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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 Supplements filed February 12,
1999, October 21, 1998 and September 18, 1998, which supplement 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 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 March 8, 1999.
NUMBER OF
PREFERRED
ADDITIONAL SELLING HOLDER SECURITIES
------------------------- ----------
JEFFERIES & COMPANY, INC....................... 70,000
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 March 9, 1999.
