SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Form 8-K

Current Report Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 15, 2007

THE GOODYEAR TIRE & RUBBER COMPANY (Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (330) 796-2121

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:

� 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))

Ohio 1-1927 34-0253240

(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

1144 East Market Street, Akron, Ohio 44316-0001(Address of principal executive offices) (Zip Code)

Item 7.01 Regulation FD Disclosure

A copy of the news release issued by The Goodyear Tire & Rubber Company (“Goodyear”) on August 15, 2007 is attached hereto as Exhibit 99.1. A copy of Goodyear’s presentation materials, presented to investor groups on August 15, 2007, is attached hereto as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 News release, dated August 15, 2007 99.2 Presentation materials, dated August 15, 2007

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE GOODYEAR TIRE & RUBBER COMPANY

Date: August 15, 2007 By: /s/ C. Thomas Harvie C. Thomas Harvie

Senior Vice President, General Counsel and Secretary

Exhibit 99.1

Goodyear Planning Further Investments in Growth; Announces Debt Repayment Plans

AKRON, Ohio, August 15, 2007 — The Goodyear Tire & Rubber Company said today it is planning major global investments to fuel growth and plans to repay additional debt, both made possible by the recent sale of its Engineered Products business and the company’s successful equity offering.

Goodyear said it is considering potential new tire factories in Eastern Europe and Asia in addition to the company’s previously announced intent to invest in existing tire factories to increase high-value-added capacity by 40 percent globally and increase capacity in existing low-cost plants by 33 percent. Together, these investments would drive the company toward its strategy of having 50 percent of its global capacity in low-cost countries by 2012.

The investment program includes modernization in North America to Goodyear’s Fayetteville, N.C., and Gadsden, Ala., tire plants for increased high-value-added capacity, both supported with investment incentives by local and state governments.

“Consistent with what we have been telling investors, the successful completion of the sale of Engineered Products combined with our equity offering in May allows us to expand our future growth investments,” said Goodyear Chairman and Chief Executive Officer Robert J. Keegan. “We will continue to use a disciplined approach in allocating capital to high-return investments.”

In addition, Keegan said Goodyear has given notice to its lenders that it will repay its $300 million third lien term loan on August 16. The repayment will result in annualized interest expense savings of approximately $26 million, of which about $10 million will be realized in 2007. The secured loan matures in 2011. The company’s debt repayment plans also include the early repayment, in the first quarter of 2008, of $650 million in secured notes that are due in 2011.

Keegan said these early repayments coupled with the company’s $315 million redemption of senior notes in June will save Goodyear more than $125 million in annual interest expense.

(more)

News Release

Corporate Headquarters: 1144 East Market Street, Akron, Ohio 44316-0001 Media Website: www.GoodyearNewsRoom.com

MEDIA CONTACT: Keith Price 330-796-1863 ANALYST CONTACT: Greg Dooley 330-796-6704

FOR IMMEDIATE RELEASE

2

Also today, Goodyear confirmed progress against its Four Point Cost Savings Plan. The company announced in April it now targets gross cost savings of $1.8 billion to $2 billion by the end of 2009.

Through June 30, 18 months into the plan, Goodyear indicated it had achieved nearly $750 million in cost savings against this target.

More than $500 million of these savings are a result of continuous improvement initiatives. While announced savings from eliminating high-cost manufacturing total $135 million, only $35 million of this was reflected in results through June 30. Sourcing raw materials, equipment and products from Asia and other low-cost countries has resulted in savings of $60 million and selling, administrative and general expense (SAG) savings-to-date total more than $150 million.

“We remain on track to achieve our targeted savings. While some of these savings are offset by currently elevated inflation levels in areas such as energy and some manufacturing inefficiencies in advance of footprint reductions, we are confident structural savings will be achieved on a net basis, particularly in North America,” Keegan said.

Goodyear said it is speaking to groups of investors today hosted by two securities analysts. The presentation material for these discussions has been posted on the company’s investor relations web site, investor.goodyear.com, and furnished to the Securities and Exchange Commission as an exhibit to a Form 8-K.

Goodyear is one of the world’s largest tire companies. The company employs about 70,000 people and manufactures its products in more than 60 facilities in 26 countries around the world. For more information about Goodyear, go to www.goodyear.com/corporate.

Certain information contained in this press release may constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. There are a variety of factors, many of which are beyond the company’s control, which affect its operations, performance, business strategy and results and could cause its actual results and experience to differ materially from the assumptions, expectations and objectives expressed in any forward-looking statements. These factors include, but are not limited to: actions and initiatives taken by both current and potential competitors; increases in the prices paid for raw materials and energy; the company’s ability to realize anticipated savings and operational benefits from its cost reduction initiatives, including those expected to be achieved under the company’s master labor contract with the United Steelworkers (USW) and those related to the closure of certain of the company’s manufacturing facilities; whether or not the various contingencies and requirements are met for the establishment of the Voluntary Employees’Beneficiary Association (VEBA) to provide healthcare benefits for current and future USW retirees; potential adverse consequences of litigation involving the company; pension plan funding obligations; as well as the effects of more general factors such as changes in general market or economic conditions or in legislation, regulation or public policy. Additional factors are discussed in the company’s filings with the Securities and Exchange Commission, including the company’s annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. In addition, any forward-looking statements represent our estimates only as of today and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change.

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Investor Meeting Augus t 15, 2007

Forwar d -Lookin g Statements Certain in form at ion contained in this present at ion may cons titut e f orwar d-looking s tatements for purpo ses of the safe harb or pr ovisi ons o f T he Priv at e S ecu rities Li tigation Refor m Act of 1995. T here are a variety of factor s, many of whi ch ar e beyond the company's control , which aff ect i ts o per ations , perf ormance, bus iness s trategy and resu lts and cou ld cause its actual r esults and experi en ce to diff er materiall y fr om the assumpt ions , expect at ions and objectives exp ressed in any f orwar d -looking s tatements . Th ese factor s in cl ude, but are not limited t o: actions and initiati ves taken by b oth curr ent and potential com petitor s; in cr eases in the pr ices paid f or r aw materials and energy; t he com pany's abili ty to r eali ze anti ci pated saving s and oper ational benefit s f rom i ts cos t r ed uct ion init iatives, i ncluding th ose expected to be achieved under the company's m as ter labor contr act with the Unit ed Steelwork er s ( USW) an d those r elated to the closure of certain of the company's manufactur ing facilit ies; wh et her or n ot the vario us conti ngencies and r equirements are met f or t he es tablishment o f the Volun tary E mployees ' Beneficiar y Association (VE BA) to pr ovide healthcare benefit s f or cur rent and f uture USW r etirees ; potential adv er se consequences of litigation involving the company; pens ion plan f unding o bligations ; as well as t he ef fects of mo re general f actor s such as changes in gen er al market o r economic condit ions or in l egi slati on, regulati on or pub lic policy. Addi tional f actor s ar e discussed in the company's fil ings with the Secur ities an d Exchange Commi ss ion, inclu ding the company's annual repor ts on For m 10 -K, quarterl y repor ts on Form 10 -Q an d cu rrent r eports on F orm 8 -K. In additi on, any for ward -looking s tatements repr esent our esti mates on ly as of today and should no t be relied upo n as r ep resenti ng our es timates as of any subsequ en t date. While we may elect to update f orwar d -looking s tatements at some point i n the futu re, we specif ically disclaim any obl igation to d o so, even i f our es tim at es change. 3

Agen da 5 Overview Gr owth Platf orm s I nvestm en t Plans North American T ire Pr ogress Cos t S avi ngs Balance Sheet Q&A

Over view Inv es tment Highlight s P roven management team wi th a proven t rack record / innovative soluti ons Market leader with s tron g momentum an d attractive gr owth oppor tuniti es attr act ive market tr ends wel l -recognized brand po rtfo lio est ablished deal er network Intense focus on gro wing core consumer and com mercial tir e busi nesses in novative new pro duct engine, supported b y integrated m ar keting s trategy increasi ng inves tment to suppor t growt h leadership in emer ging market s S trengthening balance sheet to capitali ze on g rowth, i mprove comp et itive pos ition P roven abil ity to execute on aggr ess ive cos t savin gs in itiatives cost savings rem ai n on track lever ag ing favor able union contr act rebalancing glo bal footpr int and f ocusi ng on supply chain Accelerating pace of change; focus on speed 7

Business P latfor ms Stro ng top -line growt h capabi lity St ep ch ang e i mprovem ent in cost str ucture S tronger balance sheet Fo cus on cor e busi nesses F ocus on speed 9

Revenue T otal Segment Operating I ncome(a)( b) S eg ment operatin g income reconcili at ions in Appendix on pages 37 & 38. FY 200 6 and 1H07 exclude es timated s trike i mpact of $313 millio n an d $39 mil lion, respectively. Not e: FY 2003 t otal segm en t operating income, as pr esented, i s der ived by adding t he segment o perating in com e of Goodyear 's fiv e t ire bus inesses , as r eported. 11 Financial Overv iew Revenue and Oper at ing Incom e 2003 2004 200 5 2006 1H06 1 H07 Eas t 13900 1 6885 18098 18 751 9200 942 0 ($ in m illions) 2003 2004 20 05 2006 1H06 1 H07 Eas t 372 831 1060 712 516 535 313 39 1 025 574 2003 - 2006 CAGR 40% 200 3 - 2006 CAGR 10% S trike im pact ($ in m illions) $ 372 $831 $1, 060 $ 1,025 $7 12 $ 574 $516 $535 +2% +11 %

Financial Overvi ew Segment Resu lts - Segment Operati ng Income Not e: FY 2006 f or Nor th Amer ican Tir e ex cl udes es timated s tri ke impact of $3 13 milli on. Segment o per ating incom e reconciliations in Ap pen dix on page 37 13 No rth Amer ican Tir e Eur opean Union T ire E aster n Eur ope, Middle E as t & Af rica T ire L atin Ameri can T ir e As ia Pacif ic Tir e ($ in million s) North Am er ican Ti re Eur opean Union T ire E aster n Eur ope, Middle E as t & Afri ca T ire L atin Amer ican Tir e Asia P acif ic Ti re 2003 - 103 130 147 1 49 49 2004 74 253 194 250 6 0 2005 167 31 7 198 294 84 2006 80 286 2 29 326 104 Q2 showed conti nued earnings gro wth across segments vs . 2006

Growth P latfor ms Inves tment Pl ans I ncr ease HVA capacity I ncr ease by 40% by 2012 Remain ing high - cos t pl ant s to be con ver ted to HVA No rth Amer ica: Fayettevill e and G adsden Western E urope and E aster n Eur ope Lati n America and Asia Pacifi c E xpand low -cos t capacity in exi stin g plants Increase by 33% (about 25M uni ts) by 2012 E xample: P oland (i nvestin g $100M over f our years ) Strategy i s to have 5 0% of total capacity in l ow- cos t count ries by 2012 Cons iderin g new facility i n Eas tern E urop e S upport s lo w-cos t and HVA Market growth op portuni ty (Consumer and Com mercial) Cons ider ing new facilit y in As ia Suppor ts low- cos t and HVA Market growth op portuni ty (Consumer and Com mercial) 1 5

Mark et ing Inves tments to Dr ive Pr ofitabl e Br an d Growth

*Moder n Ti re Dealer 2006 Br and Share Report Goodyear Brand #1 in US by alm ost 2x* Growt h will be dr iven by: I mpactful n ew p roducts Mar keting ef fectiveness L ever aging our assets to su rroun d target consumers and dr ive them to r etailers 19

Growth th rough P roduct I nnovation 4 x vs. 2 004 Sign at ure Pr oducts 21 Collectible Sales

Growth th rough E ff ect ive Mar keting New campaign pr ovides sig nificant br anded breakout f rom indus try clutt er Highes t recall of 61 ads (80% )** 100 % corr ect brand r ecall* * 68% pl an ned to take action** P rint Record - breaking scores* 3x average awareness* spot I ndex Tes ting Aver age 1 00 Ad 1 280 Ad 2 320 Ad 3 360 TV *I ndependent Consumer Adver tisi ng Tes ting ** Popular Mechanics Vis ta Research, May Issue 23

Leverage Assets T o Surr ound th e Consumer 681 PR Pl acements 14 Minutes of I n -Race Air T ime S trong Media Payo ut In -Race Ads Retail Prom otions At -Track P resence PR T rack Pr int 25

Dick Vitale Show S tori es /Ads in P rint Bli mp Coverage in 80% of Games Online T V Ads PR Lever ag e Assets T o Su rroun d the Consum er $1.1mm in PR Value #2 Recalled Brand* 2x Recall of #2 T ire Company* * P ropr ietary Good year Pos t -Tour nament Research 27

2003 2004 200 5 2006 1H 2007 Share 10.17 10.8 10.83 11 .16 11.57 114 index vs . 2003 *Nor th Ameri ca RMA Data Mar ket Shar e Moment um 29 Goodyear Br and Mar ket Shar e

1H 2006 1H 2007 NAT 49 3 3 39 Nort h American T ire Update on P rogr ess Segment Op er ating I nco me Factors Im pact ing Result s P rice/mix exceeded raws (+ $14M) Branded share gr owth New pro duct success P ricing action s L ower vol ume ( -$21M) and unabsorbed f act ory over head ( -$73M) , of w hich: Str ike impact of - $39M Non-str ike impact of -$55M Cos t savings and other ( +$103 M) Pens ion Salar ied retir ee health car e SAG 31 Note: 1H 2007 fo r Nort h American T ire excludes esti mated st rike imp act o f $39 mi llion. S egment operati ng income reconcili at ion in Appendi x on page 38. ( $ in mill ions) $72

North Am er ican Tir e Update on Cos t Savings Reflected in 1H 2 007 2H 2007 / 2008 Ful l $40M run - rate savi ngs r elated to Valleyf ield plant closure T yler closur e savings of $50M beg ins i n 2008 Fu ll $80- $90M run- rate savi ngs r elated to sal aried benefit plan changes US W producti vity ru n-rate savi ngs of $115M in 200 8 $13/hour labor savings of $ 80M Other pr oductivity savings of $35M VEBA sav ings up to $110M in 2 008* 33 *Assumes comp letion by year - end 2007; major ity of savin gs im pact North Am erican Ti re. One month of savings related to Vall eyf ield plant cl osur e Two m onths of savings related to salaried benef it plan changes Mi nimal USW savings related to $13/hour labor No savings related t o VEBA Over $400 mill ion of cos t savings yet to be r ecogn ized Min imal impact of st ructur al savings

North Am er ican Tir e Focus Going F orward Cont inue to dr ive products / br and su ccess Rebuild inventor y to impr ove ser vice levels ( esp. Kel ly and Dunlop) Work t o regain los t sales op portuni ty fr om s trike $40 - $45 mill ion los t operati ng income in 2H 2 007 Driv e cos t savings Drive supply chain improv em en ts Cus tomer serv ice Cos t Wor king Capital In ves t in capacity for i ncreased HVA 35

Target $ 1.8 - $2.0 billi on in gr oss cos t savin gs by the end of 200 9 Co st S avings Savings on T rack USW Contr act Savings ($250 millio n by 2009) Bu siness Process I mpro vem ents ( Pr oductivity, Six Si gma, Lean Manufactur ing) P roduct Refo rmulati on Safety G lobal high cos t f ootprin t st rategy T ar get mor e t han 25 mill ion unit f ootpr int r edu ct ion $150 - $250 mill ion cash cos t Reduce Footpr int Conti nuous Impr ovement / US W savings Raw Mat er ials Low Cos t T ires Capi tal Equi pment Ind irect Pur chases Back -offi ce Consolidatio n Legal E ntity Reductio n Headcoun t Rat ionalization Warehou se Consolidation Selling, Ad minis trativ e & General As ian / Lo w -Cos t Countr y Sour cing Savin gs by 2009: $1.25 - $1.4 billi on Pr ogress to Dat e: Mor e than $500 m illion S avings by 2009: Mor e t han $150 mil lion Announ ced t o Date: $135 mi llion, 21M unit s P rogr ess to Date: $35 m illion S avings by 2009: $ 200 - $300 mill ion Pr ogress t o Date: $60 mil lion Note: E xcludes cash savings related to capit al ex pen ditures Saving s by 2 009: $200 - $250 mill ion Pr ogress t o Date: Mo re than $150 m illion 37

Cost S avi ngs F irs t Half Cos t of Goods Sold 3 9 **Es tim at ed inflatio n includes inflati on on wages, ben ef its and indir ect materials . Pr oduct mix i ncreases cost , but also increases mar gin *Other includes 2 006 Gains /Settlement s, 200 7 Cu rtailment ch ar ge and acceler at ed depreciation ( $ in mil lions)

Cost S avi ngs F irs t Half Selling, Adminis trati ve & General E xpense 41 ( $ in mi llions)

4 Point Cos t S avi ngs P lan Imp act o n CO GS Going F orward 43 * Assumes completi on by year -end 2007

Balance Sheet Debt Repayment P lan $175 mi llion of 8.625% notes Com pleted $140 m illion of 9.00% notes Com pleted Rep ay $300 mill ion 3rd Lien T erm L oan 8/16/0 7 Call $650 mil lion secu red notes Q108 $100 m illion 6 3/8% n otes m at ure Q108 F urther de- lever ing being evalu at ed $315 mill ion "claw-back" 45

Balance Sheet VE BA Update Goodyear, US W, and retir ee class co unsel f inalized documentati on for class -acti on sui t Ret iree class counsel fil ed suit on Ju ly 3rd Necessary fir st s tep Goodyear response f iled with cour t Sett lement agreement to follow Delay i mpacts n ear - term cos t savi ngs 4 7

Next Stage Metrics 2005 Next S tage Metr ics No rth Amer ican Segment Oper at ing Margin 1.8 % 5% Total S egment Operati ng Mar gin(a) 5.9% 8% Debt( a) (b) 3.2x E BI TDA 2 .5x EBI TDA FY 2005 total segment oper ating mar gin and debt r econcil iations in Appendix on pages 39 & 40 E BI TDA i s calculated in accord ance wit h the defini tion of Con soli dated EBIT DA in our pri nci pal credit f aci lities , as in ef fect in 20 05 (r econcil iation in App end ix on pg 40) , and dif fers fr om Covenant E BI TDA, w hich is calcul at ed i n accor dance with our cr edit f acil ities am en ded an d res tated in Apri l 2007 49 Remain conf ident in abi lity to achieve Next S tage Metr ics

Summar y Prov en managem ent team with a pr oven track r ecor d / inn ovative so lutions Market leader wit h st rong mom entum and attr act ive growth opportu nities Intense focus on gr owing core consumer and com mercial tir e bus inesses S trength en ing balance sheet to capit al ize on growth , impr ove co mpetitive pos iti on Pro ven ab ility to ex ecute on agg ress ive cos t sav ings initiatives Accelerating pace of chang e; focus on speed 5 1

53

Appendix

Leadership L ower Cos t Str ucture Cash i s Kin g Leveraged Dis tr ibution Bui ld Brand St rength P roduct L eader sh ip Advantaged Sup ply Chain Overvi ew 7 Strategi c Dr ivers 57

North Am er ican Tir e 49 Eu ropean Union 2 7 E. E urope, Middl e Eas t & Afr ica 8 Lati n America 8 As ia 8 Sli ce 11 Slice 12 S lice 13 Slice 14 S lice 15 Sli ce 16 Replacement Market 7 1 OE Market 29 Slice 8 Sl ice 9 Slice 10 S lice 11 Slice 12 S lice 13 Sli ce 14 Slice 15 Sl ice 16 Overview of Goodyear's Sales N ote: As o f FY 20 06. Sales by end mark et and en d user as a percent o f units sold of 215 mill ion tir es. S al es by geogr aphy as a per cent of Goody ear 's net sales of $18.8 bi llion. Good year tires are sold in t wo dis tinct tir e markets ... ...and s tretch ar ound the wor ld ...available in a di ver se selection of products ... 59 North Am er ica 48% E urop ean Uni on 27% E. E urope, Middl e E ast & Afr ica 8% L atin Amer ica 9 % Asia Pacific 8% Replacem en t Mar ket 71% Consumer Tir es 90 Com mercial T ruck 8 Other 2 Sli ce 9 S lice 10 Sli ce 11 Slice 12 S lice 13 Slice 14 S lice 15 Sli ce 16 Con sumer 91% Com mercial T ruck 8% Other 1% OE Market 2 9%

Differ entiated Busi ness Model Typi cal Auto Supp lier Valuable br and Not applicable Wor ld -renowned brand Afterm ar ket exposure <1 0% of sales >80% of sales Pricing ab ility L imit ed d ue to dependency on OE Ms 10 pr ice increases 2004 to present in U.S. consumer replacement mark et Tim e t o market Multi ple year s <1 year E BIT DA vs. No rth Amer ican light vehicle pr oduction High corr el at ion No s tatis tically s ignif icant corr el at ion; other factors dr iving earnin gs P roduct develop ment OE manufacturer driven Consumer driven Uni onized hourl y workf orce United Aut o Workers United S teelworker s 61

63 Outlook F ull Year 20 07 Raw m aterial cos ts exp ected t o increase 4 - 6% I nteres t expense of $480 - $500 mill ion Capital expenditur es of $750 - $800 mill ion T ax exp ense about 30% of internation al segment operating in com e

2004 2005 200 6 2007E Unfunded P ension Obligations 3124 3001 2438 180 0 Unfunded OP EB Obli gations 3201 2610 2 452 800 Si gnifi cant Reductio n in L egacy Obl igations Str onger Balance Sheet L egacy Obl igations Addressed < $2,600 $4 ,890 $5,611 $ 6,325 < ( $ in mi llions) < < a b Assum es VE BA ap proval pr ocess is co mpleted and all appeals are exhaus ted by year -end . Assumes US discount r ate of 6% . 65

Second Quarter 2007 Revenue Per T ire I ncrease Nor th Ameri ca 0.0 6 Eur opean Union 0.05 Eas tern E urope, Middle E ast & Afr ica 0.14 Lati n America 0.02 As ia Pacif ic 0.08 T otal Company 0.06 ( Y -o- Y, ex cl uding imp act o f exchange) Nor th Ameri ca E uropean Uni on EE MEA L atin Amer ica As ia Pacif ic Tot al Com pany 67 Dri ven by price/m ix impr ovement

Price/Mix ver sus Raw Mater ials No te: Ref lects t ire bus inesses only. ( $ in mil lions) Pr ice/Mix Raw Materi al s 200 4 587 268 200 5 596 526 200 6 746 829 1H 0 7 295 171 69

Raw Material Cos t Raw material cos t br eakd own Raw m aterials make up about 35% of COGS Note: As of F Y 2006. (a) Dependent upon oil . Natural Rubber 25 Synth et ic Rub ber(a) 24 Car bon Black(a) 12 Fabri cs (a) 12 Steel Cor d 9 Other( a) 18 S lice 12 Slice 13 S lice 14 Sli ce 15 Slice 16 S ynthetic Rubber( a) 24% Natural Rubber 25% Carbon Black( a) 12% Steel Cord 9 % Other (a) 18% Fabr ics( a) 12% 71

Reconciliati on for Segment Oper ating In com e / Mar gin Note: F Y 2003 tot al segment operating i nco me, as pr esented, is deri ved by adding the segment oper ating income of Goodyear's five ti re bus inesses , as r epo rted. In cl udes pr ofessio nal ser vice fees r elated to labor negotiations , capital s tructu re, acquis itions and dives titur es in 2 006 and 2005, S arbanes O xley and res tatement in 200 4. Includes pri marily p ens ion and retiree medi cal cos ts , corpor ate ad minis trati ve cos ts and roy al ty income. T welve Mon ths E nded December 31 2004 2005 200 6 $831 $1,06 0 $712 (4 0) (4 3) (2 71) ( 7) (4 ) (88 ) (36 8) (4 08) ( 447) ( 20) ( 21) 2 ( 58) ( 95) ( 111) ( 117) (109) (40) (53) (9) (26) (76) (17) (12) (3) ( 11) ( 39) 1 45 43 1 ( 6) 13 ( 11) 33 5 8 86 (6 4 ) (46 ) (40 ) (21 ) (54 ) (29 ) 176 357 (313) (162) ( 233 ) ( 60 ) 101 11 5 4 3 - (11) - $115 $228 $( 330) 115 228 ( 330) 16,8 85 18,098 18,7 51 0.7% 1.3% ( 1.8)% 4.9% 5.9% 3.8% ($ in milli ons) To tal Segment Oper ating In com e Ratio nalizations and asset sal es Accelerated depreciatio n, asset impair ment and asset wr ite-offs - Interes t expense Foreign cu rrency exchange Minori ty inter es t in net income of subs idiar ies F inancing fees Gener al and pro duct liabilit y - discont inued prod uct s P rof ess ional fees (a) Cor porate incentiv e and stock based compensation plans Net i nsur ance settlement gains I ntercomp any prof it elimin at ion Int er est i ncome Retain ed net expense of disco ntinued operati ons( b) Ot her Incom e ( loss) fr om continui ng operations befo re income taxes United St at es and f oreign taxes Discontinued oper at ions Cu mulative eff ect of accounting change, net of income taxes and mino rity in terest Net Income ( Loss) Net In com e (Lo ss) S al es Return on Sales Total S egment Operati ng Mar gin 73

Reconciliati on for Segment Oper ating In com e / Mar gin 75

Reconciliati on for Segment Oper ating In com e / Mar gin Note: As s tated, does not ref lect Engi neer ed Pro ducts Di visi on as di sconti nued operations . ( a) Includes pro fess ional servi ce f ees related t o labor negot iations , cap ital s tructur e, acqui sit ions an d divest itures in 2005 . Total S egment Operati ng Income Rationali zati ons and asset sales Accel er ated depreciation, asset impairm en t and asset wri te- offs In terest ex pen se For eign curr ency exchan ge Mino rity i nteres t in net incom e of subsi diaries Financing f ees General and p roduct li ab ility -discont inued prod uct s P rofess ional fees (a) Cor porate incentiv e and stock based compensation plans Net insurance set tlement gains Int er company pr ofit eli mination I nteres t income Oth er Income ( loss) before i nco me taxes and cumu lative effect of acco unting change United S tates and foreig n taxes on i ncome (loss ) Net I nco me (L oss) Befor e Cumulative E ff ect o f Accounting Change Cumul at ive effect of accoun t change, net of in co me taxes and mi norit y interes t Net In com e (Lo ss) $1,1 64 (47) (5) (411) (22) (95) (109) (9) (25) (11) 43 13 59 ( 56) $ 489 (250 ) 239 ( 11) $22 8 Net Income ( Loss) $228 S ales $19,7 23 Ret urn on S ales 1.2% T otal Segment Op er ating Margin 5 .9% ( $ in mil lions) T welve Mon ths E nded December 31, 2005 77

Reconciliati on for Debt / Consolidated E BI TDA Note: Amounts includ e E ngineered P roducts Divi sion . ($ in m illions) T welve Months End ed December 31, 2005 Net I ncome (L oss) Con soli dated Inter es t E xpense U.S . and For eign T axes on I ncome Depreciation and Am ortization Expense Cumulative E ff ect o f Accounting Change E BIT DA Cr edit Agr eement Adjus tments : Other ( Income) and Exp ense Minori ty Inter est i n Net Income of Subs idiar ies Consolidated I nteres t Exp ense Adjus tment Ration al izat ions Con soli dated EBIT DA T otal Debt Long -term Debt and Capital L eases Lon g- term Debt and Capital L eases due within one year Notes Payable and Overdr afts To tal Debt To tal Debt / Consolidated E BI TDA $ 228 411 250 6 30 11 $1,530 70 95 5 11 $1, 711 $4,742 44 8 217 $5,407 $ 5,407/$1,71 1= 3.2x 79