CERTIFICATION
              Exhibit 31.2


        I, Robin J. Adams, certify that:

        1.   I have reviewed this quarterly report on Form
        10-Q of BorgWarner Inc.;

        2.   Based on my knowledge, this report does not
        contain any untrue statement of a material fact or
        omit to state a material fact necessary to make
        the statements made, in light of the circumstances
        under which such statements were made, not
        misleading with respect to the period covered by
        this report;

        3.   Based on my knowledge, the financial
        statements, and other financial information
        included in this report, fairly present in all
        material respects the financial condition, results
        of operations and
        cash flows of the registrant as of, and for, the
        periods presented in this report;

        4.   The registrant's other certifying officer(s)
        and I are responsible for establishing and
        maintaining disclosure controls and procedures (as
        defined in Exchange Act Rules 13a-15(e) and
        15d-15(e)) for the registrant and have:

             a)   Designed such disclosure controls and
        procedures, or caused such disclosure controls and
        procedures to be designed under our supervision,
        to ensure that material information relating to
        the registrant, including its consolidated
        subsidiaries, is made known to us by others within
        those entities, particularly during the period in
        which this report is being prepared;

             b)   Evaluated the effectiveness of the
        registrant's disclosure controls and procedures
        and presented in this report our conclusions about
        the effectiveness of the disclosure controls and
        procedures, as of the end of the period covered by
        this report based on such evaluation; and

             c)   Disclosed in this report any change in
        the registrant's internal control over financial
        reporting that occurred during the registrant's
        most recent fiscal quarter (the registrant's
        fourth fiscal quarter in the case of an annual
        report) that has materially affected, or is
        reasonably likely to materially affect, the
        registrant's internal control over financial
        reporting;

        5.   The registrant's other certifying officer(s)
        and I have disclosed, based on our most recent
        evaluation of internal control over financial
        reporting, to the registrant's auditors and the
        audit committee of the registrant's board of
        directors (or persons performing the equivalent
        functions):

             a)   All significant deficiencies and
        material weaknesses in the design or operation of
        internal controls over financial reporting which
        are reasonably likely to adversely affect the
        registrant's ability to record, process, summarize
        and report financial information; and

             b)   Any fraud, whether or not material, that
        involves management or other employees who have a
        significant role in the registrant's internal
        controls over financial reporting.

        Date: November 9, 2004



  /s/ Robin J. Adams
 Robin J.  Adams
 Executive Vice President,
 Chief Financial Officer &
 Chief Administrative Officer