DANA Inc — Director's Dealing 2008

Sep 12, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DANA HOLDING CORP (DAN)
CIK: 0000026780
Period of Report: 2008-09-10

Reporting Person: Silver Point Capital L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-09-10	Common Stock	J	38193	—	Acquired	8209236	Direct
2008-09-11	Common Stock	J	19514	—	Acquired	8228750	Direct

Footnotes

F1: Silver Point Capital, L.P. ("Silver Point") acquired the securities reported herein, consisting of an aggregate of 57,707
shares (the "Shares") of Common Stock ("Common Stock") of Dana Holding Corp. (the "Issuer"), in good faith in connection
with debts of the Issuer previously contracted. Specifically, in connection with the Issuer's reorganization under Chapter
11 of the United States Bankruptcy Code, Silver Point received the Shares in satisfaction of certain trade claims which were
acquired by Silver Point prior to (a) the acquisition of the Shares and (b) Silver Point becoming a holder of greater than
10% of the Issuer's issued and outstanding Common Stock.

F2: The 8,228,750 shares of Common Stock reported consists of (a) the Shares, (b) 134,004 shares of Common Stock previously
reported on Form 4, filed by Silver Point on September 2, 2008, (c) 473,501 shares of Common Stock previously reported on
Form 4, filed by Silver Point on August 28, 2008, and (d) 7,563,538 shares of Common Stock previously reported on Form 3,
filed by Silver Point on June 10, 2008. In addition, Silver Point also holds 774,614 shares of Convertible Preferred Stock
of the Issuer, convertible into 5,872,737 shares of Common Stock, previously reported on Form 3, filed by Silver Point on
June 10, 2008.

F3: Silver Point is the investment manager of Silver Point Capital Fund, L.P. and Silver Point Capital Offshore Fund, Ltd. (the
"Funds") and, by reason of such status, may be deemed to be the beneficial owner of all of the reported securities held by
the Funds. Silver Point Capital Management, LLC ("Management") is the general partner of Silver Point and as a result may
be deemed to be the beneficial owner of all securities held by the Funds. Messrs. Edward A. Mule and Robert J. O'Shea are
each members of Management and as a result may be deemed to be the beneficial owner of all of the securities held by the
Funds. Silver Point, Management and Messrs. Mule and O'Shea disclaim beneficial ownership of the reported securities held
by the Funds except to the extent of their pecuniary interests.