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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Sax Gerald G 		2. Issuer Name and Ticker or Trading Symbol

VIASYSTEMS GROUP INC [ VIAS ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Sr. VP, CFO
(Last)          (First)          (Middle)

C/O VIASYSTEMS GROUP, INC., 101 S. HANLEY RD, STE. 1800 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/3/2015
(Street)

ST. LOUIS, MO 63105
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

2/5/2015 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Performance Shares     (1) 2/3/2015     M         7239   (2)     (1) 12/31/2016   12/31/2016   7239   (2)   (1) 7238   (2) D    

Explanation of Responses:
( 1)  Each performance share represented a contingent right to receive a share of Viasystems' common stock upon satisfaction of certain performance criteria.
( 2)  The Form 4 filed on February 5, 2015 contained a typographical error that inadvertently overstated the number of performance shares that were evaluated by the Compensation Committee of the Board of Directors of Viasystems Group, Inc. against their performance criteria for vesting and approved for partial payout. This amendment corrects this error to reflect those performance shares that remain outstanding and subject to certain performance criteria. Following completion of the performance period, the Compensation Committee of the Board of Directors of Viasystems Group, Inc. will certify the achievement of the performance criteria and thereafter, if the criteria are met, transfer common stock to the Reporting Person.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Sax Gerald G
C/O VIASYSTEMS GROUP, INC.
101 S. HANLEY RD, STE. 1800
ST. LOUIS, MO 63105

Sr. VP, CFO

Signatures
/s/ Gerald G Sax 2/10/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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