EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF ALL OUTSTANDING
7 3/8% NOTES DUE 2006
IN EXCHANGE FOR NEW 7 3/8% NOTES DUE 2006
AND ALL OUTSTANDING 7 1/2% NOTES DUE 2009
IN EXCHANGE FOR NEW 7 1/2% NOTES DUE 2009
OF
FEDERAL-MOGUL CORPORATION
Registered holders of outstanding 7 3/8% Notes due 2006 (the "Old 7 3/8%
Notes") who wish to tender their Old 7 3/8% Notes in exchange for a like
principal amount of New 7 3/8% Notes due 2006 (the "New 7 3/8% Notes") and
registered holders of outstanding 7 1/2% Notes due 2009 (the "Old 7 1/2% Notes
and together with the Old 7 3/8% Notes, the "Old Notes") who wish to tender
their Old 7 1/2% Notes in exchange for a like principal amount of New 7 1/2%
Notes due 2009 (the "New 7 1/2% Notes" and together with the New 7 1/2% Notes,
the "New Notes") and whose Old Notes are not immediately available or who cannot
deliver their Old Notes and Letter of Transmittal (and any other documents
required by the Letter of Transmittal) to The Bank of New York (the "Exchange
Agent") prior to the Expiration Date, may use this Notice of Guaranteed Delivery
or one substantially equivalent hereto. This Notice of Guaranteed Delivery may
be delivered by hand or sent by facsimile transmission (receipt confirmed by
telephone and an original delivered by guaranteed overnight courier) or mail to
the Exchange Agent. See "Exchange Offer; Registration Rights--Procedure for
Tendering Old Notes" in the Prospectus.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
THE BANK OF NEW YORK
By Registered or Certified Mail: Facsimile Transmission Number: By Hand/Overnight Delivery
The Bank of New York Attn: Martha James The Bank of New York
101 Barclay, Floor 7E Reorganization Section 101 Barclay Street
New York, New York 10286 (212) 815-4699 Corporate Trust Services Window
Attn: Martha James Ground Level
Reorganization Section New York, New York 10286
Attn: Martha James
Reorganization Section
(For Eligible Institutions Only)
Confirm by Telephone:
(212) 815-6335
For Information Call:
(212) 815-6335
BY FACSIMILE:
(212) 815-4699
(For Eligible Institutions Only)
BY TELEPHONE:
(212) 815-6335
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION VIA A FACSIMILE TRANSMISSION TO A NUMBER OTHER
THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an Eligible Institution (as defined in the Prospectus), such
signature guarantee must appear in the applicable space provided on the Letter
of Transmittal for Guarantee of Signatures.
Ladies and Gentlemen:
The undersigned hereby tenders the principal amount of Old Notes indicated
below, upon the terms and subject to the conditions contained in the Prospectus
dated [ ], 1999 of Federal-Mogul Corporation (the "Prospectus"), receipt of
which is hereby acknowledged.
DESCRIPTION OF SECURITIES TENDERED
AGGREGATE AGGREGATE
NAME(S) AND PRINCIPAL PRINCIPAL PRINCIPAL PRINCIPAL
ADDRESS(ES) OF AMOUNT OF AMOUNT AMOUNT OF AMOUNT
REGISTERED AGGREGATE PRINCIPAL OLD 7 3/8% REPRESENTED OLD 7 1/2% OF REPRESENTED
HOLDER(S) CERTIFICATE AMOUNT REPRESENTED NOTES BY OLD 7 3/8% NOTES BY OLD 7 1/2%
(PLEASE FILL IN) NUMBER(S)* BY OLD NOTES* TENDERED** NOTES* TENDERED** NOTES*
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THE FOLLOWING GUARANTEE MUST BE COMPLETED
GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a member of a recognized signature guarantee medallion
program within the meaning of Rule 17Ad-15 under the Securities Exchange Act of
1934, as amended, hereby guarantees to deliver to the Exchange Agent at one of
its addresses set forth above, the certificates representing the Old Notes (or a
confirmation of book-entry transfer of such Old Notes into the Exchange Agent's
account at the book-entry transfer facility), together with a properly completed
and duly executed Letter of Transmittal (or facsimile thereof), with any
required signature guarantees, and any other documents required by the Letter of
Transmittal within three business days after the Expiration Date (as defined in
the Prospectus and the Letter of Transmittal).
Name of Firm:
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(Authorized Signature)
Address: Title:
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Name:
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(Zip Code) (Please type or print)
Area Code and Telephone No.: Date:
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NOTE: DO NOT SEND OLD NOTES WITH THIS NOTICE OF GUARANTEED DELIVERY. OLD
NOTES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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