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Goodyear announces conversion period for Convertible Senior Notes

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Goodyear Tire & Rubber Co. says its 4.00% Convertible Senior Notes due June 15, 2034, are now convertible at the option of the holders. They will remain convertible through June 29, 2007, the last business day of the current fiscal quarter.

The notes became convertible because the last reported sale price of the company's common stock for at least 20 trading days during the 30

consecutive trading-day period ending on April 17, 2007, was greater than 120% of the conversion price in effect on such day. (The notes also have been convertible in previous fiscal quarters.)

The company will deliver shares of its common stock or pay cash upon

conversion of any notes surrendered prior to June 29, 2007. If shares

are delivered, cash will be paid in lieu of fractional shares only.

Issued in June 2004, the notes are currently convertible at a rate of

83.0703 shares of common stock per $1,000 principal amount of notes,

which is equal to a conversion price of $12.04 per share.

There is approximately $350 million in aggregate principal amount of

notes outstanding.

If all outstanding notes are surrendered for conversion, the aggregate

number of shares of common stock issued would be approximately 29

million. The notes could be convertible after June 30, 2007, if the sale price condition described above is met in any future fiscal quarter, or if any of the other conditions to conversion set forth in the indenture governing the notes are met.

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