BORGWARNER INC — Director's Dealing 2012

May 3, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: BORGWARNER INC (BWA)
CIK: 0000908255
Period of Report: 2012-05-01

Reporting Person: McGill Thomas J. (VP and Treasurer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10873.0000	Direct
Common Stock	1158.8649	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock option	$34.9450	2017-02-06	Common Stock (2500.0000)		Direct

Footnotes

F1: The listed securities were currently exercisable.