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January 31, 2009
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Washington, D.C. 20549 
Proxy Statement Pursuant to Section 14(a) of the
 Exchange Act of 1934 (Amendment No.     )
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   Preliminary Proxy Statement
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   Definitive Proxy Statement
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   Soliciting Material Pursuant to §240.14a-12
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Important Notice Regarding The Availability of Proxy Materials for the Shareholder Meeting to be held on 04/30/08.
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet.  We encourage you to access and review all of the important information contained in the proxy materials before voting.
The following materials are available for view:
Notice and Proxy Statement and Summary Annual Report
To view this material, have the 12-digit Control #'(s) available and visit:
If you want to receive a paper or e-mail copy of the above listed documents you must request one.  There is no charge to you for requesting a copy.  To facilitate timely delivery please make the request as instructed below on or before 04/17/08.
To request material: Internet:  Telephone: 1-800-579-1639  **E-mail:
**If requesting material by e-mail please send a blank e-mail with the 12 Digit Control# (located on the following page) in the subject line.
Requests, instruction and other inquiries will NOT be forwarded to your investment advisor.
51 Mercedes Way
Edgewood, NY 11717
Vote in Person
Should you choose to vote these shares in person at the meeting you must request a "legal proxy".  To request a legal proxy please follow the instructions at or request a paper copy of the material.  Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting.  Please check the meeting materials for any special requirements for meeting attendance.
Vote by Internet
To vote now by Internet, go to WWW.PROXYVOTE.COM. Please refer to the proposals ad follow the instructions.

BorgWarner Inc. will hold its Annual Meeting of Stockholders at the Company’s headquarters located at 3850 Hamlin Road, Auburn Hills, Michigan, 48326, on April 30, 2008, at 9:00 a.m., local time, for the following purposes:
To elect the nominees for Class III Directors to serve for the next three years;
To vote upon a proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to increase the authorized common stock of the Company from 150,000,000 shares to 390,000,000 shares; 
To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for 2008;
To transact such other business as may properly come before the meeting or any adjournment or postponement thereof.
Only stockholders of record at the close of business on March 3, 2008 are entitled to vote at the meeting or any adjournment or postponement thereof.
The Board of Directors recommend, a vote "FOR" Proposals 1, 2 and 3.

VOTING items
The Board of Directors recommends a vote FOR each of Proposals 1, 2 and 3.
1.    Election of Directors
      01) Robin J. Adams (2011)
      02) David T. Brown (2011)
2.  To approve the Amendment to the Company's Restated Certificate of Incorporation to increase the authorized common stock of the Company from 150,000,000 shares to
3.  To ratify the appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Company for 2008.
Note: To transact such other business as may properly come before the meeting or any adjournment or postponement thereof.

Voting Instructions
If your securities are held by a broker who is a member of the New York Stock Exchange (NYSE), the rules of the NYSE will guide the voting procedures.  These rules provide that if instructions are not received from you prior to the issuance of the first vote, the proxy may be given at a discretion of your broker (on the tenth day, if the material was mailed at least 15 days prior to the meeting date.  On the fifteenth day if the proxy material was mailed 25 days or more prior to the meeting date), in order for your broker to exercise this discretionary authority, proxy material would need to have been mailed at least 15 days prior to the meeting date, and the matters(s) before the meeting must be deemed "routine" in nature according to NYSE guidelines.  If these two requirements are met, and you have not communicated to us prior to the first vote being issued, we may vote your securities at our discretion on these matter(s).  We will nevertheless follow your instructions, even if our discretionary vote has already been given, provided your instructions are received prior to the meeting date.