BORG WARNER AUTOMOTIVE INC
11-K, 1997-06-27
MOTOR VEHICLE PARTS & ACCESSORIES
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<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 33-92426

A.    Full title of the plan and the address of the plan, if different from 
      that of the issuer named  below:

      Borg-Warner Automotive Automatic Transmission Systems Corporation 
      Coldwater Plant Retirement Savings Plan As Amended

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 
AUTOMATIC TRANSMISSION 
SYSTEMS CORPORATION, 
COLDWATER PLANT 
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 AUTOMATIC
TRANSMISSION SYSTEMS CORPORATION,
COLDWATER PLANT RETIREMENT SAVINGS PLAN

TABLE OF CONTENTS
- --------------------------------------------------------------------------------

                                                                        PAGE

        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                       4-10

        SUPPLEMENTAL SCHEDULE:

         Item 27a - Schedule of Assets Held for Investment Purposes, 
           December 31, 1996                                             11



(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 Automatic 
Transmission Systems Corporation,
Coldwater Plant Retirement Savings Plan:

We have audited the accompanying statements of net assets available for
benefits of the Borg-Warner  Automotive Automatic Transmission Systems
Corporation, Coldwater Plant Retirement Savings Plan (the "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
also 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 of the
Plan 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 AUTOMOTIVE AUTOMATIC
TRANSMISSION SYSTEMS CORPORATION,
COLDWATER PLANT RETIREMENT SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
(IN THOUSANDS)
- --------------------------------------------------------------------------------

                                                   1996    1995
ASSETS:

INVESTMENT IN MASTER TRUST                         $447    $232

 Contributions receivable                            15
 Other Receivable                                     3
                                                  -----   -----
NET ASSETS AVAILABLE FOR BENEFITS                  $465    $232
                                                  =====   =====
See notes to financial statements.







                                    - 2 -

<PAGE>   6
BORG-WARNER AUTOMOTIVE AUTOMATIC
TRANSMISSION SYSTEMS CORPORATION,
COLDWATER PLANT RETIREMENT SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1996
(IN THOUSANDS)
- --------------------------------------------------------------------------------

ADDITIONS TO NET ASSETS:
Investment income from Master Trust (Note 4):
Net appreciation in carrying value of investments             $ 33
Dividend income                                                 22
                                                              ----
Total investment income                                         55

Transfers from other Borg-Warner Automotive, Inc. Plans         31
Contributions from participants (Note 1)                        79
Contributions from the Company (Note 1)                         71
                                                              ----
Total additions                                                236

DEDUCTIONS FROM NET ASSETS:
Participants' withdrawals                                        2
Miscellaneous expense                                            1
                                                              ----
Total deductions                                                 3
                                                              ----
NET INCREASE                                                   233

NET ASSETS AVAILABLE FOR  BENEFITS - Beginning of year         232
                                                              ----
NET ASSETS AVAILABLE FOR BENEFITS - End of year               $465
                                                              ====



See notes to financial statements.






                                     - 3 -



<PAGE>   7
BORG-WARNER AUTOMOTIVE AUTOMATIC
TRANSMISSION SYSTEMS CORPORATION,
COLDWATER PLANT 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 Automotive Automatic
   Transmission Systems Corporation, Coldwater Plant 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 - The Plan was established on January 1, 1995 as a participating
   plan under the Borg-Warner Automotive, Inc. Retirement Savings Master Trust
   (the "Master Trust").  The Plan is sponsored by the Coldwater Plant of
   Borg-Warner Automotive Automatic Transmissions 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 and the Master Trust.  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 - Employees of the Company become participants in the Plan after
   they have been employed for at least six consecutive months.

   PARTICIPANT'S ACCOUNTS - The participant's accounts consist of the
   following:

    Company Retirement Account - The Company makes contributions from one to
    two percent of participant's compensation to this account on behalf of each
    eligible participant.  The Company will contribute the first one percent of
    the participant's compensation that is paid to the participant under the
    Coldwater Gain Sharing Plan, if any.  No more than three percent is
    contributed to this account.  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 participants' contributions to
    this account up to three percent.
 
    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.

    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.


                                     - 4 -

<PAGE>   8

    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 Loan Fund and Pending Account 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 are
    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.

    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:


                                                            DECEMBER 31, 1996
                                                          NUMBER       NET ASSET
                                                            OF           VALUE
                                                           UNITS       PER UNIT

  Investment Contracts Fund                               48,249      $  1.00
  Putnam Voyager Fund                                      8,160        16.27
  Putnam S&P 500 Index Fund                                5,069        17.01
  The George Putnam Fund of Boston                         8,265        16.42
  Borg-Warner Automotive, Inc. Stock Fund                  1,166        38.50



                                     - 5 -

<PAGE>   9
                                                            DECEMBER 31, 1995
                                                          NUMBER       NET ASSET
                                                            OF           VALUE
                                                           UNITS       PER UNIT

    Investment Contracts Fund                             24,920      $  1.00
    Putnam Voyager Fund                                    4,158        15.34
    Putnam S&P 500 Index Fund                              3,697        13.88
    The George Putnam Fund of Boston                       4,327        15.52
    Borg-Warner Automotive, Inc. Stock Fund                  689        32.00


   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 participants are actively employed, no withdrawals may
   be made from the Company Retirement Account, Employee Retirement Account or
   the Retiree Health Account.  Withdrawals may be made from the Savings
   Account at the participants' 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.  The loans to
   participants are valued at cost plus accrued interest, which approximate
   fair value.  Investments in all other funds are stated at market value as
   reported by the Trustee.


                                     - 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 is in the process of obtaining a determination letter from the
   Internal Revenue Service to determine the Plan's compliance with applicable
   requirements of the Internal Revenue Code.  The Plan's management believes
   it is being designed and 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

   The carrying value of Plan investments in the Master Trust as of December
   31, 1996 and 1995, investment income from the Master Trust, contributions
   from the participants, contributions from the Company and participants'
   withdrawals are as follows:


<TABLE>
<CAPTION>
                                                                            DECEMBER 31
                                                                          1996     1995
<S>                                                                      <C>       <C>
Carrying value of Plan investments in the Master Trust (in thousands):
 Investment Contracts Fund                                               $ 47  *   $ 25  *
 Putnam Voyager Fund                                                      132  *     64  *
 Putnam S&P 500 Index Fund                                                 86  *     51  *
 The George Putnam Fund of Boston                                         135  *     67  *
 Borg-Warner Automotive, Inc. Stock Fund                                   44  *     22  *
 Loan Fund                                                                  2         2
 Pending Account                                                            1         1
                                                                         ----      ----
Total                                                                    $447      $232
                                                                         ====      ====

* Represents 5% or more of Plan assets.

Net appreciation in the fair value of investments of the Master Trust
 for the year ended December 31, 1996 (in thousands):
 Putnam Voyager Fund                                                               $  8
 Putnam S&P 500 Index Fund                                                           14
 The George Putnam Fund of Boston                                                     6
 Borg-Warner Automotive, Inc. Stock Fund                                              5
                                                                                   ----
Total                                                                              $ 33
                                                                                   ====
</TABLE>


                                     - 7 -

<PAGE>   11

<TABLE>
<S>                                                         <C>
Dividend income from the Master Trust
 for the year ended December 31, 1996 (in thousands):
 Investment Contracts Fund                                    $   2
 Putnam Voyager Fund                                              8
 The George Putnam Fund of Boston                                11
 Borg-Warner Automotive, Inc. Stock Fund                          1
                                                              -----
Total                                                         $  22
                                                              =====
Contributions from participants
 for the year ended December 31, 1996 (in thousands):
 Investment Contracts Fund                                    $   7
 Putnam Voyager Fund                                             18
 Putnam S&P 500 Index Fund                                       13
 The George Putnam Fund of Boston                                29
 Borg-Warner Automotive, Inc. Stock Fund                         12
                                                              -----
Total                                                         $  79
                                                              =====
Contributions from the Company  
 for the year ended December 31, 1996 (in thousands):
 Investment Contracts Fund                                    $   8
 Putnam Voyager Fund                                             18
 Putnam S&P 500 Index Fund                                       12
 The George Putnam Fund of Boston                                21
 Borg-Warner Automotive, Inc. Stock Fund                         12
                                                              -----
Total                                                         $  71
                                                              =====

Participants' withdrawals
 for the year ended December 31, 1996 (in thousands):         
 The George Putnam Fund of Boston                             $   1     
 Borg-Warner Automotive, Inc. Stock Fund                          1
                                                              -----
Total                                                         $   2
                                                              =====

</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


                                    - 8 -
<PAGE>   12
   ("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>
                                                       PERCENT OF MASTER TRUST NET ASSETS
                                                               DECEMBER 31, 1996
         --------------------------------------------------------------------------------------------------------------------------
               INVESTMENT      PUTNAM        PUTNAM       GEORGE      BWA INC.    PUTNAM
               CONTRACTS       VOYAGER      S&P 500       PUTNAM       STOCK      INCOME      LOAN     PENDING       TOTAL
NAME OF PLAN      FUND          FUND       INDEX 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 %
                 =======      =======       =======      =======      ======     ======      ======     ===         ========


                                                              PERCENT OF MASTER TRUST NET ASSETS
                                                                       DECEMBER 31, 1995
         -----------------------------------------------------------------------------------------------------------------------
                     INVESTMENT     PUTNAM        PUTNAM       GEORGE     BWA INC.    PUTNAM
                     CONTRACTS      VOYAGER      S&P 500       PUTNAM      STOCK      INCOME   LOAN        PENDING         TOTAL
NAME OF PLAN           FUND          FUND       INDEX 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>


                                     - 1 -
<PAGE>   13

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>
<CAPTION>
                                                                                           DECEMBER 31 
                                                                                         1996             1995
<S>                                                                                   <C>              <C>
Carying 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                                                                           341              422
                                                                                      --------         --------
Total                                                                                 $404,625         $332,615
                                                                                      ========         ========
</TABLE>

<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>

                                    ******

                                     - 10 -
<PAGE>   14

                                                                        SCHEDULE


BORG-WARNER AUTOMOTIVE AUTOMATIC 
TRANSMISSION SYSTEMS CORPORATION, 
COLDWATER PLANT 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                            $ 416              $ 447
                                                      =====              =====
</TABLE>





                                     - 11 -

<PAGE>   15


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 AUTOMATIC TRANSMISSION
                      SYSTEMS CORPORATION, COLDWATER PLANT RETIREMENT 
                      SAVINGS PLAN AS AMENDED

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>   16


                                 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.
33-92426 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 Automatic Transmission Systems Corporation, Coldwater Plant
Retirement Savings Plan for the year ended December 31, 1996.



DELOITTE & TOUCHE LLP
Chicago, Illinois
June 25, 1997




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