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Mail Stop 3561
                                                             November 29, 2017


Ronald T. Hundzinski
Vice President and Chief Financial Officer
BorgWarner Inc.
3850 Hamlin Road
Auburn Hills, MI 48326

       Re:     BorgWarner Inc.
               Form 10-K for Fiscal Year Ended December 31, 2016
               Filed February 9, 2017
               File No. 001-12162
               Response Dated September 21, 2017

Dear Mr. Hundzinski:

       We have reviewed your September 21, 2017 response to our comment letter
and have the
following comments. In some of our comments, we may ask you to provide us with
information
so we may better understand your disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Notes to Consolidated Financial Statements

Note 14: Contingencies

Asbestos-related Liability, page 95

1. During the recent conference call, you asserted that the asbestos liability
for unasserted
   claims relates to approximately 5,400 assumed future claims as of December
31, 2016.
   Regarding the liability for asserted claims at that date, please tell us how
many claims the
   recorded liability relates to, and whether it is assumed that some of the
outstanding claims at
   that date will be resolved without payment.

2. Please provide us with copies of contemporaneously-prepared written
documentation for
   December 31, 2013, 2014, and 2015 regarding your analysis of unasserted
asbestos claims.
   To the extent asbestos liabilities were discussed in meetings of the board
of directors for
 Ronald T. Hundzinski
BorgWarner Inc.
November 29, 2017
Page 2

    those periods (either directly or for other purposes such as budgetary
purposes), please also
    provide us with copies of summaries of those discussion and related
presentation materials.

3. Please provide us with copies of all contemporaneously-prepared written
documentation
   regarding your analysis of unasserted asbestos claims as of December 31,
2016, and tell us
   how this documentation supports that an accrual for unasserted claims first
became
   reasonably estimable at that date.

4. We note from your response letter dated July 10, 2017 (comment 3) that the
actuarial central
   estimate within a range of estimated liabilities was the best estimate of
your potential liability
   for asbestos claims. Please tell us the low end of the range of probable
loss for unasserted
   claims at December 31, 2016.

5. During the recent conference call, we understand that the Company believes
that insurance
   receivables for amounts under dispute with insurers can be recognized in
spite of the
   rebuttable presumption in ASC 450-20-S99 because court rulings have
clarified that the
   insurance companies are collectively liable even though the amount payable
by each insurer
   may be subject to dispute amongst the insurers. Please clarify whether our
understanding is
   correct and elaborate as necessary. Also, please tell us how the
creditworthiness of the
   various insurance companies was considered in your accounting for the
insurance recoveries.

6. Please tell us why you do not appear to have disclosed the amount of
recorded insurance
   recoveries that are being contested and the reasons why you concluded that
the amounts are
   probable of recovery as specified in ASC 450-20-S99.

       You may contact Patrick Kuhn at (202) 551-3308 or me at (202) 551-3380
with any
questions.


                                                              Sincerely,

                                                              /s/ Lyn Shenk

                                                              Lyn Shenk
                                                              Branch Chief
                                                              Office of
Transportation and Leisure
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