Viasystems SC 13G/A Viasystems Group Inc

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

_____________

SCHEDULE 13G

(RULE 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED

PURSUANT TO RULES 13d-1(b), (c) AND (d) AND

AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2

___________

(Amendment No. 2)*

VIASYSTEMS GROUP, INC.

(Name of Issuer)

Common Stock	92553H803
(Title of class of securities)	(CUSIP number)

July 1, 2013

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

o  Rule 13d-1(c)

x Rule 13d-1(d)

___________

*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 the disclosures provided in a prior cover page.

The information required in 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).

Continued on Following Pages

Page 1

CUSIP No.                          92553H803 13G Page 2

1	NAME OF REPORTING PERSON               Hicks, Muse Fund III Incorporated
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)              48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               CO

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 3

1	NAME OF REPORTING PERSON              Hicks Muse GP Partners III, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 4

1	NAME OF REPORTING PERSON             HM3/GP Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b) x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 5

1	NAME OF REPORTING PERSON               Hicks, Muse, Tate & Furst Equity Fund III, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Delaware

NUMBER OF SHARES	5	SOLE VOTING POWER	8,189,803*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	8,189,803*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 6

1	NAME OF REPORTING PERSON               HM3 Coinvestors, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	222,120*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	222,120*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 7

1	NAME OF REPORTING PERSON               Hicks, Muse (1999) Fund IV, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               OO

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 8

1	NAME OF REPORTING PERSON               Hicks, Muse GP (1999) Partners IV, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 9

1	NAME OF REPORTING PERSON               HM4/GP (1999) Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 10

1	NAME OF REPORTING PERSON               HMTF Equity Fund IV (1999), L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	1,425,833*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	1,425,833*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 11

1	NAME OF REPORTING PERSON               HMTF Private Equity Fund IV (1999), L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	10,100*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	10,100*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 12

1	NAME OF REPORTING PERSON               HM 4-P (1999) Coinvestors, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	35,064*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	35,064*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 13

1	NAME OF REPORTING PERSON               HM 4-EQ (1999) Coinvestors, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Texas

NUMBER OF SHARES	5	SOLE VOTING POWER	23,303*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	23,303*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 14

1	NAME OF REPORTING PERSON               HM Fund IV Cayman, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Cayman Islands

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               OO

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 15

1	NAME OF REPORTING PERSON               HM GP Partners IV Cayman, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Cayman Islands

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 16

1	NAME OF REPORTING PERSON               HM Equity Fund IV/GP Partners (1999), C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Netherlands

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 17

1	NAME OF REPORTING PERSON               Hicks, Muse PG - IV (1999), C.V.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         Netherlands

NUMBER OF SHARES	5	SOLE VOTING POWER	75,912*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	75,912*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               PN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 18

1	NAME OF REPORTING PERSON               Edward Herring
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         United States

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	0*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	0*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               0.0%*
12	TYPE OF REPORTING PERSON (See Instructions)               IN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 19

1	NAME OF REPORTING PERSON               John R. Muse
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         United States

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               IN

* SEE ITEM 4 ON THE FOLLOWING PAGES

CUSIP No.                          92553H803 13G Page 20

1	NAME OF REPORTING PERSON               Andrew S. Rosen
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)	(a) o  (b)  x
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION         United States

NUMBER OF SHARES	5	SOLE VOTING POWER	0*
BENEFICIALLY OWNED BY	6	SHARED VOTING POWER	9,982,135*
EACH  REPORTING	7	SOLE DISPOSITIVE POWER	0*
PERSON WITH	8	SHARED DISPOSITIVE POWER	9,982,135*

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   9,982,135*

10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)	o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)               48.06%*
12	TYPE OF REPORTING PERSON (See Instructions)               IN

* SEE ITEM 4 ON THE FOLLOWING PAGES

ITEM 1. NAME OF ISSUER AND ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

(a) – (b)   This statement on Schedule 13G (this “Schedule 13G”) is being filed with respect to shares of common stock, par value $0.01 per share (“Common Stock”), of Viasystems Group, Inc., a Delaware corporation (the “Issuer”).  The address of the principal executive offices of the Issuer is 101 South Hanley Road, Suite 400, St. Louis, Missouri  63105.

ITEM 2. NAME OF PERSON FILING

(a)           Name of Person Filing:

This Schedule 13G is being filed by each of:

Hicks, Muse Fund III Incorporated (“Fund III Incorporated”)

Hicks Muse GP Partners III, L.P. (“GP Partners III”)

HM3/GP Partners, L.P. (“HM3”)

Hicks, Muse, Tate & Furst Equity Fund III, L.P. (“Equity Fund III”)

HM3 Coinvestors, L.P. (“HM3 Coinvestors”)

Hicks, Muse (1999) Fund IV, LLC (“Fund IV LLC”)

Hicks, Muse GP (1999) Partners IV, L.P. (“GP Partners IV”)

HM4/GP (1999) Partners, L.P. (“HM4”)

HMTF Equity Fund IV (1999), L.P. (“Equity Fund IV”)

HMTF Private Equity Fund IV (1999), L.P. (“Private Equity Fund IV”)

HM 4-P (1999) Coinvestors, L.P. (“HM 4-P”)

HM 4-EQ (1999) Coinvestors, L.P. (“EQ Coinvestors”)

HM Fund IV Cayman, LLC (“Fund IV Cayman”)

HM GP Partners IV Cayman, L.P. (“Partners IV Cayman”)

HM Equity Fund IV/GP Partners (1999), C.V. (“HM IV CV”)

Hicks, Muse PG - IV (1999), C.V. (“PG-IV”)

Edward Herring (“Mr. Herring”)

John R. Muse (“Mr. Muse”)

Andrew S. Rosen (“Mr. Rosen”)

Fund III Incorporated, GP Partners III, HM3, Equity Fund III, HM3 Coinvestors, Fund IV LLC, GP Partners IV, HM 4, Equity Fund IV, Private Equity Fund IV, HM 4-P, EQ Coinvestors, Fund IV Cayman, Partners IV Cayman, HM IV CV, PG-IV, Mr. Herring, Mr. Muse and Mr. Rosen are referred to herein collectively as the “Reporting Persons.”

(b)           Address of Principal Business Office of each of the Reporting Persons other than Mr. Herring:

c/o HM Capital Partners

200 Crescent Court, Suite 1600

Dallas, TX  75201

Address of Principal Business Office of Mr. Herring:

c/o Tailwater Capital LLC

8343 Douglas Avenue, Suite 300

Dallas, TX  75225

(c)           Citizenship of each of the Reporting Persons:

Fund III Incorporated:  Texas

GP Partners III:  Texas

HM3:  Texas

Equity Fund III:  Delaware

HM3 Coinvestors:  Texas

Fund IV LLC:  Texas

GP Partners IV:  Texas

HM4:  Texas

Equity Fund IV:  Texas

Private Equity Fund IV:  Texas

HM 4-P:  Texas

EQ Coinvestors:  Texas

Fund IV Cayman:  Cayman Islands

Partners IV Cayman:  Cayman Islands

HM IV CV:  Netherlands

PG-IV:  Netherlands

Mr. Herring:  United States

Mr. Muse:  United States

Mr. Rosen:  United States

(d)           Title of Class of Securities:

Common Stock, par value $0.01 per share

(e)           CUSIP Number:

92553H803

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b) OR 13d-2(b) OR (c), CHECK THE APPROPRIATE BOX.

Not applicable.

ITEM 4.  OWNERSHIP

(a) – (c)            Based on the existing relationships between the Reporting Persons other than Mr. Herring (collectively, the “HM Entities”), as described below, the HM entities may be deemed to be the beneficial owners of 9,982,135 shares of Common Stock (the “Reported Shares”), which constitute 48.06% of the total Common Stock outstanding.  The percentage ownership of the HM Entities is based on 20,771,110 shares of Common Stock outstanding as of June 30, 2013.

Pursuant to the terms of the Limited Liability Company Agreement of VG Holdings, LLC (“Holdings”), dated February 11, 2010 (the “LLC Agreement”), Holdings commenced the process of dissolution on June 30, 2013, including the distribution to its Members (as defined below) of 15,562,558 shares of Common Stock (“Distributed Shares”) of Viasystem Group, Inc. (“Viasystems”) of which it was the record holder.  The members of Holdings (collectively, the “Members” and, individually, a “Member”) are (i) Equity Fund III; HM3 Coinvestors; PG-IV; Equity Fund IV; Private Equity Fund IV; HM 4-P; and EQ Coinvestors (collectively, the “HM Members”); (ii) GSC Recovery II, L.P.; GSC Recovery IIA, L.P.; GSC Partners CDO Fund, Limited; and GSC Partners CDO Fund II, Limited (collectively, the “GSC Members”); and (iii) TCW Shared Opportunity Fund III, L.P. (the “TCW Member”).  The HM Members are collectively the direct owners of the Reported Shares which comprise a portion of the Distributed Shares.

Equity Fund III is the direct owner of 8,189,803 shares of the Common Stock.

HM3 Coinvestors is the direct owner of 222,120 shares of the Common Stock.

Equity Fund IV is the record holder of 1,425,833 shares of the Common Stock.

Private Equity Fund IV is the direct owner of 10,100 shares of the Common Stock.

PG-IV is the direct owner of 75,912 shares of the Common Stock.

HM 4-P is the direct owner of 35,064 shares of the Common Stock.

EQ Coinvestors is the direct owner of 23,303 sharesof the Common Stock.

The HM Entities may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Exchange Act of 1934, as amended, and each HM Entity may be deemed to beneficially own Reported Shares that may be beneficially owned by other HM Entities.  The filing of this Schedule 13G shall not be construed as an admission that the HM Entities are a group, or have agreed to act as a group, and each of the HM Entities hereby disclaims beneficial ownership of any Reported Shares that may be beneficially owned by any other HM Entity, except to the extent of its pecuniary interest therein.

HM3 is the sole general partner of Equity Fund III.  GP Partners III is the sole general partner of HM3.  Fund III Incorporated is the sole general partner of GP Partners III.  As a result, each of HM3, GP Partners III and Fund III Incorporated may be deemed to beneficially own any Reported Shares beneficially owned by Equity Fund III, and each of HM3, GP Partners III and Fund III Incorporated disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.

GP Partners III is the sole general partner of HM3 Coinvestors.  Fund III Incorporated is the sole general partner of GP Partners III.  As a result, each of GP Partners III and Fund III Incorporated may be deemed to beneficially own any Reported Shares beneficially owned by HM3 Coinvestors, and each of GP Partners III and Fund III Incorporated disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.

HM4 is the sole general partner of each of Equity Fund IV and Private Equity Fund IV.  GP Partners IV is the sole general partner of HM4.  Fund IV LLC is the sole general partner of GP Partners IV.  As a result, each of HM4, GP Partners IV and Fund IV LLC may be deemed to beneficially own any Reported Shares beneficially owned by either Equity Fund IV or Private Equity Fund IV, and each of HM4, GP Partners IV and Fund IV LLC disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.

GP Partners IV is the sole general partner of each of HM 4-P and EQ Coinvestors.  Fund IV LLC is the sole general partner of GP Partners IV.  As a result, each of GP Partners IV and Fund IV LLC may be deemed to beneficially own any Reported Shares beneficially owned by either HM 4-P or EQ Coinvestors, and each of GP Partners IV and Fund IV LLC disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.

HM IV CV is the sole general partner of PG-IV.  Partners IV Cayman is the sole general partner of HM IV CV.  Fund IV Cayman (collectively with Fund III Incorporated and Fund IV LLC, the “General Partners”) is the sole general partner of Partners IV Cayman.  As a result, each of HM IV CV, Partners IV Cayman and Fund IV Cayman may be deemed to beneficially own any Reported Shares beneficially owned by PG-IV, and each of HM IV CV, Partners IV Cayman and Fund IV Cayman disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.

Mr. Herring was previously designated by the HM Members to serve as one of the two members of the Board of Managers of Holdings.  As a result, Mr. Herring may have previously been deemed to beneficially own all of the Reported Shares held by Holdings.  Mr. Herring is currently serving as the liquidator of Holdings.  After the dissolution of Holdings, Mr. Herring is not the beneficial owner of any of the Distributed Shares including the Reported Shares.

The committee that exercises voting and dispositive power over the shares beneficially owned by each of the General Partners currently consists of two members (Mr. Muse and Mr. Rosen), Messrs. Muse and Rosen may be deemed to share beneficial ownership with respect to all or a portion of the Reported Shares beneficially owned by the General Partners.  Each of Messrs. Muse and Rosen disclaims beneficial ownership of such Reported Shares, except to the extent of any pecuniary interest therein.

ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  [  ].As disclosed in Item 4, Mr. Herring has ceased to beneficially more than five percent of the Common Stock.

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

The right to receive dividends on, and proceeds from the sale of, the shares of Common Stock beneficially owned by the HM Entities is governed by their respective organizational documents, and such dividends or proceeds may be distributed to their respective partners, members or stockholders in accordance therewith.  Although presently indeterminable, partners, members or stockholders may have an interest in the Common Stock equal to more than 5% of the outstanding Common Stock, under certain circumstances.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON

Not applicable.

ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.

ITEM 9.  NOTICE OF DISSOLUTION OF GROUP

Not applicable.

ITEM 10. CERTIFICATION

 Not applicable.

SIGNATURE

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

Date:  July 1, 2013

HICKS, MUSE FUND III INCORPORATED
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HICKS MUSE GP PARTNERS III, L.P.
By:	Hicks, Muse Fund III Incorporated, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM3/GP PARTNERS, L.P.
By:	Hicks, Muse GP Partners III, L.P., its general partner
By:	Hicks, Muse Fund III Incorporated, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HICKS, MUSE, TATE & FURST EQUITY FUND III,  L.P.
By:	HM3/GP Partners, L.P., its general partner
By:	Hicks, Muse GP Partners III, L.P., its general partner
By:	Hicks, Muse Fund III Incorporated, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM3 COINVESTORS, L.P.
By:	Hicks, Muse GP Partners III, L.P., its general partner
By:	Hicks, Muse Fund III Incorporated, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer

HICKS, MUSE (1999) FUND IV, LLC
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HICKS, MUSE GP (1999) PARTNERS IV, L.P.
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM4/GP (1999) PARTNERS, L.P.
By:	Hicks, Muse GP (1999) Partners IV, L.P., its general partner
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HMTF EQUITY FUND IV (1999), L.P.
By:	HM4/GP (1999) Partners, L.P., its general partner
By:	Hicks, Muse GP (1999) Partners IV, L.P., its general partner
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HMTF PRIVATE EQUITY FUND IV (1999), L.P.
By:	HM4/GP (1999) Partners, L.P., its general partner
By:	Hicks, Muse GP (1999) Partners IV, L.P., its general partner
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM 4-P (1999) COINVESTORS, L.P.
By:	Hicks, Muse GP (1999) Partners IV, L.P., its general partner
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer

HM 4-EQ (1999) COINVESTORS, L.P.
By:	Hicks, Muse GP (1999) Partners IV, L.P., its general partner
By:	Hicks, Muse (1999) Fund IV, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM FUND IV CAYMAN, LLC
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM GP PARTNERS IV CAYMAN, L.P.
By:	HM Fund IV Cayman, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HM EQUITY FUND IV/GP PARTNERS (1999), C.V.
By:	HM GP Partners IV Cayman, L.P., its general partner
By:	HM Fund IV Cayman, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
HICKS, MUSE PG - IV (1999), C.V.
By:	HM Equity Fund IV/GP Partners (1999), C.V., its general partner
By:	HM GP Partners IV Cayman, L.P., its general partner
By:	HM Fund IV Cayman, LLC, its general partner
By:	/s/ William Neisel
	Name:	William Neisel
	Title:	Treasurer
EDWARD HERRING
/s/ EDWARD HERRING
JOHN R. MUSE
/s/ JOHN R. MUSE
ANDREW S. ROSEN
/s/ ANDREW S. ROSEN

EXHIBIT INDEX

Exhibit No.

1

Joint Filing Agreement, dated February 14, 2011, by and among Hicks Muse Fund III Incorporated; Hicks Muse GP Partners III, L.P.; HM3/GP Partners, L.P.; Hicks, Muse, Tate & Furst Equity Fund III, L.P.; HM3 Coinvestors, L.P.; Hicks, Muse (1999) Fund IV, LLC; Hicks, Muse GP (1999) Partners IV, L.P.; HM4/GP (1999) Partners, L.P.; HMTF Equity Fund IV (1999), L.P.; HMTF Private Equity Fund IV (1999), L.P.; HM 4-P (1999) Coinvestors, L.P.; HM 4-EQ (1999) Coinvestors, L.P.; HM Fund IV Cayman, LLC; HM GP Partners IV Cayman, L.P.; HM Equity Fund IV/GP Partners (1999), C.V.; Hicks, Muse PG - IV (1999), C.V., Edward Herring, John R. Muse and Andrew S. Rosen.