8-K

                           FORM 8-K

                       CURRENT REPORT

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

              Date of Report:   January 5, 2005
              (Date of earliest event reported)


                       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 2.01 Completion of Acquisition or Disposition of
     Assets.

           On January 4, 2005, BorgWarner Germany GmbH
     ("BorgWarner Germany"), a wholly owned German
     subsidiary of BorgWarner Inc. ("BorgWarner"), acquired
     from CEP BE 00 Beteiligungs GmbH, Frau Ingelore
     Ruprecht, Wolfram Birkel, Elsa Birkel, Annegret
     Birkel, Christoph Birkel, Catharina Birkel,
     Klosterfeld Beteiligungen GmbH + Co. KG and
     Meier-Birkel GmbH & Co. KG an aggregate of 6,221,170
     shares or 62.21% of the outstanding shares of common
     stock of Beru AG, a German publicly-traded company
     ("Beru"), for Euro 59 per share (or an aggregate
     purchase price of approximately Euro 367 million).
     Such acquisition was made pursuant to the Sale and
     Purchase Agreement dated October 30, 2004, a copy of
     which was filed as Exhibit 2.1 to the Current Report
     on Form 8-K filed on November 4, 2004 and is
     incorporated herein by reference.  The press release
     issued by BorgWarner on January 4, 2005 announcing the
     completion of the acquisition is filed herewith as
     Exhibit 99.1, and is incorporated herein in its
     entirety by reference.

     Item 9.01 Financial Statements and Exhibits

           [a]    Financial Statements

           Financial statements of the business acquired
     along with any required pro forma financial
     information will be filed by amendment to this Current
     Report on Form 8-K not later than 71 calendar days
     after the date of the filing of this current report.

           [b]    Pro Forma Financial Information

           See Paragraph (a) above.

           [c] Exhibits

           99.1 Press Release dated January 4, 2005,
     announcing the completion of the acquisition of a
     majority stake in Beru.


     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: January 5, 2005

EX-99

Immediate Release
   Contact: Mary Brevard, 248-373-2406
   A&B FD (PR for BorgWarner):

   Ivo Lingnau, +49 (0)69 92037 133

   BORGWARNER BUYS MAJORITY STAKE IN BERU AG
   FOR EURO 367 MILLION;
   DEAL EXPANDS BORGWARNER'S ENGINE TECHNOLOGY

   IN RAPIDLY GROWING DIESEL MARKET AND
   ELECTRONICS

   Auburn Hills, Michigan, January 4, 2005
   BorgWarner Inc. (NYSE: BWA) announced today
   that, through one of its wholly-owned German
   subsidiaries, it has completed the purchase
   of approximately 62% of the outstanding
   shares of German-based Beru AG from its
   major shareholders, The Carlyle Group and a
   group of family shareholders. The purchase
   was a cash transaction at a price of E59 per
   share or E367 million (approximately US $490
   million at current exchange rate of 1.335).
   Of the E367 million in financing, E240
   million was borrowed locally and the
   remainder was funded by available cash
   balances.

   "We are excited to team up with Beru, a
   technology leader much like BorgWarner,"
   said Timothy M. Manganello, Chairman and CEO
   of BorgWarner. " Having a majority ownership
   in Beru gives us additional access to the
   fast-growing diesel market and enhances our
   sensor and engine electronics expertise. In
   addition,Beru's technology and product
   expertise complements and strengthens our
   market presence with global automakers. Beru
   produces excellent products, has an
   expanding business in one of the fastest
   growing sectors of the automotive market,
   and has a strong and well-respected senior
   management team. We intend to maintain Beru
   as a stand-alone business of BorgWarner
   within our Engine Group and do not
   anticipate employment changes as a result of
   this transaction."

   The transaction is expected to be accretive
   to earnings beginning in 2005. Beru results
   will be consolidated within the BorgWarner
   Engine Group beginning in the first quarter
   of 2005.

   Headquartered in Ludwigsburg, Germany, Beru
   AG is a leading global automotive supplier
   and manufacturer of diesel cold starting
   technology (glow plugs and instant starting
   systems); gasoline ignition technology
   (spark plugs and ignition coils); and
   electronic and sensor technology (tire
   pressure sensors, diesel cabin heaters and
   selected sensors.) Beru's major customers
   include, among others, BMW, DCX, GM/Fiat,
   VW/ Audi, Ford, Porsche, PSA, Renault,
   Isuzu, Siemens VDO, Valeo, Deutz, and MAN.
   Beru employs approximately 2,700 employees.
   On a trailing twelve-month basis ending
   September 30, 2004, Beru's net income was
   E36.8 million excluding exceptional items on
   sales of E379.9 million.


   BorgWarner Inc. (NYSE: BWA) is a product
   leader in highly engineered
   components and systems for vehicle
   powertrain applications worldwide. The
   company operates manufacturing and technical
   facilities in 43 locations in 14 countries.
   Customers include Ford, DaimlerChrysler,
   General Motors, Toyota, Honda, Hyundai/Kia,
   Caterpillar, Navistar International,
   Renault/Nissan, Peugeot and VW/Audi.

   Additional Information
   BorgWarner Germany GmbH, a wholly-owned
   subsidiary of BorgWarner Inc. (the
   "Company"), has commenced, in accordance
   with German law, a public tender offer (the
   "Tender Offer") for all of Beru AG's
   remaining outstanding stock. This Tender
   Offer is not being 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. Accordingly, information regarding
   the Tender Offer is not meant for
   publication or distribution in or into the
   United States nor does it represent an
   extension of a tender offer into the United
   States. This communication is for
   information purposes only. It shall not
   constitute an offer to purchase, sell or
   exchange or the solicitation of an offer to
   purchase, sell or exchange any securities of
   Beru. The distribution of this news release
   may, in some countries, be restricted by law
   or regulation. Accordingly, persons who come
   into possession of this document should
   inform themselves of and observe these
   restrictions.

   Forward-Looking Statements Statements
   contained in this news release may contain
   forward-looking statements as contemplated
   by the 1995 Private Securities Litigation
   Reform Act that are based on management's
   current expectations, estimates and
   projections. Words such as "expects,"
   "anticipates," "intends," "plans,"
   "believes," "estimates," variations of such
   words and similar expressions are intended
   to identify such forward-looking statements.
   Forward-looking statements are subject to
   risks and uncertainties, many of which are
   difficult to predict and generally beyond
   the control of the Company, that could cause
   actual results to differ materially from
   those expressed, projected or implied in or
   by the forward-looking statements. Such
   risks and uncertainties include:
   fluctuations in domestic or foreign
   automotive production, the continued use of
   outside suppliers by original equipment
   manufacturers, fluctuations in demand for
   vehicles containing the Company's products,
   general economic conditions, as well as
   other risks detailed in the Company's
   filings with the Securities and Exchange
   Commission, including the Cautionary
   Statements filed as Exhibit 99.1 to the Form
   10-K for the fiscal year ended December 31,
   2003. The Company does not undertake any
   obligation to update any forward-looking
   statement.
   ###