Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  DeBacker Michael L
2. Date of Event Requiring Statement (Month/Day/Year)
12/30/2005
3. Issuer Name and Ticker or Trading Symbol
DANA CORP [DCN]
(Last)
(First)
(Middle)
P.O. BOX 1000
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, GC and Secretary
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

TOLEDO, OH 43697
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common 33,678
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option/Tandem Tax Withholding Right 12/01/2005 07/16/2010 Common 15,000 $ 23.0625 D  
Option/Tandem tax withholding right 12/01/2005 07/15/2011 Common 36,000 $ 25.05 D  
Option/Tandem tax withholding right 12/01/2005 07/15/2012 Common 36,000 $ 15.33 D  
Option/Tandem tax withholding right 04/21/2004(1) 04/20/2013 Common 36,000 $ 8.34 D  
Option/Tandem tax withholding right 12/01/2005 02/08/2014 Common 22,000 $ 22.43 D  
Option 12/01/2005 02/13/2015 Common 60,662 $ 15.94 D  
Option/Tandem Tax Withholding right 12/01/2005 07/14/2006 Common 7,500 $ 28.125 D  
Option/Tandem Tax Withholding Right 12/01/2005 07/20/2007 Common 12,000 $ 38.4375 D  
Option/Tandem Tax Withholding Right 12/01/2005 07/19/2008 Common 12,000 $ 52.5625 D  
Option/Tandem Tax Withholding Right 12/01/2005 07/18/2009 Common 12,000 $ 45.5 D  
Addl Compensation Plan Phantom Units   (2)   (2) Common 6,837 (3) $ 0 (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DeBacker Michael L
P.O. BOX 1000
TOLEDO, OH 43697
      VP, GC and Secretary  

Signatures

Michael DeBacker 01/06/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These options must be held for one year from the date of grant before they can be exercised. Thereafter, the options are exercisable as follows: 25% of the total options granted within 2 years after the date of grant; 50% within 3 years after the date of grant; 75% within 4 years after the date of grant and all options after 4 years from the date of grant.
(2) Each phantom unit credited under Dana's Additional Compensation Plan is the economic equivalent of one share of Dana stock. The units do not have an exercise or expiration date. Plan participants are entitled to receive distributions of such units in cash and/or stock, upon retirement or termination of employment.
(3) Consists of phantom units credited under Dana's Additional Compensation Plan with respect to compensation deferred under the Plan and the related dividend-equivalent units. Exempt from Section 16(b) under Rule 16b-3.
 
Remarks:
Note: Also see attached Exhibit EX-24 Attachment 0.

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