form144.htm

SEC USE ONLY
DOCUMENT SEQUENCE NO.
CUSIP NUMBER
WORK LOCATION
 
UNITED STATES
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
FORM 144
 
 
NOTICE OF PROPOSED SALE OF SECURITIES
 
 
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
 
     
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
 
                               
 
INSTRUCTIONS:
 
         
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
 
Page 2
 
 

 
                               
   
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             
 
INSTRUCTIONS:
 
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
 
 
                         
 
                         
 
 
Page 3
 
 

 
 
REMARKS:
 
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)
 
The notice shall be signed by the persons for whose account the securities are to be sold.
 
 
At least one copy of the notice shall be manually signed.
 
 
Any copies not manually signed shall bear typed or printed signatures.
 
ATTENTION:
Intentional misstatements or omission of facts constitute
Federal Criminal Violations (See 18 U.S.C. 1001)