Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Brigade Leveraged Capital Structures Offshore Ltd.
 2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2010		 3. Issuer Name and Ticker or Trading Symbol
VISTEON CORP [VSTNQ.PK]
(Last)
(First)
(Middle)
C/O OGIER FIDUCIARY SVCS (CAYMAN) LTD, 89 NEXUS WAY, CAMANA BAY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

GRAND CAYMAN, E9 KY1-9007		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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, $1.00 par value 3,350,000
D (1)
 
Common Stock, $1.00 par value 3,350,000
I
By Brigade Leveraged Capital Structures Fund Ltd (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Brigade Leveraged Capital Structures Offshore Ltd.
C/O OGIER FIDUCIARY SVCS (CAYMAN) LTD
89 NEXUS WAY, CAMANA BAY
GRAND CAYMAN, E9 KY1-9007		     X    
BRIGADE CAPITAL MANAGEMENT, LLC
399 PARK AVENUE
16TH FLOOR
NEW YORK, NY 10022		     X    
MORGAN DONALD E III
C/O BRIGADE CAPITAL MANAGMENT, LLC
399 PARK AVENUE, 16TH FLOOR
NEW YORK, NY 10022		     X    

Signatures

Brigade Leveraged Capital Structures Fund Ltd., By: /s/ Brigade Capital Management, LLC, its Investment Manager, By: /s/ Donald E.Morgan, III, Managing Member 05/07/2010
**Signature of Reporting Person Date
Brigade Capital Management, LLC, By: /s/ Donald E. Morgan, III, Managing Member 05/07/2010
**Signature of Reporting Person Date
/s/ Donald E. Morgan, III 05/07/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These securities are owned by Brigade Leveraged Capital Structures Fund Ltd. (the "Fund"), which is a Reporting Person.
(2) The reported securities are directly owned by the Fund and may be deemed beneficially owned by Brigade Capital Management, LLC, the investment manager of the Fund (the "Investment Manager") and Donald E. Morgan III, the managing member of the Investment Manager. Mr. Morgan and the Investment Manager disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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