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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: November 8, 2007
(Date of earliest event reported)
Federal-Mogul Corporation
(Exact Name of Registrant as specified in its Charter)
Michigan
(State or Other Jurisdiction of Incorporation)
1-1511 38-0533580
(Commission File Number) (IRS Employer Identification Number)
26555 Northwestern Highway, 48033
Southfield, Michigan
(Address of Principal Executive (Zip Code)
Offices)
(248) 354-7700
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 1.03 and Item 8.01. Bankruptcy or Receivership and Other Events.
As previously disclosed, Federal-Mogul Corporation ("Federal-Mogul") and all of
its wholly-owned United States subsidiaries ("U.S. subsidiaries") filed
voluntary petitions on October 1, 2001 for reorganization under Chapter 11 of
Title 11 of the United States Code (the "Bankruptcy Code") with the United
States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").
Also, as previously disclosed, on October 1, 2001, certain of the Company's
United Kingdom subsidiaries (together with the U.S. subsidiaries, the "Debtors
and Debtors-in-Possession") filed voluntary petitions for reorganization under
the Bankruptcy Code with the Bankruptcy Court.
On November 8, 2007, the Bankruptcy Court entered an Order Confirming Fourth
Amended Joint Plan of Reorganization for Debtors and Debtors-in-Possession (as
Modified) (the "Confirmation Order") and entered Findings of Fact and
Conclusions of Law Regarding the Confirmation of Fourth Amended Joint Plan of
Reorganization for Debtors and Debtors-in-Possession (as Modified) (the
"Findings of Fact and Conclusions of Law"). A conformed copy of the Fourth
Amended Joint Plan of Reorganization for Debtors and Debtors-in-Possession (as
Modified), as confirmed by the Bankruptcy Court (the "Confirmed Plan"), is
attached as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated
by reference herein. The Confirmation Order is attached as Exhibit 99.1 and the
Findings of Fact and Conclusions of Law are attached as Exhibit 99.2 to this
Current Report on Form 8-K and are incorporated by reference herein.
On November 14, 2007, the United States District Court for the District of
Delaware (the "District Court") entered an order affirming the Confirmation
Order and the Findings of Fact and Conclusions of Law. The District Court's
order is attached as Exhibit 99.3 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No Description
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2.1 Conformed Copy of Fourth Amended Joint Plan of Reorganization for
Debtors and Debtors-in-Possession (as Modified), as confirmed by the
Bankruptcy Court on November 8, 2007
99.1 Order Confirming Fourth Amended Joint Plan of Reorganization for
Debtors and Debtors-in-Possession (as Modified), as entered by the
Bankruptcy Court on November 8, 2007
99.2 Findings of Fact and Conclusions of Law Regarding Confirmation of
Fourth Amended Joint Plan of Reorganization for Debtors and
Debtors-in-Possession (as Modified), as entered by the Bankruptcy
Court on November 8, 2007
99.3 Order Affirming the Bankruptcy Court's Order Confirming Fourth
Amended Joint Plan of Reorganization for Debtors and
Debtors-in-Possession (as Modified) and Findings of Fact and
Conclusions of Law Regarding Confirmation of Fourth Amended Joint
Plan of Reorganization For Debtors and Debtors-in-Possession (as
Modified), as entered by the District Court on November 14, 2007
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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By: /s/ Robert L. Katz
Date: November 14, 2007
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Name: Robert L. Katz
Title: Senior Vice President and
General Counsel
EXHIBIT INDEX
Exhibit No Description
2.1 Conformed Copy of Fourth Amended Joint Plan of Reorganization for
Debtors and Debtors-in-Possession (as Modified), as confirmed by the
Bankruptcy Court on November 8, 2007
99.1 Order Confirming Fourth Amended Joint Plan of Reorganization for
Debtors and Debtors-in-Possession (as Modified), as entered by the
Bankruptcy Court on November 8, 2007
99.2 Findings of Fact and Conclusions of Law Regarding Confirmation of
Fourth Amended Joint Plan of Reorganization for Debtors and
Debtors-in-Possession (as Modified), as entered by the Bankruptcy
Court on November 8, 2007
99.3 Order Affirming the Bankruptcy Court's Order Confirming Fourth
Amended Joint Plan of Reorganization for Debtors and
Debtors-in-Possession (as Modified) and Findings of Fact and
Conclusions of Law Regarding Confirmation of Fourth Amended Joint
Plan of Reorganization For Debtors and Debtors-in-Possession (as
Modified), as entered by the District Court on November 14, 2007.