July 6, 2004

Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549

Gentlemen:

I have acted as counsel to BorgWarner Inc. (the "Company") in connection with
its Registration Statements on Form S-8 (the "Registration Statement") relating
to 150,000 shares of the Company's common stock, par value $.01 per share
("Common Stock"), to be issued under the BorgWarner Diversified Transmission
Products Inc., Muncie Plant Local 287 Retirement Investment Plan(the "Plan").
In the course thereof, I or attorneys acting under my supervision and control
have reviewed such documents and have made such investigation of law as I have
deemed appropriate as a basis for the opinions expressed below.

Based on the foregoing and subject to the qualifications set forth herein, I am
of the opinion that:

1.   All necessary corporate action with respect to the authorization of the
shares of Common Stock under the Plans has been taken by the Company.

2.   Such shares of Common Stock, when issued under the Plan, will be legally
issued, fully paid and non-assessable.

3.   Under the laws of the State of Delaware and the laws of the State of
Illinois, the jurisdiction where the Company's principal executive offices are
located, no holder of shares of Common Stock issued under the Plan is or will be
subject to personal liability by reason of being such a holder.

I express no opinion as to, or the effect of applicability of, any laws other
than the laws of the State of Illinois, the General Corporation Law of Delaware
and the federal laws of the United States.  This opinion is limited to the
specific issues addressed and is limited in all respects to laws and facts
existing on the date hereof.

I hereby consent to the filing of a copy of this opinion as an exhibit to the
Registration Statements and to the use of my name therein.

Yours sincerely,

/s/ Laurene H. Horiszny
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Laurene H. Horiszny