Sec Form 4 Filing - PAULSON & CO INC @ Delphi Automotive PLC - 2012-06-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
PAULSON & CO INC
2. Issuer Name and Ticker or Trading Symbol
Delphi Automotive PLC [ DLPH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1251 AVENUE OF THE AMERICAS,
3. Date of Earliest Transaction (MM/DD/YY)
06/07/2012
(Street)
NEW YORK, NY10020
4. If Amendment, Date Original Filed (MM/DD/YY)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/07/2012 S 614,057 D $ 28.5 0 D ( 1 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 980,676 D $ 28.5 12,357,030 D ( 2 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 1,004,686 D $ 28.5 0 D ( 3 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 195,680 D $ 28.5 870,418 D ( 4 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 262,010 D $ 28.5 3,432,830 D ( 5 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 717,048 D $ 28.5 9,906,517 D ( 6 ) ( 8 ) ( 9 ) ( 10 )
Common Stock 06/07/2012 S 225,843 D $ 28.5 941,739 I See ( 7 ) ( 8 ) ( 9 ) ( 10 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PAULSON & CO INC
1251 AVENUE OF THE AMERICAS
NEW YORK, NY10020
X
PAULSON PARTNERS LP
1251 AVENUE OF THE AMERICAS
50TH FLOOR
NEW YORK, NY10020
X
PAULSON PARTNERS ENHANCED L.P.
1251 AVENUE OF THE AMERICAS
NEW YORK, NY10020
X
Paulson International Ltd.
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE, S. CHURCH ST
GRAND CAYMAN, E9KY1-1104
X
Paulson Advantage Master Ltd.
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE, S. CHURCH ST
GRAND CAYMAN, E9KY1-1104
X
Paulson Advantage Plus Master Ltd.
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE, S. CHURCH ST
GRAND CAYMAN, E9KY1-1104
X
PAULSON ENHANCED LTD
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE, S. CHURCH ST
GRAND CAYMAN, E9KY1-1104
X
Paulson John
1251 AVENUE OF THE AMERICAS
NEW YORK, NY10020
X
Signatures
Stuart L. Merzer, General Counsel and Chief Compliance Officer of Paulson & Co. Inc. 06/11/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the securities of the issuer owned directly by Paulson Advantage Master Ltd. ("Advantage Master").
( 2 )Reflects the securities of the issuer owned directly by Paulson Credit Opportunities Master Ltd. ("Credit Master").
( 3 )Reflects the securities of the issuer owned directly by Paulson Advantage Plus Master Ltd. ("Advantage Plus Master").
( 4 )Reflects the securities of the issuer owned directly by Paulson Partners L.P. ("Paulson Partners").
( 5 )Reflects the securities of the issuer owned directly by Paulson International Ltd. ("International").
( 6 )Reflects the securities of the issuer owned directly by Paulson Enhanced Ltd. ("Enhanced Ltd.").
( 7 )Reflects the securities held in accounts managed separately (the "Separately Managed Accounts") by Paulson & Co. Inc. ("Paulson").
( 8 )Paulson is an investment advisor registered under the Investment Advisors Act of 1940. Paulson is the investment manager of Advantage Master, Credit Master, Advantage Plus Master, Paulson Partners, International, Enhanced Ltd., Paulson Recovery Master Fund Ltd. ("Recovery Master") and Paulson Partners Enhanced, L.P. ("Enhanced LP," and collectively, the "Funds") and securities held in the Separately Managed Accounts. Paulson is also the controlling person of Paulson Advisers LLC, the managing general partner of each of Paulson Partners and Enhanced L.P. John Paulson is the controlling person of Paulson.
( 9 )Additionally, Enhanced LP directly owns 2,835,447 shares of common stock of the Issuer and Recovery Master directly owns 2,420,355 shares of common stock.
( 10 )Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Act"), the filing of this Form 4 shall not be deemed an admission by any of the persons reporting on this Form 4 that he or it, for purposes of Section 16 of the Act or otherwise is the beneficial owner of any equity securities covered by this Form.

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