Goodyear sets conversion period for notes

Oct. 18, 2005

Goodyear Tire & Rubber Co. says its 4% convertible senior notes due June 15, 2034, are now convertible at the option of holders and will remain convertible through Dec. 31, 2005.

"The notes became convertible because the last reported sale price of the company's common stock for at least 20 trading days during the last 30 consecutive trading day period ending on Oct. 17, 2005 -- the 11th trading day of the current fiscal quarter -- was greater than 120% of the conversion price in effect on such day," say Goodyear officials.

Goodyear "will deliver shares of its common stock upon conversion of any notes surrendered prior to Dec. 31, 2005. 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 currently $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 Dec. 31, 2005, if the sale price condition is met in any future fiscal quarter of if any of the other conditions to conversion set forth in the indenture governing the notes are met."