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Goodyear announces plans to offer shares of common stock

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The Goodyear Tire & Rubber Co. plans to offer 22,549,609 shares of its common stock in an underwritten public offering.

In addition, Goodyear intends to grant the underwriters a 30-day option to purchase up to an additional 3,382,441 shares to cover any

over-allotments.

The company estimates the net proceeds from this offering, after deducting underwriting discounts and commissions, will be approximately $725 million, assuming a public offering price of $33.26 per share, which was the last reported sale price of Goodyear's common stock on May 8, 2007. The estimated net proceeds would be approximately $834 million if underwriters exercise their over-allotment option in full.

Goodyear intends to use the net proceeds from the offering to repay approximately $175 million of its 8.625% notes due in 2011 and approximately $140 million of its 9% notes due in 2015. It expects to use the remaining net proceeds for general corporate purposes, which may include investments in growth initiatives within the company's core tire businesses and the repayment of other debt.

Deutsche Bank Securities, Citi and Goldman, Sachs & Co. will be joint book running managers for the offering.

The offering will be made under an effective shelf registration

statement filed with the U.S. Securities and Exchange Commission. Copies of the prospectus and the prospectus supplement relating to the offering may be obtained from Deutsche Bank Securities Prospectus Department, 100 Plaza One, Jersey City, NJ 07311, (800) 503-4611; from Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th St., 8th Floor, Brooklyn, NY 11220, (718) 765-6732; from Goldman, Sachs & Co. Prospectus Department, 85 Broad St., New York, NY 10004, (212) 902-1171; or from Goodyear's Investor Relations Department, 1144 E. Market St., Akron, OH 44316, (330) 796-3751.

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