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Dana Corporation Reports Preliminary Fourth-Quarter and Full-Year 2005 Results

TOLEDO, Ohio, March 22 -- Dana Corporation (BULLETIN BOARD: DCNAQ) today reported preliminary, unaudited consolidated financial results for the quarter and full year ended Dec. 3, 20051, 2005.

  
  Fourth-Quarter 2005 Results

Sales for the fourth quarter of 2005 were $2,046 million, compared to $1,988 million during the same period in 2004. The company expects to report a net loss of $376 million for the quarter, including a loss from continuing operations of $231 million. This compares to a net loss of $136 million in the fourth quarter of 2004, which included a loss from continuing operations of $72 million.

The fourth-quarter 2005 net loss will include unusual charges expected to total $230 million, after tax. These include:

  -- Charges of $123 million related to the previously announced planned
     divestitures of the company's non-core engine hard parts, fluid
     products, and pump products businesses that are currently held for sale
     and will be classified as discontinued operations;
  -- Goodwill impairment of $53 million;
  -- Realignment charges and related asset impairments of $45 million;
  -- A change in accounting related to the recognition of asset retirement
     obligations of $2 million; and
  -- A loss of $7 million on asset sales.

The balance of the fourth-quarter 2005 loss - expected to total $146 million, after tax - will be from operations. Continuing operations, before unusual items, are expected to generate a loss of $126 million in the fourth quarter of 2005 as compared to income of $54 million for the same period in 2004. Discontinued operations are expected to produce a loss of $20 million, before unusual items, in the fourth quarter of 2005, which compares to a loss of $19 million in the previous year's fourth quarter.

Full-Year 2005 Results

Sales of continuing operations for the full year 2005 were $8,611 million, compared to $7,775 million in 2004. The company expects to report a 2005 net loss of $1,602 million versus net income of $62 million in 2004. Included in the net loss for 2005 is an expected loss from continuing operations of $1,172 million compared to income from continuing operations of $72 million in 2004. In addition to the unusual fourth-quarter 2005 charges totaling $230 million, the year-on-year change in earnings is expected to be driven primarily by unusual items recorded in the third quarter of 2005. These items totaled $1,209 million and included:

  -- The provision of a $918 million valuation allowance to reduce Dana's
     net U.S. and U.K. deferred tax assets, comprised of $835 million of
     deferred tax assets as of Dec. 31, 2004, and additional benefits
     recognized between the beginning of the year and June 30, 2005;
  -- An impairment charge of $275 million, after tax, to reduce the book
     value of certain assets of the non-core businesses that are now held
     for sale; and
  -- Aggregate charges of approximately $16 million related to the sale of
     Dana's domestic fuel rail business and the dissolution of an engine
     bearings joint venture.

Adjusted for unusual items, continuing operations are expected to generate an after-tax loss of $215 million in 2005, compared to income of $165 million in 2004. Discontinued operations, on the same basis, are expected to report an after-tax loss of $36 million in 2005, compared to income of $48 million in the prior year. Results from 2004 included income from the automotive aftermarket businesses that were sold in November 2004.

Unusual items of $151 million, after tax, in 2004 included $171 million of charges recorded in the fourth quarter, as well as $20 million of net gains reported earlier in the year. The fourth-quarter 2004 charges included costs associated with completing the divestiture of the company's automotive aftermarket businesses, two facility closures and other manufacturing realignments, and the repurchase of approximately $900 million of long-term debt.

Business Segment Results for Continuing Operations

Sales in the Automotive Systems Group totaled $1,414 million in the fourth quarter of 2005 and $5,941 million for the full year 2005, compared to $1,387 million and $5,384 million respectively during the fourth quarter and full year 2004. On an EBIT basis, the group expects to record income of $6 million during the fourth quarter of 2005 and $187 million for the full year 2005, compared to $49 million and $300 million during the respective periods in 2004.

Sales in the Heavy Vehicle Technologies and Systems Group totaled $626 million in the fourth quarter of 2005 and $2,640 million for the full year 2005, compared to $580 million and $2,299 million respectively during the fourth quarter and full year 2004. On an EBIT basis, the group expects to record a loss of $9 million during the fourth quarter of 2005 and income of $72 million for the full year 2005, compared to earnings of $36 million and $161 million during the respective periods in 2004.

2005 Form 10-K Filing and Investor Communications

Dana will not file its 2005 Form 10-K by the March 31, 2006, extended filing date because of the additional time required to complete its financial statements and the related non-financial disclosures, in light of the company's bankruptcy filing on March 3, 2006, and to complete its assessment of internal control over financial reporting. The company expects to file its 2005 Form 10-K by April 30, 2006. This report will include - in addition to Dana's audited financial statements and management's discussion and analysis of financial condition and results of operations - information generally found in the proxy statement.

The company has suspended its quarterly conference calls and annual shareholder meetings until further notice.

About Dana Corporation

Based in Toledo, Ohio, Dana Corporation is a leading supplier of axle, driveshaft, engine, frame, chassis, and transmission technologies. Dana people design and manufacture products for every major vehicle producer in the world - in the automotive, commercial vehicle, and off-highway markets. The company and certain of its U.S. subsidiaries are operating under Chapter 11 of the U.S. Bankruptcy Code as debtors-in-possession. More information about Dana can be found on the Internet at http://www.dana.com/.

                                 Dana Corporation
                          Financial Summary (Unaudited)*
                      (in millions, except per share amounts)

                                       Three Months Ended    Year Ended
                                          December 31,      December 31,
                                         2005     2004      2005     2004

       Net sales                        $2,046   $1,988    $8,611   $7,775

       Income (loss) from continuing
        operations                       $(231)    $(72)  $(1,172)     $72
       Loss from discontinued
        operations                        (143)     (64)     (434)     (10)
       Effect of change in accounting       (2)                 4
       Net income (loss)                 $(376)   $(136)  $(1,602)     $62

       Income (loss) from continuing
        operations                       $(231)    $(72)  $(1,172)     $72
       Goodwill impairment                  53                 53
       Realignment charges                  45       34        45       39
       Net (gain) losses on
        divestitures, asset impairments
        and sales                            7       (4)       19      (42)
       Valuation allowance against
        deferred tax assets                                   835
       Loss on repurchase of notes                   96                 96
       Charge related to Ohio tax
        legislation                                             5
       Income (loss) from continuing
        operations, excluding unusual
        items                            $(126)     $54     $(215)    $165

       Income (loss) from discontinued
        operations                       $(143)    $(64)    $(434)    $(10)
       Provision for loss on sale of
        engine hard parts,
        fluid routing and pump
         businesses                        123                398
       Impairment and restructuring
        charges                                      15                 15
       Sale of automotive aftermarket
        businesses                                   30                 43
       Income (loss) from discontinued
        operations, excluding unusual
        items                             $(20)    $(19)     $(36)     $48

       Diluted earnings (loss) per
        share:
       Income (loss) from continuing
        operations                      $(1.54)  $(0.48)   $(7.84)   $0.48
       Loss from discontinued
        operations                       (0.95)   (0.43)    (2.90)   (0.07)
       Effect of change in accounting    (0.01)              0.03
       Net income (loss)                $(2.50)  $(0.91)  $(10.71)   $0.41

       Income (loss) from continuing
        operations, excluding unusual
        items                           $(0.83)   $0.36    $(1.42)   $1.09
       Income (loss) from discontinued
        operations, excluding unusual
        items                            (0.13)   (0.13)    (0.24)    0.32
       Effect of change in accounting    (0.01)              0.03       -
       Net income (loss), excluding
        unusual items                    (0.97)    0.23     (1.63)    1.41
       Loss from unusual items           (1.53)   (1.14)    (9.08)   (1.00)
       Net income (loss)                $(2.50)  $(0.91)  $(10.71)   $0.41

  * Subsequent to Dana's filing under chapter 11 of the U.S. Bankruptcy Code
    on March 3, 2006, the company and certain of its U.S. subsidiaries are
    operating as debtors-in-possession.

                               Dana Corporation
                 Consolidated Statement of Income (Unaudited)*
                    (in millions, except per share amounts)

                                          Three Months
                                             Ended         Year Ended
                                          December 31,    December 31,
                                          2005    2004    2005     2004

         Net sales                       $2,046  $1,988   $8,611  $7,775
         Revenue from lease financing         4       4       15      18
         Other income (expense), net         22    (107)      73    (103)
         Total revenue                    2,072   1,885    8,699   7,690
         Costs and expenses
              Cost of sales               2,016   1,899    8,192   7,189
              Selling, general and
               administrative expenses      143      97      500     416
              Realignment and impairment
               charges                      108      44      111      44
              Interest expense               44      52      167     206
         Total costs and expenses         2,311   2,092    8,970   7,855
         Loss before income taxes          (239)   (207)    (271)   (165)
         Income tax benefit (expense)        (5)    118     (935)    205
         Minority interest                   (1)      2       (6)     (5)
         Equity in earnings of
          affiliates                         14      15       40      37
         Income (loss) from continuing
          operations                       (231)    (72)  (1,172)     72
         Income (loss) from discontinued
          operations before income taxes   (156)    (69)    (441)     17
         Income tax benefit (expense) of
          discontinued operations            13       5        7     (27)
         Loss from discontinued
          operations                       (143)    (64)    (434)    (10)
           Income before effect of
            change in accounting           (374)   (136)  (1,606)     62
         Effect of change in accounting      (2)               4
         Net income (loss)                $(376)  $(136) $(1,602)    $62

         Basic earnings (loss) per
          common share
         Income (loss) from continuing
          operations before effect
          of change in accounting        $(1.54) $(0.48)  $(7.84)  $0.48
         Loss from discontinued
          operations                      (0.95)  (0.43)   (2.90)  (0.07)
         Effect of change in accounting   (0.01)    -       0.03
           Net income (loss)             $(2.50) $(0.91) $(10.71)  $0.41

         Diluted earnings (loss) per
          common share
         Income (loss) from continuing
          operations before effect
          of change in accounting        $(1.54) $(0.48)  $(7.84)  $0.48
         Loss from discontinued
          operations                      (0.95)  (0.43)   (2.90)  (0.07)
         Effect of change in accounting   (0.01)            0.03
           Net income (loss)             $(2.50) $(0.91) $(10.71)  $0.41

         Cash dividends declared and
          paid per common share           $0.01   $0.12    $0.37   $0.48

         Average shares outstanding -
          Basic                             150     149      150     149
         Average shares outstanding -
          Diluted                           150     151      151     151

  * Subsequent to Dana's filing under chapter 11 of the U.S. Bankruptcy Code
    on March 3, 2006, the company and certain of its U.S. subsidiaries are
    operating as debtors-in-possession.

                                  Dana Corporation
                      Consolidated Balance Sheet (Unaudited)*
                             December 31, 2005 and 2004
                                   (in millions)

           Assets                                   2005              2004
           Current assets
           Cash and cash equivalents                $762              $634
           Accounts receivable
                Trade, less allowance for doubtful
                 accounts of $36 - 2005 and
                 $39 - 2004                        1,064             1,254
                Other                                244               437
           Inventories                               662               898
           Assets of discontinued
            operations                               549
           Other current assets                       57               185
           Total current assets                    3,338             3,408

           Goodwill                                  439               593
           Investments, deferred taxes
            and other assets                       1,811             2,566
           Investments in leases                     186               281
           Property, plant and
            equipment, net                         1,629             2,171
           Total assets                           $7,403            $9,019

           Liabilities and
            Shareholders' Equity
           Current liabilities
           Notes payable, including
            current portion of
            long-term debt (1)                    $2,580              $155
           Accounts payable                          948             1,330
           Accrued payroll and employee benefits     429               378
           Liabilities of discontinued
            operations                               290
           Other accrued liabilities                 463               611
           Taxes on income                           175               199
           Total current liabilities               4,885             2,673

           Deferred employee benefits
            and other noncurrent
            liabilities                            1,910             1,759
           Long-term debt                             66             2,054
           Minority interest in
            consolidated subsidiaries                 84               122
           Total liabilities                       6,945             6,608

           Shareholders' equity
                Common stock, $1 par
                 value, shares
                 authorized, 350;
                 shares issued, 150
                 - 2005, 150 - 2004                  150               150
                Additional paid-in
                 capital                             194               190
                Retained earnings                    820             2,479
                Accumulated other
                 comprehensive loss                 (706)             (408)
           Total shareholders' equity                458             2,411
           Total liabilities and
            shareholders' equity                  $7,403            $9,019

  * Subsequent to Dana's filing under chapter 11 of the U.S. Bankruptcy Code
    on March 3, 2006, the company and certain of its U.S. subsidiaries are
    operating as debtors-in-possession.

  (1) At December 31, 2005, although we had obtained waivers of certain
      financial covenants through May 31, 2006, we had determined that
      following expiration of the waivers, it was unlikely that we would be
      able to comply with such covenants.  As a consequence, under
      accounting requirements for debt classification, we classified long-
      term debt that is subject to acceleration in the event of non-
      compliance with the financial covenants as debt payable within one
      year.

                             Dana Corporation
                   Consolidated Statement of Cash Flows
                               (Unaudited)*
                              (in millions)

                                       Three Months Ended    Year Ended
                                           December 31,      December 31,
                                           2005    2004      2005     2004

          Net income (loss)              $(376)   $(136)  $(1,602)     $62
          Depreciation and amortization     83       85       310      358
          Asset impairments and other
           related charges                 183       13       473       37
          Loss on asset sales               15       75        29       18
          Effect of change in
           accounting                        2                 (4)
          Working capital decrease
           (increase)                       67       82      (126)    (294)
          Deferred taxes                    36      (53)      764     (125)
          Other                             98       64       (36)      17
          Net cash flows - operating
           activities                      108      130      (192)      73

          Purchases of property, plant
           and equipment                  (104)    (115)     (297)    (329)
          Payments received from leases
           and partnerships                 91      279       161      289
          Proceeds from divestitures
           and asset sales                   7      650       183      968
          Other                            (93)      10       (66)     (12)
          Net cash flows - investing
           activities                      (99)     824       (19)     916

          Net change in short-term debt      -     (212)      406      (31)
          Payments on long-term debt        (1)  (1,052)      (46)  (1,457)
          Proceeds from long-term debt       -      450        21      455
          Dividends paid                    (1)     (20)      (55)     (73)
          Other                             25      -          13       16
          Net cash flows - financing
           activities                       23     (834)      339   (1,090)

          Net change in cash and cash
           equivalents                      32      120       128     (101)
          Net change in cash -
           discontinued operations           -        2         -        4
          Cash and cash equivalents -
           beginning of period             730      512       634      731
          Cash and cash equivalents -
           end of period                  $762     $634      $762     $634

  * Subsequent to Dana's filing under chapter 11 of the U.S. Bankruptcy Code
    on March 3, 2006, the company and certain of its U.S. subsidiaries are
    operating as debtors-in-possession.

                             Dana Corporation
                Reconciliation of Earnings Before Interest
                   and Taxes (EBIT) for the Segments to
                 Income Before Income Taxes (Unaudited)*
                              (In millions)

                                        Three Months Ended     Year Ended
                                            December 31,       December 31,
                                          2005      2004      2005     2004

       Segment earnings before interest
        and taxes -
         ASG                               $6        $49      $187     $300
         HVTSG                             (9)        36        72      161
           Total                           (3)        85       259      461
         Other                            (91)       (61)     (290)    (238)
       Earnings (loss) before interest
        and taxes (EBIT),
         before unusual items             (94)        24       (31)     223

       Unusual items (on an EBIT
        basis):
            Total operations             (222)      (254)     (519)    (269)
            Discontinued operations       121         51       411       71
                Continuing operations    (101)      (203)     (108)    (198)

       Interest expense, excluding DCC    (37)       (43)     (139)    (161)
       Interest income, excluding DCC       9          4        35        9
           Interest expense, net -
            excluding DCC                 (28)       (39)     (104)    (152)

       DCC pre-tax income (loss)          (16)        11       (28)     (38)

       Loss before income taxes         $(239)     $(207)    $(271)   $(165)

  * Subsequent to Dana's filing under chapter 11 of the U.S. Bankruptcy Code
    on March 3, 2006, the company and certain of its U.S. subsidiaries are
    operating as debtors-in-possession.