SEC
USE ONLY
|
DOCUMENT
SEQUENCE NO.
|
CUSIP
NUMBER
|
WORK
LOCATION
|
ATTENTION:
|
Transmit
for filing 3 copies of this form concurrently with either placing
an order
with a broker to execute sale or executing a sale directly with a
market
maker.
|
1(a)
|
Name
of Issuer
|
(b)
|
IRS
Ident. No.
|
(c)
|
S.E.C.
File No.
|
||
BorgWarner
Inc.
|
13-3404508
|
1-12161
|
|||||
(d)
|
Address
of Issuer
|
(e)
|
Telephone
|
||||
3850
Hamlin Rd.
|
Auburn
Hills, MI 48326
|
(248)
754-9200
|
|||||
(Street)
|
(City)
(State) (Zip Code)
|
(Area
Code) (Number)
|
|||||
2(a)
|
Name
of Person For Whose Account the
Securities
are to be Sold
|
(b)
|
IRS
Ident. No.
|
(c)
|
Relationship
to Issuer
|
||
Bernd
Matthes
|
Officer
|
||||||
(d)
|
Address
|
||||||
3715
Durham Ct.
|
Bloomfield
Hills, MI 48302
|
||||||
(Street)
|
(City)
(State) (Zip Code)
|
INSTRUCTION:
|
The
person filing this notice should contact the issuer to obtain the
I.R.S.
Identification Number and the S.E.C. File
Number
|
3(a)
Title
of the
Class
of
Securities
to
be
Sold
|
(b)
Name
and Address
of
Each Broker
Through
Whom the
Securities
Are to be
Offered
or Each
Market
Maker Who
is
Acquiring the Securities
|
SEC
USE
ONLY
Broker-Dealer
File
Number
|
(c)
Number
of
Shares
or Other
Units
to be Sold(See Instr. 3(c))
|
(d)
Aggregate
Market
Value(See Instr. 3(d))
|
(e)
Number
of
Shares
or Other
Units
Outstanding(See Instr. 3(e))
|
(f)
Approximate
Date
of Sale
(Mo/Day/Yr)(See
Instr. 3(f))
|
(g)
Name
of Each
Securities
Exchange(See
Instr. 3(g))
|
||||||||
COMMON
STOCK
|
BNY
Brokerage Inc.
1633
Broadway, 48th Floor
New
York, NY 10019
|
4,320
|
$363,614.40
|
58,027,699
|
6/19/2007
|
NYSE
|
|||||||||
COMMON STOCK | BNY
Brokerage Inc.
1633
Broadway, 48th Floor
New
York, NY 10019
|
3,420 | $287,861.40 | 58,027,699 | 6/19/2007 | NYSE | |||||||||
1.
|
(a)
|
Name
of issuer
|
||
(b)
|
Issuer’s
I.R.S. Identification Number
|
|||
(c)
|
Issuer’s
S.E.C. file number, if any
|
|||
(d)
|
Issuer’s
address, including zip code
|
|||
(e)
|
Issuer’s
telephone number, including area code
|
|||
2.
|
(a)
|
Name
of person for whose account the securities are to be
sold
|
||
(b)
|
Such
person’s I.R.S. Identification number, if such person is an
entity
|
|||
(c)
|
Such
person’s relationship to the issuer (e.g., officer, director, 10%
stockholder, or member of immediate family of any of the
foregoing)
|
|||
(d)
|
Such
person’s address, including zip code
|
|||
3.
|
(a)
|
Title
of the class of securities to be sold
|
||
(b)
|
Name
and Address of each broker through whom the securities are intended
to be
sold
|
|||
(c)
|
Number
of shares or other units to be sold (if debt securities, give the
aggregate face amount)
|
|||
(d)
|
Aggregate
market value of the securities to be sold as of a specified date
within 10
days prior to the filing of this notice
|
|||
(e)
|
Number
of shares or other units of the class outstanding, or if debt securities
the face amount thereof outstanding, as shown by the most recent
report or
statement published by the issuer
|
|||
(f)
|
Approximate
date on which the securities are to be sold
|
|||
(g)
|
Name
of each securities exchange, if any, on which the securities are
intended
to be sold
|
TABLE
I — SECURITIES TO BE SOLDFurnish the following information
with respect to the acquisition of the securities to be
sold
and
with respect to the payment of all or any part of the purchase price
or
other consideration therefor:
|
|||||||||||||||
Title
of the Class
|
Date
You
Acquired
|
Nature
of Acquisition
Transaction
|
Name
of Person from
Whom
Acquired(if gift, also give
date
donor acquired)
|
Amount
of
Securities
Acquired
|
Date
of
Payment
|
Nature
of
Payment
|
|||||||||
COMMON
|
07/23/03
|
Stock
Option Grant received under the BorgWarner Inc. 1993 Stock Incentive
Plan,
as amended.
|
BORGWARNER
INC.
|
4,320
|
|||||||||||
COMMON | 7/28/04 |
Stock
Option Grant received under the BorgWarner Inc. 2004 Stock Incentive
Plan,
as amended.
|
BORGWARNER INC. | 3,420 |
If
the securities were purchased and full payment therefor was not made
in
cash at the time of purchase, explain in the table or in a note thereto
the nature of the consideration given. If the consideration consisted
of
any note or other obligation, or if payment was made in installments
describe the arrangement and state when the note or other obligation
was
discharged in full or the last installment
paid.
|
TABLE
II — SECURITIES SOLD DURING THE PAST 3 MONTHSFurnish the
following information as to all securities of the issuer
sold
during
the past 3 months by the person for whose account the securities
are to be
sold.
|
||||||||||||
Name
and Address of Seller
|
Title
of Securities Sold
|
Date
of Sale
|
Amount
of Securities Sold
|
Gross
Proceeds
|
||||||||
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
||||||||
INSTRUCTIONS:See
the definition of “person” in
paragraph (a) of Rule 144. Information is to be given not only as
to the
person for whose account the securities are to be sold but also as
to all
other persons included in that definition. In addition, information
shall
be given as to sales by all persons whose sales are required by paragraph
(e) of Rule 144 to be aggregated with sales for the account of the
person
filing this notice.
|
ATTENTION:The
person for whose account the
securities to which this notice relates are to be sold hereby represents
by signing this notice that he does not know any material adverse
information in regard to the current and prospective operations of
the
issuer of the securities to be sold which has not been publicly
disclosed.
|
|
June
19, 2007
|
/s/
Bernd Matthes
|
|
DATE
OF NOTICE
|
(SIGNATURE)
|
ATTENTION:
Intentional
misstatements or omission of facts constitute
Federal
Criminal Violations (See 18 U.S.C.
1001)
|