BORGWARNER INC — Director's Dealing 2013

Feb 14, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BORGWARNER INC (BWA)
CIK: 0000908255
Period of Report: 2013-02-12

Reporting Person: McAdams Janice K (VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-12	Common Stock	A	11420.0000	$0.0000	Acquired	43493.5492	Direct
2013-02-12	Common Stock	A	2475.0000	$0.0000	Acquired	45968.5492	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1397.7107	Indirect

Footnotes

F1: Each performance share represented a contingent right to receive a share of BorgWarner common stock based upon the achievement of specified performance criteria.

F2: The shares will vest 50% on the second anniversary of the grant date and 100% on the third anniversary of the grant date.