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Federal-Mogul Announces Third Quarter Results

22 October 1999

Federal-Mogul Announces Third Quarter Results
    SOUTHFIELD, Mich., Oct. 21 -- Federal-Mogul Corporation
today announced record third quarter sales of $1,584 million.
Earnings per share from operations increased 53 percent to $1.01 up from $.66
in 1998.
    "Through three quarters, our earnings per share from operations are up 68
percent over last year," said Dick Snell, chairman and chief executive
officer.  "I'm very pleased that we continue to have the best earnings growth
in the industry."
    Federal-Mogul's third quarter revenues increased to $1,584 million
compared to $1,121 million in 1998.  On a pro forma basis, sales for the third
quarter were even with 1998 as adjusted for the effects of acquisitions,
divestitures and foreign exchange.  Third quarter sales compared to 1998 by
operating group had Powertrain Systems reporting sales of $617 million
compared to $600 million; Sealing Systems / Visibility / Systems Protection
Products reporting sales of $461 million, were equal to last year; and Brake /
Chassis / Ignition / Fuel reporting sales of $506 million compared to $555
million.
    For the third quarter, the company earned $78 million or $1.01 per share
from operations.  Earnings per share from operations exclude $13 million
pre-tax of integration costs.  Including these costs, the company reported net
earnings of $70 million or $.91 per share compared to $35 million or $.58 per
share in 1998.
    Federal-Mogul's nine-month consolidated sales reached $4,913 million, up
64 percent compared to the same period last year.  Earnings per share from
operations hit a new nine-month record of $3.18 per share, up from $1.89 for
the same period in 1998.

    Fourth Quarter Dividend Declared
    The Federal-Mogul Board of Directors has declared a regular quarterly
dividend of $.0025 a share on the common stock of the company.  Fourth quarter
dividends are payable December 10, 1999 to shareowners of record at the close
of business November 30, 1999.

    Headquartered in Southfield, Michigan, Federal-Mogul is an automotive
parts manufacturer providing innovative solutions and systems to global
customers in the automotive, light trucks, heavy duty, farm and industrial
markets.  The company was founded in 1899.  For more information on Federal-
Mogul, visit the company's web site at http://www.federal-mogul.com .
Federal-Mogul's press releases are available by fax through Company News
On-Call, call 800-758-5804, ext. 306225.

    Information in this press release contains forward-looking statements
under the private Securities Litigation Reform Act of 1995.  Actual results,
events and performance may differ materially from those expressed or implied
in these statements, such as the cost of implementing restructuring actions,
conditions in the automotive components industry and other factors discussed


in the company's 1998 Annual Report on Form 10-K and other filings with the
Securities and Exchange Commission.


              F E D E R A L - M O G U L   C O R P O R A T I O N
           N E T    E A R N I N G S    R E C O N C I L I A T I O N
                 (Millions of Dollars, Except Per Share Data)
                                 (Unaudited)

                                     Three Months Ended September 30, 1999
                                                  Adjustments
                                   As      Integration   Sale of      From
                                Reported      Costs     Bertolotti  Operations

    Net sales                   $1,583.9          $-          $-    $1,583.9
    Cost of products sold        1,142.7           -           -     1,142.7
    Gross margin                   441.2           -           -       441.2

    Selling, general and administrative
     expenses                      201.1           -           -       201.1
    Amortization of goodwill and
     other intangible assets        30.5           -           -        30.5
    Adjustment of assets held for
     sale and other long-lived assets
     to fair value                   7.9           -        (7.9)          -
    Integration costs               13.2       (13.2)          -           -
    Interest expense                68.0           -           -        68.0
    Interest income                 (0.8)          -           -        (0.8)
    International currency
     exchange losses                 0.8           -           -         0.8
    Other expense, net               7.4           -           -         7.4
      Earnings Before Income Taxes 113.1        13.2         7.9       134.2

    Income tax expense              43.0         4.9         7.9        55.8

      Net Earnings                 $70.1        $8.3          $-       $78.4

    Diluted Earnings Per Common
     Share                           $.91       $.10          $-       $1.01*

    * Compares to First Call consensus for third quarter of $1.00.



               F E D E R A L - M O G U L  C O R P O R A T I O N
               S T A T E M E N T S   O F   O P E R A T I O N S
                 (Millions of Dollars, Except Per Share Data)
                                 (Unaudited)

                                   Three Months Ended      Nine Months Ended
                                      September 30            September 30
                                    1999        1998        1999        1998

    Net sales                   $1,583.9    $1,121.2    $4,913.2    $2,993.2
    Cost of products sold        1,142.7       828.3     3,539.9     2,221.6
      Gross margin                 441.2       292.9     1,373.3       771.6

    Selling, general and
     administrative expenses       201.1       152.2       638.3       431.1
    Amortization of goodwill and
     other intangible assets        30.5        23.7        94.4        53.9
    Purchased in-process research
     and development charge            -           -           -        18.6
    Restructuring charge               -        (6.6)          -         3.9

    Adjustment of assets held for sale
     and other long-lived assets to
     fair value                      7.9           -         7.9        19.0
    Integration costs               13.2         9.0        36.6        13.7
    Interest expense                68.0        42.8       207.4       115.6
    Interest income                 (0.8)       (0.8)       (2.8)       (9.6)
    International currency
     exchange losses                 0.8         3.0         3.5         5.3
    Net gain on British pound
     currency option and
     forward contract                  -           -           -       (13.3)
    Other expense, net               7.4         6.1        17.5        15.0
      Earnings Before Income
      Taxes, Extraordinary Items and
      Cumulative Effect of Change
      in Accounting Principle      113.1        63.5       370.5       118.4

    Income tax expense              43.0        28.9       151.7        62.6

      Net Earnings Before Extraordinary
      Items and Cumulative
      Effect of Change in
      Accounting Principle          70.1        34.6       218.8        55.8

    Extraordinary items - loss on
     early retirement of debt,
     net of applicable income
     tax benefits                      -           -        23.1        31.3
    Cumulative effect of change
     in accounting for costs of
     start up activities, net of
     applicable income tax benefit     -           -        12.7           -

      Net Earnings                 $70.1       $34.6      $183.0       $24.5

    Earnings Per Common Share

    Basic
      Earnings before extraordinary
       items and cumulative effect
       of change in accounting
       principle                    $.99        $.63       $3.12       $1.17
      Extraordinary items - loss on
       early retirement of debt, net
       of applicable income
       tax benefits                    -           -        (.34)       (.69)
      Cumulative effect of change
       in accounting for costs of
       start up activities, net of
       applicable income tax benefit   -           -        (.18)          -
         Net Earnings               $.99        $.63       $2.60        $.48

    Diluted
      Earnings before extraordinary
       items and cumulative effect of
       change in accounting
       principle                    $.91        $.58       $2.82       $1.06
      Extraordinary items - loss on
       early retirement of debt, net
       of applicable income tax
       benefits                        -           -        (.28)       (.61)
      Cumulative effect of change
       in accounting for costs of
       start up activities, net of

       applicable income tax benefit   -           -        (.15)          -
          Net Earnings              $.91        $.58       $2.39        $.45

    Weighted Average Shares (Thousands)
      Basic                       70,254      53,054      69,626      45,557
      Diluted                     83,718      58,590      83,806      51,272


              F E D E R A L - M O G U L   C O R P O R A T I O N
                         B A L A N C E   S H E E T S
                            (Millions of Dollars)


                                              (Unaudited)
                                             September 30    December 31
                                                  1999           1998
    Assets
    Cash and equivalents                         $64.9          $77.2
    Accounts receivable                          629.9        1,025.0
    Investment in accounts receivable
     securitization                              301.3           91.1
    Inventories                                  973.8        1,068.6
    Prepaid expenses and income tax benefits     355.9          337.7
      Total current assets                     2,325.8        2,599.6

    Property, plant and equipment              2,463.1        2,477.5
    Goodwill                                   3,615.8        3,398.4
    Other intangible assets                      821.6          886.4
    Asbestos-related insurance recoverable       326.5              -
    Other noncurrent assets                      586.3          578.2

      Total Assets                           $10,139.1       $9,940.1

    Liabilities and Shareholders' Equity
    Short-term debt, including current
     portion of long-term debt                  $179.9         $211.0
    Accounts payable                             541.6          498.4
    Accrued compensation                         196.7          200.3
    Restructuring and rationalization reserves    90.5          178.9
    Current portion of asbestos liability        166.0          125.0
    Income taxes payable                         128.6          142.2
    Other accrued liabilities                    468.0          673.7
      Total current liabilities                1,771.3        2,029.5

    Long-term debt                             3,250.9        3,130.7
    Long-term portion of asbestos liability    1,377.3        1,176.7
    Postemployment benefits                      663.1          677.0
    Other accrued liabilities                    366.4          327.0
    Minority interest in consolidated
     subsidiaries                                 39.7           38.0
    Company-obligated, mandatorily redeemable
     preferred securities of subsidiary trust
     holding solely convertible subordinated
     debentures of the Company                   575.0          575.0
    Shareholders' equity:
      Series C ESOP preferred stock               41.9           44.4
      Series E preferred stock                       -          132.7
      Common stock                               352.1          336.8
      Additional paid-in capital               1,782.2        1,665.8
      Retained earnings (accumulated deficit)    111.3          (69.9)
      Unearned ESOP compensation                 (11.6)         (15.1)
      Accumulated other comprehensive income    (179.1)        (106.0)
      Other                                       (1.4)          (2.5)
        Total Shareholders' Equity             2,095.4        1,986.2


        Total Liabilities and Shareholders'
         Equity                               $10,139.1      $9,940.1


              F E D E R A L - M O G U L   C O R P O R A T I O N
                             C A S H   F L O W S
                            (Millions of Dollars)
                                 (Unaudited)

                                   Three Months Ended      Nine Months Ended
                                      September 30            September 30
                                    1999        1998        1999        1998

    Cash Provided From (Used By)
     Operating Activities
      Net earnings                 $70.1       $34.6      $183.0       $24.5
      Adjustments to reconcile net
       earnings to net cash provided
       from operating activities:
         Depreciation and
          amortization              89.0        57.8       271.8       142.7
         Purchased in-process
          research and
          development charge           -           -           -        18.6
         Restructuring charge          -        (6.6)          -         3.9
         Adjustment of assets held
          for sale and other long-lived
          assets to fair value       7.9           -         7.9        19.0
         Loss on early retirement
          of debt                      -           -        23.1        47.1
         Cumulative effect of change
          in accounting principle      -           -        12.7           -
         (Increase) decrease in accounts
          receivable                 2.6         4.3      (121.5)      (25.7)
         Decrease in inventories     9.1         3.2        45.2        47.0
         Increase (decrease) in
          accounts payable          19.3        (6.1)       51.3        (7.4)
         (Decrease) increase in
          current liabilities and
          other                    (60.5)       (3.6)       17.4        52.9
         Payments against restructuring
          and rationalization
          reserves                 (11.8)      (15.0)      (73.9)      (35.7)
         Payments against asbestos
          liability                (56.6)      (26.1)     (122.4)      (58.8)
      Net Cash Provided From
       Operating Activities         69.1        42.5       294.6       228.1

    Cash Provided From (Used By) Investing Activities
      Expenditures for property, plant
       and equipment and other long-term
       assets                     (115.2)      (48.0)     (290.1)     (129.1)
      Proceeds from sale of
       business investments          8.8        (0.5)       37.4        53.4
      Proceeds from sale of options    -           -           -        39.1
      Business acquisitions, net of
       cash acquired              (131.3)       56.3      (370.7)   (2,730.2)
        Net Cash Provided From (Used By)
         Investing Activities     (237.7)        7.8      (623.4)   (2,766.8)

    Cash Provided From (Used By) Financing Activities
      Issuance of common stock       0.5         0.1         1.2       601.5
      Net increase (decrease)

       in debt                     (70.4)     (100.5)       86.4     1,567.0
      Fees paid for debt issuance
       and other securities            -        (5.9)      (25.5)      (82.7)
      Investment in accounts receivable
       securitization              217.0        20.1       261.1        30.4
      Dividends                     (1.1)       (1.9)       (3.4)       (7.8)
      Other                          1.0        (2.0)       (3.3)       (8.8)
        Net Cash Provided From (Used By)
         Financing Activities      147.0       (90.1)      316.5     2,099.6

        Decrease in Cash and
         Equivalents               (21.6)      (39.8)      (12.3)     (439.1)

    Cash and equivalents at
     beginning of period            86.5       142.1        77.2       541.4

    Cash and Equivalents at
     End of Period                  $64.9     $102.3       $64.9      $102.3