UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

RULE 13a-16 OR 15D-16 UNDER THE SECURITIES

EXCHANGE ACT OF 1934

For the month of June 2007

FIAT S.p.A.

(Translation of Registrant’s name into English)

Via Nizza 250

Torino, Italy 10126

(Address of principal executive office)

(Indicate by check mark whether the registrant files or will file

annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F [X] Form 40-F [ ]

(Indicate by check mark whether the registrant by

furnishing the information contained in the form

is also thereby furnishing the information to the

Commission pursuant to Rule 12g3-2(b) under the

Securities Exchange Act of 1934.)

Yes [ ] No [X]

TABLE OF CONTENTS

Standard & Poor’s raises its rating on Fiat and CNH

SIGNATURES

Standard & Poor’s raises its rating on Fiat and CNH

Standard & Poor’s Ratings Services communicated today that it has raised its rating on Fiat’s and CNH’s long-term debt from “BB” to “BB+”. For both companies the outlook is positive.

Turin, May 31, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: June 1, 2007

	FIAT S.p.A.

	BY: /s/ Fabio Spirito
	_____________________________

	Fabio Spirito

	Power of Attorney

FIAT S P A 6-K