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                                                                   EXHIBIT 10.22












                               VISTEON CORPORATION
                       EXECUTIVE SEPARATION ALLOWANCE PLAN

                      (As amended through December 11, 2002
                    for Separations on or after July 1, 2000)




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                               VISTEON CORPORATION
                       EXECUTIVE SEPARATION ALLOWANCE PLAN


         This Plan has been established for the purpose of providing certain
eligible employees with an Executive Separation Allowance in the event of their
separation from employment with the Company under certain circumstances. The
Plan is an expression of the Company's present policy with respect to separation
allowances for employees who meet the eligibility requirements set forth below;
it is not a part of any contract of employment and no employee or other person
shall have any legal or other right to any Executive Separation Allowance. The
Plan is adopted effective July 1, 2000.



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         Section 1. DEFINITIONS. As used in the Plan, the following terms shall
have the following meanings, respectively:

         "AFFILIATE" shall mean, as applied with respect to any person or legal
         entity specified, a person or legal entity that directly or indirectly,
         through one or more intermediaries, controls or is controlled by, or is
         under common control with the person or legal entity specified.

         "COMMITTEE" shall mean the Organization and Compensation Committee of
         the Board of Directors of Visteon Corporation.

         "COMPANY" shall mean Visteon Corporation and such of the subsidiaries
         of Visteon Corporation as, with the consent of Visteon Corporation,
         shall have adopted this Plan.

         "ELECTED OFFICER" shall mean an officer of the Company elected by the
         Board of Directors of Visteon Corporation.

         "ELIGIBLE SURVIVING SPOUSE" shall mean a spouse to whom an employee has
         been married at least one year at the date of the employee's death.

         "LEADERSHIP LEVEL ONE OR TWO EMPLOYEE" shall mean an employee of the
         Company who is assigned to the Leadership Level One or Two, or its
         equivalent, or for periods prior to January 1, 2000, shall mean an
         Executive Roll Employee.

         "EXECUTIVE LEADER" shall mean an employee who, on or after January 1,
         2002, is classified as an Executive Leader by the Company.

         "PARTICIPANT" shall mean an employee who meets the eligibility criteria
         set forth in Section 2.

         "SERVICE" shall mean an eligible employee's years of service (including
         fractions of years) used in determining eligibility retirement benefits
         under the Visteon Pension Plan.

         "SUBSIDIARY" shall mean, as applied with respect to any person or legal
         entity specified, (i) a person or legal entity a majority of the voting
         stock of which is owned or controlled,


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         directly or indirectly, by the person or legal entity specified or (ii)
         any other type of business organization in which the person or legal
         entity specified owns or controls, directly or indirectly, a majority
         interest.

         Section 2. ELIGIBILITY. Each Executive Leader or Elected Officer (or,
prior to January 1, 2002, each Leadership Level One or Two Employee) who, on or
before June 30, 2004, is being separated from employment with the approval of
the Company and who

         (1)      was employed by the Company on or before December 31, 2001;

         (2)      has at least five years' service on the Executive Roll, or
                  its equivalent;

         (3)      has at least ten years of contributory membership under the
                  Visteon Pension Plan (which, for purposes of this paragraph 2,
                  shall be deemed to include contributory service under the Ford
                  Motor Company General Retirement Plan);

         (4)      is at least 55 years of age; and

         (5)      has applied for early retirement at the employee's option

shall be eligible to receive an Executive Separation Allowance as provided
herein. The Eligible Surviving Spouse of an employee who (i) has not separated
from employment with the Company, and (ii) meets the eligibility conditions set
forth in subsections (1) through (4) of this Section 2, on or before June 30,
2004 shall be eligible to receive the Executive Separation Allowance that the
deceased employee would have been eligible to receive if such employee had
separated from employment with the approval of the Company and retired on the
date of the employee's death.

         The eligibility conditions set forth in subsections (2) and (3) of
Section 2 may be waived by the Chief Executive Officer or the President.

         Section 3.  CALCULATION OF AMOUNT.

         A. BASE MONTHLY SALARY. For purposes of the Plan, the "Base Monthly
Salary" of a Participant shall be the highest monthly base salary rate of such
employee during the employee's



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12 months of service immediately preceding separation from employment with the
Company, prior to giving effect to any salary reduction agreement pursuant to an
employee benefit plan, as defined in Section 3(3) of the Employee Retirement
Security Act of 1974, as amended, (i) to which Section 125 or Section 402(e)(3)
of the Internal Revenue Code of 1986, as amended, applies or (ii) which provides
for the elective deferral of compensation. It shall not include supplemental
compensation or any other kind of extra or additional compensation. For purposes
of this subsection, base salary paid by Ford Motor Company prior to July 1, 2000
shall be treated as if paid by the Company.

         B. AMOUNT OF EXECUTIVE SEPARATION ALLOWANCE. Subject to any limitation
in other provisions of the Plan, the gross monthly amount of the Executive
Separation Allowance of a Participant under Section 2 above shall be such
employee's Base Monthly Salary multiplied by a percentage, not to exceed 60%,
equal to the sum of (i) 15%, (ii) five tenths of one percent (.5%) for each
month (or fraction thereof) that such employee's age at separation exceeds 55,
not to exceed thirty percent (30%), and (iii) one percent (1%) for each year of
such employee's service in excess of 15, prorated for fractions of a year.

         The gross amount for any month shall be reduced by any payments paid or
payable for such month to the Participant, the Participant's surviving spouse,
contingent annuitant, or other beneficiary under the Visteon Pension Plan, the
Ford Motor Company General Retirement Plan, the Ford Motor Company Executive
Separation Allowance Plan or any other private retirement plan, other than the
Visteon Corporation Supplemental Retirement Plan or the Ford Motor Company
Supplemental Executive Retirement Plan, to which the Company or its subsidiaries
shall have contributed.

         C. ADDITIONAL ALLOWANCE FOR CERTAIN TRANSFERRED EMPLOYEES. A
Participant who retired on June 30, 2000 from Ford Motor Company, and who was an
Elected Officer on June 28, 2000, shall, upon meeting the eligibility
requirements in Section 2, receive the additional allowance equal to the
difference between (i) and (ii) below, where:

         (i)      is the aggregate monthly amount of Executive
                  Separation Allowance to which the Participant would
                  have been entitled under the Ford Motor Company
                  Executive Separation Allowance Plan if the
                  Participant's



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                  employment with the Company on and after July 1, 2000, and the
                  Base Monthly Salary attributable to such employment, had
                  instead been employment with, and Base Monthly Salary from,
                  Ford Motor Company; and

         (ii)     is the aggregate monthly amount of Executive
                  Separation Allowance under the Ford Motor Company
                  Executive Separation Allowance Plan and the Visteon
                  Corporation Executive Separation Allowance Plan to
                  which the Participant is actually entitled.

         The additional allowance described in this subsection 3C shall be paid
in accordance with the provisions of Section 4 below and shall be paid at the
same time and for the same duration as the allowance described in subsection 3B
above. The monthly retirement benefits calculated under subsection C. above
shall be determined based upon the terms of the Ford Motor Company Executive
Separation Allowance Plan as in effect on June 30, 2000. The Committee has full
authority and discretion to adjust (including to reduce) the benefit amounts
calculated above to reflect changes in the design of the Ford Motor Company
Executive Separation Allowance Plan or to take into account such other factors
as the Committee, in its sole discretion, deems relevant.

         Section 4. PAYMENTS. Executive Separation Allowance payments, in the
net amount determined in accordance with Section 3B above, shall be made
monthly. Payments to a Participant shall cease at the end of the month in which
such employee attains age 65 or dies, whichever occurs first. In the event of
death of a Participant prior to attaining age 65, or in the event of death of an
employee whose Eligible Surviving Spouse meets the eligibility conditions set
forth in Section 2 for payments hereunder, payments shall be made to such
Participant's or employee's Eligible Surviving Spouse, if any, until the death
of such spouse or, if earlier, until the end of the month in which the
Participant or employee would have attained age 65.

         Anything herein contained to the contrary notwithstanding, the right of
any Participant to receive an installment of Executive Separation Allowance
hereunder for any month shall accrue only if, during the entire period from the
date of such employee's separation to the end of such month, such employee shall
have earned out such installment by refraining from engaging in any



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activity that is directly or indirectly in competition with any activity of the
Company or any Subsidiary or Affiliate thereof.

         In the event of a Participant's nonfulfillment of the condition set
forth in the immediately preceding paragraph, no further installment shall be
paid to such Participant; provided, however, that the nonfulfillment of such
condition may at any time (whether before, at the time of or subsequent to
termination of the Participant's employment) be waived by the Committee upon its
determination that in its sole judgment there shall have not been and will not
be any substantial adverse effect upon the Company or any Subsidiary or
Affiliate thereof by reason of the nonfulfillment of such condition.

         Anything herein contained to the contrary notwithstanding, Executive
Separation Allowance payments shall not be paid to or with respect to any person
as to whom it has been determined that such person at any time (whether before
or subsequent to termination of the employee's employment) acted in a manner
inimical to the best interests of the Company. Any such determination shall be
made by the Committee, and shall apply to any amounts payable after the date of
the applicable Committee's action hereunder, regardless of whether the person
has commenced receiving Executive Separation Allowance. Conduct which
constitutes engaging in an activity that is directly or indirectly in
competition with any activity of the Company or any Subsidiary or Affiliate
thereof shall be governed by the immediately preceding paragraphs of this
Section 4 and shall not be subject to any determination under this paragraph.

         Any Executive Separation Allowance payments resumed after reemployment
with the Company under Section 6 or employment with a Subsidiary of the Company
under Section 7 shall be paid on the basis of the percentage of Base Monthly
Salary applicable at the time of the initial determination under Section 3B.

         Section 5. DEDUCTIONS. The Company may deduct from any payment of
Executive Separation Allowance to a Participant or such Participant's Eligible
Surviving Spouse all amounts owing to it by such employee for any reason, and
all taxes required by law or government regulation to be deducted or withheld.



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         Section 6. PERSON REEMPLOYED BY THE COMPANY. In the event an employee
who shall have been separated from employment with the Company under
circumstances that would make the employee eligible to receive an Executive
Separation Allowance shall be reemployed by the Company before the employee
shall have received payment of the full amount of the employee's Executive
Separation Allowance, no further allowance shall be paid during such period of
reemployment.

         Section 7. PERSON EMPLOYED BY A SUBSIDIARY. In the event an employee
who shall have been separated from employment with the Company under
circumstances that would make the employee eligible to receive an Executive
Separation Allowance shall be employed by a Subsidiary of the Company before the
employee shall have received payment of the full amount of the employee's
Executive Separation Allowance, no further allowance shall be paid during such
period of employment.

         Section 8. ADMINISTRATION AND INTERPRETATION. Except as the Committee
and the Chief Executive Officer and the President are authorized to administer
the Plan in certain respects, the Senior Vice-President - Human Resources shall
have full power and authority on behalf of the Company to administer and
interpret the Plan. In the event of a change in a designated officer's title,
the officer or officers with functional responsibility for executive separation
allowance plans shall have the power and authority to administer and interpret
the Plan. All decisions with respect to the administration and interpretation of
the Plan shall be final and shall be binding upon all persons.

         Section 9. RESTRICTIONS TO COMPLY WITH APPLICABLE LAW. Notwithstanding
any other provision of the Plan, the Company shall have no liability to make any
payment under the Plan unless such delivery or payment would comply with all
applicable laws and the applicable requirements of any securities exchange or
similar entity.

         Section 10. DEDUCTIONS. Anything contained in the Plan notwithstanding,
the Company may deduct from any distribution hereunder all amounts owed to the
Company or a Subsidiary or Affiliate by the Participant for any reason, and all
taxes required by law or government regulation to be deducted or withheld.



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         Section 11.  CLAIMS PROCEDURE.

         A. CLAIM FOR BENEFITS. Any Participant or Eligible Surviving Spouse
(hereafter referred to as the "claimant") under this Plan who believes he or she
is entitled to benefits under the Plan in an amount greater than the amount
received may file, or have his or her duly authorized representative file, a
claim with the Committee. Any such claim shall be filed in writing stating the
nature of the claim, and the facts supporting the claim, the amount claimed and
the name and address of the claimant. The Committee shall consider the claim and
answer in writing stating whether the claim is granted or denied. The written
decision shall be within 90 days of receipt of the claim by the Committee (or
180 days if additional time is needed and the claimant is notified of the
extension, the reason therefor and the expected date of determination prior to
commencement of the extension). If the claim is denied in whole or in part, the
claimant shall be furnished with a written notice of such denial containing (i)
the specific reasons for the denial, (ii) a specific reference to the Plan
provisions on which the denial is based, (iii) an explanation of the Plan's
appeal procedures set forth in subsection (b) below, (iv) a description of any
additional material or information which is necessary for the claimant to submit
or perfect an appeal of his or her claim, and (v) an explanation of the
claimant's right to bring suit under ERISA following an adverse determination
upon appeal.

         B. APPEAL. If a claimant wishes to appeal the denial of his or her
claim, the claimant or his or her duly authorized representative shall file a
written notice of appeal to the Committee within 90 days of receiving notice of
the claim denial. In order that the Committee may expeditiously decide such
appeal, the written notice of appeal should contain (i) a statement of the
ground(s) for the appeal, (ii) a specific reference to the Plan provisions on
which the appeal is based, (iii) a statement of the arguments and authority (if
any) supporting each ground for appeal, and (iv) any other pertinent documents
or comments which the appellant desires to submit in support of the appeal. The
Committee shall decide the appellant's appeal within 60 days of its receipt of
the appeal (or 120 days if additional time is needed and the claimant is
notified of the extension, the reason therefore and the expected date of
determination prior to commencement of the extension). The Committee's written
decision shall contain the reasons for the decision and reference to the Plan
provisions on which the decision is based. If the claim is denied in whole or in
part, such written decision shall also include notification of the



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claimant's right to bring suit for benefits under Section 502(a) of ERISA and
the claimant's right to obtain, upon request and free of charge, reasonable
access to and copies of all documents, records or other information relevant to
the claim for benefits.

         Section 12.  PARTICIPANT RIGHTS UNSECURED.

         A. UNSECURED CLAIM. The right of a Participant or his or her Eligible
Surviving Spouse to receive a distribution hereunder shall be an unsecured
claim, and neither the Participant nor any Eligible Surviving Spouse shall have
any rights in or against any amount credited to his or her Account or any other
specific assets of the Company or a Subsidiary or Affiliate. The right of a
Participant or Eligible Surviving Spouse to the payment of benefits under this
Plan shall not be assigned, encumbered, or transferred, except by will or the
laws of descent and distribution. The rights of a Participant hereunder are
exercisable during the Participant's lifetime only by the Participant or the
Participant's guardian or legal representative.

         B. CONTRACTUAL OBLIGATION. The Company may authorize the creation of a
trust or other arrangements to assist it in meeting the obligations created
under the Plan. However, any liability to any person with respect to the Plan
shall be based solely upon any contractual obligations that may be created
pursuant to the Plan. No obligation of the Company, a Subsidiary or Affiliate
shall be deemed to be secured by any pledge of, or other encumbrance on, any
property of the Company, or Subsidiary or Affiliate. Nothing contained in this
Plan and no action taken pursuant to its terms shall create or be construed to
create a trust of any kind, or a fiduciary relationship between the Company, or
Subsidiary or Affiliate and any Participant or Eligible Surviving Spouse, or any
other person.

         Section 13. NO CONTRACT OF EMPLOYMENT. The Plan is an expression of the
Company's present policy with respect to Company executives who meet the
eligibility requirements set forth herein. The Plan is not a contract of
employment, nor does it provide any Participant with a right to continue in the
employment of the Company or any other entity. No Participant, Eligible
Surviving Spouse or other person shall have any legal or other right to any
benefit payments except in accordance with the terms of the Plan, and then only
while the Plan is in effect and subject to the Company's right to amend or
terminate the Plan as provided in Section 14 below.



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         Section 14. AMENDMENT OR TERMINATION. There shall be no time limit on
the duration of the Plan. However, the Company, by action of the Senior Vice
President - Human Resources, may at any time and for any reason, amend or
terminate the Plan; provided that the Committee shall have the exclusive
amendment authority with respect to any amendment that, if adopted, would
increase the benefit payable to the Senior Vice President - Human Resources by
more than a de minimis amount. Any Plan amendment or termination may reduce or
eliminate a Participant's benefit under the Plan, including, without limitation,
an amendment to eliminate future benefit payments for some or all Participants,
whether or not in pay status at the time such action is taken.

         Section 15. ADMINISTRATIVE EXPENSES. Costs of establishing and
administering the Plan will be paid by the Company.

         Section 16. NO ASSIGNMENT OF BENEFITS. No rights or benefits under the
Plan shall, except as otherwise specifically provided by law, be subject to
assignment, nor shall such rights or benefits be subject to attachment or legal
process for or against a Participant or his or her Eligible Surviving Spouse.

         Section 17. SUCCESSORS AND ASSIGNS. This Plan shall be binding upon and
inure to the benefit of the Company, its Subsidiaries and Affiliates, their
successors and assigns and the Participants and their heirs, executors,
administrators, and legal representatives.


                                       VISTEON CORPORATION



                                       /s/ Robert H. Marcin
                                       -------------------------------------
                                       ROBERT H. MARCIN
                                       SENIOR VICE PRESIDENT-HUMAN RESOURCES


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