UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2003 BORGWARNER INC. (Exact name of registrant as specified in its charter) Delaware 1-12162 13-3405408 (State or other jurisdiction of incorporation (Commission File Number) (IRS Employer Identification No.) 200 South Michigan Avenue, Chicago, Illinois 60604 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 322-8500 Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit No. Description ------------ ------------- 99.1 Reconciliation of EBITDA with most directly comparable GAAP measures. Item 9. Regulation FD Disclosure (Item 12, Results of Operations and Financial Condition) The following information is being furnished under Item 12 of Form 8-K "Results of Operations and Financial Condition" and is included under this Item 9 in accordance with SEC Release No. 33-8216 (March 27, 2003). On April 22, 2003, BorgWarner Inc. ("BorgWarner") issued a press release announcing its first quarter 2003 earnings, and filed a Current Report on Form 8-K with such press release attached as Exhibit 99.1. In the Consolidated Statements of Operations (unaudited) which were attached to such press release, BorgWarner presented EBITDA as a performance measure, which is a non-GAAP measure, as defined in Regulation G . Attached as Exhibit 99.1 to this Form 8-K/A is a reconciliation of those non-GAAP measures as previously disclosed with the most directly comparable GAAP measures. 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, hereunto duly authorized. BORGWARNER INC. By: /s/ William C. Cline -------------------------- William C. Cline Vice President and Controller Date: July 1, 2003 EXHIBIT INDEX Exhibit No. Description 99.1 Reconciliation of EBITDA with most directly comparable GAAP measures.