the chassis we're developing the smart systems versus the competitors over time and this is some active, active systems as opposed to passive chassis systems. I won't go into too much detail on this call, but it's going to allow the chassis group to move from a more standard suspension and module system into advanced systems with greater value added for the customers. On the roof systems, right now we've already moved from what I would call a standard manual crank roof into standard motor roofs and now we're into the panorama roofs which are individually designed for each customer and bring quite a bit of unique special engineering for each of our customers in the roof segment. www.streetevents.com Contact Us 6 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

8. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update John Murphy - Merrill Lynch - Analyst So it's fair to say that wheels are really the outperformer and then you look at ride control -- probably be the underperformer sort of on the top end and the bottom end of the spectrum there? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation In terms of current status, but I would say that with improvements that are planned, ride control and the suspension group are planned to move up into the better territory very quickly. John Murphy - Merrill Lynch - Analyst Last thing. Mary, just on page 13 you mentioned the potential of taking on more debt if the markets were open. Do you think you're getting enough credit in the current market to float this company on its own? And what would be the rationale for taking on more debt. Is it just more breathing room or what's the thought process there? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer Well, to answer your first question, we do believe that in combination with the liabilities that are being transferred that we do have sufficient capacity in the credit markets to do what we need to do in conjunction with the liabilities that we have that we're able to transfer. So if you look at the total package of liabilities and traditional debt, we think it's very appropriate for both Arvin Innovation and ArvinMeritor going forward. I think if the credit markets open up a bit more it just allows us to substitute traditional debt in place of liability transfers which would probably be slightly preferable to us, but we believe that today we've got a situation and a plan that works. John Murphy - Merrill Lynch - Analyst Great. Thank you very much. Operator Chester Luy, Barclays Capital. Chester Luy - Barclays Capital - Analyst Good morning, everyone. Just a few quick questions here. First, we're estimating that Arvin Innovation accounted for about one half of the cash burn for the total company over the last 12 months. Is this a reasonable estimate? Jay Craig - ArvinMeritor - CFO This is Jay Craig. I'm not certain we've disclosed that before in any of our segment reporting to date. So I don't think at this point on this call we'll be disclosing that. www.streetevents.com Contact Us 7 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

9. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Chester Luy - Barclays Capital - Analyst Can you talk a little bit about the pricing and competitive environment in commercial vehicle market as one of your competitors emerged out of bankruptcy with a better cost structure? Jay Craig - ArvinMeritor - CFO I think as we've stated previously, we undertook a fairly detailed study of what our competitors were able to achieve in terms of cost reductions including the competitor that recently exited bankruptcy. And certainly that was one of our reasons for beginning our Performance Plus process. And we think all the initiatives we undertook in the various areas of P Plus, including reducing manufacturing cost, studying opportunities for improved customer pricing and also reducing our overhead costs, have positioned us well against those competitors. The other issue I had mentioned is we are largely a non-union environment in the United States, so our wage rates of our employees are quite competitive. Chester Luy - Barclays Capital - Analyst All right. And then finally, can you update us on the operational issues at your European commercial vehicle business? Jay Craig - ArvinMeritor - CFO I believe you're referring to what we've mentioned in previous calls, that our operational issues that were primarily in Europe in our last fiscal year. And I think, as we've stated previously, we haven't had any de-cycling of customers since last August. So we've almost gone a full year now, we're approaching a full year of really not having any significant operational issues in Europe and we're continuing to see improvement in our operational performance. We also previously announced a capital expenditure program in Europe to increase our capacity that we expect will start to kick in towards the tail end of this current fiscal quarter we're in and into the fourth quarter of next year. This program does not involve building any new four walled facilities, but just increasing efficiency in certain bottleneck operations within our facilities. Chester Luy - Barclays Capital - Analyst Great. Thank you. Operator Jeff Bennett, Dow Jones. Jeff Bennett - Dow Jones - Media Good morning, Jim. Just a quick question on whether you think that with the way that U.S. sales are going right now, and especially after Ford's announcement about its concerns, how does that affect the spin-off? Does that delay it in any way? www.streetevents.com Contact Us 8 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

10. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Jeff, the good news for us is that our business has shifted so much from the U.S. environment into other worldwide environments that I don't want to say we're unaffected by it, but with only 22% of our business in the U.S. market now it is less of an issue for us. And what I can tell you is that things are so strong in Brazil and for some of our product lines in Europe and Asia -- Asia is running very strong at this point. So we've got three counter-balancings against the softness of the U.S. market and it's enabling us to move forward even though the U.S. market is as soft as we're seeing an this point in time. Jeff Bennett - Dow Jones - Media Great. And just lastly, do you think you'll be able to do it within -- complete the spin-off this year or are you looking into next year? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation We're indicating that we'll get this done within the next 12 months. If conditions are favorable we will try to get it done as soon as we can. But we're trying to be careful because we don't really know what the financial markets and the automotive markets will be and therefore we're saying that we'll get it completed within one year. Jeff Bennett - Dow Jones - Media Thank you. Operator Brian Johnson, Lehman Brothers. Brian Johnson - Lehman Brothers - Analyst A few questions just on some of the things around LVS. First, as you look at that $2.7 billion to $2.9 billion of revenue, what portion of it would you call new business? And kind of within that, where do you put the dividing line between business you're -- in terms of when it was booked -- between business you're comfortable with the profitability of and business that is the run-off of old business at low margins? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Brian, let me just say that I don't have exact numbers for you today, but I can give you the general flavor of it. And that is that these business contracts are typically out over a four-, five- or six-year period for the length of the time of a product line with one of our key customers. So they're typically on a four-, five- or six-year cycle. So if you would take our starting revenues of $2.3 billion and you would say that that's got in it a mix of products that would be running off and that would typically be on about maybe $300 million or $350 million of run-off in a year and then you would first go to replace that business. And then what our team has been able to do is to find new projects for ArvinMeritor that are not only just keeping us steady with the run-off of old business, but building the new business. So out over the next couple of years we'll be putting on, when I net it against the run-off of old business, we'll be putting on about $0.5 billion a year of new business that would build us from the $2.3 billion up to the $2.7 billion to $2.9 billion. www.streetevents.com Contact Us 9 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

11. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Brian Johnson - Lehman Brothers - Analyst And in terms of the low margins, is there a sort of dividing line between a year you would say okay, business before this year we're not as comfortable with the profitability as business after that year? For other suppliers, for example, it's around 2005 when they had the last wake-up call around steel and resins. Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation I would say that those were the time period when it hit us the hardest. I will also say that there was a period in there where there were price down issues with customers that will cycle out of our run-off of old business. It's hard for me to pick a date exactly as to when that affects. What I would generally say to you is we've been able to kind of claw our margins back over the last couple years about a percent a year of kind of clawing our margins back. And we see the forward business is going to enable us to continue our forward progress on these margins. Brian Johnson - Lehman Brothers - Analyst Okay. And how is the CapEx of the Company going to be split between new co ARVI and ARM? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation What I would say is one of the detailed attachments -- I know you haven't had this information very long, so you haven't been able to see it yet. But if I went to page F34 of the filing it would show that in the past the light vehicle side, or Arvin Innovations, would have had CapEx of $52 million in 2005, $38 million in 2006 and $72 million in 2007. I would say if you blend all of that together it's kind of a run rate of on the order of $50 million to $60 million of CapEx per year, a little bit higher one year, a little lower another year. The page breaks that out into the detail for the body systems group separate from the chassis systems group, I won't repeat the numbers here, but it breaks it into those two business segments. Brian Johnson - Lehman Brothers - Analyst Okay, I didn't see. And I guess final question, maybe this is in the Form 10 as well. The split in the 209 pension and OPEB between pension and OPEB? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer Yes, that's in the Form 10. Jay Craig - ArvinMeritor - CFO That's in the Form 10 as well. Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer We're just trying to find a page reference for you, Brian, here. www.streetevents.com Contact Us 10 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

12. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Brian Johnson - Lehman Brothers - Analyst It's not on the SEC site yet; it's probably on your own. Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation If we look on page F22, it will show -- hold on just a second. The various assumption pieces that are a part of the retiree medical plans, does it get into the -- breaking out the 209 later in that footnote? And F26 also getting into some of that detail. Brian Johnson - Lehman Brothers - Analyst Okay, thanks. Operator Douglas Karson, Banc of America. Douglas Karson - Banc of America - Analyst On the previous spin-off call you said that leverage at the CVS business could migrate back to the 2 to 3 times range potentially in a few months which I thought was surprising. Given the market is tough and you've got raw materials increasing, how do you feel about this goal? Is this timing still kind of appropriate? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer I think that's probably not something that we meant to say if we said it. Over time we -- and that may have been a number that we quoted in terms of net leverage including cash. But I think over time we do expect our leverage at ArvinMeritor, the remaining company, to migrate certainly down if you factor in our expectation for improving earnings and at least the initial cash payment that comes from Arvin Innovation upon the spin-off. So we're confident that with our improving outlook and expecting that to continue into the future that we see the leverage coming down especially in light of a 2009 year which we expect to be a strong underlying year around the globe for our CVS market. Douglas Karson - Banc of America - Analyst Okay, that makes sense. Separately, on the wheel business with steel pricing going up so fast, can you give us a picture of how you're passing those price increases in your raw materials through? It looks like Mexico and Brazil operations have helped a lot there. Just give us a little more color on that. Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation This is Jim Donlon. I would just indicate that as a separate note, you saw that we indicated we were going to be reviewing these commodity increases with all of our customers and adjusting with them individually as we had the commodity increases and that would be effective for June 1st. We are proceeding with all of that work and have made various arrangements. They are slightly different by different types of businesses that we have but it is proceeding very well. And we're putting those changes through effective with the 1st of June. www.streetevents.com Contact Us 11 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

13. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Douglas Karson - Banc of America - Analyst Okay, great. All right, guys; that's it for me. Thanks. Operator Ryan Beene, Crain's Detroit Business. Ryan Beene - Crain's Detroit Business - Media Good morning. Could you please describe for me the reaction of your customers to the announcement that you're going to be reviewing in adjusting your product line because of the steep rise in commodity and steel costs? Jay Craig - ArvinMeritor - CFO I would say overall it would be disingenuous to say they were pleased, but I would also say they weren't surprised given that other suppliers, particularly the steel suppliers, had made similar announcements previous to ours. So the discussions have been difficult, but we've had a lot of objective data to share with them. And so far we are seeing some of the success that we anticipated through the announcement. But again, I would say that overall they aren't pleased, but certainly not surprised. Ryan Beene - Crain's Detroit Business - Media Okay. Now if you could just give me sort of a ballpark range for the surcharge. And obviously not broken down by product line, but is there like a ballpark? Jay Craig - ArvinMeritor - CFO We haven't been disclosing that. We'd rather keep those types of details just between ourselves and our customers. Ryan Beene - Crain's Detroit Business - Media Okay. Thanks, guys. Operator Himanshu Patel, JPMorgan. Himanshu Patel - JPMorgan - Analyst Good morning. Earlier you guys had mentioned some of the European platforms were doing pretty well on the LVS business. Which ones are those? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Several of the VW products for us and the BMW ones are doing quite well. www.streetevents.com Contact Us 12 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

14. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Himanshu Patel - JPMorgan - Analyst Okay. Then on slide 9, you may have provided this in the Form 10, I haven't seen. But can you give us a little bit of a breakdown on the revenue split of the $2.3 billion, how it sort of breaks out between these five product areas? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation We break that into the chassis systems and the body systems and that would be $1.2 billion for the body systems and roughly $1.1 billion for the chassis systems. The farthest that we break that out, Himanshu, was shown I believe back on F33 of the Form 10. We do not take it farther than that into other subsegments. Himanshu Patel - JPMorgan - Analyst Could you at least, Jim, maybe let us know within chassis which one of those three is sort of the largest one. Or is it not even a fair statement, are they all sort of evenly sized? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation I'd say it's fairly well-balanced. Himanshu Patel - JPMorgan - Analyst Okay. And then can you give a little bit more perspective on the commodity cost outlook for the next 12 months? Are you at a state now where there are still many unknown variables in terms of where contract prices are going to land? How much assistant cost you may have to provide your Tier 2 suppliers? Or are we at the stage now where you have a fairly good line of sight on what the hit will be to your business over the next 12 months and it's just sort of a matter of time as those costs cadence into the P&L? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation I would say, Himanshu, that it is starting to become visible to us what the standard, if you will, the base contract costs are going to be. What has been particularly troubling through this recent period has been the statements from suppliers to us that they were going to in effect go above and beyond whatever our contracted amounts were and surcharge that to us, in which case we had to turn around and surcharge that to our customers. So what I would say is the base amounts are starting to become more well understood and known and we have had and continue to have one year or sometimes longer contracts for the commodity purchases. But the awkward piece has been surcharges over and above whatever was contracted. Jay Craig - ArvinMeritor - CFO And I would add, Himanshu, what we've tried to do is to mention those cost increases by product, by customer that we've received from our suppliers so we tend to do some forward planning and outlook so that we can have very substantive and detailed discussions with our customers on the surcharge (inaudible). www.streetevents.com Contact Us 13 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

15. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Himanshu Patel - JPMorgan - Analyst Jim, just to clarify, when you say you have a good amount of visibility on the base contract prices, is that for the next period, sort of '09? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation That's for our upcoming forward year that would be -- we're in the final stages of working through at this point in time what would be our base contract prices for our fiscal year '09. Himanshu Patel - JPMorgan - Analyst Okay, so my question would be directionally is it unfair to assume that -- or is it fair to assume that the cost of some of these commodities, like steel, that you're going to incur in the second half -- and I'm thinking calendar years -- of 2008 with the surcharge, is that fairly comparable to the new base price that's being talked about for let's say calendar '09? Jay Craig - ArvinMeritor - CFO I'm not certain we're ready to say that at this point. We'll obviously be providing further guidance on our 2009 outlook. And as Jim mentioned, most of these adjustments currently are coming through in the form of surcharges from our suppliers. So we haven't yet gotten all of the data on what the new contract prices will be for 2009. Himanshu Patel - JPMorgan - Analyst Okay, last question. I haven't heard you guys talk a lot about the health of the Tier 2 supply base. I imagine those guys have been muddling around with the commodity cost problem for the last six months. What's the situation there? Are they simply in much better health than where they were back in '05? Or is this also an area that we're going to hear more about in the second half of the year? Jay Craig - ArvinMeritor - CFO From us I think what you have heard is we formed a multiple disciplinary troubled supplier group which hadn't existed here before. And we've been much more proactive in working with our suppliers on helping them forecast their cash flow needs. And at times we have had to make some accommodations that we mentioned previously on accelerating some of our payments to them which you've seen in some of our payable stage changes. But so far it has not come at a significant P&L cost to us and we are very aggressive and proactive in managing that. Himanshu Patel - JPMorgan - Analyst Okay, thank you. Operator Sarah Thompson, Lehman Brothers. www.streetevents.com Contact Us 14 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

16. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Sarah Thompson - Lehman Brothers - Analyst Good morning. A couple questions for you. On slide -- I think it's slide 13 you're talking about I think all those costs, or at least corporate allocation costs, are included in your LVS segment EBITDA. But where are the pension, OPEB and other transferred liabilities? Are those in CVS or are those in the unallocated corporate? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer The majority of them would be carried in unallocated corporate today. Sarah Thompson - Lehman Brothers - Analyst Okay. And then, are there any other adjustments we should make to unallocated corporate? I'm just trying to look at what the actual pro forma EBITDA should be on the remaining Arvin business? Jay Craig - ArvinMeritor - CFO We don't believe there are any other significant adjustments you'd have to make. Obviously at some point in time after the effective date of the filing we'll be filing a pro forma for ArvinMeritor as the remaining company, which will help walk people through that. Sarah Thompson - Lehman Brothers - Analyst Okay, great. And then also on the off balance sheet debt, I think in your Form 10 it says there's about $122 million of that off balance sheet that went to the LVS business, but you guys have borrowed I think a couple hundred million dollars more since the end of the year. Can you just tell us, is it the same proportion LVS/CVS or has that changed at all? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer Sarah, I'd say the majority of the factoring that we're doing in Europe is related to the CVS business. Sarah Thompson - Lehman Brothers - Analyst So is it the majority of increase in the last six months? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer I would say so, yes. Sarah Thompson - Lehman Brothers - Analyst Okay. And then lastly, on the cash, I know you said your leverage is going to be about even, but I'm just trying to figure out what the pro forma cash would be to make that leverage even. Can you help us with that? www.streetevents.com Contact Us 15 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

17. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Jay Craig - ArvinMeritor - CFO I don't think we've disclosed that at this time. Again, we'll be putting together the pro forma for the remaining company, ArvinMeritor, and we'll be providing that data at that time. Sarah Thompson - Lehman Brothers - Analyst Okay. Can I just ask it this way then? Is it appropriate? I think you're transferring $72 million of cash to the new entity? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer $72 million is the March 31st number pro forma, yes. So that would have been the cash that would have been in the LVS segment as of March 31st. So that's the way we've laid out the data in the Form 10 consistent with that. Sarah Thompson - Lehman Brothers - Analyst Okay. And then the other things that you brought up were obviously maturing the 2009 Notes which would come just out of cash and repaying the on balance sheet AR which would come out of cash. Is there anything else I'm missing? Jay Craig - ArvinMeritor - CFO No, I think you've got all the pieces. Sarah Thompson - Lehman Brothers - Analyst Okay, great. That's all I had. Thank you. Operator Jon Leisinger, Sankaty Advisors. Jon Leisinger - Sankaty Advisors - Analyst Good morning, guys. I had a quick question on your MRAP production assumptions. If you could give us kind of the cadence or breakdown on a quarterly basis of how those volumes will trend, maybe on a calendar basis, that would be really helpful. Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation I would just share with you that at this point the big push has been to get as many of the MRAPs as possible over into the theater as quickly as possible. What we have seen up to now has been a big push to get those in this fiscal year. There will be some that will spill over into the next fiscal year, but most of what's been handed out so far will run through ArvinMeritor through this fiscal year with only a little bit remaining on into 2009. Jon Leisinger - Sankaty Advisors - Analyst Okay. So the lion's share then taking place in calendar -- Q1 and Q2 then? www.streetevents.com Contact Us 16 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

18. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Yes. Jon Leisinger - Sankaty Advisors - Analyst Okay. And then I guess on the cash you expect to pay --. Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation Wait a moment. Let me say, in our fiscal year. So for me what we're saying is the bulk of it is running out through the remainder of -- out through September and there will be some that will spill over into the first quarter of 2009 and a little bit into the second quarter. Jon Leisinger - Sankaty Advisors - Analyst Can you break out how many units were produced during calendar Q1? Jim Donlon - ArvinMeritor - Designated CFO for Arvin Innovation We have not gotten into that level of detail. Jon Leisinger - Sankaty Advisors - Analyst Okay. And then just quickly, on the cash you expect to pay to the Arvin -- I guess the existing company in excess of the $100 million, is that just if you're able to raise more debt or where would that additional kind of funding be coming from? Mary Lehmann - ArvinMeritor - SVP, Strategic Initiatives, and Treasurer That is funded directly out of the $125 million of debt that we expect to have on the Company, on Arvin Innovation as it spins off, plus the pro forma for the $72 million that was on as of March 31st, and that leaves you with a certain excess balance that could be paid to ArvinMeritor. Jon Leisinger - Sankaty Advisors - Analyst Okay. All right, thanks. Operator I would now like to turn the conference back over to Terry Huch for closing remarks. Terry Huch - ArvinMeritor - Director of IR I'd just like to thank everyone for joining us today and invite you to follow up with your Investor Relations or Communications contact with further questions. www.streetevents.com Contact Us 17 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.

19. FINAL TRANSCRIPT May. 28. 2008 / 8:00AM, ARM - ArvinMeritor, Inc. LVS Spin-Off Update Operator Thank you for your participation in today's conference. This concludes your presentation. You may now disconnect. Good day. DISCLAIMER Thomson Financial reserves the right to make changes to documents, content, or other information on this web site without obligation to notify any person of such changes. In the conference calls upon which Event Transcripts are based, companies may make projections or other forward-looking statements regarding a variety of items. Such forward-looking statements are based upon current expectations and involve risks and uncertainties. Actual results may differ materially from those stated in any forward-looking statement based on a number of important factors and risks, which are more specifically identified in the companies' most recent SEC filings. Although the companies may indicate and believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate or incorrect and, therefore, there can be no assurance that the results contemplated in the forward-looking statements will be realized. THE INFORMATION CONTAINED IN EVENT TRANSCRIPTS IS A TEXTUAL REPRESENTATION OF THE APPLICABLE COMPANY'S CONFERENCE CALL AND WHILE EFFORTS ARE MADE TO PROVIDE AN ACCURATE TRANSCRIPTION, THERE MAY BE MATERIAL ERRORS, OMISSIONS, OR INACCURACIES IN THE REPORTING OF THE SUBSTANCE OF THE CONFERENCE CALLS. IN NO WAY DOES THOMSON FINANCIAL OR THE APPLICABLE COMPANY ASSUME ANY RESPONSIBILITY FOR ANY INVESTMENT OR OTHER DECISIONS MADE BASED UPON THE INFORMATION PROVIDED ON THIS WEB SITE OR IN ANY EVENT TRANSCRIPT. USERS ARE ADVISED TO REVIEW THE APPLICABLE COMPANY'S CONFERENCE CALL ITSELF AND THE APPLICABLE COMPANY'S SEC FILINGS BEFORE MAKING ANY INVESTMENT OR OTHER DECISIONS. 2008, Thomson Financial. All Rights Reserved. 1859006-2008-05-28T15:07:05.503 www.streetevents.com Contact Us 18 2008 Thomson Financial. Republished with permission. No part of this publication may be reproduced or transmitted in any form or by any means without the prior written consent of Thomson Financial.