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Dana Corporation Announces Fourth-Quarter Earnings    

28 January 2000

Dana Corporation Announces Fourth-Quarter Earnings    
         Company completes strong year with quarter of repositioning

    TOLEDO, Ohio, Jan. 28 -- Dana Corporation today
reported sales for the fourth quarter of 1999 of more than $3.2 billion and
operating profits after tax of $143 million.  Operating earnings per share
were 87 cents on a diluted basis, in line with consensus forecasts.
    (Photo:  http://www.newscom.com/cgi-bin/prnh/19990903/DANA )
    The quarter included net non-recurring charges of nearly $144 million
(87 cents per share), compared with $14 million (8 cents per share) in 1998.
Including these items, the company had no net income or earnings per share in
the fourth quarter.
    For the year, Dana's sales totaled $13.2 billion, up 6 percent over 1998.
Operating profits after tax rose 15 percent to $678 million, and operating
earnings per share increased 15 percent to $4.07.  The results marked Dana's
eighth consecutive year of record sales and sixth straight year of record
operating profits. Including all non-recurring items for the year, net income
was $513 million, and earnings per share were $3.08 on a fully diluted basis.
    The non-recurring items in the fourth quarter consisted primarily of
charges for the rationalization of a number of operations globally.  The most
significant item was the downsizing of Dana's structural products operations
in Reading, Pa.  Other affected operations included certain driveshaft,
forging, and chassis facilities in Argentina, as well as selected engine parts
and aftermarket operations in Europe.  Other non-recurring items included
costs associated with the integration of Echlin and a one-time gain from the
sale of the Sierra marine aftermarket operations.
    Joe Magliochetti, Dana president and chief executive officer, said,
"Previously, we had indicated that we expected softer international
conditions, and we approached the fourth quarter with due caution.  Therefore,
we said we would look at global asset utilization in order to optimize capital
efficiencies and improve future performance.  This was the reason for the
rationalization charges during the fourth quarter.  The total charge for
rationalization, $170 million before taxes, was within the range of
$150-200 million we had mentioned before.
    "For the year, there were many successes. Our sales growth in North
America was strong, and operating margins were up sharply year over year.  We
recorded some major new business, which will benefit us going forward, and we
launched a number of new products that have been very well received by our
customers.
    "We continue to be pleased with the direction of our Five-Point Plan and
are confident that we have the fundamentals in place to continue improving our
performance in the future.  We have taken steps this quarter to optimize our
asset utilization and improve our capital efficiency on a global basis.  While
difficult, we believe these moves improve our competitiveness and will
ultimately enhance shareholder value."
    Southwood J. Morcott, Dana's chairman, said, "As we end the 20th century,
it is appropriate to reflect on Dana's accomplishments.  Over the decade, we
have grown at more than 11 percent annually - from a company that reported
sales of less than $5 billion in 1990 to well over $13 billion in 1999.  More
importantly, operating profit after tax has climbed at a rate of nearly 28
percent annually, from $76 million reported in 1990 to $678 million this year.
And operating profit after tax as a percent of sales has grown from 1.5
percent to 5.1 percent.
    "As we continue to position our company for future growth, we can look
back on these accomplishments with a real sense of pride.  We also believe
this level of performance can continue into the future."

    IMPLEMENTATION OF FIVE-POINT PLAN CONTINUES
    During the quarter, Dana continued with implementation of its Five-Point
Plan, which provides a blueprint for continued growth and increased
profitability.  The primary element of the plan is to "grow while focusing on
returns and maintaining financial discipline."  In line with this objective,
Dana's operating profit after tax as a percent of sales increased from
4.7 percent to 5.1 percent for the year.
    Among the plan's other elements is the divestiture of "non-strategic and
non-performing operations."  Since April, Dana has announced plans to divest
businesses with some $850 million in annual sales.  During the fourth quarter,
Dana completed the sale of its Sierra operations and reached an agreement to
sell its global Warner Electric operations to Colfax Corporation.  Dana also
reached an agreement with a subsidiary of Iveco SpA for the sale of its
Australian Truckline Parts Centres business and announced plans to sell an
English forging operation.
    Another element of the plan is to "seek strategic, bolt-on acquisitions at
reasonable valuations."  In recent weeks, Dana has received final regulatory
approval for an exchange of driveshaft assets with GKN plc.  This will allow
the companies to form a joint venture for the design of advanced driveline
systems and modular assemblies for all-wheel drive and four-wheel drive
passenger cars, light trucks, and sport utility vehicles worldwide.
    The Five-Point Plan also calls for Dana to "repurchase stock as the
company generates cash."  During the quarter, Dana continued to repurchase its
stock under a plan approved by the Board of Directors in April.  During the
year, Dana has spent $100 million on the repurchase of company stock.  The
authorization, in effect through October 2000, allows the company to buy back
up to $350 million of its common stock.
    Bob Richter, chief financial officer, said, "We increased the pace of
share repurchases during the fourth quarter.  And, as we continue to receive
proceeds from our divestitures, we may be in a position to use our entire
authorization well before it expires.  Obviously, we will reassess our
situation if that happens."
    The final element of the plan calls for Dana to "complete integration
efforts and realize synergy savings."  Dana achieved its plan for $216 million
before tax in new automotive aftermarket operational and sourcing synergies in
1999.

    NEW BUSINESS, PRODUCTS ANNOUNCED
    During the quarter, Dana began production of rear drive modules for Holden
Limited, a General Motors Corporation subsidiary, for that company's Commodore
passenger car. Sales of the modules, which are manufactured in Australia, are
expected to exceed $100 million annually.  The production of the rear drive
modules expands Dana's most ambitious modular program to date in the Asia-
Pacific region. Dana already provides Holden with the front corner modules for
the Commodore.
    Other new business launched in the fourth quarter included production of
hydroformed engine cradles for the Ford Motor Company's Windstar minivan.  The
engine cradle is one of the most complex hydroformed components being produced
today.  The process was named a finalist for the 2000 PACE Awards, which
recognize supplier innovation and technology.
    In addition, Dana's Brake and Chassis Group introduced a new line of
Spicer(R) Professional Grade Chassis Products to the automotive aftermarket.
The product line includes idler arms, pitman arms, ball joints, drag links,
center links, tie rod ends and bushings, as well as many alignment products
and tools. Applications are available for domestic and imported passenger
cars, light trucks, SUVs, and medium- and heavy-duty trucks.
    Dana Corporation is one of the world's largest independent suppliers to
vehicle manufacturers and their related aftermarkets.  Founded in 1904 and
based in Toledo, Ohio, the company operates approximately 330 major facilities
in 32 countries and employs more than 84,000 people. Dana's Internet address
is http://www.dana.com .
    Certain statements contained herein constitute "forward-looking"
statements within the meaning of the Private Securities Litigation Reform Act
of 1995.  These statements involve assumptions, uncertainties, and risks, and
Dana's actual future results, performance, or achievements may differ
materially from those expressed or implied in these statements.  Among the
factors that could affect Dana's actual results are the ability of its
customers to achieve projected vehicle sales levels, the cyclical nature of
the automotive industry, and international economic conditions.  Additional
factors are detailed in Dana's public filings with the Securities and Exchange
Commission.  Dana does not undertake to update any forward-looking statements
contained herein.


    (in millions, except
    per share amounts)
                                             Unaudited
                                   Three Months Ended December 31

                                     1998                    1999

    Sales                         $ 3,032                 $ 3,243
    Net Income                        135                      --
    Net Income Per Common Share -
      Basic                          0.82                      --
      Diluted                        0.81                      --

    Average Shares Outstanding -
      For Basic EPS                   165                     165
      For Diluted EPS                 167                     166


                                              Audited
                                        Year Ended December 31

                                    1998                    1999

    Sales                         $12,464                 $13,159
    Net Income                        534                     513
    Net Income Per Common Share
      Basic                          3.24                    3.10
      Diluted                        3.20                    3.08

    Average Shares Outstanding
      For Basic EPS                   165                     165
      For Diluted EPS                 167                     166

    * Amount is less than $.5 and per share amounts are less than one-half
      cent.


    Dana Corporation
    Statement of Income (Unaudited)
    December 31, 1999
    (in millions, except per share amounts)

                                    Three Months Ended December 31
                                     1998                    1999

    Net Sales                     $ 3,032                 $ 3,243
    Revenue from Lease Financing
      and Other Income                200                      75

      Total                         3,232                   3,318

    Costs and Expenses
      Cost of Sales                 2,589                   2,788
      Selling, General and
        Administrative Expenses       258                     317
      Restructuring and
        Integration Charges           118                     151
      Merger Expense                    3                      --
      Interest Expense                 69                      72

       Total                        3,037                   3,328

    Income Before Income Taxes        195                     (10)
    Estimated Taxes on Income         (69)                     15
    Minority Interest                   3                      (3)
    Equity in Earnings
      of Affiliates                     6                      (2)

    Net Income                       $135                     $--

    Net Income Per Common Share -
      Basic                         $0.82                      --
      Diluted                       $0.81                      --

    Average Shares Outstanding -
      For Basic EPS                   165                     165
      For Diluted EPS                 167                     166

    * Amount is less than $.5 and per share amounts are less than one-half
      cent.


    Dana Corporation
    Statement of Income (Audited)
    December 31, 1999
    (in millions, except per share amounts)

                                        Year Ended December 31

                                    1998                    1999

    Net Sales                     $12,464                 $13,159
    Revenue from Lease Financing
      and Other Income                375                     194

        Total                      12,839                  13,353

    Costs and Expenses
      Cost of Sales                10,449                  10,964
      Selling, General and
        Administrative Expenses     1,122                   1,192
      Restructuring and
        Integration Charges           118                     181
      Merger Expense                   50                      --
      Interest Expense                280                     279

        Total                      12,019                  12,616

    Income Before Income Taxes        820                     737
    Estimated Taxes on Income        (315)                   (251)
    Minority Interest                  (8)                    (13)
    Equity in Earnings
      of Affiliates                    37                      40

    Net Income                       $534                    $513

    Net Income Per Common Share -
      Basic                         $3.24                   $3.10
      Diluted                       $3.20                   $3.08

    Average Shares Outstanding -
      For Basic EPS                   165                     165
      For Diluted EPS                 167                     166


    Dana Corporation
    Condensed Balance Sheet (Audited)
    December 31, 1999
    (in millions)

                                   December 31             December 31
    Assets                             1998                    1999
      Current Assets
        Cash and Marketable
          Securities                   $230                    $111
        Accounts Receivable
          Trade                       1,617                   1,935
          Other                         248                     411
        Inventories                   1,679                   1,784
        Other Current Assets            563                     560

          Total Current Assets        4,337                   4,801

    Property, Plant &
      Equipment, Net                  3,304                   3,450
    Investment in Leases                852                   1,014
    Investments and Other Assets      1,645                   1,858

          Total Assets              $10,138                 $11,123

    Liabilities and Shareholders' Equity

    Accounts Payable and Other
      Current Liabilities           $ 2,289                 $ 2,470
    Notes Payable                     1,698                   1,418

          Total Current Liabilities   3,987                   3,888

    Long-Term Debt                    1,718                   2,732
    Deferred Employee Benefits
      and Other Noncurrent
      Liabilities                     1,337                   1,398
    Minority Interest                   156                     148
    Shareholders' Equity              2,940                   2,957

          Total Liabilities and
            Shareholders' Equity    $10,138                 $11,123


    Dana Corporation
    (Including Dana Credit Corporation on an Equity Basis)
    Statement of Income (Unaudited)
    December 31, 1999
    (in millions)


                                   Three Months Ended December 31
                                    1998                    1999

    Net Sales                     $ 3,032                 $ 3,243
    Other Income                       53                      40

        Total                       3,085                   3,283

    Costs and Expenses
      Cost of Sales                 2,599                   2,802
      Selling, General and
        Administrative Expenses       220                     276
      Restructuring and
        Integration Charges           118                     151
      Merger Expense                    3                      --
      Interest Expense                 47                      51

         Total                      2,987                   3,280

    Income Before Income Taxes         98                       3
    Estimated Taxes on Income         (33)                      1
    Minority Interest                   3                      (3)
    Equity in Earnings
      of Affiliates                    67                      (1)

    Net Income                       $135                     $--

    * Amount is less than $.5


    Dana Corporation
    (Including Dana Credit Corporation on an Equity Basis)
    Statement of Income (Unaudited)
    December 31, 1999
    (in millions)

                                        Year Ended December 31

                                    1998                    1999

    Net Sales                     $12,464                 $13,159
    Other Income                       59                      58

           Total                   12,523                  13,217

    Costs and Expenses
      Cost of Sales                10,485                  11,016
      Selling, General and
        Administrative Expenses       984                   1,074
      Restructuring and
        Integration Charges           118                     181
      Merger Expense                   50                      --
      Interest Expense                189                     208

           Total                   11,826                  12,479

    Income Before Income Taxes        697                     738
    Estimated Taxes on Income        (277)                   (273)
    Minority Interest                  (8)                    (13)
    Equity in Earnings
      of Affiliates                   122                      61

    Net Income                       $534                    $513


    Dana Corporation
    (Including Dana Credit Corporation on an Equity Basis)
    Condensed Balance Sheet (Unaudited)
    December 31, 1999
    (in millions)

                                 December 31             December 31
    Assets                           1998                    1999

    Current Assets
      Cash and Marketable Securities $227                    $101
      Accounts Receivable
        Trade                       1,617                   1,935
        Other                         248                     399
      Inventories                   1,679                   1,784
      Other Current Assets            403                     418

          Total Current Assets      4,174                   4,637

    Property, Plant &
      Equipment, Net                3,066                   3,064
    Investments and Other Assets    1,812                   1,801

          Total Assets            $ 9,052                 $ 9,502

    Liabilities and Shareholders' Equity

    Accounts Payable and Other
      Current Liabilities         $ 2,237                 $ 2,423
    Notes Payable                   1,393                     897

          Total Current Liabilities 3,630                   3,320

    Long-Term Debt                  1,147                   1,862
    Deferred Employee Benefits
      and Other Noncurrent
      Liabilities                   1,180                   1,216
    Minority Interest                 155                     147
    Shareholders' Equity            2,940                   2,957

         Total Liabilities and
           Shareholders' Equity   $ 9,052                 $ 9,502



    Dana Corporation
    Condensed Statement of Cash Flows (Unaudited)
    December 31, 1999
    (in millions)

                                    Three Months Ended December 31
                                     1998                    1999

    Net income                       $135                     $ -
    Depreciation and amortization     122                     127
    Working capital change and other  (28)                    179
              Net cash from
                operating activities  229                     306

    Purchases of property,
      plant and equipment            (207)                   (245)
    Purchases of assets to be leased  (74)                   (162)
    Payments received on leases
      and loans                       111                     179
    Acquisitions                     (440)                     (6)
    Divestitures                      771                      36
    Other                             (47)                   (100)
              Net cash flows
                - investing
                  activities          114                    (298)

    Net change in short-term debt     (92)                   (146)
    Proceeds from long-term debt       45                     245
    Payments on long-term debt       (190)                    (74)
    Dividends paid                    (48)                    (51)
    Other                              11                     (56)
              Net cash flows
                - financing
                  activities         (274)                    (82)
    Net change in cash and
      cash equivalents                 69                     (74)
    Cash and Cash Equivalents
      - beginning of period           161                     185
    Cash and Cash Equivalents
      - end of period                $230                    $111


    Dana Corporation
    Condensed Statement of Cash Flows (Audited)
    December 31, 1999
    (in millions)

                                         Year Ended December 31

                                     1998                    1999

    Net income                       $534                    $513
    Depreciation and amortization     488                     519
    Working capital change
      and other                      (227)                   (424)
              Net cash from operating
                activities            795                     608

    Purchases of property,
      plant and equipment            (661)                   (807)
    Purchases of assets
      to be leased                   (546)                   (480)
    Payments received on
      leases and loans                493                     406
    Acquisitions                     (829)                    (18)
    Divestitures                    1,039                      36
    Other                            (230)                   (238)
              Net cash flows -
                investing activities (734)                 (1,101)

    Net change in short-term debt      54                    (341)
    Proceeds from long-term debt      473                   1,396
    Payments on long-term debt       (624)                   (376)
    Dividends paid                   (198)                   (205)
    Other                              41                    (100)
              Net cash flows -
                financing activities (254)                    374
    Net change in cash and
      cash equivalents               (193)                   (119)
    Cash and Cash Equivalents
      - beginning of period           423                     230
    Cash and Cash Equivalents
      - end of period                $230                    $111



    Dana Corporation
    (Including Dana Credit Corporation on an Equity Basis)
    Condensed Statement of Cash Flows (Unaudited)
    December 31, 1999
    (in millions)

                                   Three Months Ended December 31
                                     1998                    1999

    Net income                       $135                     $--
    Depreciation and amortization     106                     106
    Working capital change and other  131                     126
        Net cash from operating
          activities                  372                     232

    Purchases of property,
      plant and equipment            (175)                   (163)
    Acquisitions                     (440)                     (6)
    Divestitures                       --                      36
    Other                              14                      25
        Net cash flows - investing
          activities                 (601)                   (108)

    Net change in short-term debt     378                     (82)
    Proceeds from long-term debt       (8)                     15
    Payments on long-term debt        (56)                    (31)
    Dividends paid                    (48)                    (51)
    Other                              11                     (57)
         Net cash flows - financing
           activities                 277                    (206)
    Net change in cash and
      cash equivalents                 48                     (82)
    Cash and Cash Equivalents
      - beginning of period           179                     183
    Cash and Cash Equivalents
      - end of period                $227                    $101


    Dana Corporation
    (Including Dana Credit Corporation on an Equity Basis)
    Condensed Statement of Cash Flows (Unaudited)
    December 31, 1999
    (in millions)
                                       Year Ended December 31
                                     1998                    1999

    Net income                       $534                    $513
    Depreciation and amortization     396                     429
    Working capital change and other  (94)                   (478)
         Net cash from operating
           activities                 836                     464

    Purchases of property,
      plant and equipment            (553)                   (547)
    Acquisitions                     (829)                    (18)
    Divestitures                      219                      36
    Other                             (19)                      3
         Net cash flows - investing
           activities              (1,182)                   (526)

    Net change in short-term debt     225                    (555)
    Proceeds from long-term debt      343                   1,017
    Payments on long-term debt       (248)                   (220)
    Dividends paid                   (198)                   (205)
    Other                              41                    (101)
          Net cash flows - financing
            activities                163                     (64)
    Net change in cash and
      cash equivalents               (183)                   (126)
    Cash and Cash Equivalents
      - beginning of period           410                     227
    Cash and Cash Equivalents
      - end of period                $227                    $101