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Dana Corporation 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 20, 2005

Dana Corporation

(Exact name of registrant as specified in its charter)


Virginia	1-1063	34-4361040

(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)


4500 Dorr Street, Toledo, Ohio		43615

(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (419) 535-4500

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS


	Item 2.02. Results of Operations and Financial Condition.
	Item 7.01. Regulation FD Disclosure.
	Item 9.01. Financial Statements and Exhibits.
Signatures
Exhibit Index
EX-99.1 Press Release Dated July 20, 2005
EX-99.2 Slide Presentation for July 20, 2005 Conference Call

Item 2.02. Results of Operations and Financial Condition.

On July 20, 2005, Dana Corporation (Dana) issued a news release regarding its earnings for the fiscal quarter and six-month period ended June 30, 2005. A copy of that release is furnished as Exhibit 99.1 to this Current Report.

The earnings release includes tables showing (i) Dana Corporation (Including Dana Credit Corporation on an Equity Basis), Condensed Statements of Income (Unaudited) for the Three Months and Six Months Ended June 30, 2005 and 2004; (ii) Dana Corporation (Including Dana Credit Corporation on an Equity Basis), Condensed Balance Sheets (Unaudited) as of June 30, 2005 and December 31, 2004; and (iii) Dana Corporation (Including Dana Credit Corporation on an Equity Basis), Cash Flow Impacts on Net Debt (Unaudited) for the Three Months and Six Months Ended June 30, 2005 and 2004. As accounting principles generally accepted in the United States (GAAP) require that Dana Credit Corporation (DCC) be included in Dana’s results on a consolidated basis, these tables contain non-GAAP financial measures. For each of these tables, the earnings release also includes (i) a presentation of the most directly comparable financial measures calculated and presented in accordance with GAAP and (ii) a quantitative reconciliation of the differences between the non-GAAP financial measures disclosed and the most directly comparable GAAP financial measures. Management believes that the presentation of the non-GAAP financial measures provides useful information to investors regarding Dana’s financial condition and results of operations because management evaluates Dana’s operating segments and regions as if DCC were accounted for on the equity method of accounting. This is done because DCC is not homogenous with Dana’s manufacturing operations, its financing activities do not support the sales of the other operating segments and its financial and performance measures are inconsistent with those of the other operating segments. Moreover, the financial covenants contained in Dana’s long-term bank facility are measured with DCC accounted for on an equity basis.

Item 7.01. Regulation FD Disclosure.

During a conference call scheduled to be held at 1:00 p.m. EDT on July 20, 2005, Dana’s Chairman and Chief Executive Officer, Michael J. Burns, and Chief Financial Officer, Robert C. Richter, will discuss Dana’s second quarter and six-month 2005 results. Copies of the slides for this presentation are furnished as Exhibit 99.2 to this Current Report.

Certain of the slides in Exhibit 99.2 include financial measures which are not presented in accordance with GAAP. These include (i) slide 3 (which presents income from continuing operations, excluding unusual items); and (ii) slides 13, 14, 15 and 16, (which include DCC on an equity basis). Slides 33 through 38 of the presentation; Item 2.02, above; and Dana’s earnings release in the attached Exhibit 99.1 also contain information about the reconciliation of some of these non-GAAP financial measures to comparable GAAP financial measures and an explanation of why management believes the non-GAAP financial measures provide useful information to investors.

Item 9.01. Financial Statements and Exhibits.

99.1 Press release dated July 20, 2005 (furnished but not filed)

99.2 Slides for July 20, 2005 conference call (furnished but not filed)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	Dana Corporation (Registrant)

Date: July 20, 2005	By:	/s/ Robert C. Richter

		Name: Robert C. Richter
		Title: Chief Financial Officer

Exhibit Index

99.1 Press release dated July 20, 2005

99.2 Slide presentation for July 20, 2005 conference call

Exhibit 99.1

(DANA LOGO)

Exhibit 99.1


		Contact: Michelle Hards (419) 535-4636 michelle.hards@dana.com

Dana Corporation Reports Second-Quarter Results

TOLEDO, Ohio, July 20, 2005 – Dana Corporation (NYSE: DCN) today reported financial results for the second quarter of 2005, which showed significant improvement over results for the first three months of the year. Second-quarter highlights included:

Sales of $2.6 billion were up 6 percent from the first quarter of 2005;

The addition of $215 million in net new business for the years 2005 to 2007 raised total net new business for this period to $1.3 billion;

Higher sales and cost savings drove operating profit improvements of 53 percent in the Automotive Systems Group and 48 percent in the Heavy Vehicle Technologies and Systems Group; and

Net income, exclusive of unusual items, increased to $53 million, or 35 cents per share, compared to $18 million, or 12 cents per share, during the first three months of 2005. Unusual items in the second quarter included a net charge of $5 million related to enactment of new Ohio tax legislation and a $3 million net gain from the sale of certain Dana Credit Corporation (DCC) assets. With these unusual items, net income totaled $51 million, or 34 cents per share.

“In the face of continuing industry-wide challenges, Dana people have made significant progress in strengthening our company,” said Dana Chairman and CEO Mike Burns. “Specifically, our lean manufacturing and value engineering programs are delivering tangible results as evidenced by the substantial profit improvement from last quarter.

“Our cost reduction and efficiency programs are essential. But equally important to achieving our goals is our aggressive pursuit of steady top-line growth,” Mr. Burns said. “To this end, we are extremely pleased to report that we have added another $215 million in the second quarter to our increasingly strong – and diverse – book of new business.”

Second-Quarter Results
Second-quarter sales in 2005 were $2.6 billion, compared to $2.3 billion during the same period last year. Earnings from continuing operations for the quarter, excluding unusual items, totaled $53 million, or 35 cents per share, compared to $59 million, or 39 cents per share, on a similar basis during the second quarter of 2004.

(more)

Net unusual charges for the second quarter of 2005 totaled $2 million. This amount included a net charge of $5 million resulting from a change in the basis of Ohio corporate taxation enacted on June 30. The accounting treatment of this change impacted the company’s deferred tax assets. This charge was partially offset by a $3 million gain from the company’s ongoing divestiture of DCC leasing assets.

The second quarter of 2004 included net unusual gains of $33 million associated with the sale of DCC assets and a tax benefit that we expected to realize on the sale of the automotive aftermarket operations that was completed in November 2004. Reported second-quarter 2004 net income, including net unusual gains, totaled $110 million, or 73 cents per share.

Business Unit Performance
The Heavy Vehicle Technologies and Systems Group continued to benefit from the strong commercial and off-highway markets. Its sales grew by 21 percent in the second quarter compared to the same period last year. Currency translation added $11 million to the group’s sales for the second quarter of 2005. Automotive Systems Group sales for the second quarter of 2005 were up 10 percent versus the same period last year, with currency translation contributing $62 million.

Heavy Vehicle profits were up 19 percent compared to the second quarter of 2004, while Automotive Systems profits were down 15 percent over the same period. Second-quarter profits – particularly those of the Automotive Systems Group – were negatively impacted by approximately $27 million, after tax and net of customer recoveries, in additional steel costs Dana incurred compared to the second quarter of 2004. Additionally, 2005 profit after tax for the Heavy Vehicle group was favorably impacted by $4 million related to a decrease in the group’s liability for warranty to reflect lower average claims costs.

2005 First-Half Results
Dana’s six-month consolidated sales for 2005 were $5.1 billion. Income from continuing operations for the first half of 2005, excluding unusual items, was $71 million, or 47 cents per share. Including a net charge of $2 million for unusual items, net income for the six months was $69 million, or 46 cents per share.

In comparison, Dana’s six-month consolidated sales for the first half of 2004 totaled $4.6 billion and income from continuing operations, excluding unusual items, was $109 million, or 72 cents per share. In this period, Dana reported income from discontinued operations of $48 million, or 32 cents per share, representing the automotive aftermarket businesses divested in November 2004. The $48 million included a $20 million tax benefit expected to be realized on the divestiture and a $3 million charge for divestiture-related expenses. Also during the first half of 2004, the company reported gains on the sale of DCC assets totaling $18 million. Including unusual items, net income for the first half of 2004 was $175 million.

Looking Ahead
“We are encouraged by the profit improvement we’ve achieved since last quarter,” Mr. Burns said. “And we believe there is considerable opportunity to achieve additional cost savings and process efficiencies as our efforts gain more momentum.

“Production schedules for North American heavy trucks continue to be stronger than expected and, as a result, we are raising our estimate for full-year 2005 production to 310,000 units from 293,000 units. The off-highway market segments we serve are also expected to remain strong for the rest of the year,” he said. “We’re also expecting to benefit from subsiding steel costs, which will be particularly important to the Automotive Systems Group.

“However,” Mr. Burns continued, “given the uncertainty surrounding North American light vehicle production in the second half of the year, we are lowering our 2005 production forecast to 15.5 million units from 15.7 million units. We are also concerned about the possible impact on sales if the dollar continues to gain strength. As a result, our earnings expectations for the full year remain unchanged at a range of $1.30 to $1.45 per share.”

Quarterly Conference Call Scheduled Today at 1 p.m.
Dana will discuss its second-quarter results in a conference call at 1 p.m. (ET) today. The call may be accessed via Dana’s web site (www.dana.com), where it will be accompanied by a slide presentation, or by dialing (800) 275-3210. Please dial into the conference five minutes prior to the call. An audio recording of this conference call will be available after 5 p.m. today. To access this recording, please dial (800) 537-8823. A webcast replay of the call will also be available after 5 p.m. today and will be accessible via the Dana web site.

About Dana Corporation
Dana people design and manufacture products for every major vehicle producer in the world. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. A leading supplier of axle, driveshaft, engine, frame, chassis, and transmission technologies, Dana employs 46,000 people in 28 countries. Based in Toledo, Ohio, the company reported sales of $9.1 billion in 2004. Dana’s Internet address is: www.dana.com.

Forward-Looking Statements
Certain statements contained in this release constitute “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent Dana’s expectations based on our current information and assumptions. Forward-looking statements are inherently subject to risks and uncertainties. Dana’s actual results could differ materially from those that are anticipated or projected due to a number of factors. These factors include national and international economic conditions; adverse effects from terrorism or hostilities; the strength of other currencies relative to the U.S. dollar; increases in commodity costs, including steel, that cannot be recouped in product pricing; our ability and that of our customers to achieve projected sales and production levels; the continued availability of necessary goods and services from our suppliers; competitive pressures on our sales and pricing; the success of our cost reduction, cash management, and long-term transformation programs, and our U.S. tax loss carryforward utilization strategies, and other factors set out in our public filings with the Securities and Exchange Commission. Dana does not undertake to update any forward-looking statements in this release.

# # #

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


	Three Months Ended June 30
	2005			2004
Sales	$	2,632		$	2,331

Income from continuing operations	$	51		$	75
Income from discontinued operations					35

Net income	$	51		$	110

Income from continuing operations	$	51		$	75
Net gains associated with DCC asset sales		(3	)		(16	)
Charge related to Ohio tax legislation		5

Income from continuing operations, excluding unusual items	$	53		$	59

Income from discontinued operations	$	—		$	35
Anticipated tax benefit related to sale of automotive aftermarket business					(20	)
Charges related to sales of discontinued operations					3

Income from discontinued operations, excluding unusual items	$	—		$	18

Diluted earnings per share:
Income from continuing operations	$	0.34		$	0.50
Income from discontinued operations					0.23

Net income	$	0.34		$	0.73

Income from continuing operations, excluding unusual items	$	0.35		$	0.39
Income from discontinued operations, excluding unusual items					0.12

Net income, excluding unusual items		0.35			0.51
Unusual items		(0.01	)		0.22

Net income	$	0.34		$	0.73

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


	Six Months Ended June 30
	2005			2004
Sales	$	5,120		$	4,642

Income from continuing operations	$	69		$	127
Income from discontinued operations					48

Net income	$	69		$	175

Income from continuing operations	$	69		$	127
Net gains associated with DCC asset sales		(3	)		(18	)
Charge related to Ohio tax legislation		5

Income from continuing operations, excluding unusual items	$	71		$	109

Income from discontinued operations	$	—		$	48
Anticipated tax benefit related to sale of automotive aftermarket business					(20	)
Charges related to sale of discontinued operations					3

Income from discontinued operations, excluding unusual items	$	—		$	31

Diluted earnings per share:
Income from continuing operations	$	0.46		$	0.84
Income from discontinued operations					0.32

Net income	$	0.46		$	1.16

Income from continuing operations, excluding unusual items	$	0.47		$	0.72
Income from discontinued operations, excluding unusual items					0.21

Net income, excluding unusual items		0.47			0.93
Unusual items		(0.01	)		0.23

Net income	$	0.46		$	1.16

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


	Three Months Ended June 30
	2005			2004
Net sales	$	2,632		$	2,331
Revenue from lease financing and other income		25			25

		2,657			2,356

Costs and expenses
Cost of sales		2,428			2,101
Selling, general and administrative expenses		136			124
Interest expense		40			51

		2,604			2,276

Income before income taxes		53			80
Income tax expense		(10	)		(6	)
Minority interest		(3	)		(3	)
Equity in earnings of affiliates		11			4

Income from continuing operations		51			75
Income from discontinued operations					35

Net income	$	51		$	110

Basic earnings per share
Income from continuing operations	$	0.34		$	0.51
Income from discontinued operations					0.23

Net income	$	0.34		$	0.74

Diluted earnings per share
Income from continuing operations	$	0.34		$	0.50
Income from discontinued operations					0.23

Net income	$	0.34		$	0.73

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

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


	Six Months Ended June 30
	2005			2004
Net sales	$	5,120		$	4,642
Revenue from lease financing and other income		57			39

		5,177			4,681

Costs and expenses
Cost of sales		4,753			4,206
Selling, general and administrative expenses		274			258
Interest expense		83			102

		5,110			4,566

Income before income taxes		67			115
Income tax expense		(10	)		(3	)
Minority interest		(6	)		(6	)
Equity in earnings of affiliates		18			21

Income from continuing operations		69			127
Income from discontinued operations					48

Net income	$	69		$	175

Basic earnings per share
Income from continuing operations	$	0.46		$	0.86
Income from discontinued operations					0.32

Net income	$	0.46		$	1.18

Diluted earnings per share
Income from continuing operations	$	0.46		$	0.84
Income from discontinued operations					0.32

Net income	$	0.46		$	1.16

Average shares outstanding -
For Basic EPS		150			148
For Diluted EPS		151			150

Dana Corporation
Condensed Balance Sheet (Unaudited)
(in millions)


	June 30		December 31
Assets	2005		2004
Current assets
Cash and cash equivalents	$	666	$	634
Accounts receivable
Trade		1,478		1,266
Other		295		444
Inventories		920		907
Other current assets		276		217

Total current assets		3,635		3,468
Investment in leases		246		281
Investments and other assets		3,037		3,145
Property, plant and equipment, net		1,998		2,153

Total assets	$	8,916	$	9,047

Liabilities and Shareholders’ Equity
Current liabilities
Notes payable	$	409	$	155
Accounts payable		1,356		1,317
Other current liabilities		1,006		1,217

Total current liabilities		2,771		2,689
Long-term debt		1,979		2,054
Deferred employee benefits and other noncurrent liabilities		1,677		1,746
Minority interest		131		123
Shareholders’ equity		2,358		2,435

Total liabilities and shareholders’ equity	$	8,916	$	9,047

Dana Corporation
Condensed Statement of Cash Flows (Unaudited)
(in millions)


	Three Months Ended June 30
	2005			2004
Net income	$	51		$	110
Depreciation and amortization		80			90
Gain on divestitures and asset sales		(4	)		(21	)
Working capital decrease (increase)		(21	)		58
Deferred taxes		(23	)		(46	)
Other		(47	)		(74	)

Net cash flows — operating activities		36			117

Purchases of property, plant and equipment		(62	)		(63	)
Payments received on leases and loans		1			4
Asset sales		102			52
Other		(17	)		(41	)

Net cash flows — investing activities		24			(48	)

Net change in short-term debt		61			38
Payments on long-term debt		(25	)		(45	)
Dividends paid		(18	)		(18	)
Other		(2	)		5

Net cash flows — financing activities		16			(20	)

Net change in cash and cash equivalents		76			49
Net change in cash — discontinued operations					2
Cash and cash equivalents — beginning of period		590			546

Cash and cash equivalents — end of period	$	666		$	597

Dana Corporation
Condensed Statement of Cash Flows (Unaudited)
(in millions)


	Six Months Ended June 30
	2005			2004
Net income	$	69		$	175
Depreciation and amortization		163			183
Gain on divestitures and asset sales		(5	)		(25	)
Working capital increase		(287	)		(164	)
Deferred taxes		(35	)		(41	)
Other		(72	)		(73	)

Net cash flows — operating activities		(167	)		55

Purchases of property, plant and equipment		(132	)		(142	)
Payments received on leases and loans		5			8
Payments received from DCC partnerships		64			15
Asset sales		137			155
Other		(16	)		(55	)

Net cash flows — investing activities		58			(19	)

Net change in short-term debt		225			153
Proceeds from long-term debt					5
Payments on long-term debt		(45	)		(304	)
Dividends paid		(36	)		(36	)
Other		(3	)		10

Net cash flows — financing activities		141			(172	)

Net change in cash and cash equivalents		32			(136	)
Net change in cash — discontinued operations					2
Cash and cash equivalents — beginning of period		634			731

Cash and cash equivalents — end of period	$	666		$	597

Dana Corporation
(Including Dana Credit Corporation on an Equity Basis)
Condensed Statement of Income (Unaudited)
(in millions)


	Three Months Ended June 30
	2005			2004
Net sales	$	2,632		$	2,331
Other income		25			13

		2,657			2,344

Costs and expenses
Cost of sales		2,432			2,108
Selling, general and administrative expenses		126			123
Interest expense		33			39

		2,591			2,270

Income before income taxes		66			74
Income tax expense		(27	)		(27	)
Minority interest		(3	)		(3	)
Equity in earnings of affiliates		15			31

Income from continuing operations		51			75
Income from discontinued operations					35

Net income	$	51		$	110

Dana Corporation
(Including Dana Credit Corporation on an Equity Basis)
Condensed Statement of Income (Unaudited)
(in millions)


	Six Months Ended June 30
	2005			2004
Net sales	$	5,120		$	4,642
Other income		43			20

		5,163			4,662

Costs and expenses
Cost of sales		4,762			4,222
Selling, general and administrative expenses		257			243
Interest expense		67			77

		5,086			4,542

Income before income taxes		77			120
Income tax expense		(27	)		(38	)
Minority interest		(6	)		(6	)
Equity in earnings of affiliates		25			51

Income from continuing operations		69			127
Income from discontinued operations					48

Net income	$	69		$	175

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


	June 30		December 31
Assets	2005		2004
Current assets Cash and cash equivalents	$	651	$	619
Accounts receivable Trade		1,478		1,266
Other		295		445
Inventories		920		907
Other current assets		256		192

Total current assets		3,600		3,429
Investments and other assets		3,245		3,337
Property, plant and equipment, net		1,943		2,015

Total assets	$	8,788	$	8,781

Liabilities and Shareholders’ Equity
Current liabilities Notes payable	$	572	$	289
Accounts payable		1,356		1,317
Other current liabilities		1,096		1,269

Total current liabilities		3,024		2,875
Long-term debt		1,606		1,611
Deferred employee benefits and other noncurrent liabilities		1,671		1,739
Minority interest		129		121
Shareholders’ equity		2,358		2,435

Total liabilities and shareholders’ equity	$	8,788	$	8,781

Dana Corporation
(Including Dana Credit Corporation on an Equity Basis)
Cash Flow Impact on Net Debt (Unaudited)
(in millions)


	Three Months Ended June 30
	2005			2004
Sources
Net income	$	51		$	110
Depreciation		75			82
Asset sales		4			19
Working capital decrease (increase)		(12	)		65
Other		16			—

		134			276

Uses
Capital spend		(62	)		(63	)
Dividends		(18	)		(18	)
Restructuring cash payments		(15	)		(26	)
Deferred taxes		(9	)		(54	)
Net changes in other accounts		(11	)		(109	)

		(115	)		(270	)

Cash change in net debt	$	19		$	6

Dana Corporation
(Including Dana Credit Corporation on an Equity Basis)
Cash Flow Impact on Net Debt (Unaudited)
(in millions)


	Six Months Ended June 30
	2005			2004
Sources
Net income	$	69		$	175
Depreciation		153			165
Asset sales		23			33
Working capital increase		(262	)		(115	)

		(17	)		258

Uses
Capital spend		(132	)		(139	)
Dividends		(36	)		(36	)
Restructuring cash payments		(23	)		(49	)
Deferred taxes		(39	)		(50	)
Net changes in other accounts		(1	)		(101	)

		(231	)		(375	)

Cash change in net debt	$	(248	)	$	(117	)

Dana Corporation
Condensed Consolidating Statement of Income (Unaudited)
(in millions)


	Three Months Ended June 30, 2005
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Net sales	$	2,632		$			$			$	2,632
Other income (expense)		25			8			(8	)		25

		2,657			8			(8	)		2,657

Costs and expenses
Cost of sales		2,432						(4	)		2,428
Selling, general and administrative expenses		126			12			(2	)		136
Interest expense		33			9			(2	)		40

		2,591			21			(8	)		2,604

Income (loss) before income taxes		66			(13	)		—			53
Income tax benefit (expense)		(27	)		17						(10	)
Minority interest		(3	)								(3	)
Equity in earnings of affiliates		15			1			(5	)		11

Income from continuing operations		51			5			(5	)		51

Net income	$	51		$	5		$	(5	)	$	51

This consolidating statement provides a reconciliation of the amounts presented for Dana with Dana Credit Corporation (DCC) on an equity basis to amounts reported for Dana Corporation on a fully consolidated basis.

Dana Corporation
Condensed Consolidating Statement of Income (Unaudited)
(in millions)


	Six Months Ended June 30, 2005
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Net sales	$	5,120		$			$			$	5,120
Other income (expense)		43			31			(17	)		57

		5,163			31			(17	)		5,177

Costs and expenses
Cost of sales		4,762						(9	)		4,753
Selling, general and administrative expenses		257			22			(5	)		274
Interest expense		67			19			(3	)		83

		5,086			41			(17	)		5,110

Income (loss) before income taxes		77			(10	)		—			67
Income tax benefit (expense)		(27	)		17						(10	)
Minority interest		(6	)								(6	)
Equity in earnings of affiliates		25			6			(13	)		18

Income from continuing operations		69			13			(13	)		69

Net income	$	69		$	13		$	(13	)	$	69

Dana Corporation
Condensed Consolidating Statement of Income (Unaudited)
(in millions)


	Three Months Ended June 30, 2004
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Net sales	$	2,331		$			$			$	2,331
Other income (expense)		13			24			(12	)		25

		2,344			24			(12	)		2,356

Costs and expenses
Cost of sales		2,108						(7	)		2,101
Selling, general and administrative expenses		123			6			(5	)		124
Interest expense		39			12						51

		2,270			18			(12	)		2,276

Income before income taxes		74			6			—			80
Income tax benefit (expense)		(27	)		21						(6	)
Minority interest		(3	)								(3	)
Equity in earnings of affiliates		31			(2	)		(25	)		4

Income from continuing operations		75			25			(25	)		75
Income from discontinued operations		35									35

Net income	$	110		$	25		$	(25	)	$	110

Dana Corporation
Condensed Consolidating Statement of Income (Unaudited)
(in millions)


	Six Months Ended June 30, 2004
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Net sales	$	4,642		$			$			$	4,642
Other income (expense)		20			46			(27	)		39

		4,662			46			(27	)		4,681

Costs and expenses
Cost of sales		4,222						(16	)		4,206
Selling, general and administrative expenses		243			26			(11	)		258
Interest expense		77			25						102

		4,542			51			(27	)		4,566

Income (loss) before income taxes		120			(5	)		—			115
Income tax benefit (expense)		(38	)		35						(3	)
Minority interest		(6	)								(6	)
Equity in earnings of affiliates		51			4			(34	)		21

Income from continuing operations		127			34			(34	)		127
Income from discontinued operations		48									48

Net income	$	175		$	34		$	(34	)	$	175

Dana Corporation
Condensed Consolidating Balance Sheet (Unaudited)
(in millions)


	June 30, 2005
	Dana
	with DCC on				Elimination			Dana
Assets	Equity Basis		DCC		Entries			Consolidated
Current assets
Cash and cash equivalents	$	651	$	15	$			$	666
Accounts receivable		1,478							1,478
Trade		1,478							1,478
Other		295		268		(268	)		295
Inventories		920							920
Other current assets		256		172		(152	)		276

Total current assets		3,600		455		(420	)		3,635

Investment in leases				293		(47	)		246
Investments and other assets		3,245		400		(608	)		3,037
Property, plant and equipment, net		1,943		8		47			1,998

Total assets	$	8,788	$	1,156	$	(1,028	)	$	8,916

Liabilities and Shareholders’ Equity
Current liabilities
Notes payable	$	572	$	98	$	(261	)	$	409
Accounts payable		1,356							1,356
Other current liabilities		1,096		69		(159	)		1,006

Total current liabilities		3,024		167		(420	)		2,771

Long-term debt		1,606		373					1,979
Deferred employee benefits and other noncurrent liabilities		1,671		305		(299	)		1,677
Minority interest		129		2					131
Shareholders’ equity		2,358		309		(309	)		2,358

Total liabilities and shareholders’ equity	$	8,788	$	1,156	$	(1,028	)	$	8,916

Dana Corporation
Condensed Consolidating Balance Sheet (Unaudited)
(in millions)


	December 31, 2004
	Dana
	with DCC on				Elimination			Dana
Assets	Equity Basis		DCC		Entries			Consolidated
Current assets
Cash and cash equivalents	$	619	$	15	$			$	634
Accounts receivable
Trade		1,266							1,266
Other		445		208		(209	)		444
Inventories		907							907
Other current assets		192		137		(112	)		217

Total current assets		3,429		360		(321	)		3,468

Investment in leases				411		(130	)		281
Investments and other assets		3,337		467		(659	)		3,145
Property, plant and equipment, net		2,015		8		130			2,153

Total assets	$	8,781	$	1,246	$	(980	)	$	9,047

Liabilities and Shareholders’ Equity
Current liabilities
Notes payable	$	289	$	68	$	(202	)	$	155
Accounts payable		1,317							1,317
Other current liabilities		1,269		67		(119	)		1,217

Total current liabilities		2,875		135		(321	)		2,689

Long-term debt		1,611		443					2,054
Deferred employee benefits and other noncurrent liabilities		1,739		316		(309	)		1,746
Minority interest		121		2					123
Shareholders’ equity		2,435		350		(350	)		2,435

Total liabilities and shareholders’ equity	$	8,781	$	1,246	$	(980	)	$	9,047

Dana Corporation
Consolidating Cash Flow Impact on Net Debt (Unaudited)
(in millions)


	Three Months Ended June 30, 2005
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Sources
Net income	$	51		$	5		$	(5	)	$	51
Depreciation		75			5						80
Asset sales		4			98						102
Working capital decrease (increase)		(12	)		6			—			(6	)
Other		16			(48	)		(38	)		(70	)

		134			66			(43	)		157

Uses
Capital spend		(62	)								(62	)
Dividends		(18	)		(50	)		50			(18	)
Restructuring cash payments		(15	)								(15	)
Deferred taxes		(9	)		(14	)					(23	)
Net changes in other accounts		(11	)		13			(1	)		1

		(115	)		(51	)		49			(117	)

Cash change in net debt	$	19		$	15		$	6		$	40

Analysis of components of decrease in net debt:
Net change in short-term debt	$	68		$	(1	)	$	(6	)	$	61
Net payments on long-term debt					(25	)					(25	)
Change in cash — continuing operations		(87	)		11						(76	)

Cash change in net debt		(19	)		(15	)		(6	)		(40	)
Non-cash changes in net debt		2			(1	)					1

Total change in net debt	$	(17	)	$	(16	)	$	(6	)	$	(39	)

This consolidating statement provides a reconciliation of the amounts presented for Dana with Dana Credit Corporation (DCC) on an equity basis to amounts presented for Dana Corporation on a fully consolidated basis.

Dana Corporation
Consolidating Cash Flow Impact on Net Debt (Unaudited)
(includes revisions to the version attached to the press release)
(in millions)


	Six Months Ended June 30, 2005
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Sources
Net income	$	69		$	13		$	(13	)	$	69
Depreciation		153			10						163
Asset sales		23			114						137
Working capital decrease (increase)		(262	)		(2	)					(264	)

		(17	)		135			(13	)		105

Uses
Capital spend		(132	)								(132	)
Dividends		(36	)		(50	)		50			(36	)
Restructuring cash payments		(23	)								(23	)
Deferred taxes		(39	)		4						(35	)
Payments received from DCC partnerships		—			64						64
Net changes in other accounts		(1	)		(113	)		23			(91	)

		(231	)		(95	)		73			(253	)

Cash change in net debt	$	(248	)	$	40		$	60		$	(148	)

Analysis of components of increase (decrease) in net debt:
Net change in short-term debt	$	286		$	(1	)	$	(60	)	$	225
Net payments on long-term debt		(6	)		(39	)					(45	)
Change in cash — continuing operations		(32	)								(32	)

Cash change in net debt		248			(40	)		(60	)		148
Non-cash changes in net debt		(2	)								(2	)

Total change in net debt	$	246		$	(40	)	$	(60	)	$	146

Dana Corporation
Consolidating Cash Flow Impact on Net Debt (Unaudited)
(in millions)


	Three Months Ended June 30, 2004
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Sources
Net income	$	110		$	25		$	(25	)	$	110
Depreciation		82						8			90
Asset sales		19			36			(3	)		52
Working capital decrease		65			7			12			84

		276			76			(16	)		336

Uses
Capital spend		(63	)		(3	)		3			(63	)
Dividends		(18	)								(18	)
Realignment cash payments		(26	)								(26	)
Deferred taxes		(54	)		8						(46	)
Net changes in other accounts		(109	)		(29	)		13			(125	)

		(270	)		(24	)		16			(278	)

Cash change in net debt	$	6		$	52		$	—		$	58

Analysis of components of decrease in net debt:
Net change in short-term debt	$	38		$	—		$			$	38
Net payments on long-term debt		3			(48	)					(45	)
Change in cash — continuing operations		(47	)		(4	)					(51	)

Cash change in net debt		(6	)		(52	)		—			(58	)
Non-cash changes in net debt		(49	)		—			—			(49	)

Total change in net debt	$	(55	)	$	(52	)	$	—		$	(107	)

Dana Corporation
Consolidating Cash Flow Impact on Net Debt (Unaudited)
(in millions)


	Six Months Ended June 30, 2004
	Dana
	with DCC on						Elimination			Dana
	Equity Basis			DCC			Entries			Consolidated
Sources
Net income	$	175		$	34		$	(34	)	$	175
Depreciation		165			18						183
Asset sales		33			125			(3	)		155
Working capital decrease (increase)		(115	)		(1	)		1			(115	)
Other		—			—			—			—

		258			176			(36	)		398

Uses
Capital spend		(139	)		(6	)		3			(142	)
Dividends		(36	)								(36	)
Restructuring cash payments		(49	)								(49	)
Deferred taxes		(50	)		9						(41	)
Net changes in other accounts		(101	)		(52	)		33			(120	)

		(375	)		(49	)		36			(388	)

Cash change in net debt	$	(117	)	$	127		$	—		$	10

Analysis of components of increase (decrease) in net debt:
Net change in short-term debt	$	183		$	(30	)	$			$	153
Net payments on long-term debt		(234	)		(65	)					(299	)
Change in cash — continuing operations		166			(32	)					134
Change in cash — discontinued		2									2

Cash change in net debt		117			(127	)		—			(10	)
Non-cash changes in net debt		(33	)		(27	)					(60	)

Total change in net debt	$	84		$	(154	)	$	—		$	(70	)

(DANA LOGO)

Investor Relations
Dana Corporation
Quarterly Financial Information (Unaudited)
For the Three Months Ended June 30, 2005
(in millions)


	External Sales				Inter-Segment Sales				EBIT						Operating PAT						Net Profit						Net Assets
	05		04		05		04		05			04			05			04			05			04			05			04
Automotive Systems Group	$	1,914	$	1,719	$	34	$	47	$	85		$	109		$	61		$	72		$	25		$	44		$	3,121		$	2,986
Heavy Vehicle Technologies and Systems Group		711		588		1		1		59			51			37			31			20			18			779			632
Dana Commercial Credit																3			5			3			5			309			325
Other		7		24		16		16		(61	)		(46	)		(48	)		(49	)		5			(8	)		(102	)		(61	)

Continuing Operations		2,632		2,331		51		64		83			114			53			59			53			59			4,107			3,882

Discontinued Operations													30						18						18
Unusual Items Excluded from Performance Measurement										9			(8	)		(2	)		33			(2	)		33

Consolidated	$	2,632	$	2,331	$	51	$	64	$	92		$	136		$	51		$	110		$	51		$	110		$	4,107		$	3,882


North America	$	1,635	$	1,577	$	27	$	25	$	32		$	80		$	21		$	48		$	(8	)	$	24		$	2,382		$	2,206
Europe		553		442		34		31		54			37			38			26			29			19			1,145			1,096
South America		245		153		66		50		34			27			21			17			17			14			430			327
Asia Pacific		199		159		2		13		18			10			11			7			7			3			190			159
Dana Commercial Credit																3			5			3			5			309			325
Other										(55	)		(40	)		(41	)		(44	)		5			(6	)		(349	)		(231	)

Continuing Operations		2,632		2,331		129		119		83			114			53			59			53			59			4,107			3,882
Discontinued Operations													30						18						18
Unusual Items Excluded from Performance Measurement										9			(8	)		(2	)		33			(2	)		33

Consolidated	$	2,632	$	2,331	$	129	$	119	$	92		$	136		$	51		$	110		$	51		$	110		$	4,107		$	3,882

Information for Discontinued Operations				557				5																							962

FOR MORE INFORMATION
(www.dana.com) - Dial-For-Dana U.S. or Canada 800-537-8823; OH 800-472-8810
E-Mail michelle.hards@dana.com or karen.crawford@dana.com
Dana Investor Relations 419-535-4635

(DANA LOGO)

Investor Relations
Dana Corporation
Quarterly Financial Information (Unaudited)
For the Six Months Ended June 30, 2005
(in millions)


	External Sales				Inter-Segment Sales				EBIT						Operating PAT						Net Profit						Net Assets
	05		04		05		04		05			04			05			04			05			04			05			04
Automotive Systems Group	$	3,724	$	3,431	$	71	$	92	$	144		$	212		$	101		$	143		$	30		$	84		$	3,121		$	2,986
Heavy Vehicle Technologies and Systems Group		1,381		1,161		2		2		99			91			62			55			28			28			779			632
Dana Commercial Credit																9			12			9			12			309			325
Other		15		50		30		32		(120	)		(106	)		(101	)		(101	)		4			(15	)		(102	)		(61	)

Continuing Operations		5,120		4,642		103		126		123			197			71			109			71			109			4,107			3,882
Discontinued Operations													55						31						31
Unusual Items Excluded from Performance Measurement										7			(9	)		(2	)		35			(2	)		35

Consolidated	$	5,120	$	4,642	$	103	$	126	$	130		$	243		$	69		$	175		$	69		$	175		$	4,107		$	3,882


North America	$	3,221	$	3,171	$	54	$	52	$	56		$	163		$	33		$	102		$	(24	)	$	49		$	2,382		$	2,206
Europe		1,085		880		76		61		92			67			64			48			45			33			1,145			1,096
South America		454		283		125		94		56			45			35			28			27			23			430			327
Asia Pacific		360		308		7		14		28			18			18			12			10			5			190			159
Dana Commercial Credit																9			12			9			12			309			325
Other										(109	)		(96	)		(88	)		(93	)		4			(13	)		(349	)		(231	)

Continuing Operations		5,120		4,642		262		221		123			197			71			109			71			109			4,107			3,882
Discontinued Operations													55						31						31
Unusual Items Excluded from Performance Measurement										7			(9	)		(2	)		35			(2	)		35

Consolidated	$	5,120	$	4,642	$	262	$	221	$	130		$	243		$	69		$	175		$	69		$	175		$	4,107		$	3,882

Information for Discontinued Operations				1,067				9																							962

FOR MORE INFORMATION
(www.dana.com) - Dial-For-Dana U.S. or Canada 800-537-8823; OH 800-472-8810
E-Mail michelle.hards@dana.com or karen.crawford@dana.com
Dana Investor Relations 419-535-4635

Exhibit 99.2

Dana Corporation Second-Quarter 2005 Conference Call July 20, 2005 (c) Dana Corporation, 2005 Certain statements contained in this presentation constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent Dana's expectations based on our current information and assumptions. Forward-looking statements are inherently subject to risks and uncertainties. Dana's actual results could differ materially from those that are anticipated or projected due to a number of factors. These factors include national and international economic conditions; adverse effects from terrorism or hostilities; the strength of other currencies relative to the U.S. dollar; increases in commodity costs, including steel, that cannot be recouped in product pricing; our ability and that of our customers to achieve projected sales and production levels; the continued availability of necessary goods and services from our suppliers; competitive pressures on our sales and pricing; the success of our cost reduction, cash management, and long-term transformation programs, and our U.S. tax loss carryforward utilization strategies; and other factors set out in our public filings with the Securities and Exchange Commission. Dana does not undertake to update any forward- looking statements in this presentation.

Agenda Second-Quarter Overview Mike Burns Highlights Operational review Market outlook Detailed Financial Review Bob Richter Second-quarter results 2005 guidance Wrap-Up Mike Burns (c) Dana Corporation. Dated July 20, 2005.

Financial Overview ($ Millions, except per share data) (c) Dana Corporation. Dated July 20, 2005. 2005 2004 Second Quarter 2005 2004 Six Months * Non-GAAP measure

Cumulative Net New Business ($ Millions) Note: Estimates based on Dana's review of the projected production schedules of our customers. ASG HVTSG 2005 2006 2007 Pluses Minuses Net $505M vs. 2004 Net $395M vs. 2005 Net $445M vs. 2006 (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1. $1.3 billion in incremental new business: $215 million added since Q1

Net New Business Highlights 2005 - 2007 Others 0.8 Traditional Big 3 0.2 Non-North America 0.7 North America 0.3 (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1.

Customer Diversification (As a % of Revenue) (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially due to factors discussed on Slide 1. 11 2003 2004 2005 Trend Traditional Big 3 0.48 0.44 0.38 Others 0.52 0.56 0.62

Leading Steel Indicators (c) Dana Corporation. Dated July 20, 2005. 1/1/2003 2/1/2003 3/1/2003 4/1/2003 5/1/2003 6/1/2003 7/1/2003 8/1/2003 9/3/2003 10/1/2003 11/1/2003 12/1/2003 1/4/2004 2/4/2004 3/4/2004 4/4/2004 5/4/2004 6/4/2004 7/4/2004 8/4/2004 9/4/2004 10/1/2004 11/1/2004 12/1/2004 1/6/2005 2/1/2005 3/1/2005 4/1/2005 5/1/2005 6/1/2005 7/1/2005 Moly 3.63 3.74 4.62 5.2 5.2 5.77 5.82 5.6 5.84 6.25 6.25 6.25 8.56 9.13 9.53 13.69 14.5 16.07 17 18.09 18.27 19.5 25 29.1 37.1 33.87 36.33 38 39 41.37 39.8 1/1/2003 2/1/2003 3/1/2003 4/1/2003 5/1/2003 6/1/2003 7/1/2003 8/1/2003 9/1/2003 10/1/2003 11/1/2003 12/1/2003 1/1/2004 2/1/2004 3/1/2004 4/4/2004 5/4/2004 6/4/2004 7/4/2004 8/4/2004 9/1/2004 10/1/2004 11/4/2004 12/4/2004 1/5/2005 2/5/2005 3/5/2005 4/1/2005 5/5/2005 6/5/2005 7/5/2005 Nickel 365.17 406.25 397.38 377.72 395.63 424.56 427.68 454.67 482.62 530.81 574.1 655.26 720.75 714.31 650.28 615.29 532.52 638.94 705.77 646.11 630.61 679.95 662.3 625.13 685 720 766 760 804 794 713 J-01 F-01 M-01 A-01 M-01 J-01 J-01 A-01 S-01 O-01 N-01 D-01 J-02 F-02 M-02 A-02 M-02 J-02 J-02 A-02 S-02 O-02 N-02 D-02 J-03 F-03 M-03 A-03 M-03 J-03 J-03 A-03 S-03 O-03 N-03 D-03 J-04 F-04 M-04 A-04 M-04 J-04 J-04 A-04 S-04 O-04 N-04 D-04 1/5/2005 2/5/2005 3/5/2005 A-05 M-05 j 05 J 05 Average 3 Cities 105.4 93 97.8 98.9 99.9 102 107.5 108.1 108.1 101.3 86.9 86.5 89.3 94.8 97.2 107.5 121.2 126 129.1 135.3 140.1 136.6 127 127 137.3 148 151.1 151.4 147.6 145.6 148 160.3 166.5 167.2 184.4 201.5 231 276.7 268.5 268.1 241 253.7 333 399.6 375 413 433 396 361 295 247 269 211 148 167 Tri Cities Scrap Pricing - #1 Bundles 6-20 6-27 7-5 7-11 Nickel 802 765 713 720 Scrap: Last 4 weeks 6-20 6-27 7-5 7-11 Scrap 148 148 148 167 1/3/2003 1/10/2003 1/17/2003 1/24/2003 1/31/2003 2/7/2003 2/14/2003 2/21/2003 2/28/2003 3/7/2003 3/14/2003 3/21/2003 3/28/2003 4/4/2003 4/11/2003 4/18/2003 4/25/2003 5/2/2003 5/9/2003 5/16/2003 5/23/2003 5/30/2003 6/6/2003 6/13/2003 6/20/2003 6/27/2003 7/4/2003 7/11/2003 7/18/2003 7/25/2003 8/1/2003 8/8/2003 8/15/2003 8/22/2003 8/29/2003 9/5/2003 9/12/2003 9/19/2003 9/26/2003 10/3/2003 10/10/2003 10/17/2003 10/24/2003 10/31/2003 11/7/2003 11/14/2003 11/21/2003 11/26/2003 12/5/2003 12/12/2003 12/19/2003 1/2/2004 1/9/2004 1/16/2004 1/23/2004 1/30/2004 2/6/2004 2/13/2004 2/20/2004 2/27/2004 3/5/2004 3/12/2004 3/19/2004 3/26/2004 4/2/2004 4/9/2004 4/16/2004 4/23/2004 4/30/2004 5/7/2004 5/14/2004 5/21/2004 5/28/2004 6/4/2004 6/11/2004 6/18/2004 6/25/2004 7/2/2004 7/9/2004 7/16/2004 7/23/2004 7/30/2004 8/6/2004 8/13/2004 8/20/2004 8/27/2004 9/3/2004 9/10/2004 9/17/2004 9/24/2004 10/1/2004 10/8/2004 10/15/2004 10/22/2004 10/31/2004 11/5/2004 11/12/2004 11/19/2004 11/26/2004 East 65.7 65.4 66 68.1 69 68.9 69.3 68.8 70.4 69 68.4 67.5 66.5 65.2 64.7 65.7 65.7 65.9 66.8 68 68.417 68.5575 69.015 66.626 67.218 66.5375 66.28 68.274 67.87 67.883 69.913 69.055 67.655 67.978 67.3 67 66.2 67 67.7 67.2 69.9 71.2 71.3 71.9 72.2 72.6 72.1 72.545 74.03 73.963 74.5388 75.98 76.361 76.841 77.28 78.143 79.369 81.0044 83.39666667 82.5075 82.574 81.40166667 81.991 81.256 83.685 85.44 86.864 86.578 82.94 82.1 79.13666667 80.144 81.98 82.72 81.55 82.87 84.91 84.65 84.76 85.69 83.75 83.06 83.57 83.48 83.15 83.98 83.85 81.83 83.78 88.09 89.37 91.4 90.26 87.2 88.6 88.25 87.5 88.4 87.92 6-20 6-27 7-5 7-11 Moly 42 42 40.9 39.8 Scrap (2001 to present) Nickel (2003 to present) Nickel: Last 4 weeks Moly: Last 4 weeks Ferromolybdenum (2003 to present) Source: American Metal Markets Aluminum: Last 4 weeks 6-20 6-27 7-5 7-11 Moly 82.6 81.45 81 82 Aluminum (2003 to present)

Steel Impact and Revised Outlook Adverse profit impact of $27 million more in Q2-05 than in Q2-04 Six-month adverse impact of $59 million over 2004 Full year impact now estimated at $125 million over base prices at the beginning of 2004 Uncertainty persists (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1. 15 Note: Steel impact amounts are after tax, net of customer recoveries, for continuing operations

Q2 2005 vs. Q2 2004 Performance ($ Millions) ASG HVTSG * Net of Customer Recoveries (c) Dana Corporation. Dated July 20, 2005.

Q2 2005 vs. Q1 2005 Performance ($ Millions) * Net of Customer Recoveries (c) Dana Corporation. Dated July 20, 2005. ASG HVTSG

N.A. Light-Vehicle Production Revised Dana estimate - 15.5 million units 60% light truck, 40% passenger car* 2005 production outlook* Q3 '05 vs Q3 '04 ............. 0.5% Q4 '05 vs Q4 '04 ............. (1.9)% 2005 vs 2004 .................. (1.8)% Six-month unit production vs. 2004 (U.S. & Canada)* Light truck (4.2)% / Passenger car (0.3)% Significant Dana content (8.5)% / Other 1.2% * Source: Ward's (c) Dana Corporation. Dated July 20, 2005.

NAFTA Commercial Vehicle Production Class 5-7 Class 8 1999 241 333 2000 215 252 2001 176 146 2002 189 181 2003 196 177 2004 240 269 2005P 256 310 2006P 266 337 Units (000s) (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially due to factors discussed on Slide 1. 23 Heavy (Class 8) + 15.2% Medium (Class 5-7) + 6.6% 2005 Projected Growth

Excluding Unusual Items As Reported Q2 2005 Income Statement With DCC on an Equity Basis* Unusual Items Taxes (c) Dana Corporation. Dated July 20, 2005. ($ Millions) *Comparable GAAP measures available at www.dana.com/investors DCC Asset Sales

Excluding Unusual Items As Reported Six-Month Income Statement With DCC on an Equity Basis* Unusual Items Taxes (c) Dana Corporation. Dated July 20, 2005. ($ Millions) *Comparable GAAP measures available at www.dana.com/investors DCC Asset Sales

2005 2004 Second Quarter 2005 2004 Six Months Income Statement With DCC on an Equity Basis* (c) Dana Corporation. Dated July 20, 2005. * Comparable GAAP measures available at www.dana.com/investors ($ Millions)

2005 2004 Second Quarter 2005 2004 Six Months Cash Flow Statement With DCC on an Equity Basis* (c) Dana Corporation. Dated July 20, 2005. *Comparable GAAP measures available at www.dana.com/investors ($ Millions)

Capital Structure With DCC on an Equity Basis* (c) Dana Corporation. Dated July 20, 2005. *Comparable GAAP measures available at www.dana.com/investors ($ Millions)

2005 2006 2007 2008 2009 2010 2011 2015 2028 2029 Domestic STD 285 Sr Notes 149.8 349.267 74.158 124.402 449.8 164.217 265.74 DCC Loan to Dana 245.7 International/Other 39.054 4.629 3.778 4.103 3.153 5.739 June 30, 2005 Debt Portfolio Excluding Debt Maturities of DCC Note: Maturities do not reflect swap valuation adjustments 570 5 352 154 80 124 450 164 266 4 (c) Dana Corporation. Dated July 20, 2005.

June 30, 2005 Liquidity Excluding DCC ($ Millions) Lines Drawn Available (c) Dana Corporation. Dated July 20, 2005. Note: Excludes committed borrowing lines related to foreign operations.

Retained 900 Capital Markets 1030 Value-Added 180 Real Estate 170 Retained 325 575 715 Capital Markets 315 Value-Added 0 180 Real Estate 0 12/01 Total Portfolio Assets - $2,200 Dana Credit Corporation Portfolio Analysis ($ Millions) Value-Added Services Retained Real Estate Capital Markets 6/05 Total Portfolio Assets - $640 (c) Dana Corporation. Dated July 20, 2005.

2005 Guidance ($ Millions, except per share data) Net Income* $196 - $219 EPS* $1.30 - $1.45 * Excluding unusual items (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1.

2005 Free Cash Flow Outlook With DCC on an Equity Basis ($ Millions) (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1.

2005 Working Capital Walk Forward With DCC on an Equity Basis ($ Millions) (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1.

Second Quarter in Summary Solid progress Q2 versus Q1 Sales up 6% Earnings up 53% in ASG and 48% in HVTSG New business momentum continues $215 million net new business in Q2 $1.3 billion in net new business: 2005-2007 More diverse geographically and by customer (c) Dana Corporation. Dated July 20, 2005.

Looking Ahead Strong commercial and off-highway markets Steel prices subsiding Uncertainty with North American light-vehicle production Continued strength of U.S. dollar Imperative that we continue to strengthen operational performance and reduce costs (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1. Execution is our top priority

Questions (c) Dana Corporation, 2005 53

Supplemental Slides (c) Dana Corporation, 2005 55

Dana's Net New Business $240 205 $445 ASG $320 $260 HVTSG 185 135 TOTAL $505 $395 2005 2006 2007 $160 180 $340 ASG $295 $205 HVTSG 175 115 TOTAL $470 $320 Q2-2005 Q1-2005 ($ Millions) Incremental Wins Since Q1 Conf. Call $ 35 $ 105 = $ 75 $215 (c) Dana Corporation. Dated July 20, 2005. Slide contains forward-looking information. Actual results may differ materially. See cautionary statement on Slide 1. 57 Note: Estimates based on Dana's review of the projected production schedules of our customers.

Automotive 1,948 1,766 10 61 72 (15) Heavy Vehicle 712 589 21 37 31 19 DCC 3 5 (40) Other (28) (24) (17) (48) (49) 2 Results from Cont. Operations 2,632 2,331 13 53 59 (10) Discontinued Ops.* 18 Unusual Items (2) 33 Consolidated 2,632 2,331 13 51 110 (54) % % $ $ $ $ Q2 2005 Segment Comparison Sales OPAT 2005 2005 2004 2004 Chg. Chg. ($ Millions) % % $ $ $ $ * Q2 sales from discontinued operations were $557 in 2004. % $ $ $ $ % (c) Dana Corporation. Dated July 20, 2005.

Automotive 3,795 3,523 8 101 143 (29) Heavy Vehicle 1,383 1,163 19 62 55 13 DCC 9 12 (25) Other (58) (44) (32) (101) (101) Results from Cont. Operations 5,120 4,642 10 71 109 (35) Discontinued Ops.* 31 Unusual Items (2) 35 Consolidated 5,120 4,642 10 69 175 (61) % % $ $ $ $ Six-Month 2005 Segment Comparison Sales OPAT 2005 2005 2004 2004 Chg. Chg. ($ Millions) % % $ $ $ $ * First-half sales from discontinued operations were $1,067 in 2004. % $ $ $ $ % (c) Dana Corporation. Dated July 20, 2005.

2005 2004 Second Quarter 2005 2004 Six Months Cash Flow Statement With DCC on an Equity Basis * (c) Dana Corporation. Dated July 20, 2005. *Comparable GAAP measures available at www.dana.com/investors (Millions)

Dana With DCC On Equity Basis Cash Flow Statement Reconciliation for Three Months Ended June 30, 2005 (c) Dana Corporation. Dated July 20, 2005. ($ Millions) DCC Eliminations Dana With DCC Consolidated

Cash Flow Statement Reconciliation for Six Months Ended June 30, 2005 (c) Dana Corporation. Dated July 20, 2005. ($ Millions) Dana With DCC On Equity Basis DCC Eliminations Dana With DCC Consolidated

Cash Flow Statement Reconciliation for Three Months Ended June 30, 2004 (c) Dana Corporation. Dated July 20, 2005. ($ Millions) Dana With DCC On Equity Basis DCC Eliminations Dana With DCC Consolidated

Cash Flow Statement Reconciliation for Six Months Ended June 30, 2004 (c) Dana Corporation. Dated July 20, 2005. ($ Millions) Dana With DCC On Equity Basis DCC Eliminations Dana With DCC Consolidated

Capital Structure Reconciliation as of December 31, 2004 (c) Dana Corporation. Dated July 20, 2005.

Capital Structure Reconciliation as of June 30, 2005 (c) Dana Corporation. Dated July 20, 2005.

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents