Prospectus Supplement filed under Rule 424(b)(3)
Registration No. 333-53853
Prospectus Supplement
This Prospectus Supplement supplements the information
regarding Selling Shareholders found in the Prospectus Supplement
filed September 18, 1998, which supplements the Prospectus dated
July 9, 1998 relating to the offer for resale of $11,500,000 in
aggregate liquidation preference of 7% Trust Convertible
Preferred Securities (the "Convertible Preferred Securities"),
liquidation amount $50 per Convertible Preferred Security. The
Convertible Preferred Securities represent undivided beneficial
interests in the assets of Federal-Mogul Financing Trust, a
statutory business trust created under the laws of the State of
Delaware and the shares of Common Stock, without par value of
Federal-Mogul Corporation, a Michigan corporation, issuable upon
conversion of the Convertible Preferred Securities. Capitalized
terms herein are used as defined in such prospectus.
Additional Selling Shareholders (believed to be transferors
of Selling Shareholders listed in the table found in the
Prospectus Supplement filed September 18, 1998, listing Selling
Shareholders as of June 15, 1998) have contacted the Company
since the date thereof with the following information relating to
Convertible Preferred Securities held as of October 20, 1998:
Number of
Preferred
Additional Selling Holder Securities
------------------------- ----------
Julius Baer Securities............................. 2,400
Engineers Joint Pension Fund....................... 4,300
Janus Aspen Growth and Income...................... 300
Janus Growth and Income............................ 184,100
Putnam Convertible Income-Growth Trust............. 80,850
Putnam Balanced Retirement Fund ................... 4,800
Putnam Funds Trust -- Putnam High Yield
Total Return Fund................................ 950
None of such Selling Holders has, or within the past three
years has had, any position, office or other material
relationship with the Trust or the Company or any of their
predecessors or affiliates. Because the Selling Holders may,
pursuant to this Prospectus, offer all or some portion of the
Convertible Preferred Securities, the Convertible Subordinated
Debentures or the Federal-Mogul Common Stock issuable upon
conversion of the Convertible Preferred Securities, no estimate
can be given as to the amount of the Convertible Preferred
Securities, the Convertible Subordinated Debentures or the
Federal-Mogul Common Stock issuable upon conversion of the
Convertible Preferred Securities that will be held by the Selling
Holders upon termination of any such sales. In addition, the
Selling Holders identified above may have sold, transferred or
otherwise disposed of all or a portion of their Convertible
Preferred Securities, since the date on which they provided the
information regarding their Convertible Preferred Securities, in
transactions exempt from the registration requirements of the
Securities Act.
See "Plan of Distribution."
The date of this Prospectus Supplement is October 21, 1998.
