<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED 1996 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
COMMISSION FILE NUMBER 333-12939
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
Borg-Warner Automotive Air/Fluid Systems Corporation Retirement Savings
Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
Borg-Warner Automotive, Inc.
200 South Michigan Avenue
Chicago, Illinois 60604
REQUIRED INFORMATION
ITEM 4.
Financial Statements for the Years Ended December 31, 1996 and 1995 and
Supplemental Schedule as of December 31, 1996 and Independent Auditors' Report
<PAGE> 2
BORG-WARNER AUTOMOTIVE
AIR/FLUID SYSTEMS
CORPORATION RETIREMENT
SAVINGS PLAN
Financial Statements as of
December 31, 1996 and 1995 and
for the Year Ended December 31, 1996
and Supplemental Schedule as of
December 31, 1996 and
Independent Auditors' Report
<PAGE> 3
BORG-WARNER AUTOMOTIVE AIR/FLUID SYSTEMS CORPORATION RETIREMENT SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAGE
<S> <C>
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits,
December 31, 1996 and 1995 2
Statement of Changes in Net Assets Available for Benefits,
Year Ended December 31, 1996 3
Notes to Financial Statements,
Years Ended December 31, 1996 and 1995 4-11
SUPPLEMENTAL SCHEDULE:
Item 27a - Schedule of Assets Held for Investment Purposes, December 31, 1996 12
</TABLE>
(Supplemental schedules not listed are omitted due to the absence of conditions
under which they are required.)
<PAGE> 4
INDEPENDENT AUDITORS' REPORT
Borg-Warner Automotive Air/Fluid Systems Corporation
Retirement Savings Plan:
We have audited the accompanying statements of net assets available for
benefits of the Borg-Warner Automotive Air/Fluid Systems Corporation Retirement
Savings Plan as of December 31, 1996 and 1995, and the related statement of
changes in net assets available for benefits for the year ended December 31,
1996. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the Plan's financial statements referred to above present
fairly, in all material respects, the net assets available for benefits as of
December 31, 1996 and 1995, and the changes in net assets available for
benefits for the year ended December 31, 1996 in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
financial statements taken as a whole. The supplemental schedule of assets
held for investment purposes as of December 31, 1996 is presented for the
purpose of additional analysis and is not a required part of the basic
financial statements but is supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedule
has been subjected to the auditing procedures applied in the audit of the basic
1996 financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
June 16, 1997
<PAGE> 5
BORG-WARNER AIR/FLUID SYSTEMS CORPORATION
RETIREMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
(IN THOUSANDS)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
ASSETS 1996 1995
<S> <C> <C>
INVESTMENT IN MASTER TRUST $12,908 $5,908
CONTRIBUTIONS RECEIVABLE 139
OTHER RECEIVABLE 188
------- -------
NET ASSETS AVAILABLE FOR BENEFITS $13,235 $5,908
======= =======
</TABLE>
See notes to financial statements.
- 2 -
<PAGE> 6
BORG-WARNER AIR/FLUID SYSTEMS CORPORATION
RETIREMENT SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1996
(IN THOUSANDS)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
ADDITIONS TO NET ASSETS:
Investment income from Master Trust (Note 4):
Net appreciation in carrying value of investments $ 403
Interest income 4
Dividend income 635
-------
Total investment income 1,042
Transfers from other Borg-Warner Automotive, Inc. Plans 3,455
Contributions from participants (Note 1) 2,091
Contributions from the Company (Note 1) 1,090
-------
Total additions 7,678
DEDUCTIONS FROM NET ASSETS:
Participants' withdrawals 337
Miscellaneous expense 14
-------
Total deductions 351
-------
NET INCREASE 7,327
NET ASSETS AVAILABLE FOR BENEFITS - Beginning of year 5,908
-------
NET ASSETS AVAILABLE FOR BENEFITS - End of year $13,235
=======
</TABLE>
See notes to financial statements.
- 3 -
<PAGE> 7
BORG-WARNER AIR/FLUID SYSTEMS CORPORATION
RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 AND 1995
1. DESCRIPTION OF PLAN
The following description of the Borg-Warner Air/Fluid Systems Corporation
Retirement Savings Plan (the "Plan") provides only general information.
Participants should refer to the Plan document for a more complete
description of the Plan's provisions.
GENERAL - Effective June 17, 1996, the Borg-Warner Retirement Savings Plan,
Dixon Plant (the "Dixon Plan") was renamed as the "Borg-Warner Automotive
Air/Fluid Systems Corporation Retirement Savings Plan. Also on this date,
the Borg-Warner Retirement Savings Plan, Blytheville Plant (the "Blytheville
Plan") was merged into the Plan, and three other plants of the Borg-Warner
Automotive Air/Fluid Systems Corporation, Longview, Texas, Sallisaw,
Oklahoma, and Water Valley, Mississippi, adopted the Plan. The Plan is a
participating plan under the Borg-Warner Automotive, Inc. Retirement Savings
Master Trust (the "Master Trust"). The Plan is sponsored by the Borg-Warner
Automotive Air/Fluid Systems Corporation (the "Company"), a wholly owned
subsidiary of Borg-Warner Automotive, Inc. (the "Corporation").
The Plan was established as a defined contribution plan under Section 401(a)
of the Internal Revenue Code, designed to provide eligible employees of the
Company with systematic savings and tax-advantaged long-term savings for
retirement. The Company has assigned the Retirement Savings Plan Committee
(the "Committee") to oversee the Plan. The Committee has appointed Putnam
Investor Services, Inc. and Putnam Fiduciary Trust to perform the
administrative, investment, and trustee services for the Plan and the Master
Trust. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA").
ELIGIBILITY - Hourly employees of the Company become participants in the
Plan after they have been employed for at least six consecutive months,
provided the plant that employs the employee has adopted the plan. Any
employee of the Company who was a participant under the Dixon Plan or the
Blytheville Plan on June 16, 1996 is automatically a participant in the Plan
on June 17, 1996.
PARTICIPANT'S ACCOUNTS - The participant's accounts consist of the
following:
Company Retirement Account - The Company makes contributions as a percentage
of a participant's compensation, based on years of vested service and age to
this account on behalf of each eligible participant. No employee
contributions are made to this account.
Employee Retirement Account - Participants may voluntarily contribute from
one to three percent of their compensation to this account. The Company
makes contributions equal to 100 percent of participant contributions to
this account.
Savings Account - Participants may voluntarily contribute from one to ten
percent of their compensation to this account. No Company contributions are
made to this account.
- 4 -
<PAGE> 8
Retiree Health Account - Participants may voluntarily contribute from one to
three percent of their compensation to this account. The Company makes
contributions equal to 100 percent of participant contributions to this
account, up to $400 per year.
MASTER TRUST - Participants may elect to invest their Company Retirement
Account, Employee Retirement Account, Savings Account and Retiree Health
Account in one or more of the funds of the Master Trust maintained by Putnam
Fiduciary Trust, other than the pending account and Loan Fund which are not
fund elections available to participants. The funds of the Master Trust are
as follows:
Investment Contracts Fund - Invests in investment contracts with either
highly rated insurance companies or major banks and also in short-term
investments which provide liquidity.
Putnam Voyager Fund - Invests a significant portion of its assets in
securities of smaller and newer issuers. The fund may borrow money to
purchase additional portfolio securities. The fund also trades securities
for short-term profits.
Putnam S&P 500 Index Fund - Invests primarily in publicly traded common
stocks either directly or through collective investment trusts having a
similar investment objective. A small portion of the fund's assets is
invested in high-quality money market instruments and financial futures
contracts.
The George Putnam Fund of Boston - Invests in a well-diversified
portfolio of stocks and bonds.
Borg-Warner Automotive, Inc. Stock Fund - Invests in the common stock of
Borg-Warner Automotive, Inc.
Putnam Income Fund - Invests primarily in quality corporate and government
bonds that pay a rate of interest in regularly scheduled payments. The fund
became an eligible investment option of the Master Trust effective October
1, 1995.
Loan Fund - Invests in Plan participant loans. Participant borrowings
increase the fund balance and principal repayments decrease the fund balance
with proceeds reinvested in participant-directed fund investment elections.
The Loan Fund does not share in the dividends, earnings, and gains of the
Master Trust.
Pending Account - Represents (1) forfeitures of nonvested account balances
until applied against future Company contributions, and (2) proceeds from
the sale of assets prior to distribution to the newly elected investment
fund.
- 5 -
<PAGE> 9
Participant interests in each of the funds are accounted for in units of
value. The following is a summary by fund of the number of units and net
asset value per unit:
<TABLE>
<CAPTION> DECEMBER 31, 1996
NUMBER NET ASSET
OF VALUE
UNITS PER UNIT
<S> <C> <C>
Investment Contracts Fund 2,888,813 $ 1.00
Putnam Voyager Fund 213,592 16.27
Putnam S&P 500 Index Fund 81,588 17.01
The George Putnam Fund of Boston 201,278 16.42
Borg-Warner Automotive, Inc. Stock Fund 35,508 38.50
Putnam Income Fund 46,558 7.01
</TABLE>
Contributions to, and earnings of, each fund are invested in appropriate
holdings on a timely basis. All purchases of Borg-Warner Automotive, Inc.
stock are made on the open market.
VESTING - Fund assets attributable to voluntary participant contributions
are fully vested at all times. Fund assets attributable to Company
contributions vest 100 percent upon completion of five years of vested
service or upon permanent disability, death or attaining age 65 provided,
however, the participant is employed by the Company on that date.
WITHDRAWALS - While a participant is actively employed, no withdrawals may
be made from either the Company Retirement Account, the Employee Retirement
Account, or the Retiree Health Account. Withdrawals may be made from the
Savings Account at the participant's option subject to certain limitations.
Upon termination of employment, participants may elect an immediate or
future distribution of the participants' vested account balances as
permitted by the Plan subject to ERISA regulations.
LOANS - Participants may borrow up to 50 percent of their Savings Account
balance with a minimum of $500 and a maximum of $50,000 limited to a single
loan outstanding at any time. Loan terms range from six months to five
years, with interest charged at the rate established by the Trustee for
similar loans on the origination date. No loans are permitted from the
Company Retirement Account, the Employee Retirement Account, or the Retiree
Health Account.
PRIORITIES UPON TERMINATION - Although the Company has not expressed any
intent to discontinue the Plan, it has the right to do so at any time,
subject to the provisions set forth in ERISA. In the event of termination,
the interests of the affected participants shall become fully vested. The
Plan assets then remaining shall be used to pay administrative expenses and
benefits equal to the balance in the participants' accounts.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
INVESTMENTS - The Investment Contracts Fund of the Master Trust is stated at
cost plus interest earned to date (i.e., contract value) as reported by the
Trustee. The contract value of the Investment Contracts Fund approximates
the fair value. The average yield for the Investment Contracts Fund was 6.2%
and 6.9% for the years ended December 31, 1996 and 1995, respectively. The
Investment Contracts Fund is fully benefit-responsive. Investments in all
other funds are stated at market value as reported by the Trustee. The loans
to participants are valued at cost plus accrued interest, which approximates
fair value.
- 6 -
<PAGE> 10
ESTIMATES - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of net assets
available for benefits as of the date of the financial statements, and the
reported amounts of changes in net assets available for benefits during the
reporting period. Actual results could differ from those estimates.
MISCELLANEOUS EXPENSES - Transfer taxes and brokerage expenses attributable
to the Master Trust assets are charged to the applicable fund. Any other
expenses incurred in respect of Master Trust income or property are charged
to the accounts of the participants, where applicable, or are paid in such
manner as the Company determines.
PAYMENT OF BENEFITS - Benefits are recorded when paid.
3. TAX STATUS
The Plan will file for a determination letter from the Internal Revenue
Service in 1997 to determine the Plan's ongoing compliance with applicable
requirements of the Internal Revenue Code as a result of recent changes made
to the Plan. The Plan, under its previous name (the Dixon Plan), obtained a
determination letter dated April 6, 1995. The Plan's management believes
the Plan is currently designed and is being operated in accordance with the
applicable rules and regulations of the Internal Revenue Code; therefore, no
provision for income taxes has been made in the Plan's financial statements.
4. FUND INFORMATION
Carrying value of investments in the Master Trust of the Merged Plan as of
December 31, 1996 and of the Dixon Plan as of December 31, 1995, as well as
investment income from Master Trust, contributions from participants,
contributions from the Company, and participants' withdrawals of the Plan
are as follows:
<TABLE>
<CAPTION>
DECEMBER 31
1996 1995
Carrying value of Plan investments in Master Trust (in thousands):
<S> <C> <C>
Investment Contracts Fund $ 2,889 * $1,808 *
Putnam Voyager Fund 3,475 * 1,631 *
Putnam S&P 500 Index Fund 1,388 * 340 *
The George Putnam Fund of Boston 3,305 * 1,598 *
Borg-Warner Automotive, Inc. Stock Fund 1,367 * 488 *
Putnam Income Fund 326 10
Pending Account 39
Loan Fund 119 33
---------- --------
Total $12,908 $5,908
========== ========
</TABLE>
*Represents 5% or more of the Plan assets
- 7 -
<PAGE> 11
<TABLE>
<S> <C>
Net appreciation (depreciation) in the carrying value of investments of the Master Trust
for the year ended December 31, 1996 (in thousands):
Putnam Voyager Fund $ (6)
Putnam S&P 500 Index Fund 153
The George Putnam Fund of Boston 93
Borg-Warner Automotive, Inc. Stock Fund 165
Putnam Income Fund (2)
-------
Total $ 403
=======
Interest income from the Master Trust
for the year ended December 31, 1996 (in thousands):
Loan Fund $ 4
-------
Total $ 4
========
Dividend income from the Master Trust
for the year ended December 31, 1996 (in thousands):
Investment Contracts Fund $ 128
Putnam Voyager Fund 218
The George Putnam Fund of Boston 266
Borg-Warner Automotive, Inc. Stock Fund 13
Putnam Income Fund 10
-------
Total $ 635
=======
Contributions from participants
for the year ended December 31, 1996 (in thousands):
Investment Contracts Fund $ 250
Putnam Voyager Fund 545
Putnam S&P 500 Index Fund 471
The George Putnam Fund of Boston 367
Borg-Warner Automotive, Inc. Stock Fund 271
Putnam Income Fund 187
-------
Total $ 2,091
=======
Contributions from the Company
for the year ended December 31, 1996 (in thousands):
Investment Contracts Fund $ 188
Putnam Voyager Fund 276
Putnam S&P 500 Index Fund 135
The George Putnam Fund of Boston 247
Borg-Warner Automotive, Inc. Stock Fund 135
Putnam Income Fund 68
Pending Account 41
-------
Total $ 1,090
=======
</TABLE>
- 8 -
<PAGE> 12
<TABLE>
<S> <C>
Participants' withdrawals
for the year ended December 31, 1996 (in thousands):
Investment Contract Fund $ 119
Putnam Voyager Fund 69
Putnam S&P 500 Index Fund 36
The George Putnam Fund of Boston 100
Borg-Warner Automotive, Inc. Stock Fund 7
Putnam Income Fund 1
Loan Fund 5
----------
Total $ 337
==========
</TABLE>
5. MASTER TRUST
The plans participating in the Master Trust as of December 31, 1996 are the
Borg-Warner Automotive, Inc. Retirement Savings Plan ("BWARSP"), the Ithaca
Retirement Savings Plan ("IRSP"), the Borg-Warner Automotive Diversified
Transmission Products Corporation, Muncie Plant Retirement Savings Plan
("MRSP"), the Borg-Warner Automotive Diversified Transmission Products
Corporation, Muncie Plant Local 287 Retirement Investment Plan ("MRIP"), the
Borg-Warner Automotive Automatic Transmission Systems Corporation, Sterling
Heights Plant Savings Plan ("SHSP"), the Borg-Warner Automotive Automatic
Transmission Systems Corporation, Coldwater Plant Retirement Savings Plan
("CRSP"), the Borg-Warner Automotive Automatic Transmission Systems
Corporation, Romulus Plant Retirement Savings Plan ("RRSP"), the Borg-Warner
Automotive Automatic Transmission Systems Corporation, Plymouth Plant
Retirement Savings Plan ("PRSP"), the Borg-Warner Automotive Powertrain
Systems Corporation, Seneca Plant Retirement Savings Plan ("SRSP"), the
Borg-Warner Automotive Transmission Systems Corporation, Gallipolis Plant
Retirement Savings Plan ("GRSP"), and the Borg-Warner Automotive Air/Fluid
Systems Corporation of Michigan, Warren Savings Plan ("WSP"). During 1996,
the Borg-Warner Retirement Savings Plan, Dixon Plant ("DRSP") was renamed as
the Borg-Warner Automotive Air/Fluid Systems Corporation Retirement Savings
Plan ("AFSRSP") and the Borg-Warner Retirement Savings Plan, Blytheville
Plant was merged into the AFSRSP.
Each plan's interest in the net assets of the Master Trust as of December
31, 1996 and 1995 is as follows:
<TABLE>
<CAPTION>
PERCENT OF MASTER TRUST NET ASSETS
DECEMBER 31, 1996
----------------------------------------------------------------------------------------
PUTNAM
INVESTMENT PUTNAM S&P 500 GEORGE BWA INC. PUTNAM
CONTRACTS VOYAGER INDEX PUTNAM STOCK INCOME LOAN PENDING TOTAL
NAME OF PLAN FUND FUND FUND FUND FUND FUND FUND ACCOUNT PLAN
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
BWARSP 21.51% 22.04% 9.33% 19.67% 4.01% 1.17% .80% .07% 78.60%
IRSP 1.49 1.40 .58 1.26 .45 .02 .07 .00 5.27
AFSRSP .72 .88 .35 .83 .36 .09 .03 .01 3.27
MRSP .07 .36 .15 .40 .08 .00 .04 .00 1.10
MRIP 1.20 4.06 1.32 3.96 .20 .17 .05 .00 10.96
SHSP .02 .06 .03 .07 .04 .00 .01 .00 .23
CRSP .01 .03 .02 .03 .01 .00 .00 .00 .10
RRSP .01 .14 .05 .07 .06 .01 .01 .00 .35
PRSP .01 .01 .01 .01 .00 .00 .00 .00 .04
SRSP .00 .00 .00 .00 .00 .00 .00 .00 .00
GRSP .01 .02 .01 .01 .00 .01 .00 .00 .06
WSP .00 .01 .01 .00 .00 .00 .00 .00 .02
--------- ------ ------ ------ ------ ----- ---- ----- ------
Total 25.05% 29.01% 11.86% 26.31% 5.21% 1.47% 1.01% .08% 100.00%
========= ====== ====== ====== ====== ===== ==== ===== ======
</TABLE>
- 9 -
<PAGE> 13
<TABLE>
<CAPTION>
PERCENT OF MASTER TRUST NET ASSETS
DECEMBER 31, 1995
---------------------------------------------------------------------------------------
PUTNAM
INVESTMENT PUTNAM S&P 500 GEORGE BWA INC. PUTNAM
CONTRACTS VOYAGER INDEX PUTNAM STOCK INCOME LOAN PENDING TOTAL
NAME OF PLAN FUND FUND FUND FUND FUND FUND FUND ACCOUNT PLAN
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
BWARSP 26.94% 20.70% 8.10% 19.68% 3.37% .77% .73% .11% 80.40%
IRSP 1.72 1.28 .48 1.20 .42 .01 .06 .00 5.17
DRSP .50 .42 .08 .37 .13 .00 .01 .00 1.51
BRSP .23 .21 .09 .23 .08 .00 .01 .00 .85
MRSP .09 .31 .13 .32 .07 .00 .04 .00 .96
MRIP 1.41 3.84 1.23 3.99 .10 .17 .04 .01 10.79
SHSP .02 .02 .01 .03 .02 .00 .00 .00 .10
CRSP .01 .02 .02 .02 .01 .00 .00 .00 .08
RRSP .01 .03 .01 .02 .03 .00 .00 .00 .10
PRSP .01 .01 .01 .01 .00 .00 .00 .00 .04
----- ----- ----- ----- ------- ----- ---- ------ ------
Total 30.94% 26.84% 10.16% 25.87% 4.23% .95% .89% .12% 100.00%
===== ===== ===== ===== ======= ===== ==== ====== ======
</TABLE>
The net assets of the Master Trust are allocated to each plan based on the
above percentages. Investments in the Master Trust at December 31, 1996 and
1995 and components of investment income for the Master Trust for the year
ended December 31, 1996 are summarized in Note 6.
6. MASTER TRUST INFORMATION
The following tables present the carrying value of investments of the Master
Trust as of December 31, 1996 and 1995 and the components of investment
income for the Master Trust for the year ended December 31, 1996:
<TABLE>
DECEMBER 31
1996 1995
<S> <C> <C>
Fair value of investments (in thousands):
Investment Contracts Fund $101,350 $102,880
Putnam Voyager Fund 117,378 89,247
Putnam S&P 500 Index Fund 48,014 33,768
The George Putnam Fund of Boston 106,454 86,070
Borg-Warner Automotive, Inc. Stock Fund 21,087 14,053
Putnam Income Fund 5,934 3,204
Loan Fund 4,067 2,971
Pending Account/Money Market Fund 341 422
-------- --------
Total $404,625 $332,615
======== ========
</TABLE>
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<PAGE> 14
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1996
------------------------------------------------
NET APPRECIATION
(DEPRECIATION)
IN CARRYING VALUE DIVIDEND INTEREST
OF INVESTMENTS INCOME INCOME
<S> <C> <C> <C>
Investment income (in thousands):
Investment Contracts Fund $ 6,304
Putnam Voyager Fund $ 4,602 7,307
Putnam S&P 500 Index Fund 8,274
The George Putnam Fund of Boston 5,158 9,429
Borg-Warner Automotive, Inc. Stock Fund 3,193 299
Putnam Income Fund (106) 296
Loan Fund $ 291
Pending Account 7
------- ------- --------
Total $21,121 $23,642 $ 291
======= ======= ========
</TABLE>
******
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<PAGE> 15
BORG-WARNER AUTOMOTIVE AIR/FLUID SYSTEMS CORPORATION
RETIREMENT SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
(IN THOUSANDS)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FAIR
DESCRIPTION COST VALUE
<S> <C> <C>
INVESTMENT IN MASTER TRUST $12,442 $12,908
------- -------
TOTAL $12,442 $12,908
======= =======
</TABLE>
- 12 -
<PAGE> 16
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees have duly caused this annual report to be signed on its behalf by the
undersigned thereunto duly authorized.
BORG-WARNER AUTOMOTIVE AIR/FLUID SYSTEMS
CORPORATION RETIREMENT SAVINGS PLAN
Date: June 28, 1997 SIGNATURE TITLE
By:/s/ ROBIN J. ADAMS Retirement Savings Plan Committee
-------------- Member
Robin J. Adams
WILLIAM C. CLINE Retirement Savings Plan Committee
---------------- Member
William C. Cline
GERALDINE KINSELLA Retirement Savings Plan Committee
------------------ Member
Geraldine Kinsella
REGIS J. TRENDA Retirement Savings Plan Committee
--------------- Member
Regis J. Trenda
<PAGE> 17
EXHIBIT INDEX
Exhibit Number Page
(23.1) Consent of Deloitte & Touche LLP
<PAGE> 1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
333-12939 on Form S-8 of Borg-Warner Automotive, Inc. of our report dated June
16, 1997, appearing in this annual report on Form 11-K of the Borg-Warner
Automotive Air/Fluid Systems Corporation Retirement Savings Plan for the year
ended December 31, 1996.
DELOITTE & TOUCHE LLP
Chicago, Illinois
June 25, 1997
