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

Dana Holding Corporation

(Exact name of registrant as specified in its charter)

Delaware		1-1063		26-1531856
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer
				Identification Number)

3939 Technology Drive, Maumee, Ohio 43537
(Address of principal executive offices) (Zip Code)

(419) 887-3000
(Registrant’s telephone number, including area code)

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))

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The Board of Directors of Dana Holding Corporation (“Dana”) appointed Joseph C. Muscari and Richard F. Wallman to serve on Dana’s Board of Directors effective May 18, 2010. Mr. Muscari will serve on Dana’s Compensation Committee. Mr. Wallman will serve as Chairman of the Audit Committee. On May 18, 2010, Dana issued a press release regarding this appointment. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits. The following exhibits are filed with this report.

Exhibit No.		Description
99.1		Press Release dated May 18, 2010

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.

Exhibit Index

Exhibit No.		Description
99.1		Press Release dated May 18, 2010

Exhibit 99.1

Dana Holding Corporation Announces Appointments of
Joseph C. Muscari and Richard F. Wallman to Board of Directors

MAUMEE, Ohio — May 18, 2010 — Dana Holding Corporation (NYSE: DAN) today announced that Joseph C. Muscari, chairman and chief executive officer of Minerals Technologies, Inc.; and Richard F. Wallman, former senior vice president and chief financial officer of Honeywell International, Inc., have been appointed to the company’s Board of Directors.

“We are delighted to welcome Joe and Richard to the Dana Board,” said Dana Executive Chairman John Devine. “Both executives bring to our Board strong backgrounds and deep leadership experience.”

Muscari, 63, has served as CEO of Minerals Technologies, a global producer of specialty mineral products, since 2007. Prior to that, he held a series of roles with increasing responsibility at Alcoa. Beginning as an engineer, Muscari held a wide range of significant operational leadership roles at Alcoa and was appointed as executive vice president and chief financial officer in 2006. He earned a Bachelor of Science degree in Industrial Engineering from the New Jersey Institute of Technology and an MBA from the University of Pittsburgh. Muscari will serve on the Compensation Committee of the Dana Board.

Wallman, 59, served as senior vice president and chief financial officer of Honeywell International, Inc., from 1999 to 2003. He served in the same capacity from 1995 to 1999 at AlliedSignal, which merged with Honeywell in 1999. During the prior two decades, Wallman held financial leadership roles with IBM Corporation, Chrysler Corporation, and Ford Motor Company. He earned a Bachelor of Science degree in Electrical Engineering from Vanderbilt University and an MBA from the University of Chicago. Wallman will serve as chairman of the Audit Committee of the Dana Board.

About Dana Holding Corporation

Dana is a world leader in the supply of axles; driveshafts; and sealing and thermal-management products; as well as genuine service parts. The company’s customer base includes virtually every major vehicle manufacturer in the global automotive, commercial vehicle, and off-highway markets. Based in Maumee, Ohio, the company employs approximately 21,000 people in 26 countries and reported 2009 sales of $5.2 billion. For more information, please visit: www.dana.com.

Investor Contact		Media Contact
Lillian Etzkorn: 419.887.5160		Chuck Hartlage: 419.887.5123