FORM 8-K

                       CURRENT REPORT

             Pursuant to Section 13 or 15(d) of
             the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported):
                      December 9, 2004


                       BORGWARNER INC.
   (Exact name of registrant as specified in its charter)


           Delaware              1-12162
                                                    13-3404508
     (State of Incorporation)(Commission File No.)  (IRS
     Employer                          Identification No.)

               5435 Corporate Drive, Suite 150
                       Troy, MI 48098
          (Address of principal executive offices)

    Registrant's telephone number, including area code:
                       (248) 373-5550

     [ ]   Written communications pursuant to Rule 425
           under the Securities Act (17 CFR 230.425)
     [ ]   Soliciting material pursuant to Rule 14a-12
           under the Exchange Act (17 CFR 240.14a-12)
     [ ]   Pre-commencement communications pursuant to Rule
           14d-2(b) under the Exchange Act (17 CFR
           240.14d-2[b])
     [ ]   Pre-commencement communications pursuant to Rule
           13e-4[c] under the Exchange Act (17 CFR
           240.13e-4[c])




     Item 8.01 Other Events

           On December 9, 2004, BorgWarner Germany GmbH
     ("BorgWarner Germany"), a wholly owned German
     subsidiary of BorgWarner Inc. ("BorgWarner"),
     published in the German language the offer document
     for its tender offer in Germany (the "Tender Offer")
     to acquire, for Euro 67.50 per share, all of the
     shares of outstanding stock of Beru AG, a German
     publicly traded company ("Beru"), that it did not
     already previously agree to purchase pursuant to the
     Sale and Purchase Agreement, dated October 30, 2004,
     by and between CEP BE 00 Beteiligungs GmbH, Frau
     Ingelore Ruprecht, Wolfram Birkel, Elsa Birkel,
     Annegret Birkel, Christoph Birkel, Catharina Birkel,
     Klosterfeld Beteiligungen GmbH + Co. KG, Meier-Birkel
     GmbH & Co. KG and BorgWarner Germany.

           The Tender Offer will not be made directly or
     indirectly in or into the United States, or by use of
     the mails of, or by any means or instrumentality
     (including, without limitation, the mail, facsimile
     transmission, telex or telephone) of interstate or
     foreign commerce or any facilities of any national
     securities exchange of the United States.  The Tender
     Offer will not, and should not, be accepted by any
     such use, means, instrumentality or facility involving
     or from within the United States, and United States
     persons will not have the Tender Offer available to
     them, directly or indirectly, within the United
     States.
     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/ Vincent M. Lichtenberger

     --------------------------------------------
                         Vincent M. Lichtenberger
                         Assistant Secretary


     Dated: December 9, 2004