As filed with the Securities and Exchange Commission on November 11, 1998
                                        Registration No. 333-
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
                            ---------------------------
                                      Form S-8
                               REGISTRATION STATEMENT
                                       Under
                             THE SECURITIES ACT OF 1933
                            ---------------------------
                            BORG-WARNER AUTOMOTIVE, INC.
               (Exact name of registrant as specified in the charter)
       Delaware                                  13-3404508
(State of Incorporation)                  (IRS Employer Identification No.)
                             200 South Michigan Avenue
                              Chicago, Illinois 60604
                      (Address of principal executive offices)
                         ----------------------------------
       BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS CORPORATION,
      MUNCIE PLANT LOCAL 287 RETIREMENT INVESTMENT PLAN AS AMENDED AND RESTATED
                              (Full title of the plan)
                                          
                             LAURENE H. HORISZNY, ESQ.
                            Borg-Warner Automotive, Inc.
                             200 South Michigan Avenue
                              Chicago, Illinois 60604
                                   (312) 322-8500
             (Name, address and telephone number of agent for service)
                                          
                                                    
                          CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------
Titles of        Amount         Proposed maximum Proposed maxi-
securities       to be          offering price   mum aggregate  Amount of
to be registered registered     per share (1)    offering price registration fee
--------------------------------------------------------------------------------
Common Stock      50,000 shares $49.84375        $2,492,187.50   $692.83
($.01 par value)(2)
--------------------------------------------------------------------------------
(1) Computed pursuant to Rule 457(c) and Rule 457(h) solely for the purpose of
calculating the registration fee and not as a representation as to any actual
proposed price. This amount is based on the average of the high and low prices
of such Common Stock on November 9, 1998 on the consolidated reporting system.

(2) Pursuant to Rule 416 (c) under the Securities Act of 1933, this registration
statement also covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein.
<PAGE>
The contents of Registration Statement Nos. 33-92860 and 333-45507 on Form S-8
are incorporated herein by reference.

                                      PART II

                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 8.   EXHIBITS.

     (5.1) Opinion of Laurene H. Horiszny, Vice President, General Counsel and
           Secretary of the Company.

     (23.1)Consent of Deloitte & Touche LLP.

     (23.2)Consent of Laurene H. Horiszny (included as part of exhibit (5)).
    
     (24.1)Power of Attorney.

      
SIGNATURES

     THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Chicago, Illinois on November 11, 1998.

                                   BORG-WARNER AUTOMOTIVE, INC.


                                   By: /s/JOHN F. FIEDLER
                                   --------------------------------------------
                                   JOHN F. FIEDLER
                                   Chairman and Chief Executive Officer



     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in their
capacities on November 11, 1998.

SIGNATURE                TITLE

/s/JOHN F. FIEDLER       Chairman of the Board and Chief Executive Officer
-----------------------
JOHN F. FIEDLER

/s/ROBIN J. ADAMS        Vice President and Treasurer
------------------------ (Principal Financial Officer)
ROBIN J. ADAMS

/s/WILLIAM C. CLINE      Vice President and Controller
------------------------ (Principal Accounting Officer)
WILLIAM C. CLINE

*                        Director
-------------------------
JOHN RAU

*                        Director
------------------------
ALEXIS P. MICHAS

*                        Director
------------------------
PAUL E. GLASKE

*                        Director
------------------------
JAMES J. KERLEY

*                        Director
------------------------
WILLIAM E. BUTLER

*                        Director
------------------------
IVAN W. GORR

*                        Director
------------------------
ANDREW F. BRIMMER

*                        Director
------------------------
JERE A. DRUMMOND

/s/ JOHN F. FIEDLER     As attorney-in-fact for directors marked by an asterisk.
------------------------
JOHN F. FIEDLER

     THE PLAN.  Pursuant to the requirements of the Securities Act of 1933, The
Retirement Savings Plan Committee as Administrator of the Retirement Investment
Plan has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in Chicago, Illinois on November 11,
1998.

BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS CORPORATION,
MUNCIE PLANT LOCAL 287 RETIREMENT INVESTMENT PLAN AS AMENDED AND RESTATED


/s/ ROBIN J. ADAMS
----------------------
ROBIN J. ADAMS
Member of the Retirement Savings Plan Committee as Administrator

/s/ WILLIAM C. CLINE
----------------------
WILLIAM C. CLINE
Member of the Retirement Savings Plan Committee as Administrator

/s/GERALDINE KINSELLA
----------------------
GERALDINE KINSELLA
Member of the Retirement Savings Plan Committee as Administrator   

/s/REGIS J. TRENDA
----------------------
REGIS J. TRENDA
Member of the Retirement Savings Plan Committee as Administrator

<PAGE>
                                   EXHIBIT INDEX
 
(5.1) Opinion of Laurene H. Horiszny, Vice President, General Counsel and 
      Secretary of the Company.

(23.1)Consent of Deloitte & Touche LLP.

(23.2)Consent of Laurene H. Horiszny (included as part of exhibit (5)).
    
(24.1)Power of Attorney.
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 6760}]
{"company-data": {"conformed-name": "BORG WARNER AUTOMOTIVE INC", "cik": "0000908255", "assigned-sic": "3714", "irs-number": "133404508", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-67135", "film-number": "98745431"}, "business-address": {"street1": "200 S MICHIGAN AVE", "city": "CHICAGO", "state": "IL", "zip": "60604", "phone": "3123228500"}, "mail-address": {"street1": "200 SOUTH MICHIGAN AVE", "street2": "200 SOUTH MICHIGAN AVE", "city": "CHICAGO", "state": "IL", "zip": "60604"}}
As filed with the Securities and Exchange Commission on November 11, 1998
                                        Registration No. 333-
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
                            ---------------------------
                                      Form S-8
                               REGISTRATION STATEMENT
                                       Under
                             THE SECURITIES ACT OF 1933
                            ---------------------------
                            BORG-WARNER AUTOMOTIVE, INC.
               (Exact name of registrant as specified in the charter)
       Delaware                                  13-3404508
(State of Incorporation)                  (IRS Employer Identification No.)
                             200 South Michigan Avenue
                              Chicago, Illinois 60604
                      (Address of principal executive offices)
                         ----------------------------------
       BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS CORPORATION,
      MUNCIE PLANT LOCAL 287 RETIREMENT INVESTMENT PLAN AS AMENDED AND RESTATED
                              (Full title of the plan)
                                          
                             LAURENE H. HORISZNY, ESQ.
                            Borg-Warner Automotive, Inc.
                             200 South Michigan Avenue
                              Chicago, Illinois 60604
                                   (312) 322-8500
             (Name, address and telephone number of agent for service)
                                          
                                                    
                          CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------
Titles of        Amount         Proposed maximum Proposed maxi-
securities       to be          offering price   mum aggregate  Amount of
to be registered registered     per share (1)    offering price registration fee
--------------------------------------------------------------------------------
Common Stock      50,000 shares $49.84375        $2,492,187.50   $692.83
($.01 par value)(2)
--------------------------------------------------------------------------------
(1) Computed pursuant to Rule 457(c) and Rule 457(h) solely for the purpose of
calculating the registration fee and not as a representation as to any actual
proposed price. This amount is based on the average of the high and low prices
of such Common Stock on November 9, 1998 on the consolidated reporting system.

(2) Pursuant to Rule 416 (c) under the Securities Act of 1933, this registration
statement also covers an indeterminate amount of interests to be offered or sold
pursuant to the employee benefit plan described herein.
The contents of Registration Statement Nos. 33-92860 and 333-45507 on Form S-8
are incorporated herein by reference.

                                      PART II

                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 8.   EXHIBITS.

     (5.1) Opinion of Laurene H. Horiszny, Vice President, General Counsel and
           Secretary of the Company.

     (23.1)Consent of Deloitte & Touche LLP.

     (23.2)Consent of Laurene H. Horiszny (included as part of exhibit (5)).
    
     (24.1)Power of Attorney.

      
SIGNATURES

     THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Chicago, Illinois on November 11, 1998.

                                   BORG-WARNER AUTOMOTIVE, INC.

                                   By: /s/JOHN F. FIEDLER
                                   --------------------------------------------
                                   JOHN F. FIEDLER
                                   Chairman and Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in their
capacities on November 11, 1998.

SIGNATURE                TITLE

/s/JOHN F. FIEDLER       Chairman of the Board and Chief Executive Officer
-----------------------
JOHN F. FIEDLER

/s/ROBIN J. ADAMS        Vice President and Treasurer
------------------------ (Principal Financial Officer)
ROBIN J. ADAMS

/s/WILLIAM C. CLINE      Vice President and Controller
------------------------ (Principal Accounting Officer)
WILLIAM C. CLINE

*                        Director
-------------------------
JOHN RAU

*                        Director
------------------------
ALEXIS P. MICHAS

*                        Director
------------------------
PAUL E. GLASKE

*                        Director
------------------------
JAMES J. KERLEY

*                        Director
------------------------
WILLIAM E. BUTLER

*                        Director
------------------------
IVAN W. GORR

*                        Director
------------------------
ANDREW F. BRIMMER

*                        Director
------------------------
JERE A. DRUMMOND

/s/ JOHN F. FIEDLER     As attorney-in-fact for directors marked by an asterisk.
------------------------
JOHN F. FIEDLER

     THE PLAN.  Pursuant to the requirements of the Securities Act of 1933, The
Retirement Savings Plan Committee as Administrator of the Retirement Investment
Plan has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in Chicago, Illinois on November 11,
1998.

BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS CORPORATION,
MUNCIE PLANT LOCAL 287 RETIREMENT INVESTMENT PLAN AS AMENDED AND RESTATED

/s/ ROBIN J. ADAMS
----------------------
ROBIN J. ADAMS
Member of the Retirement Savings Plan Committee as Administrator

/s/ WILLIAM C. CLINE
----------------------
WILLIAM C. CLINE
Member of the Retirement Savings Plan Committee as Administrator

/s/GERALDINE KINSELLA
----------------------
GERALDINE KINSELLA
Member of the Retirement Savings Plan Committee as Administrator   

/s/REGIS J. TRENDA
----------------------
REGIS J. TRENDA
Member of the Retirement Savings Plan Committee as Administrator
EXHIBIT INDEX
 
(5.1) Opinion of Laurene H. Horiszny, Vice President, General Counsel and 
      Secretary of the Company.

(23.1)Consent of Deloitte & Touche LLP.

(23.2)Consent of Laurene H. Horiszny (included as part of exhibit (5)).
    
(24.1)Power of Attorney.