On February 28, 2013, American Axle & Manufacturing, Inc. ("AAM"), a Delaware corporation and wholly owned subsidiary of American Axle & Manufacturing Holdings, Inc., a Delaware corporation (the "Company"), completed the closing of the sale of $400 million aggregate principal amount of 6.25% senior notes due 2021 (the "Notes"). The Notes are guaranteed on a senior unsecured basis by the Company and certain of AAM's current and future subsidiaries (such subsidiary guarantors, together with the Company, the "Guarantors").

The Notes were issued by AAM pursuant to an Indenture, dated as of November 3, 2011 (the "Indenture"), by and among AAM, the Guarantors and U.S. Bank National Association, as trustee (the "Trustee"), which governs the terms of the Notes. The Indenture was included as an exhibit to the Company's Current Report on Form 8-K previously filed with the Securities and Exchange Commission on November 3, 2011. A copy of the form of Note is attached hereto as Exhibit 4.1 and is incorporated herein by reference.

A copy of the opinions of Shearman & Sterling LLP, counsel to the Company and AAM, and of David E. Barnes, General Counsel and Secretary of the Company and AAM, relating to the legality of the Notes are attached hereto as Exhibits 5.1 and 5.2, respectively.

(d) Exhibits

Exhibit
  No.                                     Description

 4.1         Form of 6.25% Senior Note due 2021.

 5.1         Opinion of Shearman & Sterling LLP, counsel to American Axle &
             Manufacturing Holdings, Inc. and American Axle & Manufacturing, Inc.

 5.2         Opinion of David E. Barnes, General Counsel and Secretary of American
             Axle & Manufacturing Holdings, Inc. and American Axle & Manufacturing,
             Inc.

23.1         Consent of Shearman & Sterling LLP (included in Exhibit 5.1).

23.2         Consent of David E. Barnes (included in Exhibit 5.2).