Under the Securities Exchange Act of 1934
(Amendment No.     )*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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Item 3.       Source and Amount of Funds or Other Consideration

The Reporting Persons purchased an aggregate of 3,872,391 Shares for total consideration (including brokerage commissions) of $138.6 million derived from their working capital.

Item 4.       Purpose of the Transaction.

The Reporting Persons acquired the Shares covered by this Statement because, in their opinion, such Shares are undervalued.  The Reporting Persons believe the Company’s share price does not adequately reflect the potential for significant earnings and cash flow growth as a result of market share gains and operational improvements achieved by management over the past couple of years.  In addition, the Company maintains a cash and short-term investment balance of $921 million as of June 30, 2011, as reported by the Company in its Current Report on Form 8-K filed on August 10, 2011 (the “ August Form 8-K”), representing approximately 40% of the Company’s market capitalization (as of October 12, 2011).

As reported by the Company in its August Form 8-K, management has removed $434 million in costs from the Company’s fixed cost structure since fiscal 2008.  The Reporting Persons believe that this has significantly lowered the Company’s financial risk profile and enhanced the Company’s ability to improve profitability by leveraging its cost structure on incremental sales.  The Company has built a market-leading $14.5 billion automotive backlog including $7.2 billion in the high margin areas of “scalable infotainment” ($4.4 billion) and “branded audio” ($2.8 billion) according to the Company’s fourth quarter, fiscal 2011 slide presentation dated August 10, 2011.  The revenue from new, high-margin scalable infotainment systems should increase significantly from approximately $100 million in fiscal 2012 to approximately $1 billion in fiscal 2014 according to statements by the Company at the Credit Suisse Annual Automotive and Transportation Conference on September 7, 2011.  It is the Reporting Persons’ opinion that this growth coupled with the Company’s newly lowered cost structure will drive improved margins and higher profits.

The Reporting Persons believe forthcoming improvements in a number of areas will further enhance the Company’s equity valuation.  Since their initial investment in November of 2008, the Reporting Persons have maintained a dialogue with the Company’s board and management and have periodically presented their views and concerns regarding (i) capital structure, (ii) capital allocation, (iii) corporate governance, (iv) executive compensation, and (v) investor communications.  The Reporting Persons have recently intensified their communications around certain of these topics and believe the Company has taken, and will continue to take, actions to improve its performance in these areas.

Capital Structure

As of June 30, 2011, the Company maintains $921 million in cash and short-term investments with roughly $400 million in outstanding debt according to the Company’s August Form 8-K.  It is the Reporting Persons’ opinion that a debt balance of $400 million is appropriate as part of the Company’s long-term capital structure.  The Reporting Persons believe the Company’s significant cash balance combined with the expected annual cash flows over the next few years provides, and will continue to provide, a significant amount of excess cash.

Capital Allocation

The Reporting Persons believe that Company’s excess cash position along with the expected annual future cash flows make capital allocation an increasingly important component of equity value creation.  The Reporting Persons believe that historically, the Company has lacked

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appropriate discipline and process in this area.  The Reporting Persons have been communicating with the Company to help ensure its capital structure is optimized and that the Company has in place capital allocation processes and disciplines to ensure the cash balance and future free cash flows are allocated to the highest and best return alternatives.  Based on the Company’s current valuation, the Reporting Persons believe share repurchases represent a low-risk, high-return hurdle against which all alternative uses of capital must be benchmarked.

Corporate Governance

The Reporting Persons believe a declassification of the board and the addition of independent directors with senior executive level, public company experience would further enhance the Company’s improving governance profile.

Executive Compensation

The Reporting Persons have communicated with the Company’s compensation committee members, compensation consultant, and management regarding optimal executive compensation practices and proposed changes to the current structure.  The Reporting Persons believe the Company should modify its executive compensation plans to increase the weight of “return” metrics that reinforce the importance of disciplined capital deployment.

Investor Communications

On August 10, 2011, the Company announced a new reporting structure that the Reporting Persons believe promotes both greater clarity and improved management accountability.  It is the Reporting Persons’ opinion that given the anticipated profit and margin growth (previously cited) in the Company’s automotive infotainment business due to market share gains and upcoming product launches, the market has undervalued the Company’s largest operation by revenue due in part to a lack of disclosure related to its automotive backlog.  The Company has publicly communicated its intention to provide additional details regarding the timing and pace of its automotive backlog at an upcoming investor event to be held on October 26, 2011 in Nashville, Tennessee.

The Reporting Persons intend to closely monitor the Company’s progress in each of these five areas and may modify their plans accordingly.

The Reporting Persons may exercise any and all of their respective rights as shareholders of the Company in a manner consistent with their equity interests.  The Reporting Persons and their representatives and advisers intend to continue from time to time to discuss the Company and its performance with members of the Company’s board and management.  In addition, the Reporting Persons may communicate with other shareholders, industry participants and other interested parties concerning the Company.  Although the Reporting Persons do not have any current plans, other than the monitoring and communication program outlined above, the Reporting Persons may in the future decide to seek representation on the Company’s board of directors.  Among other factors, the Reporting Persons will consider the Board’s overall progress in considering capital allocation strategies for maximizing shareholder value as a major factor in its decision of whether or not to nominate independent director candidates.

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The Reporting Persons may from time to time (i) acquire additional Shares (subject to availability at prices deemed favorable) in the open market, in privately negotiated transactions or otherwise, or (ii) dispose of Shares at prices deemed favorable in the open market, in privately negotiated transactions or otherwise.  The Reporting Persons may formulate plans or proposals for, and may from time to time explore, or make proposals relating to, transactions or actions which relate to or would result in any of the matters specified in clauses (a) through (j) of Item 4 of Schedule 13D.

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(b)           CalSTRS has the sole power to vote or to direct the vote of all of the Shares it beneficially owns as disclosed in item (a).  Except for 426,506 Shares, CalSTRS has the sole power to dispose or to direct the disposition of all Shares it beneficially owns as disclosed in item (a).     CalSTRS shares the power to dispose or to direct the disposition of 426,506 Shares it beneficially owns with certain of its external managers, as follows:

The principal business of BlackRock Institutional Trust Company, N.A. (“BlackRock”) is to provide diversified investment management and securities lending services to institutional clients, intermediary and individual investors through various investment vehicles.   Its business address is 400 Howard Street, San Francisco, CA 94105.  During the last five years, BlackRock has not been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to any civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is the subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The principal business of Credo Capital Management, LLC (“Credo”) is to provide investment advisory services to institutional investors.   Its business address is 225 E. Redwood Street, Suite 201, Baltimore, MD 21202.  During the last five years, Credo has not been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to any civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is the subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The principal business of Oakbrook Investments, LLC (“OakBrook”) is to specialize in US equity strategies.   Its business address is 2300 Cabot Drive, Suite 300, Lisle, IL 60532.  During the last five years, OakBrook has not been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to any civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is the subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The principal business of TCW Asset Management Company (“TCW”) is to offer institutional and individual investors a wide array of U.S. Equity, U.S. Fixed Income, Alternative and International strategies.  Its business address is 865 S. Figueroa Street, Suite 1800, Los Angeles, CA 90017.  During the last five years, TCW has not been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to any civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is the subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: October 13, 2011

RELATIONAL INVESTORS MID-CAP FUND I, L.P.
RELATIONAL INVESTORS MID-CAP FUND II, L.P.

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