##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-K/A
 Amendment No. 1
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2006
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from                    to
 Commission file number: 0-21139
 Dura Automotive Systems, Inc.
  Delaware
    
    
    
    38-3185711(State or other jurisdiction of
    
    
    
    (I.R.S. Employerincorporation or organization)
    
    
    
    Identification Number)2791 Research Drive, Rochester Hills, Michigan
    
    
    
    48309(Address of principal executive offices)
    
    
    
    (Zip Code)
 (248) 299-7500
 None
  Class A Common Stock, $0.01 Par Value
 o þ
 o þ
 o þ
 o
  o o þ
 o þ
  
 DOCUMENTS INCORPORATED BY REFERENCE
None




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Explanatory Note




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##### 



Dura Automotive Systems, Inc.
INDEX
 PART IIItem 8. Financial Statements and Supplementary DataItem 9A. Controls and ProceduresItem 9B. Other InformationPART IVItem 15. Exhibits and Financial Statement ScheduleSignaturesCertification Pursuant to Section 302Certification Pursuant to Section 302Certification Pursuant to Section 906Certification Pursuant to Section 906
  3




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Item 8. Financial Statements and Supplementary Data
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PageReport of Independent Registered Public Accounting Firm
    
    
    5Consolidated Balance Sheets as of December 31, 2006 and 2005
    
    
    6Consolidated Statements of Operations for the years ended December 31, 2006, 2005 and 2004
    
    
    7Consolidated Statements of Stockholders Investment (Deficit) for the years ended December 31, 2006, 2005 and 2004
    
    
    8Consolidated Statements of Cash Flows for the years ended December 31, 2006, 2005 and 2004
    
    
    9Notes to Consolidated Financial Statements
    
    
    10
 4




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Item 8. Financial Statements and Supplementary Data
 
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
  .
     DELOITTE & TOUCHE LLP
 
 5




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED BALANCE SHEETS
 (Amounts in thousands, except share and per share amounts)
 December 31,
    
    
    December 31,2006
    
    
    2005ASSETSCurrent Assets:Cash and cash equivalents
    
    $
    90,446
    
    
    $
    101,889Accounts receivable, net of allowance of $6,498 in 2006 and $5,061 in 2005
    
    
    311,981
    
    
    
    286,029Inventories
    
    
    149,367
    
    
    
    128,681Deferred income taxes
    
    
    6,642
    
    
    
    17,978Other current assets
    
    
    123,612
    
    
    
    87,254Current assets of discontinued operations
    
    
    
    
    
    
    10,975Total current assets
    
    
    682,048
    
    
    
    632,806Property, plant and equipment, net
    
    
    465,475
    
    
    
    450,379Goodwill
    
    
    258,313
    
    
    
    850,152Deferred income taxes
    
    
    22,037
    
    
    
    66,542Other assets, net of accumulated amortization of $383 in 2006 and $19,377 in 2005
    
    
    26,968
    
    
    
    63,280Noncurrent assets of discontinued operations
    
    
    
    
    
    
    12,050$
    1,454,841
    
    
    $
    2,075,209LIABILITIES AND STOCKHOLDERS INVESTMENT (DEFICIT)Current Liabilities:Debtors-in-possession financing
    
    $
    165,000
    
    
    $
    Current maturities of long-term debt
    
    
    4,679
    
    
    
    3,473Accounts payable
    
    
    164,831
    
    
    
    261,258Accrued liabilities
    
    
    160,624
    
    
    
    158,835Accrued pension and postretirement benefits
    
    
    1,437
    
    
    
    16,741Deferred income taxes
    
    
    2,768
    
    
    
    2,577Current liabilities of discontinued operations
    
    
    
    
    
    
    6,771Total current liabilities
    
    
    499,339
    
    
    
    449,655Long-term liabilities:Long-term debt, net of current maturities
    
    
    2,596
    
    
    
    1,139,952Pension and postretirement benefits
    
    
    68,044
    
    
    
    69,717Other noncurrent liabilities
    
    
    39,515
    
    
    
    62,657Deferred income taxes
    
    
    8,132
    
    
    
    8,439Noncurrent liabilities of discontinued operations
    
    
    
    
    
    
    218Total long-term liabilities
    
    
    118,287
    
    
    
    1,280,983Liabilities subject to compromise
    
    
    1,335,083
    
    
    
    Total liabilities
    
    
    1,952,709
    
    
    
    1,730,638Commitments and Contingencies (Notes 6, 7, 10 and 11)Minority interests
    
    
    5,459
    
    
    
    4,864Stockholders Investment (deficit):Preferred stock, par value $1; 5,000,000 shares authorized; none issued or outstanding
    
    
    
    
    
    
    Common stock, Class A; par value $.01; 60,000,000 shares authorized; 18,904,222 and
18,774,948 issued and outstanding, respectively
    
    
    189
    
    
    
    188Common stock, Class B; par value $.01; 10,000,000 shares authorized; none issued or
outstanding
    
    
    
    
    
    
    Additional paid-in capital
    
    
    351,878
    
    
    
    351,994Treasury stock at cost
    
    
    (1,743
    )
    
    
    (1,948
    )Accumulated deficit
    
    
    (1,002,185
    )
    
    
    (91,528
    )Accumulated other comprehensive income
    
    
    148,534
    
    
    
    81,001Total stockholders investment (deficit)
    
    
    (503,327
    )
    
    
    339,707$
    1,454,841
    
    
    $
    2,075,209
  6




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 (Amounts in thousands, except per share amounts)
 For the Years Ended December 31,2006
    
    
    2005
    
    
    2004Revenues
    
    $
    2,090,766
    
    
    $
    2,291,440
    
    
    $
    2,443,446Cost of sales
    
    
    2,001,013
    
    
    
    2,040,643
    
    
    
    2,172,136Gross profit
    
    
    89,753
    
    
    
    250,797
    
    
    
    271,310Selling, general and administrative expenses
    
    
    141,939
    
    
    
    155,120
    
    
    
    149,602Prepetition professional fees
    
    
    10,455
    
    
    
    
    
    
    
    Facility consolidation, asset impairment and other charges
    
    
    684,238
    
    
    
    11,397
    
    
    
    21,817Amortization expense
    
    
    405
    
    
    
    434
    
    
    
    445Operating income (loss)
    
    
    (747,284
    )
    
    
    83,846
    
    
    
    99,446Interest expense, net of interest income of $2,815 in 2006, $2,987 in 2005, and
$2,985 in 2004
    
    
    101,784
    
    
    
    99,823
    
    
    
    89,351Gain on early extinguishment of debt, net
    
    
    
    
    
    
    14,805
    
    
    
    Income (loss) from continuing operations before reorganization items, income
taxes and minority interest
    
    
    (849,068
    )
    
    
    (1,172
    )
    
    
    10,095Reorganization items
    
    
    25,315
    
    
    
    
    
    
    
    Income (loss) from continuing operations before income taxes and minority interest
    
    
    (874,383
    )
    
    
    (1,172
    )
    
    
    10,095Provision for income taxes
    
    
    46,520
    
    
    
    423
    
    
    
    1,364Minority interest in non wholly owned subsidiaries
    
    
    432
    
    
    
    177
    
    
    
    Income (loss) from continuing operations
    
    
    (921,335
    )
    
    
    (1,772
    )
    
    
    8,731Income from discontinued operations, including gain on disposals, net of tax of
$1,442 in 2006, $2,265 in 2005, and $2,306 in 2004
    
    
    9,658
    
    
    
    3,586
    
    
    
    2,992Income (loss) before change in accounting principle
    
    
    (911,677
    )
    
    
    1,814
    
    
    
    11,723Cumulative effect of change in accounting principle, net of tax of $712
    
    
    1,020
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    (910,657
    )
    
    $
    1,814
    
    
    $
    11,723Basic earnings (loss) per share:Income (loss) from continuing operations
    
    $
    (48.83
    )
    
    $
    (0.09
    )
    
    $
    0.47Income from discontinued operations
    
    
    0.51
    
    
    
    0.19
    
    
    
    0.16Cumulative effect of change in accounting principle
    
    
    0.05
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    (48.27
    )
    
    $
    0.10
    
    
    $
    0.63Diluted earnings (loss) per share:Income (loss) from continuing operations
    
    $
    (48.83
    )
    
    $
    (0.09
    )
    
    $
    0.46Income from discontinued operations
    
    
    0.51
    
    
    
    0.19
    
    
    
    0.16Cumulative effect of change in accounting principle
    
    
    0.05
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    (48.27
    )
    
    $
    0.10
    
    
    $
    0.62
  7




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED STATEMENTS OF STOCKHOLDERS INVESTMENT (DEFICIT)
 Accumulated
    
    
    TotalCommon Stock
    
    
    Additional
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    StockholdersClass A
    
    
    Class B
    
    
    Paidin
    
    
    Treasury Stock
    
    
    Accumulated
    
    
    Comprehensive
    
    
    InvestmentShares
    
    
    Amount
    
    
    Shares
    
    
    Amount
    
    
    Capital
    
    
    Shares
    
    
    Amount
    
    
    Deficit
    
    
    Income (Loss)
    
    
    (Deficit)(in thousands, except share amounts)Balance, December 31, 2003
    
    
    16,734,228
    
    
    $
    168
    
    
    
    1,646,150
    
    
    $
    16
    
    
    $
    349,220
    
    
    
    233,276
    
    
    $
    (2,452
    )
    
    $
    (105,065
    )
    
    $
    88,700
    
    
    $
    330,587Sale of stock under Employee Stock
Discount Purchase Plan
    
    
    114,052
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    937
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    938Conversion from Class B to Class A
    
    
    1,646,150
    
    
    
    16
    
    
    
    (1,646,150
    )
    
    
    (16
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercise of options
    
    
    138,100
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    1,353
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,354Treasury shares, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    61
    
    
    
    3,735
    
    
    
    (61
    )
    
    
    
    
    
    
    
    
    
    
    Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,723Other comprehensive income:Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69,669Minimum pension liability, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,780
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    74,612Balance, December 31, 2004
    
    
    18,632,530
    
    
    
    186
    
    
    
    
    
    
    
    
    
    
    
    351,571
    
    
    
    237,011
    
    
    
    (2,513
    )
    
    
    (93,342
    )
    
    
    151,589
    
    
    
    407,491Sale and exercise of stock options,
including the value of treasury stock
    
    
    142,418
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    423
    
    
    
    (53,328
    )
    
    
    565
    
    
    
    
    
    
    
    
    
    
    
    990Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,814Other comprehensive income:Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (64,832
    )Minimum pension liability, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,756
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (68,774
    )Balance, December 31, 2005
    
    
    18,774,948
    
    
    
    188
    
    
    
    
    
    
    
    
    
    
    
    351,994
    
    
    
    183,683
    
    
    
    (1,948
    )
    
    
    (91,528
    )
    
    
    81,001
    
    
    
    339,707Sale and exercise of stock options,
including the value of treasury stock
    
    
    129,274
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    (116
    )
    
    
    (19,321
    )
    
    
    205
    
    
    
    
    
    
    
    
    
    
    
    90Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (910,657
    )
    
    
    Other comprehensive income (loss):Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    75,561Minimum pension liability
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,128
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (838,224
    )SFAS 158 adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,900
    )
    
    
    (4,900
    )Balance, December 31, 2006
    
    
    18,904,222
    
    
    $
    189
    
    
    
    
    
    
    $
    
    
    
    $
    351,878
    
    
    
    164,362
    
    
    $
    (1,743
    )
    
    $
    (1,002,185
    )
    
    $
    148,534
    
    
    $
    (503,327
    )
  8




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the Years Ended December 312006
    
    
    2005
    
    
    2004(in thousands)OPERATING ACTIVITIES:Net income (loss)
    
    $
    (910,657
    )
    
    $
    1,814
    
    
    $
    11,723Less: Net earnings from discontinued operations
    
    
    9,658
    
    
    
    3,586
    
    
    
    2,992Less: Cumulative effect of accounting change, net of tax
    
    
    1,020
    
    
    
    
    
    
    
    Income (loss) from continuing operations
    
    
    (921,335
    )
    
    
    (1,772
    )
    
    
    8,731Adjustments required to reconcile income (loss) from continuing
operations to net cash provided by operating activities:Depreciation and amortization
    
    
    78,825
    
    
    
    78,263
    
    
    
    82,069Asset impairments
    
    
    10,838
    
    
    
    3,160
    
    
    
    7,100Goodwill impairment
    
    
    636,927
    
    
    
    
    
    
    
    Facility consolidation and other
    
    
    36,473
    
    
    
    8,237
    
    
    
    14,717Amortization of deferred financing fees
    
    
    4,122
    
    
    
    3,889
    
    
    
    3,522(Gain)/loss on sale of property, plant and equipment
    
    
    (2,398
    )
    
    
    (196
    )
    
    
    1,429Bad debt expense
    
    
    42
    
    
    
    1,856
    
    
    
    209Reorganization items
    
    
    25,315
    
    
    
    
    
    
    
    Deferred income tax benefit (loss)
    
    
    46,387
    
    
    
    (27,156
    )
    
    
    (16,663
    )Favorable settlement of environmental matters
    
    
    
    
    
    
    (9,960
    )
    
    
    Gain on early extinguishment of debt
    
    
    
    
    
    
    (14,805
    )
    
    
    Change in other operating items:Accounts receivable
    
    
    (11,167
    )
    
    
    (30,505
    )
    
    
    27,032Inventories
    
    
    (13,885
    )
    
    
    14,064
    
    
    
    (16,432
    )Other current assets
    
    
    (11,732
    )
    
    
    (20,814
    )
    
    
    6,541Accounts payable and accrued liabilities
    
    
    (59,184
    )
    
    
    (9,203
    )
    
    
    993Other assets, liabilities and noncash items
    
    
    (1,155
    )
    
    
    (15,707
    )
    
    
    (18,912
    )Net cash provided by (used in) continuing operating activities
    
    
    (181,927
    )
    
    
    (20,649
    )
    
    
    100,336INVESTING ACTIVITIES:Capital expenditures
    
    
    (84,430
    )
    
    
    (63,868
    )
    
    
    (65,072
    )Proceeds from the sale of assets and other
    
    
    6,370
    
    
    
    2,490
    
    
    
    Other acquisition related activities
    
    
    
    
    
    
    
    
    
    
    (13,327
    )Net cash used in continuing investing activities
    
    
    (78,060
    )
    
    
    (61,378
    )
    
    
    (78,399
    )FINANCING ACTIVITIES:Debtors in possession borrowings
    
    
    165,000
    
    
    
    
    
    
    
    Net borrowings under prepetition revolving credit facilities
    
    
    68,861
    
    
    
    
    
    
    
    Net borrowings under revolving credit facilities
    
    
    
    
    
    
    17,500
    
    
    
    Long-term borrowings
    
    
    
    
    
    
    153,285
    
    
    
    568Repayments of long-term borrowings
    
    
    
    
    
    
    (179,459
    )
    
    
    (19,227
    )Payment on termination of interest rate swap
    
    
    (12,185
    )
    
    
    
    
    
    
    Deferred gain on termination of interest rate swap
    
    
    
    
    
    
    11,374
    
    
    
    Proceeds from equity securities, net
    
    
    257
    
    
    
    673
    
    
    
    2,353Debt issue costs
    
    
    (10,522
    )
    
    
    (7,613
    )
    
    
    (552
    )Other, net
    
    
    (98
    )
    
    
    (86
    )
    
    
    (61
    )Net cash provided by (used in) continuing financing activities
    
    
    211,313
    
    
    
    (4,326
    )
    
    
    (16,919
    )EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
    
    
    16,331
    
    
    
    (7,942
    )
    
    
    (718
    )NET CHANGE IN CASH AND CASH EQUIVALENTS FROM CONTINUING OPERATIONS
    
    
    (32,343
    )
    
    
    (94,295
    )
    
    
    4,300CASH FLOW FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    3,313
    
    
    
    7,565
    
    
    
    8,136Investing activities
    
    
    17,587
    
    
    
    (2,949
    )
    
    
    (2,136
    )NET CHANGE IN CASH FLOWS FROM DISCONTINUED OPERATIONS
    
    
    20,900
    
    
    
    4,616
    
    
    
    6,000CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    101,889
    
    
    
    191,568
    
    
    
    181,268End of period
    
    $
    90,446
    
    
    $
    101,889
    
    
    $
    191,568SUPPLEMENTAL DISCLOSURE:Cash paid for interest
    
    $
    70,360
    
    
    $
    95,293
    
    
    $
    85,217Cash paid for income taxes
    
    $
    13,336
    
    
    $
    10,496
    
    
    $
    10,330Unpaid capital expenditures
    
    $
    9,518
    
    
    $
    11,649
    
    
    $
    12,516Capitalized interest expense
    
    $
    101
    
    
    $
    453
    
    
    $
    
  9




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 (DEBTOR-IN-POSSESSION)
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 December 31, 2006, 2005 and 2004
 1. Organization and Basis of Presentation:
 Dura Company we our us
  Chapter 11 Bankruptcy Filing and Going Concern
  Financial
Reporting by Entities in Reorganization under the Bankruptcy Code
  10




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##### Table of Contents



2. Significant Accounting Policies:
 Principles of Consolidation:
  Reclassifications:
 Accounting for the Impairment or Disposal of Long-Lived Assets
 Cash Equivalents:
  Inventories:
   December 31,2006
    
    
    2005Raw materials
    
    $
    76,594
    
    
    $
    60,225Work-in-process
    
    
    31,415
    
    
    
    25,018Finished goods
    
    
    41,358
    
    
    
    43,438$
    149,367
    
    
    $
    128,681
 Other Current Assets:
  December 31,2006
    
    
    2005Excess of cost over billings on uncompleted tooling projects
    
    $
    58,107
    
    
    $
    48,820Income and other tax receivables
    
    
    29,394
    
    
    
    17,937Debt issue costs, net of amortization of $661 in 2006
    
    
    7,897
    
    
    
    Prepaid expenses and other
    
    
    28,214
    
    
    
    20,497$
    123,612
    
    
    $
    87,254
   11




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##### Table of Contents



Property, Plant and Equipment:
  Buildings
    
    
    
    20 to 30 yearsMachinery and equipment
    
    
    
    3 to 20 yearsLeasehold improvements
    
    
    
    Shorter of useful life or lease term
  December 31,2006
    
    
    2005Land and buildings
    
    $
    218,363
    
    
    $
    204,158Machinery and equipment
    
    
    760,180
    
    
    
    659,429Construction in progress
    
    
    42,306
    
    
    
    42,917Less  Accumulated depreciation and amortization
    
    
    (555,374
    )
    
    
    (456,125
    )$
    465,475
    
    
    $
    450,379
 Goodwill and Other Noncurrent Assets:
  Goodwill and Other Intangible Assets
   AtwoodMobileAutomotive
    
    
    Products
    
    
    TotalBalance, December 31, 2005
    
    $
    778,836
    
    
    $
    71,316
    
    
    $
    850,152Currency translation adjustment
    
    
    45,467
    
    
    
    
    
    
    
    45,467Impairment
    
    
    (637,306
    )
    
    
    
    
    
    
    (637,306
    )Adjustments
    
    
    
    
    
    
    
    
    
    
    Balance, December 31, 2006
    
    $
    186,997
    
    
    $
    71,316
    
    
    $
    258,313
 12




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##### Table of Contents



December 31,2006
    
    
    2005Debt issue costs, net of amortization of $19,110 in 2005
    
    $
    
    
    
    $
    19,115Notes receivable, net of reserves
    
    
    246
    
    
    
    7,677Other assets
    
    
    13,499
    
    
    
    18,843Other intangible assets
    
    
    13,223
    
    
    
    17,645$
    26,968
    
    
    $
    63,280
  Employers Accounting for Defined Benefit Pension and Other Postretirement Plans, and
amendment of FASB Statements No. 87, 88, 106, and 132(R)
 Accrued Liabilities:
  December 31,2006
    
    
    2005Compensation and benefits
    
    $
    73,952
    
    
    $
    67,029Income and other taxes
    
    
    23,137
    
    
    
    43,119Interest
    
    
    2,174
    
    
    
    16,882Facility closure, acquisition integrations and discontinued operations
    
    
    15,914
    
    
    
    5,638Warranty and environmental
    
    
    2,682
    
    
    
    2,371Professional fees
    
    
    13,219
    
    
    
    2,441Other
    
    
    29,546
    
    
    
    21,355$
    160,624
    
    
    $
    158,835
 Other Noncurrent Liabilities:
  December 31,2006
    
    
    2005Facility closure, acquisition integrations and discontinued operations
    
    $
    17,897
    
    
    $
    17,014Warranty and environmental
    
    
    7,198
    
    
    
    12,275Other
    
    
    14,420
    
    
    
    33,368$
    39,515
    
    
    $
    62,657
 Liabilities Subject to Compromise:
   13




---



##### Table of Contents



Debt
    
    $
    1,206,571Accrued interest
    
    
    44,026Accounts payable
    
    
    64,616Compensation and other benefits
    
    
    19,870$
    1,335,083
 Contractual Interest Expense
  Reorganization Items:
  Professional and other fees directly related to reorganization, excluding prepetition fees
    
    $
    11,041Loss on termination of interest rate swap
    
    
    12,185Prepetition debt issue costs write-off
    
    
    2,089$
    25,315
  Prepetition professional fees:
  Revenue Recognition and Sales Commitments:
  14




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##### Table of Contents



Restructuring Charges:
 Employers Accounting for
Settlements and Curtailments of Defined Benefit Pension Plans and for Termination Benefits Employers Accounting for Post-employment Benefits Accounting for the Impairment or Disposal of Long-Lived Assets Accounting for
Costs Associated with Exit or Disposal Activities Recognition of
Liabilities in Connection with a Purchase Business Combination
 Income Taxes:
 Accounting for
Income Taxes
 Comprehensive Income (Loss):
 Reporting of
Comprehensive Income
  December 31,2006
    
    
    2005
    
    
    2004Foreign currency translation adjustment
    
    $
    184,250
    
    
    $
    108,688
    
    
    $
    173,520Minimum pension liability of $15,267
in 2006, $17,032 net of tax in 2005,
and $13,832 net of tax in 2004,
respectively
    
    
    (35,716
    )
    
    
    (27,687
    )
    
    
    (21,931
    )$
    148,534
    
    
    $
    81,001
    
    
    $
    151,589
 Fair Value of Financial Instruments:
  15




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##### Table of Contents



Common Stock:
  Stock Based Awards:
 Share-based Payment
 Use of Estimates:
   Foreign Currency Translation:
  Warranty and Environmental:
  16




---



##### Table of Contents



December 31,2006
    
    
    2005Beginning balance
    
    $
    8,020
    
    
    $
    8,874Reductions for payments made
    
    
    (13,159
    )
    
    
    (3,288
    )Additional reserves recorded
    
    
    8,442
    
    
    
    2,847Changes in preexisting reserves
    
    
    (121
    )
    
    
    (413
    )Ending balance
    
    $
    3,182
    
    
    $
    8,020
  December 31,2006
    
    
    2005Beginning balance
    
    $
    6,626
    
    
    $
    17,159Reductions for payments made
    
    
    (54
    )
    
    
    (320
    )Changes in preexisting reserves
    
    
    126
    
    
    
    (10,213
    )Ending balance
    
    $
    6,698
    
    
    $
    6,626
 New and Proposed Accounting Pronouncements:
 The
Fair Value Option for Financial Assets and Financial Liabilities Accounting for Certain Investments in Debt and
Equity Securities
 17




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##### Table of Contents



Employers Disclosures about Pensions and Other
Postretirement Benefits (SFAS 132 (R))
 Fair Value Measurements
 Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current
Year Financial Statements
 Accounting for Uncertainty in Income
Taxes an interpretation of FASB Statement 109
 Accounting for Early Retirement
or Postemployment Programs with Specific Features (such as Terms Specified in Altersteilzeit Early
Retirement Arrangements)
 Share-Based Payment
 18




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##### Table of Contents



3. Discontinued Operations:
    2006
    
    
    2005Beginning balance
    
    $
    16,771
    
    
    $
    18,739Reductions for payments made
    
    
    (1,246
    )
    
    
    (1,245
    )Changes in pre-existing reserves
    
    
    906
    
    
    
    Accretion
    
    
    1,239
    
    
    
    1,204Foreign exchange impact
    
    
    2,436
    
    
    
    (1,927
    )$
    20,106
    
    
    $
    16,771
    2006
    
    2005Revenue
    
    $
    38,975
    
    
    $
    52,699Gross profit
    
    
    4,350
    
    
    
    6,920Operating income
    
    
    3,802
    
    
    
    6,139Income before income taxes
    
    
    3,581
    
    
    
    5,941Income taxes
    
    
    1,274
    
    
    
    2,265Gain on sale of operation, net of income taxes of $168
    
    
    7,596
    
    
    
    Net income
    
    
    9,903
    
    
    
    3,676
  19




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##### Table of Contents



Current assets of discontinued operations:Accounts receivable
    
    $
    5,090Inventories
    
    
    3,467Other current assets
    
    
    2,418$
    10,975Noncurrent assets of discontinued operations:Property, plant and equipment, net
    
    $
    7,879Other noncurrent assets
    
    
    4,171$
    12,050Current liabilities of discontinued operations:Accounts payable
    
    $
    4,302Accrued expenses
    
    
    2,469$
    6,771Noncurrent liabilities of discontinued operations:
    
    $
    218
 4. Acquisitions:
 Acquisition Integrations:
  Other Acquisitions activities:
   20




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##### Table of Contents



5. Facility Consolidation, Asset Impairment and Other Charges:
 Facility Consolidation:
     
    
    In August 2006, we notified our Stratford, Ontario, Canada, plant employees that the
facility will close during 2007. The current production will be transferred to other Dura
facilities to improve overall capacity utilization. A severance charge of $5.1 million for
this site was recorded in 2006, along with a pension curtailment charge of $1.1 million.
    
    In May 2006, we announced that we would close our Brantford, Ontario, Canada,
manufacturing facility. Brantfords current production will be transferred to other Dura
facilities to improve overall capacity utilization. Severance related charges of $1.9
million are recorded in 2006. The plant was closed in June 2007.
    
    In June 2006, we announced the proposed closing of our manufacturing facility in
Llanelli, Wales, United Kingdom, in order to improve our overall capacity utilization. At
that time, we were in the consultation process with Llanellis AMICUS trade union
concerning the proposed closing, and therefore could not determine if the plant would in
fact be closed. In August 2006, it was determined that the Llanelli plant would be closed
after completion of negotiations with the trade union. Facility consolidation charges
recorded in 2006 totaled $8.5 million, of which $7.6 million were severance related
charges, $0.5 million were equipment move related charges, $0.2 million were asset
impairment related charges, and $0.2 million of other restructuring charges. The facility
was closed in December 2006.
    
    During 2006, we incurred severance related charges of $0.8 million for our Barcelona,
Spain facility related to workforce reductions.
    
    In July 2006, we notified our LaGrange, Indiana, plant employees that we intended to
close the facility. Current production will be transferred to other Dura facilities in
2007. Negotiations were completed in the third quarter of 2006 with the respective union,
and a $3.5 million of severance and benefit related charges was recorded in 2006, along
with a $0.5 million pension curtailment. The plant was closed in 2007.
    
    In 2006, we incurred asset impairment charges of $6.1 million and other restructuring
charges related to movement of production for certain products of $0.7 million, at our
Lawrenceburg facility.
 21




---



##### Table of Contents




    
    During the fourth quarter of 2005, we began the streamlining of our Bracebridge,
Ontario, Canada plant that will be completed in 2007. Certain employee severance related
charges totaling $1.0 million were incurred in 2005. During 2006, this facility incurred
additional severance costs of $1.6 million related to further workforce reductions, asset
impairment charges of $3.0 million relating to the loss of the GMT 800/900 platform seat
track production and $2.3 million relating to the announced closure of the facility, and
$0.9 million of pension curtailment charges.
    
    In order to improve capacity utilization , we announced during the third quarter of
2005 a plan to streamline our Einbeck, Germany, manufacturing operation. This action
resulted in a total severance cost of $0.3 million in 2005, severance costs of $1.5
million in 2006, and an additional $0.1 million of other restructuring costs associated
with 2006 production moves, as we continued to streamline the operations at this facility.
    
    During the second quarter of 2005, in order to improve capacity utilization, we
announced a plan to restructure Plettenberg, Germany, manufacturing operations during 2005
and 2006.In the third quarter of 2005, we received approval for this action from the appropriate
Workers Council and Union. Full identification of the actual employees has been
substantially completed. Severance related costs of $3.2 million was recorded in 2005 and
$0.7 million in 2006. This action is expected to be completed by the end of 2007.
    
    In 2005, we began a centralization of our North America enterprise resource system
and certain support functions. Related severance costs of $1.3 million were incurred in
2005.
    
    In 2004, we announced a plan to exit our Brookfield, Missouri, facility and combine
the business with other operations. We have incurred $0.1 million of restructuring costs
for this exit activity in 2006, and $0.9 million in 2005.
    
    In 2004, we exited our Pikeville, Tennessee, facility and combined the business with
other operations. This action is complete and resulted in restructuring charges of $0.1
million in 2006, $0.2 million in 2005 and $3.0 million in 2004.
    
    In 2004, we closed our Bondoufle, France, sales and engineering facility and
relocated to Velizy, France, which is located near our French OEM customers. This action
is complete and resulted in total restructuring charges of $0.2 million in 2004.
    
    In 2004, we announced a plan to consolidate certain of our Body & Glass Division
product lines in Europe. This action is complete and resulted in total charges of $3.3
million.
    
    In 2004, we announced a plan to exit our Rockford, Illinois, facility and combine the
business with other operations and relocate our Atwood Mobile Products division
headquarters from Rockford, Illinois, to Elkhart, Indiana. This action is complete and
resulted in total charges of $0.3 million in 2005 and $8.3 million in 2004.
    22




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##### Table of Contents



Asset Impairments:
   Adjustment to 2001 Recorded Sales Proceeds:
   Employeetermination
    
    
    Asset impairment
    
    
    Facility closurebenefits
    
    
    charges
    
    
    and other costs
    
    
    TotalBalance December 31, 2005
    
    $
    3,952
    
    
    $
    
    
    
    $
    521
    
    
    $
    4,473Adjustments/Charges
    
    
    523
    
    
    
    1,630
    
    
    
    419
    
    
    
    2,572Cash utilizations
    
    
    (808
    )
    
    
    
    
    
    
    (335
    )
    
    
    (1,143
    )Noncash/ foreign exchange impact/ other
    
    
    33
    
    
    
    (1,630
    )
    
    
    34
    
    
    
    (1,563
    )Balance April 2, 2006
    
    
    3,700
    
    
    
    
    
    
    
    639
    
    
    
    4,339Adjustments/Charges
    
    
    2,286
    
    
    
    
    
    
    
    592
    
    
    
    2,878Cash utilizations
    
    
    (336
    )
    
    
    
    
    
    
    (704
    )
    
    
    (1,040
    )Noncash/ foreign exchange impact/ other
    
    
    (502
    )
    
    
    
    
    
    
    (37
    )
    
    
    (539
    )Balance July 2, 2006
    
    
    5,148
    
    
    
    
    
    
    
    490
    
    
    
    5,638Adjustments/Charges
    
    
    22,228
    
    
    
    12,345
    
    
    
    (17
    )
    
    
    34,556Cash utilizations
    
    
    (1,934
    )
    
    
    
    
    
    
    (66
    )
    
    
    (2,000
    )Noncash/ foreign exchange impact/ other
    
    
    148
    
    
    
    (12,345
    )
    
    
    51
    
    
    
    (12,146
    )Balance October 1, 2006
    
    
    25,590
    
    
    
    
    
    
    
    458
    
    
    
    26,048Adjustments/Charges
    
    
    (1,903
    )
    
    
    6,121
    
    
    
    3,087
    
    
    
    7,305Cash utilizations
    
    
    (10,095
    )
    
    
    
    
    
    
    (1,368
    )
    
    
    (11,463
    )Noncash/ foreign exchange impact/ other
    
    
    3
    
    
    
    (6,121
    )
    
    
    (2,177
    )
    
    
    (8,295
    )Balance December 31, 2006
    
    $
    13,595
    
    
    $
    
    
    
    $
    
    
    
    $
    13,595
 23




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##### Table of Contents



6. Stockholders Investment (Deficit):
 Earnings Per Share:
  Years Ended December 31,2006
    
    
    2005
    
    
    2004Net income (loss) applicable to common stockholders
    
    $
    (910,657
    )
    
    $
    1,814
    
    
    $
    11,723Weighted average number of Class A common shares outstanding
    
    
    18,867
    
    
    
    18,709
    
    
    
    18,013Weighted average number of Class B common shares outstanding
    
    
    
    
    
    
    
    
    
    
    49518,867
    
    
    
    18,709
    
    
    
    18,508Dilutive effect of outstanding stock options after
application of the treasury stock method
    
    
    
    
    
    
    152
    
    
    
    360Diluted shares outstanding
    
    
    18,867
    
    
    
    18,861
    
    
    
    18,868Basic earnings (loss) per share:Income (loss) from continuing operations
    
    $
    (48.83
    )
    
    $
    (0.09
    )
    
    $
    0.47Income from discontinued operations
    
    
    0.51
    
    
    
    0.19
    
    
    
    0.16Cumulative effect of change in accounting principle
    
    
    0.05
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    (48.27
    )
    
    $
    0.10
    
    
    $
    0.63Diluted earnings (loss) per share:Income (loss) from continuing operations
    
    $
    (48.83
    )
    
    $
    (0.09
    )
    
    $
    0.46Income from discontinued operations
    
    
    0.51
    
    
    
    0.19
    
    
    
    0.16Cumulative effect of change in accounting principle
    
    
    0.05
    
    
    
    
    
    
    
    Net income (loss)
    
    $
    (48.27
    )
    
    $
    0.10
    
    
    $
    0.62
  The 1998 Stock Incentive Plan:
  24




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##### Table of Contents



Weighted
    
    
    WeightedShares
    
    
    
    
    
    
    Average
    
    
    Average Fair
    
    
    ExercisableUnder
    
    
    Exercise
    
    
    Exercise
    
    
    Value of
    
    
    At End ofOption
    
    
    Price
    
    
    Price
    
    
    Options Granted
    
    
    YearOutstanding, December 31, 2003
    
    
    3,803,328
    
    
    
    $5.6038.63
    
    
    $
    13.14
    
    
    
    
    
    
    
    2,146,003Granted
    
    
    1,109,500
    
    
    
    9.52
    
    
    
    9.52
    
    
    $
    7.61Exercised
    
    
    (138,100
    )
    
    
    7.0213.50
    
    
    
    7.91Forfeited
    
    
    (306,800
    )
    
    
    7.0229.00
    
    
    
    11.51Outstanding, December 31, 2004
    
    
    4,467,928
    
    
    
    5.6038.63
    
    
    
    12.58
    
    
    
    
    
    
    
    2,552,315Granted
    
    
    1,497,500
    
    
    
    3.704.27
    
    
    
    3.70
    
    
    
    2.75Exercised
    
    
    (11,075
    )
    
    
    7.029.15
    
    
    
    7.84Forfeited
    
    
    (203,085
    )
    
    
    3.7029.00
    
    
    
    14.53Outstanding, December 31, 2005
    
    
    5,751,268
    
    
    
    3.7038.63
    
    
    
    10.15
    
    
    
    
    
    
    
    5,751,268Granted
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    Forfeited
    
    
    (462,248
    )
    
    
    3.7029.00
    
    
    
    9.50Outstanding, December 31, 2006
    
    
    5,289,020
    
    
    $
    3.7038.63
    
    
    
    
    
    
    
    
    
    
    
    5,289,020
  Options Outstanding
    
    Options ExercisableWeighted-Range of
    
    Number
    
    Average
    
    Weighted-
    
    Number
    
    Weighted-Exercisable
    
    Outstanding
    
    Remaining
    
    Average
    
    Exercisable
    
    AverageOptions
    
    at 12/31/06
    
    Contractual Life
    
    Exercise Price
    
    at 12/31/06
    
    Exercise Price$
    3.70 to 4.27
    
    
    
    1,337,875
    
    
    
    8.4
    
    
    $
    3.70
    
    
    
    1,337,875
    
    
    $
    3.705.60 to 7.02
    
    
    
    645,375
    
    
    
    6.2
    
    
    
    6.76
    
    
    
    645,375
    
    
    
    6.767.50
    
    
    
    693,185
    
    
    
    4.1
    
    
    
    7.50
    
    
    
    693,185
    
    
    
    7.508.25 to 9.52
    
    
    
    1,358,050
    
    
    
    6.8
    
    
    
    9.36
    
    
    
    1,358,050
    
    
    
    9.3613.50 to 17.27
    
    
    
    660,950
    
    
    
    4.4
    
    
    
    15.02
    
    
    
    660,950
    
    
    
    15.0220.75 to 29.25
    
    
    
    543,585
    
    
    
    1.6
    
    
    
    27.42
    
    
    
    543,585
    
    
    
    27.4238.63
    
    
    
    50,000
    
    
    
    1.3
    
    
    
    38.63
    
    
    
    50,000
    
    
    
    38.635,289,020
    
    
    
    5.9
    
    
    $
    10.21
    
    
    
    5,289,020
    
    
    $
    10.21
   Independent Director Stock Option Plan:
  Employee Stock Discount Purchase Plan:
  25




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##### Table of Contents



Deferred Income Leadership Stock Purchase Plan:
  Director Deferred Stock Purchase Plan:
  26




---



##### Table of Contents



Stock-Based Compensation Plans:
   2005
    
    
    2004Net income, as reported
    
    $
    1,814
    
    
    $
    11,723Add: Stock based compensation expense included in reported net income, net of tax
    
    
    
    
    
    
    Deduct: Stock based compensation expense determined under fair value method for
all awards, net of tax
    
    
    (10,152
    )
    
    
    (4,364
    )Net income (loss)
    
    $
    (8,338
    )
    
    $
    7,359Basic earnings (loss) per share:As Reported
    
    
    0.10
    
    
    
    0.63Pro Forma
    
    
    (0.45
    )
    
    
    0.40Diluted earnings (loss) per share:As Reported
    
    
    0.10
    
    
    
    0.62Pro Forma
    
    
    (0.45
    )
    
    
    0.39
     Dividends:
  27




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##### Table of Contents



7. Debt:
   December 31,2006
    
    
    
    
    
    
    2005Subject toCompromise
    
    
    DebtDebtors-In-Possession (DIP) Credit Agreements
    
    $
    
    
    
    $
    165,000
    
    
    $
    Prepetition Credit Agreement:Revolving credit facility
    
    
    
    
    
    
    
    
    
    
    17,500Second lien term loan
    
    
    225,000
    
    
    
    
    
    
    
    150,000Senior unsecured notes
    
    
    400,000
    
    
    
    
    
    
    
    400,000Senior subordinated notes
    
    
    532,872
    
    
    
    
    
    
    
    523,906Convertible trust preferred securities
    
    
    55,250
    
    
    
    
    
    
    
    55,250Senior unsecured notes  derivative instrument adjustment
    
    
    
    
    
    
    
    
    
    
    (10,781
    )Deferred gain on interest rate swap, net
    
    
    8,976
    
    
    
    
    
    
    
    Debt issue costs, net
    
    
    (15,527
    )
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    7,275
    
    
    
    7,5501,206,571
    
    
    
    172,275
    
    
    
    1,143,425Less  Current maturities
    
    
    
    
    
    
    (169,679
    )
    
    
    (3,473
    )$
    1,206,571
    
    
    $
    2,596
    
    
    $
    1,139,952
   Debtors-In-Possession (DIP) Financing
   28




---



##### Table of Contents



Debt in Default
     29




---



##### Table of Contents



Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity
  30




---



##### Table of Contents



Year
    
    Amount2007
    
    $
    169,6792008
    
    
    8332009
    
    
    8332010
    
    
    9302011
    
    
    Thereafter
    
    
    $
    172,275
 8. Income Taxes:
  2006
    
    
    2005
    
    
    2004United States
    
    $
    (277,117
    )
    
    $
    (27,416
    )
    
    $
    (21,070
    )Foreign
    
    
    (597,266
    )
    
    
    26,244
    
    
    
    31,165$
    (874,383
    )
    
    $
    (1,172
    )
    
    $
    10,095
  Years Ended December 31,2006
    
    
    2005
    
    
    2004Currently payable -United States
    
    $
    2,291
    
    
    $
    3,358
    
    
    $
    549Foreign
    
    
    (4,221
    )
    
    
    16,311
    
    
    
    17,478(1,930
    )
    
    
    19,669
    
    
    
    18,027Deferred -United States
    
    
    62,079
    
    
    
    (17,563
    )
    
    
    (12,189
    )Foreign
    
    
    (13,629
    )
    
    
    (1,683
    )
    
    
    (4,474
    )48,450
    
    
    
    (19,246
    )
    
    
    (16,663
    )$
    46,520
    
    
    $
    423
    
    
    $
    1,364
  31




---



##### Table of Contents



Years Ended December 31,2006
    
    
    2005
    
    
    2004Federal provision at statutory rates
    
    $
    (306,034
    )
    
    $
    (410
    )
    
    $
    3,533Valuation allowance
    
    
    193,975
    
    
    
    650
    
    
    
    3,327Goodwill impairment
    
    
    146,281
    
    
    
    
    
    
    
    Capital losses not benefited/(utilized)
    
    
    (148
    )
    
    
    (816
    )
    
    
    1,055State taxes, net of federal income tax benefit
    
    
    960
    
    
    
    (296
    )
    
    
    (198
    )Extraterritorial income exclusion benefit
    
    
    72
    
    
    
    (890
    )
    
    
    (1,199
    )Foreign provision more than U.S. tax rate
    
    
    11,254
    
    
    
    6,168
    
    
    
    (5,065
    )Research and development credits
    
    
    745
    
    
    
    (1,264
    )
    
    
    (1,710
    )Foreign tax holidays
    
    
    (22
    )
    
    
    335
    
    
    
    (2,661
    )Change in tax contingency reserve
    
    
    (1,320
    )
    
    
    (4,324
    )
    
    
    3,609Other
    
    
    757
    
    
    
    1,270
    
    
    
    673$
    46,520
    
    
    $
    423
    
    
    $
    1,364
  December 31,2006
    
    
    2005Depreciation and property basis differences
    
    $
    15,023
    
    
    $
    (62,404
    )Net operating loss carryforwards
    
    
    175,047
    
    
    
    125,136Postretirement benefit obligations
    
    
    23,945
    
    
    
    20,622Accrued interest
    
    
    17,660
    
    
    
    18,280Accrued compensation costs
    
    
    14,702
    
    
    
    12,220Research and development and other credit carryforwards
    
    
    9,689
    
    
    
    10,990Facility closure and consolidation costs
    
    
    3,432
    
    
    
    1,476Inventory valuation adjustments
    
    
    7,830
    
    
    
    6,472Warranty and environmental costs
    
    
    4,447
    
    
    
    6,179Capital loss carryforwards
    
    
    4,241
    
    
    
    4,135Loss contracts
    
    
    1,148
    
    
    
    846Bad debt allowance
    
    
    1,835
    
    
    
    958Other
    
    
    14,246
    
    
    
    (2,575
    )Valuation allowance
    
    
    (275,466
    )
    
    
    (68,831
    )$
    17,779
    
    
    $
    73,504
    32




---



##### Table of Contents



33




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##### Table of Contents



U.S.
    
    
    Foreign
    
    
    Valuation
    
    
    Net2007-2009
    
    $
    
    
    
    $
    5.5
    
    
    $
    
    
    
    $
    5.52010-2014
    
    
    
    
    
    
    25.2
    
    
    
    (2.0
    )
    
    
    23.22015-2019
    
    
    10.4
    
    
    
    28.5
    
    
    
    (34.7
    )
    
    
    4.22020
    
    
    9.0
    
    
    
    2.0
    
    
    
    (11.0
    )
    
    
    2021
    
    
    7.0
    
    
    
    
    
    
    
    (7.0
    )
    
    
    2023
    
    
    41.1
    
    
    
    
    
    
    
    (41.1
    )
    
    
    2024
    
    
    25.6
    
    
    
    
    
    
    
    (25.6
    )
    
    
    2025
    
    
    46.5
    
    
    
    
    
    
    
    (46.5
    )
    
    
    2026
    
    
    147.8
    
    
    
    
    
    
    
    (147.8
    )
    
    
    No expiration
    
    
    
    
    
    
    161.3
    
    
    
    (131.6
    )
    
    
    29.7$
    287.4
    
    
    $
    222.5
    
    
    $
    (447.3
    )
    
    $
    62.6
    Years
    
    Amount2015-2019
    
    $
    1.02020-2024
    
    
    8.1$
    9.1
    9. Segment Reporting:
  
    
    Automotive Segment  Designs and manufactures driver control systems, seating control
systems, glass systems, engineered assemblies, structural door modules and exterior trim
systems for the global automotive industry. Automotive segment includes the Control
Systems, the Body & Glass and the Other Operating
 34




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##### Table of Contents



Companies Divisions reporting units. During December 2006, the Control Systems, Body & Glass,
and Other Operating Companies Divisions were combined under one chief operating officer.
    
    Atwood Mobile Products Segment  Designs and manufactures appliances, hardware and
engineered assemblies for the RVSV industry. In May 2007, we announced that we are
exploring strategic alternatives and sales for our Atwood Mobile Products segment. Any
final sales agreement requires Bankruptcy Court approval. In July 2007, DURA Automotive
Systems, Inc. entered into an asset purchase agreement with Atwood Acquisition Co., LLC for
the sale of DURAs Atwood Mobile Products division. The agreement provides for the
acquisition of Atwood Mobile Products for an aggregate potential cash consideration of
$160.2 million. Closing of the transaction is subject to the approval of the United States
Bankruptcy Court for the District of Delaware, which has jurisdiction over DURAs Chapter
11 reorganization proceedings; government regulatory approvals; and customary closing
conditions.
    AtwoodMobileAutomotive
    
    Products
    
    Other *
    
    Total2006Net sales
    
    $
    1,735,872
    
    
    $
    364,312
    
    
    $
    (9,418
    )
    
    $
    2,090,766Operating income (loss)
    
    
    (9,310
    )
    
    
    18,622
    
    
    
    (756,596
    )
    
    
    (747,284
    )Depreciation and amortization
    
    
    64,789
    
    
    
    5,689
    
    
    
    8,347
    
    
    
    78,825Facility consolidation,
asset impairment & other
charges
    
    
    673,731
    
    
    
    4,163
    
    
    
    6,344
    
    
    
    684,238Goodwill
    
    
    186,997
    
    
    
    71,316
    
    
    
    
    
    
    
    258,313Segment assets
    
    
    1,710,231
    
    
    
    174,058
    
    
    
    (429,448
    )
    
    
    1,454,841Capital expenditures
    
    
    76,908
    
    
    
    1,150
    
    
    
    6,372
    
    
    
    84,4302005Net sales
    
    
    1,910,864
    
    
    
    386,667
    
    
    
    (6,091
    )
    
    
    2,291,440Operating income (loss)
    
    
    99,571
    
    
    
    27,461
    
    
    
    (43,186
    )
    
    
    83,846Depreciation and amortization
    
    
    64,704
    
    
    
    6,065
    
    
    
    7,494
    
    
    
    78,263Facility consolidation,
asset impairment & other
charges
    
    
    10,798
    
    
    
    520
    
    
    
    79
    
    
    
    11,397Goodwill
    
    
    778,836
    
    
    
    71,316
    
    
    
    
    
    
    
    850,152Segment assets
    
    
    2,131,374
    
    
    
    191,620
    
    
    
    (247,785
    )
    
    
    2,075,209Capital expenditures
    
    
    55,715
    
    
    
    2,982
    
    
    
    5,171
    
    
    
    63,8682004Net sales
    
    
    2,067,230
    
    
    
    381,791
    
    
    
    (5,575
    )
    
    
    2,443,446Operating income (loss)
    
    
    123,926
    
    
    
    33,129
    
    
    
    (57,609
    )
    
    
    99,446Depreciation and amortization
    
    
    68,099
    
    
    
    7,207
    
    
    
    6,763
    
    
    
    82,069Facility consolidation,
asset impairment & other
charges
    
    
    12,281
    
    
    
    9,536
    
    
    
    
    
    
    
    21,817Goodwill
    
    
    827,520
    
    
    
    71,316
    
    
    
    
    
    
    
    898,836Segment assets
    
    
    2,067,763
    
    
    
    194,256
    
    
    
    (38,098
    )
    
    
    2,223,921Capital expenditures
    
    
    53,372
    
    
    
    7,532
    
    
    
    4,168
    
    
    
    65,072
 
 *
    
    Other includes all cash and cash equivalents, unallocated corporate expenses, shared service
center costs, facility consolidation, asset impairment and other charges (see Note 5),
amortization, prepetition professional fees and discontinued operations. 35




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##### Table of Contents



Years Ended December 31,2006
    
    
    2005
    
    
    2004Long-Lived
    
    
    
    
    
    
    Long-Lived
    
    
    
    
    
    
    Long-LivedRevenues
    
    
    Assets
    
    
    Revenues
    
    
    Assets
    
    
    Revenues
    
    
    AssetsNorth America
    
    $
    1,098,913
    
    
    $
    181,991
    
    
    $
    1,333,863
    
    
    $
    195,511
    
    
    $
    1,477,678
    
    
    $
    205,964Europe
    
    
    903,553
    
    
    
    260,344
    
    
    
    885,823
    
    
    
    234,471
    
    
    
    918,503
    
    
    
    259,056Other foreign countries
    
    
    88,300
    
    
    
    23,140
    
    
    
    71,754
    
    
    
    20,397
    
    
    
    47,265
    
    
    
    14,439$
    2,090,766
    
    
    $
    465,475
    
    
    $
    2,291,440
    
    
    $
    450,379
    
    
    $
    2,443,446
    
    
    $
    479,459
   Years Ended December 31,Product Category
    
    2006
    
    
    2005
    
    
    2004Driver control systems
    
    $
    781,386
    
    
    $
    786,623
    
    
    $
    846,295Glass systems
    
    
    340,415
    
    
    
    350,675
    
    
    
    402,339Seating control systems
    
    
    178,432
    
    
    
    302,849
    
    
    
    344,032Structural door modules
    
    
    232,065
    
    
    
    234,655
    
    
    
    231,646Exterior trim systems
    
    
    148,418
    
    
    
    148,517
    
    
    
    173,212Engineered assemblies
    
    
    104,408
    
    
    
    137,168
    
    
    
    151,631RVSV appliances
    
    
    115,301
    
    
    
    124,211
    
    
    
    110,290Other
    
    
    190,341
    
    
    
    206,742
    
    
    
    184,001$
    2,090,766
    
    
    $
    2,291,440
    
    
    $
    2,443,446
  Years Ended December 31,2006
    
    2005
    
    2004Ford
    
    
    22
    %
    
    
    20
    %
    
    
    19
    %Volkswagen
    
    
    10
    %
    
    
    9
    %
    
    
    8
    %GM
    
    
    9
    %
    
    
    11
    %
    
    
    12
    %DCX
    
    
    8
    %
    
    
    8
    %
    
    
    9
    %Lear
    
    
    6
    %
    
    
    10
    %
    
    
    11
    %
  10. Employee Benefit Plans:
 Defined Benefit Plans and Postretirement Benefits:
   36




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##### Table of Contents



December 31, 2006
    
    Effect of
    
    December 31, 2006Prior to SFAS No. 158
    
    SFAS No. 158
    
    After SFAS No. 158adjustment
    
    Adjustment
    
    adjustmentIntangible asset
    
    $
    2,877
    
    
    $
    (2,877
    )
    
    $
    Accrued pension liability
    
    
    (88,724
    )
    
    
    (627
    )
    
    
    (89,351
    )Total liabilities
    
    
    (1,952,082
    )
    
    
    (627
    )
    
    
    (1,952,709
    )Accumulated other comprehensive income
    
    
    (143,634
    )
    
    
    (4,900
    )
    
    
    (148,534
    )Total shareholders equity
    
    
    508,227
    
    
    
    (4,900
    )
    
    
    503,327Total liabilities and shareholders
equity, excluding minority interest
    
    $
    (1,443,855
    )
    
    $
    (5,527
    )
    
    $
    (1,449,382
    )
  Pension Plans in WhichAccumulated Benefits
    
    
    Postretirement BenefitsExceed Assets
    
    
    Other than Pensions2006
    
    
    2005
    
    
    2006
    
    
    2005Change in Benefit Obligation:Benefit obligation at beginning of year
    
    $
    160,578
    
    
    $
    150,216
    
    
    $
    20,258
    
    
    $
    30,727Service cost
    
    
    2,268
    
    
    
    2,192
    
    
    
    669
    
    
    
    650Interest cost
    
    
    8,223
    
    
    
    8,288
    
    
    
    1,072
    
    
    
    1,341Plan participants contributions
    
    
    (873
    )
    
    
    
    
    
    
    494
    
    
    
    542Amendments
    
    
    
    
    
    
    (315
    )
    
    
    
    
    
    
    (8,416
    )Curtailments
    
    
    130
    
    
    
    
    
    
    
    (2,615
    )
    
    
    Actuarial (gain)/loss
    
    
    1,670
    
    
    
    12,217
    
    
    
    3,757
    
    
    
    (1,479
    )Benefits paid
    
    
    (9,531
    )
    
    
    (9,790
    )
    
    
    (2,097
    )
    
    
    (3,336
    )Exchange rate changes
    
    
    2,311
    
    
    
    (2,230
    )
    
    
    16
    
    
    
    229Benefit obligation at end of year
    
    $
    164,776
    
    
    $
    160,578
    
    
    $
    21,554
    
    
    $
    20,258Change in Plan Assets:Fair value of plan assets at beginning of year
    
    $
    91,138
    
    
    $
    85,568
    
    
    $
    
    
    
    $
    Actual return on plan assets
    
    
    6,931
    
    
    
    6,058
    
    
    
    
    
    
    
    Employer contributions
    
    
    8,120
    
    
    
    8,177
    
    
    
    2,097
    
    
    
    3,336Benefits paid
    
    
    (9,527
    )
    
    
    (9,056
    )
    
    
    (2,097
    )
    
    
    (3,336
    )Exchange rate changes
    
    
    317
    
    
    
    391
    
    
    
    
    
    
    
    Fair value of plan assets at end of year
    
    $
    96,979
    
    
    $
    91,138
    
    
    $
    
    
    
    $
    Change in Funded Status:Funded status
    
    $
    (67,797
    )
    
    $
    (69,263
    )
    
    $
    (21,554
    )
    
    $
    (20,258
    )Unrecognized actuarial loss
    
    
    *
    
    
    
    44,719
    
    
    
    *
    
    
    
    3,063Unrecognized prior service cost (benefit)
    
    
    *
    
    
    
    7,770
    
    
    
    *
    
    
    
    (1,534
    )Net amount recognized
    
    $
    (67,797
    )
    
    $
    (16,774
    )
    
    $
    (21,554
    )
    
    $
    (18,729
    )
 
 *
    
    Not applicable due to adoption of SFAS 158. 37




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##### Table of Contents



Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2006
    
    
    2005
    
    
    2006
    
    
    2005Intangible assets
    
    
    *
    
    
    $
    7,770
    
    
    
    *
    
    
    $
    (1,534
    )Accrued benefit liability
    
    
    *
    
    
    $
    (69,263
    )
    
    
    *
    
    
    $
    (17,195
    )Current liabilities
    
    
    (130
    )
    
    
    *
    
    
    
    (1,307
    )
    
    
    *Noncurrent liabilities
    
    
    (47,797
    )
    
    
    *
    
    
    
    (20,247
    )
    
    
    *Liabilities subject to compromise
    
    
    (19,870
    )
    
    
    
    
    
    
    
    
    
    
    Other comprehensive income
    
    
    *
    
    
    
    44,719
    
    
    
    *
    
    
    
    Net amount recognized
    
    $
    (67,797
    )
    
    $
    (16,774
    )
    
    $
    (21,554
    )
    
    $
    (18,729
    )
 
 *
    
    Not applicable due to adoption of SFAS 158.  Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2006
    
    
    2005
    
    
    2006
    
    
    2005Prior service cost (benefit)
    
    $
    4,309
    
    
    
    *
    
    
    $
    (1,433
    )
    
    
    *Net actuarial loss
    
    
    43,759
    
    
    
    *
    
    
    
    4,348
    
    
    
    *Accumulated other comprehensive loss
    
    $
    48,068
    
    
    
    *
    
    
    $
    2,915
    
    
    
    *
 
 *
    
    Not applicable due to adoption of SFAS 158.  Pension
    
    
    PostretirementBenefits
    
    
    BenefitsPrior service cost (benefit)
    
    $
    1,259
    
    
    $
    (209
    )Net actuarial loss
    
    
    3,403
    
    
    
    427Total estimated 2007 amortization
    
    $
    4,662
    
    
    $
    218
   Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2006
    
    
    2005
    
    
    2004
    
    
    2006
    
    
    2005
    
    
    2004Service cost
    
    $
    2,268
    
    
    $
    2,197
    
    
    $
    2,344
    
    
    $
    669
    
    
    $
    650
    
    
    $
    643Interest cost
    
    
    8,223
    
    
    
    8,300
    
    
    
    8,525
    
    
    
    1,072
    
    
    
    1,341
    
    
    
    1,795Expected return on plan assets
    
    
    (6,716
    )
    
    
    (6,677
    )
    
    
    (6,355
    )
    
    
    
    
    
    
    
    
    
    
    Amendments
    
    
    
    
    
    
    
    
    
    
    1,357
    
    
    
    
    
    
    
    (3,563
    )
    
    
    (437
    )Curtailment expense
    
    
    2,517
    
    
    
    
    
    
    
    
    
    
    
    (358
    )
    
    
    
    
    
    
    Amortization of prior service benefit
    
    
    1,087
    
    
    
    1,366
    
    
    
    2,076
    
    
    
    (109
    )
    
    
    (7
    )
    
    
    (9
    )Recognized actuarial loss
    
    
    2,943
    
    
    
    1,286
    
    
    
    172
    
    
    
    229
    
    
    
    154
    
    
    
    239Net periodic benefit cost
    
    $
    10,322
    
    
    $
    6,472
    
    
    $
    8,119
    
    
    $
    1,503
    
    
    $
    (1,425
    )
    
    $
    2,231Continuing operations
    
    $
    10,322
    
    
    $
    6,452
    
    
    $
    7,815
    
    
    $
    1,503
    
    
    $
    (1,425
    )
    
    $
    2,231Discontinued operations
    
    
    
    
    
    
    20
    
    
    
    304
    
    
    
    
    
    
    
    
    
    
    
    Net periodic benefit cost
    
    $
    10,322
    
    
    $
    6,472
    
    
    $
    8,119
    
    
    $
    1,503
    
    
    $
    (1,425
    )
    
    $
    2,231
 38




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##### Table of Contents



Post-retirement BenefitsPension Benefits
    
    Other than Pensions2006
    
    2005
    
    2006
    
    2005Discount rate
    
    
    5.40
    %
    
    
    5.28
    %
    
    
    5.32
    %
    
    
    5.00
    %Rate of compensation increase
    
    
    2.01
    %
    
    
    1.65
    %
    
    
    N/A
    
    
    
    N/A
   2006
    
    2005Health care cost trend rate assumed for next year
    
    
    9.0012.00
    %
    
    
    9.0013.00
    %Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)
    
    
    5.006.00
    %
    
    
    5.006.00
    %Year that the rate reaches the ultimate trend rate
    
    
    20102013
    
    
    
    20102013
  Post-retirement BenefitsPension Benefits
    
    Other than Pensions2006
    
    2005
    
    2006
    
    2005Discount rate
    
    
    5.25
    %
    
    
    5.51
    %
    
    
    5.32
    %
    
    
    5.00
    %Expected return on plan assets
    
    
    7.38
    %
    
    
    7.40
    %
    
    
    N/A
    
    
    
    N/ARate of compensation increase
    
    
    2.01
    %
    
    
    1.65
    %
    
    
    N/A
    
    
    
    N/A
  One Percentage-Point
    
    One Percentage-PointIncrease
    
    DecreaseEffect on total of service and interest cost components
    
    $
    287
    
    
    $
    (240
    )Effect on the post-retirement benefit obligation
    
    
    3,067
    
    
    
    (2,383
    )
  Pension Benefits2006
    
    2005Equity securities
    
    
    62
    %
    
    
    63
    %Debt securities
    
    
    37
    %
    
    
    37
    %Other
    
    
    1
    %
    
    
    Total
    
    
    100
    %
    
    
    100
    %
   Pension Benefits2006
    
    2005Equity securities
    
    
    64
    %
    
    
    60
    %Debt securities
    
    
    32
    %
    
    
    34
    %Other
    
    
    4
    %
    
    
    6
    %Total
    
    
    100
    %
    
    
    100
    %
 39




---



##### Table of Contents



Year
    
    Pension
    
    
    Post-Retirement2007
    
    $
    8,568
    
    
    $
    1,3072008
    
    
    8,755
    
    
    
    1,3232009 (*)
    
    
    32,931
    
    
    
    1,3402010
    
    
    8,493
    
    
    
    1,3222011
    
    
    8,541
    
    
    
    1,346Thereafter
    
    
    46,829
    
    
    
    7,176
 
 (*)
    
    Due to the planned closure of certain Canadian facilities, we are estimating a $25.2 million
payment in 2009 for annuities regarding our Canadian Pension Plans. This $25.2 million is
included in the $32.9 million amount in the above table. Retirement Savings Plans:
  11. Commitments and Contingencies:
 Leases:
  Year
    
    Amount2007
    
    $
    17,9692008
    
    
    14,1782009
    
    
    12,4612010
    
    
    11,2622011
    
    
    9,857Thereafter
    
    
    30,724
  40




---



##### Table of Contents



Litigation:
  12. Related Party Transactions:
   .
   41




---



##### Table of Contents



13. Condensed Consolidating Guarantor and Non-Guarantor Financial Information:
       42




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Balance Sheets as of December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)AssetsCurrent assets:Cash and cash equivalents
    
    $
    
    
    
    $
    12,415
    
    
    $
    21
    
    
    $
    78,010
    
    
    $
    
    
    
    $
    90,446Accounts receivable, net
    
    
    
    
    
    
    17,884
    
    
    
    115,605
    
    
    
    178,492
    
    
    
    
    
    
    
    311,981Inventories
    
    
    
    
    
    
    9,576
    
    
    
    63,093
    
    
    
    76,698
    
    
    
    
    
    
    
    149,367Other current assets
    
    
    
    
    
    
    28,649
    
    
    
    17,179
    
    
    
    84,426
    
    
    
    
    
    
    
    130,254Due from affiliates
    
    
    
    
    
    
    40,511
    
    
    
    
    
    
    
    
    
    
    
    (40,511
    )
    
    
    Total current assets
    
    
    
    
    
    
    109,035
    
    
    
    195,898
    
    
    
    417,626
    
    
    
    (40,511
    )
    
    
    682,048Property, plant and equipment, net
    
    
    
    
    
    
    35,138
    
    
    
    124,719
    
    
    
    305,618
    
    
    
    
    
    
    
    465,475Investment in subsidiaries
    
    
    
    
    
    
    718,414
    
    
    
    10,239
    
    
    
    137,303
    
    
    
    (865,956
    )
    
    
    Notes receivable from affiliates
    
    
    57,091
    
    
    
    
    
    
    
    196,085
    
    
    
    
    
    
    
    (253,176
    )
    
    
    Goodwill
    
    
    
    
    
    
    228,000
    
    
    
    21,927
    
    
    
    8,386
    
    
    
    
    
    
    
    258,313Other assets, net of accumulated
amortization
    
    
    
    
    
    
    13,292
    
    
    
    12,355
    
    
    
    23,358
    
    
    
    
    
    
    
    49,005$
    57,091
    
    
    $
    1,103,879
    
    
    $
    561,223
    
    
    $
    892,291
    
    
    $
    (1,159,643
    )
    
    $
    1,454,841Liabilities and Stockholders Investment (Deficit)Current liabilities:Debtors-in-possession financing
    
    $
    
    
    
    $
    165,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    165,000Current maturities of long-term
debt
    
    
    2,042
    
    
    
    224
    
    
    
    
    
    
    
    2,413
    
    
    
    
    
    
    
    4,679Accounts payable
    
    
    
    
    
    
    21,182
    
    
    
    11,627
    
    
    
    132,022
    
    
    
    
    
    
    
    164,831Accrued liabilities
    
    
    
    
    
    
    42,557
    
    
    
    21,271
    
    
    
    101,001
    
    
    
    
    
    
    
    164,829Due to affiliates
    
    
    
    
    
    
    
    
    
    
    1,317
    
    
    
    39,194
    
    
    
    (40,511
    )
    
    
    Total current liabilities
    
    
    2,042
    
    
    
    228,963
    
    
    
    34,215
    
    
    
    274,630
    
    
    
    (40,511
    )
    
    
    499,339Long-term debt, net of current
maturities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,596
    
    
    
    
    
    
    
    2,596Other noncurrent liabilities
    
    
    
    
    
    
    49,464
    
    
    
    699
    
    
    
    65,528
    
    
    
    
    
    
    
    115,691Investment in subsidiaries obligation
    
    
    503,327
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (503,327
    )
    
    
    Minority interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,459
    
    
    
    
    
    
    
    5,459Notes payable to affiliates
    
    
    
    
    
    
    50,782
    
    
    
    
    
    
    
    202,394
    
    
    
    (253,176
    )
    
    
    Total long-term liabilities
    
    
    503,327
    
    
    
    100,246
    
    
    
    699
    
    
    
    275,977
    
    
    
    (756,503
    )
    
    
    123,746Liabilities subject to compromise
    
    
    55,049
    
    
    
    1,280,034
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,335,083Stockholders investment (deficit)
    
    
    (503,327
    )
    
    
    (505,364
    )
    
    
    526,309
    
    
    
    341,684
    
    
    
    (362,629
    )
    
    
    (503,327
    )$
    57,091
    
    
    $
    1,103,879
    
    
    $
    561,223
    
    
    $
    892,291
    
    
    $
    (1,159,643
    )
    
    $
    1,454,841
 
 *
    
    See Note 17. 43




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Operations for the Year Ended December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    153,302
    
    
    $
    781,402
    
    
    $
    1,169,456
    
    
    $
    (13,394
    )
    
    $
    2,090,766Cost of sales
    
    
    
    
    
    
    155,382
    
    
    
    768,725
    
    
    
    1,090,300
    
    
    
    (13,394
    )
    
    
    2,001,013Gross profit (loss)
    
    
    
    
    
    
    (2,080
    )
    
    
    12,677
    
    
    
    79,156
    
    
    
    
    
    
    
    89,753Selling, general and administrative expenses
    
    
    
    
    
    
    6,579
    
    
    
    70,871
    
    
    
    64,489
    
    
    
    
    
    
    
    141,939Prepetition professional fees
    
    
    
    
    
    
    10,455
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,455Facility consolidation, asset impairment
and other charges
    
    
    
    
    
    
    119,716
    
    
    
    159,578
    
    
    
    404,944
    
    
    
    
    
    
    
    684,238Amortization expense
    
    
    
    
    
    
    223
    
    
    
    183
    
    
    
    (1
    )
    
    
    
    
    
    
    405Operating loss
    
    
    
    
    
    
    (139,053
    )
    
    
    (217,955
    )
    
    
    (390,276
    )
    
    
    
    
    
    
    (747,284
    )Interest expense, net of interest income
    
    
    3,567
    
    
    
    86,337
    
    
    
    1,415
    
    
    
    10,465
    
    
    
    
    
    
    
    101,784Reorganization items
    
    
    
    
    
    
    21,927
    
    
    
    
    
    
    
    3,388
    
    
    
    
    
    
    
    25,315Loss from continuing operations before
provision for income taxes and minority
interest
    
    
    (3,567
    )
    
    
    (247,317
    )
    
    
    (219,370
    )
    
    
    (404,129
    )
    
    
    
    
    
    
    (874,383
    )Provision (benefit) for income taxes
    
    
    (1,250
    )
    
    
    142,460
    
    
    
    (76,778
    )
    
    
    (17,912
    )
    
    
    
    
    
    
    46,520Minority interest in non wholly owned
subsidiaries / Equity in losses of
affiliates
    
    
    908,340
    
    
    
    520,059
    
    
    
    
    
    
    
    45,163
    
    
    
    (1,473,130
    )
    
    
    432Loss from continuing operations
    
    
    (910,657
    )
    
    
    (909,836
    )
    
    
    (142,592
    )
    
    
    (431,380
    )
    
    
    1,473,130
    
    
    
    (921,335
    )Cumulative effect of change in accounting
principle, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,020
    
    
    
    
    
    
    
    1,020Income from discontinued operations,
including gain on disposal
    
    
    
    
    
    
    1,496
    
    
    
    
    
    
    
    8,162
    
    
    
    
    
    
    
    9,658Net loss
    
    $
    (910,657
    )
    
    $
    (908,340
    )
    
    $
    (142,592
    )
    
    $
    (422,198
    )
    
    $
    1,473,130
    
    
    $
    (910,657
    )
 
 *
    
    See Note 17. 44




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Cash Flows for the Year Ended December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)OPERATING ACTIVITIES:Net loss
    
    $
    (910,657
    )
    
    $
    (908,340
    )
    
    $
    (142,592
    )
    
    $
    (422,198
    )
    
    $
    1,473,130
    
    
    $
    (910,657
    )Less: Net earnings from discontinued operations
    
    
    
    
    
    
    1,496
    
    
    
    
    
    
    
    8,162
    
    
    
    
    
    
    
    9,658Less: Cumulative effect of accounting change,
net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,020
    
    
    
    
    
    
    
    1,020Loss from continuing operations
    
    
    (910,657
    )
    
    
    (909,836
    )
    
    
    (142,592
    )
    
    
    (431,380
    )
    
    
    1,473,130
    
    
    
    (921,335
    )Adjustments to reconcile loss from
continuing operations to net cash provided by
(used in) operating activities:Depreciation and amortization
    
    
    
    
    
    
    7,226
    
    
    
    21,710
    
    
    
    49,889
    
    
    
    
    
    
    
    78,825Asset impairments
    
    
    
    
    
    
    254
    
    
    
    5,013
    
    
    
    5,571
    
    
    
    
    
    
    
    10,838Goodwill impairment
    
    
    
    
    
    
    113,117
    
    
    
    146,256
    
    
    
    377,554
    
    
    
    
    
    
    
    636,927Facility consolidation and other
    
    
    
    
    
    
    6,345
    
    
    
    8,309
    
    
    
    21,819
    
    
    
    
    
    
    
    36,473Amortization of deferred financing fees
    
    
    
    
    
    
    4,122
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,122(Gain) loss on sale of plant, property and
equipment
    
    
    
    
    
    
    20
    
    
    
    (133
    )
    
    
    (2,285
    )
    
    
    
    
    
    
    (2,398
    )Bad debt
expense (income)
    
    
    
    
    
    
    322
    
    
    
    155
    
    
    
    (435
    )
    
    
    
    
    
    
    42Reorganization items
    
    
    
    
    
    
    21,927
    
    
    
    
    
    
    
    3,388
    
    
    
    
    
    
    
    25,315Deferred income tax provision (benefit)
    
    
    
    
    
    
    59,340
    
    
    
    
    
    
    
    (12,953
    )
    
    
    
    
    
    
    46,387Equity in losses of affiliates and minority
interest
    
    
    908,340
    
    
    
    520,059
    
    
    
    
    
    
    
    45,163
    
    
    
    (1,473,130
    )
    
    
    432Changes in other operating items
    
    
    2,317
    
    
    
    (13,211
    )
    
    
    (16,012
    )
    
    
    (70,649
    )
    
    
    
    
    
    
    (97,555
    )Net cash provided by (used in)
continuing operating activities
    
    
    
    
    
    
    (190,315
    )
    
    
    22,706
    
    
    
    (14,318
    )
    
    
    
    
    
    
    (181,927
    )INVESTING ACTIVITIES:
    
    
    Capital expenditures
    
    
    
    
    
    
    (11,913
    )
    
    
    (24,851
    )
    
    
    (47,666
    )
    
    
    
    
    
    
    (84,430
    )Proceeds from sale of assets and other
    
    
    
    
    
    
    403
    
    
    
    852
    
    
    
    5,115
    
    
    
    
    
    
    
    6,370Net cash used in continuing investing
activities
    
    
    
    
    
    
    (11,510
    )
    
    
    (23,999
    )
    
    
    (42,551
    )
    
    
    
    
    
    
    (78,060
    )FINANCING ACTIVITIES:Debtor-in-possession borrowing
    
    
    
    
    
    
    165,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    165,000Net
borrowings (payments) under prepetition revolving
credit facilities
    
    
    
    
    
    
    69,763
    
    
    
    
    
    
    
    (902
    )
    
    
    
    
    
    
    68,861Payment on termination of interest rate swap
    
    
    
    
    
    
    (12,185
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (12,185
    )Proceeds from equity securities, net
    
    
    
    
    
    
    257
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    257Debt issue costs
    
    
    
    
    
    
    (10,522
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (10,522
    )Debt financing (to) from affiliates
    
    
    
    
    
    
    (3,144
    )
    
    
    1,081
    
    
    
    2,063
    
    
    
    
    
    
    
    Other, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (98
    )
    
    
    
    
    
    
    (98
    )Net cash provided by
continuing financing activities
    
    
    
    
    
    
    209,169
    
    
    
    1,081
    
    
    
    1,063
    
    
    
    
    
    
    
    211,313EFFECT OF EXCHANGE RATES ON CASH AND CASH
EQUIVALENTS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,331
    
    
    
    
    
    
    
    16,331NET CHANGE IN CASH AND CASH EQUIVALENTS FROM
CONTINUING OPERATIONS
    
    
    
    
    
    
    7,344
    
    
    
    (212
    )
    
    
    (39,475
    )
    
    
    
    
    
    
    (32,343
    )NET CASH FLOW FROM DISCONTINUED OPERATIONSOperating activities
    
    
    
    
    
    
    1,496
    
    
    
    
    
    
    
    1,817
    
    
    
    
    
    
    
    3,313Investing activities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,587
    
    
    
    
    
    
    
    17,587NET CHANGE IN CASH FLOWS FROM DISCONTINUED
OPERATIONS
    
    
    
    
    
    
    1,496
    
    
    
    
    
    
    
    19,404
    
    
    
    
    
    
    
    20,900CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    
    
    
    
    3,575
    
    
    
    233
    
    
    
    98,081
    
    
    
    
    
    
    
    101,889End of period
    
    $
    
    
    
    $
    12,415
    
    
    $
    21
    
    
    $
    78,010
    
    
    $
    
    
    
    $
    90,446
 
 *
    
    See Note 17. 45




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Balance Sheets as of December 31, 2005
 Dura
    
    
    
    
    
    
    Non-Dura Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)AssetsCurrent assets:Cash and cash equivalents
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889Accounts receivable, net
    
    
    
    
    
    
    17,553
    
    
    
    110,585
    
    
    
    157,891
    
    
    
    
    
    
    
    286,029Inventories
    
    
    
    
    
    
    6,122
    
    
    
    59,038
    
    
    
    63,521
    
    
    
    
    
    
    
    128,681Other current assets
    
    
    
    
    
    
    24,095
    
    
    
    15,787
    
    
    
    65,350
    
    
    
    
    
    
    
    105,232Due from affiliates
    
    
    
    
    
    
    64,250
    
    
    
    
    
    
    
    
    
    
    
    (64,250
    )
    
    
    Current assets of discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,975
    
    
    
    
    
    
    
    10,975Total current assets
    
    
    
    
    
    
    115,595
    
    
    
    185,643
    
    
    
    395,818
    
    
    
    (64,250
    )
    
    
    632,806Property, plant and equipment, net
    
    
    
    
    
    
    28,668
    
    
    
    133,738
    
    
    
    287,973
    
    
    
    
    
    
    
    450,379Investment in subsidiaries
    
    
    339,707
    
    
    
    1,150,891
    
    
    
    12,053
    
    
    
    183,895
    
    
    
    (1,686,546
    )
    
    
    Notes receivable from affiliates
    
    
    54,616
    
    
    
    
    
    
    
    327,777
    
    
    
    
    
    
    
    (382,393
    )
    
    
    Goodwill
    
    
    
    
    
    
    341,497
    
    
    
    168,183
    
    
    
    340,472
    
    
    
    
    
    
    
    850,152Other assets, net of accumulated
amortization
    
    
    1,670
    
    
    
    95,943
    
    
    
    12,300
    
    
    
    19,909
    
    
    
    
    
    
    
    129,822Noncurrent assets of discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,050
    
    
    
    
    
    
    
    12,050$
    395,993
    
    
    $
    1,732,594
    
    
    $
    839,694
    
    
    $
    1,240,117
    
    
    $
    (2,133,189
    )
    
    $
    2,075,209Liabilities and Stockholders InvestmentCurrent liabilities:Current maturities of long-term debt
    
    $
    
    
    
    $
    2,189
    
    
    $
    
    
    
    $
    1,284
    
    
    $
    
    
    
    $
    3,473Accounts payable
    
    
    
    
    
    
    27,908
    
    
    
    85,590
    
    
    
    147,760
    
    
    
    
    
    
    
    261,258Accrued liabilities
    
    
    1,036
    
    
    
    66,890
    
    
    
    14,693
    
    
    
    95,534
    
    
    
    
    
    
    
    178,153Due to affiliates
    
    
    
    
    
    
    
    
    
    
    38,576
    
    
    
    25,674
    
    
    
    (64,250
    )
    
    
    Current liabilities of discontinued
operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,771
    
    
    
    
    
    
    
    6,771Total current liabilities
    
    
    1,036
    
    
    
    96,987
    
    
    
    138,859
    
    
    
    277,023
    
    
    
    (64,250
    )
    
    
    449,655Long-term debt, net of current maturities
    
    
    55,250
    
    
    
    1,080,625
    
    
    
    
    
    
    
    4,077
    
    
    
    
    
    
    
    1,139,952Other noncurrent liabilities
    
    
    
    
    
    
    82,854
    
    
    
    932
    
    
    
    57,027
    
    
    
    
    
    
    
    140,813Minority interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,864
    
    
    
    
    
    
    
    4,864Notes payable to affiliates
    
    
    
    
    
    
    134,187
    
    
    
    
    
    
    
    248,206
    
    
    
    (382,393
    )
    
    
    Noncurrent liabilities of discontinued
operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    218
    
    
    
    
    
    
    
    218Total liabilities
    
    
    56,286
    
    
    
    1,394,653
    
    
    
    139,791
    
    
    
    591,415
    
    
    
    (446,643
    )
    
    
    1,735,502Total stockholders investment, net
    
    
    339,707
    
    
    
    337,941
    
    
    
    699,903
    
    
    
    648,702
    
    
    
    (1,686,546
    )
    
    
    339,707$
    395,993
    
    
    $
    1,732,594
    
    
    $
    839,694
    
    
    $
    1,240,117
    
    
    $
    (2,133,189
    )
    
    $
    2,075,209
 
 *
    
    See Note 17. 46




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Operations for the Year Ended December 31, 2005
 Dura
    
    
    
    
    
    
    Non-Dura Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    187,896
    
    
    $
    947,248
    
    
    $
    1,183,911
    
    
    $
    (27,615
    )
    
    $
    2,291,440Cost of sales
    
    
    
    
    
    
    152,989
    
    
    
    838,375
    
    
    
    1,076,894
    
    
    
    (27,615
    )
    
    
    2,040,643Gross profit
    
    
    
    
    
    
    34,907
    
    
    
    108,873
    
    
    
    107,017
    
    
    
    
    
    
    
    250,797Selling, general and administrative expenses
    
    
    
    
    
    
    4,260
    
    
    
    65,234
    
    
    
    85,626
    
    
    
    
    
    
    
    155,120Facility consolidation, asset impairment
and other charges
    
    
    
    
    
    
    975
    
    
    
    4,515
    
    
    
    5,907
    
    
    
    
    
    
    
    11,397Amortization expense
    
    
    
    
    
    
    222
    
    
    
    182
    
    
    
    30
    
    
    
    
    
    
    
    434Operating income
    
    
    
    
    
    
    29,450
    
    
    
    38,942
    
    
    
    15,454
    
    
    
    
    
    
    
    83,846Interest expense, net of interest income
    
    
    4,280
    
    
    
    83,944
    
    
    
    2,330
    
    
    
    9,269
    
    
    
    
    
    
    
    99,823Gain on early extinguishment of debt, net
    
    
    
    
    
    
    14,805
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,805Income (loss) from continuing operations
before income taxes and minority
interest
    
    
    (4,280
    )
    
    
    (39,689
    )
    
    
    36,612
    
    
    
    6,185
    
    
    
    
    
    
    
    (1,172
    )Provision (benefit) for income taxes
    
    
    (1,500
    )
    
    
    (14,006
    )
    
    
    12,814
    
    
    
    3,115
    
    
    
    
    
    
    
    423Minority interest in non wholly owned
subsidiaries / Equity in (earnings) losses
of affiliates
    
    
    (4,594
    )
    
    
    (30,277
    )
    
    
    
    
    
    
    (15,122
    )
    
    
    50,170
    
    
    
    177Income (loss) from continuing operations
    
    
    1,814
    
    
    
    4,594
    
    
    
    23,798
    
    
    
    18,192
    
    
    
    (50,170
    )
    
    
    (1,772
    )Income from discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,586
    
    
    
    
    
    
    
    3,586Net income
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814
 
 *
    
    See Note 17. 47




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Cash Flows for the Year Ended December 31, 2005
 Dura
    
    
    
    
    
    
    Non-Dura Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)OPERATING ACTIVITIES:Net income
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814Less: Net
earnings (loss) from discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,586
    
    
    
    
    
    
    
    3,586Income (loss) from continuing operations
    
    
    1,814
    
    
    
    4,594
    
    
    
    23,798
    
    
    
    18,192
    
    
    
    (50,170
    )
    
    
    (1,772
    )Adjustments to reconcile income (loss) from
continuing operations to net cash provided by
(used in) operating activities:Depreciation and amortization
    
    
    
    
    
    
    5,871
    
    
    
    23,382
    
    
    
    49,010
    
    
    
    
    
    
    
    78,263Asset impairments
    
    
    
    
    
    
    759
    
    
    
    2,401
    
    
    
    
    
    
    
    
    
    
    
    3,160Facility consolidation and other
    
    
    
    
    
    
    (132
    )
    
    
    4,058
    
    
    
    4,311
    
    
    
    
    
    
    
    8,237Amortization of deferred financing fees
    
    
    
    
    
    
    3,889
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,889Bad debt expense
    
    
    
    
    
    
    
    
    
    
    1,670
    
    
    
    186
    
    
    
    
    
    
    
    1,856Deferred income tax provision (benefit)
    
    
    
    
    
    
    (45,694
    )
    
    
    19,775
    
    
    
    (1,237
    )
    
    
    
    
    
    
    (27,156
    )Gain on sale of property, plant and equipment
    
    
    
    
    
    
    60
    
    
    
    19
    
    
    
    (275
    )
    
    
    
    
    
    
    (196
    )Favorable settlement of environmental
matters
    
    
    
    
    
    
    (1,200
    )
    
    
    (8,760
    )
    
    
    
    
    
    
    
    
    
    
    (9,960
    )Gain on early extinguishment of debt
    
    
    
    
    
    
    (14,805
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,805
    )Equity in earnings of affiliates and
minority interests
    
    
    (4,594
    )
    
    
    (30,277
    )
    
    
    
    
    
    
    (15,122
    )
    
    
    50,170
    
    
    
    177Changes in other operating items
    
    
    2,780
    
    
    
    (166,128
    )
    
    
    107,794
    
    
    
    (6,788
    )
    
    
    
    
    
    
    (62,342
    )Net cash provided by (used in)
continuing operating activities
    
    
    
    
    
    
    (243,063
    )
    
    
    174,137
    
    
    
    48,277
    
    
    
    
    
    
    
    (20,649
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (3,699
    )
    
    
    (18,852
    )
    
    
    (41,317
    )
    
    
    
    
    
    
    (63,868
    )Proceeds from the sale of assets and other
    
    
    
    
    
    
    662
    
    
    
    2,661
    
    
    
    (833
    )
    
    
    
    
    
    
    2,490Net cash used in continuing investing
activities
    
    
    
    
    
    
    (3,037
    )
    
    
    (16,191
    )
    
    
    (42,150
    )
    
    
    
    
    
    
    (61,378
    )FINANCING ACTIVITIES:Net borrowings under revolving credit
facilities
    
    
    
    
    
    
    17,500
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,500Long-term borrowings
    
    
    
    
    
    
    153,285
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    153,285Repayments of long-term borrowings
    
    
    
    
    
    
    (178,129
    )
    
    
    (3
    )
    
    
    (1,327
    )
    
    
    
    
    
    
    (179,459
    )Deferred gain on termination of interest rate
swap
    
    
    
    
    
    
    11,374
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,374Proceeds from equity securities, net
    
    
    
    
    
    
    673
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    673Debt issue costs
    
    
    
    
    
    
    (7,613
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,613
    )Debt financing (to) from affiliates
    
    
    
    
    
    
    249,637
    
    
    
    (159,332
    )
    
    
    (90,305
    )
    
    
    
    
    
    
    Other, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (86
    )
    
    
    
    
    
    
    (86
    )Net cash provided by (used in)
continuing financing activities
    
    
    
    
    
    
    246,727
    
    
    
    (159,335
    )
    
    
    (91,718
    )
    
    
    
    
    
    
    (4,326
    )EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,942
    )
    
    
    
    
    
    
    (7,942
    )NET CHANGE IN CASH AND CASH EQUIVALENTS FROM
CONTINUING OPERATIONS
    
    
    
    
    
    
    627
    
    
    
    (1,389
    )
    
    
    (93,533
    )
    
    
    
    
    
    
    (94,295
    )NET CASH FLOW FROM DISCONTINUED OPERATIONSOperating activities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,565
    
    
    
    
    
    
    
    7,565Investing activities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,949
    )
    
    
    
    
    
    
    (2,949
    )NET CHANGE IN CASH FLOWS FROM DISCONTINUED
OPERATIONS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,616
    
    
    
    
    
    
    
    4,616CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    
    
    
    
    2,948
    
    
    
    1,622
    
    
    
    186,998
    
    
    
    
    
    
    
    191,568End of period
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889
 
 *
    
    See Note 17. 48




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Operations for the Year Ended December 31, 2004
 Dura
    
    
    
    
    
    
    Non-Dura Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    207,746
    
    
    $
    1,085,587
    
    
    $
    1,191,973
    
    
    $
    (41,860
    )
    
    $
    2,443,446Cost of sales
    
    
    
    
    
    
    176,964
    
    
    
    953,952
    
    
    
    1,083,080
    
    
    
    (41,860
    )
    
    
    2,172,136Gross profit
    
    
    
    
    
    
    30,782
    
    
    
    131,635
    
    
    
    108,893
    
    
    
    
    
    
    
    271,310Selling, general and administrative expenses
    
    
    
    
    
    
    4,059
    
    
    
    63,665
    
    
    
    81,878
    
    
    
    
    
    
    
    149,602Facility consolidation, asset impairment and
other charges
    
    
    
    
    
    
    323
    
    
    
    17,204
    
    
    
    4,290
    
    
    
    
    
    
    
    21,817Amortization expense
    
    
    
    
    
    
    222
    
    
    
    182
    
    
    
    41
    
    
    
    
    
    
    
    445Operating income
    
    
    
    
    
    
    26,178
    
    
    
    50,584
    
    
    
    22,684
    
    
    
    
    
    
    
    99,446Interest expense, net of interest income
    
    
    4,280
    
    
    
    67,629
    
    
    
    6,927
    
    
    
    10,515
    
    
    
    
    
    
    
    89,351Income (loss) from continuing operations
before provision for income taxes and minority
interest
    
    
    (4,280
    )
    
    
    (41,451
    )
    
    
    43,657
    
    
    
    12,169
    
    
    
    
    
    
    
    10,095Provision (benefit) for income taxes
    
    
    (1,500
    )
    
    
    (17,288
    )
    
    
    15,280
    
    
    
    4,872
    
    
    
    
    
    
    
    1,364Minority interest in non wholly owned
subsidiaries / Equity in (earnings) losses of
affiliates
    
    
    (14,503
    )
    
    
    (38,786
    )
    
    
    
    
    
    
    2,348
    
    
    
    50,941
    
    
    
    Income from continuing operations
    
    
    11,723
    
    
    
    14,623
    
    
    
    28,377
    
    
    
    4,949
    
    
    
    (50,941
    )
    
    
    8,731Income (loss) from discontinued operations
    
    
    
    
    
    
    (120
    )
    
    
    
    
    
    
    3,112
    
    
    
    
    
    
    
    2,992Net income
    
    $
    11,723
    
    
    $
    14,503
    
    
    $
    28,377
    
    
    $
    8,061
    
    
    $
    (50,941
    )
    
    $
    11,723
 
 *
    
    See Note 17. 49




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##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statements of Cash Flows for the Year Ended December 31, 2004
 Dura
    
    
    
    
    
    
    Non-Dura Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    ConsolidatedAs restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*
    
    
    As restated*(Amounts in thousands)OPERATING ACTIVITIES:Net income
    
    $
    11,723
    
    
    $
    14,503
    
    
    $
    28,377
    
    
    $
    8,061
    
    
    $
    (50,941
    )
    
    $
    11,723Less: Net
earnings (loss) from
discontinued operations
    
    
    
    
    
    
    (120
    )
    
    
    
    
    
    
    3,112
    
    
    
    
    
    
    
    2,992Income from continuing operations
    
    
    11,723
    
    
    
    14,623
    
    
    
    28,377
    
    
    
    4,949
    
    
    
    (50,941
    )
    
    
    8,731Adjustments required to reconcile
income to net cash
provided by operating activities:Depreciation and amortization
    
    
    
    
    
    
    5,427
    
    
    
    25,016
    
    
    
    51,626
    
    
    
    
    
    
    
    82,069Asset impairments
    
    
    
    
    
    
    
    
    
    
    7,100
    
    
    
    
    
    
    
    
    
    
    
    7,100Facility consolidation and other
    
    
    
    
    
    
    
    
    
    
    10,426
    
    
    
    4,291
    
    
    
    
    
    
    
    14,717Amortization of deferred financing
fees
    
    
    
    
    
    
    3,522
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,522Deferred income tax provision
(benefit)
    
    
    
    
    
    
    750
    
    
    
    (14,573
    )
    
    
    (2,840
    )
    
    
    
    
    
    
    (16,663
    )Gain on sale of property, plant and
equipment
    
    
    
    
    
    
    
    
    
    
    1,097
    
    
    
    332
    
    
    
    
    
    
    
    1,429Bad debt expense
    
    
    
    
    
    
    
    
    
    
    287
    
    
    
    (78
    )
    
    
    
    
    
    
    209Equity in losses (earnings) of
affiliates and minority interest
    
    
    (14,503
    )
    
    
    (38,786
    )
    
    
    
    
    
    
    2,348
    
    
    
    50,941
    
    
    
    Changes in other operating items
    
    
    2,780
    
    
    
    (307,421
    )
    
    
    345,868
    
    
    
    (42,005
    )
    
    
    
    
    
    
    (778
    )Net cash provided by (used in)
continuing operating activities
    
    
    
    
    
    
    (321,885
    )
    
    
    403,598
    
    
    
    18,623
    
    
    
    
    
    
    
    100,336INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (4,873
    )
    
    
    (18,231
    )
    
    
    (41,968
    )
    
    
    
    
    
    
    (65,072
    )Other acquisition related activities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (13,327
    )
    
    
    
    
    
    
    (13,327
    )Net cash used in continuing
investing activities
    
    
    
    
    
    
    (4,873
    )
    
    
    (18,231
    )
    
    
    (55,295
    )
    
    
    
    
    
    
    (78,399
    )FINANCING ACTIVITIES:Long-term borrowings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    568
    
    
    
    
    
    
    
    568Repayments of long-term borrowings
    
    
    
    
    
    
    (8,897
    )
    
    
    (37
    )
    
    
    (10,293
    )
    
    
    
    
    
    
    (19,227
    )Proceeds from equity securities, net
    
    
    
    
    
    
    2,353
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,353Debt issue costs
    
    
    
    
    
    
    (552
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (552
    )Debt financing (to) from affiliates
    
    
    
    
    
    
    291,131
    
    
    
    (384,830
    )
    
    
    93,699
    
    
    
    
    
    
    
    Purchase of treasury shares and
other, net
    
    
    
    
    
    
    (61
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (61
    )Net cash provided by (used in)
continuing financing activities
    
    
    
    
    
    
    283,974
    
    
    
    (384,867
    )
    
    
    83,974
    
    
    
    
    
    
    
    (16,919
    )EFFECT OF EXCHANGE RATE CHANGES ON
CASH AND CASH EQUIVALENTS
    
    
    
    
    
    
    13,632
    
    
    
    
    
    
    
    (14,350
    )
    
    
    
    
    
    
    (718
    )NET CHANGE IN CASH AND CASH
EQUIVALENTS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    (29,152
    )
    
    
    500
    
    
    
    32,952
    
    
    
    
    
    
    
    4,300NET CASH FLOW FROM DISCONTINUED
OPERATIONSOperating activities
    
    
    
    
    
    
    (120
    )
    
    
    
    
    
    
    8,256
    
    
    
    
    
    
    
    8,136Investing activities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,136
    )
    
    
    
    
    
    
    (2,136
    )NET CHANGE IN CASH FLOWS FROM
DISCONTINUED OPERATIONS
    
    
    
    
    
    
    (120
    )
    
    
    
    
    
    
    6,120
    
    
    
    
    
    
    
    6,000CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    
    
    
    
    32,220
    
    
    
    1,122
    
    
    
    147,926
    
    
    
    
    
    
    
    181,268End of period
    
    $
    
    
    
    $
    2,948
    
    
    $
    1,622
    
    
    $
    186,998
    
    
    $
    
    
    
    $
    191,568
 
 *
    
    See Note 17. 50




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14. Debtors Financial Statements:
  Basis of Presentation
 Condensed Combined Debtors-in-Possession Financial Statements
 Intercompany Transactions
 51




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION BALANCE SHEET
As of December 31, 2006
(In thousands of dollars)
 ASSETS:Current Assets:Cash and cash equivalents
    
    $
    13,787Accounts receivable, netThird parties
    
    
    157,825Non-debtors subsidiaries
    
    
    17,479Inventories
    
    
    78,574Other current assets
    
    
    57,956Total Current Assets
    
    
    325,621Property, plant and equipment, net
    
    
    175,730Goodwill
    
    
    249,927Notes receivable from non-debtor subsidiaries
    
    
    181,657Investments in non-debtor subsidiaries
    
    
    225,374Other noncurrent assets
    
    
    25,715Total Assets
    
    $
    1,184,024LIABILITIES AND STOCKHOLDERS INVESTMENT:Current Liabilities Not Subject to Compromise:Debtors-in-possession financing
    
    $
    165,000Current maturities of long-term debt
    
    
    2,266Accounts payable
    
    
    34,879Accounts payable to non-debtor subsidiaries
    
    
    1,073Accrued liabilities
    
    
    76,938Total Current Liabilities Not Subject to Compromise
    
    
    280,156Long-term Liabilities:Notes payable to non-debtor subsidiaries
    
    
    8,539Other noncurrent liabilities
    
    
    63,573Liabilities Subject to Compromise
    
    
    1,335,083Total Liabilities
    
    
    1,687,351Stockholders deficit
    
    
    (503,327
    )Total Liabilities and Stockholders Investment
    
    $
    1,184,024
 52




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENT OF OPERATIONS
PERIOD FROM NOVEMBER 1, 2006 TO DECEMBER 31, 2006
(In thousands of dollars)
 Revenues
    
    $
    147,624Cost of sales
    
    
    160,496Gross loss
    
    
    (12,872
    )Selling, general and administrative expenses
    
    
    8,780Facility consolidation, asset impairment and other charges
    
    
    6,639Amortization expense
    
    
    68Operating loss
    
    
    (28,359
    )Interest expense, net of interest income
    
    
    6,701Loss before reorganization items, loss on equity investment and income taxes
    
    
    (35,060
    )Reorganization Items
    
    
    23,327Loss before loss on equity investment and income taxes
    
    
    (58,387
    )Equity loss from non-Debtor subsidiaries, net of tax
    
    
    10,000Income tax benefit
    
    
    8,209Net loss
    
    $
    (56,596
    )
 53




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENT OF CASH FLOWS
PERIOD FROM NOVEMBER 1, 2006 TO DECEMBER 31, 2006
(In thousands of dollars)
 Operating Activities:Net loss
    
    $
    (56,596
    )Adjustments to reconcile net loss to net cash used in operating activities:Depreciation, amortization and asset impairments
    
    
    11,436Reorganization items
    
    
    23,327Other
    
    
    61Change in other operating items:Accounts receivable
    
    
    (27,865
    )Inventories
    
    
    4,544Other current assets
    
    
    (9,762
    )Noncurrent assets
    
    
    8,844Accounts payable
    
    
    24,777Accrued liabilities
    
    
    24,150Noncurrent liabilities
    
    
    (21,232
    )Current intercompany transactions
    
    
    (10,297
    )Net cash used in operating activities
    
    
    (28,613
    )Investing Activities:Capital expenditures
    
    
    (886
    )Noncurrent intercompany transactions
    
    
    (4,207
    )Net cash used in investing activities
    
    
    (5,093
    )Financing Activities:Debtor-in-possession borrowings
    
    
    165,000Payments on prepetition revolving credit facilities
    
    
    (108,008
    )Payment on termination of interest rate swap loss
    
    
    (12,185
    )Debt issue costs
    
    
    (8,192
    )Net cash provided by financing activities
    
    
    36,615Effect of exchange rate changes on cash and cash equivalents
    
    
    Net increase in cash and cash equivalents
    
    
    2,909Cash and cash equivalents, Beginning of period
    
    
    10,878Cash and cash equivalents, Ending of period
    
    $
    13,787
 54




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##### Table of Contents



15. Quarterly Financial Data (Unaudited):
  (Gain)/Loss
    
    
    
    
    
    
    Basic
    
    
    DilutedFrom
    
    
    Net
    
    
    Earnings
    
    
    EarningsGross
    
    
    Operating
    
    
    Discontinued
    
    
    Income
    
    
    (Loss)
    
    
    (Loss)Revenues
    
    
    Profit
    
    
    Income (Loss)
    
    
    Operations
    
    
    (Loss)
    
    
    Per Share
    
    
    Per Share2006:First
    
    $
    570,925
    
    
    $
    51,930
    
    
    $
    12,502
    
    
    $
    (1,865
    )
    
    $
    (7,020
    )
    
    $
    (0.38
    )
    
    $
    (0.38
    )Second
    
    
    560,130
    
    
    
    36,920
    
    
    
    (3,722
    )
    
    
    (1,080
    )
    
    
    (131,268
    )
    
    
    (6.96
    )
    
    
    (6.96
    )Third
    
    
    475,829
    
    
    
    1,913
    
    
    
    (711,046
    )
    
    
    (7,037
    )
    
    
    (694,391
    )
    
    
    (36.75
    )
    
    
    (36.75
    )Fourth
    
    
    483,882
    
    
    
    (1,010
    )
    
    
    (45,018
    )
    
    
    324
    
    
    
    (77,978
    )
    
    
    (4.74
    )
    
    
    (4.74
    )$
    2,090,766
    
    
    $
    89,753
    
    
    $
    (747,284
    )
    
    $
    (9,658
    )
    
    $
    (910,657
    )2005:First
    
    $
    606,598
    
    
    $
    58,741
    
    
    $
    14,994
    
    
    $
    (1,031
    )
    
    $
    (4,833
    )
    
    $
    (0.26
    )
    
    $
    (0.26
    )Second
    
    
    610,047
    
    
    
    76,672
    
    
    
    33,117
    
    
    
    (1,019
    )
    
    
    2,959
    
    
    
    0.16
    
    
    
    0.16Third
    
    
    523,280
    
    
    
    49,499
    
    
    
    11,875
    
    
    
    (954
    )
    
    
    (6,584
    )
    
    
    (0.35
    )
    
    
    (0.35
    )Fourth
    
    
    551,515
    
    
    
    65,885
    
    
    
    23,860
    
    
    
    (582
    )
    
    
    10,272
    
    
    
    0.55
    
    
    
    0.55$
    2,291,440
    
    
    $
    250,797
    
    
    $
    83,846
    
    
    $
    (3,586
    )
    
    $
    1,814
   
    
    Effective, January 1, 2006, we adopted EITF Issue 05-05, which resulted in a favorable
adjustment of $1.0 million, net of income taxes of $0.7 million. This amount is reflected
in the consolidated statement of operations as a cumulative effect of a change in
accounting principle.
  
    
    We provided, and have continued to provide, a full valuation allowance against all
applicable U.S. deferred tax assets amounting to $90.8 million during the second quarter
ended July 2, 2006.
  
    
    In connection with the streamlining of operations during 2006, we recorded facility
consolidation, asset impairment and other charges of $671.7 million, consisting of
severance and benefit related costs of $22.2 million, asset impairments of $643.5 million
($637.3 million for goodwill impairment, and $6.2 million for fixed asset impairments), and
a $6.0 million adjustment to our 2001 recorded loss on the sale of our former plastic
business due to financial inability of the purchaser to meet their obligations under a note
we took as partial payment for the sale.
 
    
    In September 2006, we completed the sale of Dura Automotive Systems Köhler GmbH to an
entity controlled by Hannover Finanz GmbH, headquartered in Hannover, Germany. The Company
received approximately $18.5 million in net cash consideration for the sale. No continuing
business relationship exists between this former subsidiary and the Company. The gain
recognized on the sale was approximately $7.9 million. The divestiture is part of Duras
evaluation of strategic alternatives for select German operations, as previously announced
in February 2006.
 
    
    We settled two warranty matters with one of our customers for approximately $9.0
million for which we had previously recorded reserves in the amount of $3.6 million, which
at the time, represented our estimated total exposure. Accordingly, during the third
quarter of 2006, we recorded a charge of $5.4 million related to the final settlement of
both warranty matters with the customer.
 
    
    As a result of the chapter 11 filing, we incurred prepetition professional fees of $4.6
million recorded in the consolidated statement of operations during the third quarter of
2006.
 
    
    We provided, and have continued to provide, a full valuation allowance against all
applicable U.S. deferred tax assets.
 55




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##### Table of Contents




    
    We incurred $7.1 million of facility consolidation, asset impairment and other charges
in the fourth quarter, of which $5.9 million was related to asset impairments and $1.2
million was related to other charges.
 
    
    On October 30, 2006, Dura and its U.S. and Canadian subsidiaries (the Debtors) filed
voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court. As a result of this filing, we incurred reorganization
costs of $25.3 million, and prepetition professional fees of $5.9 million recorded in the
consolidated statement of operations during the fourth quarter of 2006.
 
    
    In accordance with the Court-approved First Day Motions, the Company continues to
accrue and pay the interest on its Second Lien Term Loan whose principal balance is subject
to compromise. Interest on unsecured prepetition debt, other than the Second Lien Term
Loan, has not been accrued as provided for under the U.S. Bankruptcy code. As of December
31, 2006, the amount of unrecorded interest on prepetition debt was approximately $15.0
million
 
    
    We were released from certain potential warranty exposures. Accordingly, we reversed
the warranty reserves to cost of sales resulting in a favorable impact of approximately
$2.0 million.
 
    
    We provided, and have continued to provide, a full valuation allowance against all
applicable U.S. deferred tax assets.
   16. Subsequent Events (Unaudited):
      56




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57




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##### Table of Contents



17. Restatement of Previously Issued Financial Statements
   58




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##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating
Balance Sheet(Amounts in thousands)As of December 31, 2006Accounts receivable, net
    
    $
    
    
    
    $
    34,267
    
    
    $
    99,222
    
    
    $
    178,492
    
    
    $
    
    
    
    $
    311,981
    
    
    $
    
    
    
    $
    17,884
    
    
    $
    115,605
    
    
    $
    178,492
    
    
    $
    
    
    
    $
    311,981Inventories
    
    
    
    
    
    
    11,875
    
    
    
    60,794
    
    
    
    76,698
    
    
    
    
    
    
    
    149,367
    
    
    
    
    
    
    
    9,576
    
    
    
    63,093
    
    
    
    76,698
    
    
    
    
    
    
    
    149,367Other current assets
    
    
    
    
    
    
    36,726
    
    
    
    9,102
    
    
    
    84,426
    
    
    
    
    
    
    
    130,254
    
    
    
    
    
    
    
    28,649
    
    
    
    17,179
    
    
    
    84,426
    
    
    
    
    
    
    
    130,254Due from affiliates
    
    
    
    
    
    
    217,479
    
    
    
    30,191
    
    
    
    30,816
    
    
    
    (278,486
    )
    
    
    
    
    
    
    
    
    
    
    40,511
    
    
    
    
    
    
    
    
    
    
    
    (40,511
    )
    
    
    Total Current Assets
    
    
    
    
    
    
    312,762
    
    
    
    199,330
    
    
    
    448,442
    
    
    
    (278,486
    )
    
    
    682,048
    
    
    
    
    
    
    
    109,035
    
    
    
    195,898
    
    
    
    417,626
    
    
    
    (40,511
    )
    
    
    682,048Property, plant and
equipment, net
    
    
    
    
    
    
    54,796
    
    
    
    105,061
    
    
    
    305,618
    
    
    
    
    
    
    
    465,475
    
    
    
    
    
    
    
    35,138
    
    
    
    124,719
    
    
    
    305,618
    
    
    
    
    
    
    
    465,475Investment in
subsidiaries
    
    
    
    
    
    
    336,378
    
    
    
    28,844
    
    
    
    160,907
    
    
    
    (526,129
    )
    
    
    
    
    
    
    
    
    
    
    718,414
    
    
    
    10,239
    
    
    
    137,303
    
    
    
    (865,956
    )
    
    
    Notes receivable
from affiliates
    
    
    
    
    
    
    501,161
    
    
    
    400,953
    
    
    
    38,539
    
    
    
    (940,653
    )
    
    
    
    
    
    
    57,091
    
    
    
    
    
    
    
    196,085
    
    
    
    
    
    
    
    (253,176
    )
    
    
    Total assets
    
    
    
    
    
    
    1,446,389
    
    
    
    768,470
    
    
    
    985,250
    
    
    
    (1,745,268
    )
    
    
    1,454,841
    
    
    
    57,091
    
    
    
    1,103,879
    
    
    
    561,223
    
    
    
    892,291
    
    
    
    (1,159,643
    )
    
    
    1,454,841Current maturities
of long-term debt
    
    
    
    
    
    
    2,266
    
    
    
    
    
    
    
    2,413
    
    
    
    
    
    
    
    4,679
    
    
    
    2,042
    
    
    
    224
    
    
    
    
    
    
    
    2,413
    
    
    
    
    
    
    
    4,679Accounts Payable
    
    
    
    
    
    
    23,706
    
    
    
    9,103
    
    
    
    132,022
    
    
    
    
    
    
    
    164,831
    
    
    
    
    
    
    
    21,182
    
    
    
    11,627
    
    
    
    132,022
    
    
    
    
    
    
    
    164,831Accrued liabilities
    
    
    
    
    
    
    48,002
    
    
    
    15,826
    
    
    
    101,001
    
    
    
    
    
    
    
    164,829
    
    
    
    
    
    
    
    42,557
    
    
    
    21,271
    
    
    
    101,001
    
    
    
    
    
    
    
    164,829Due to affiliates
    
    
    
    
    
    
    58,171
    
    
    
    178,251
    
    
    
    42,064
    
    
    
    (278,486
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,317
    
    
    
    39,194
    
    
    
    (40,511
    )
    
    
    Total Current
Liabilities
    
    
    
    
    
    
    297,145
    
    
    
    203,180
    
    
    
    277,500
    
    
    
    (278,486
    )
    
    
    499,339
    
    
    
    2,042
    
    
    
    228,963
    
    
    
    34,215
    
    
    
    274,630
    
    
    
    (40,511
    )
    
    
    499,339Other noncurrent
liabilities
    
    
    
    
    
    
    49,652
    
    
    
    510
    
    
    
    65,529
    
    
    
    
    
    
    
    115,691
    
    
    
    
    
    
    
    49,464
    
    
    
    699
    
    
    
    65,528
    
    
    
    
    
    
    
    115,691Investment in
subsidiaries
obligation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    503,327
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (503,327
    )
    
    
    Notes payable to
affiliates
    
    
    
    
    
    
    414,492
    
    
    
    282,668
    
    
    
    243,493
    
    
    
    (940,653
    )
    
    
    
    
    
    
    
    
    
    
    50,782
    
    
    
    
    
    
    
    202,394
    
    
    
    (253,176
    )
    
    
    Total long-term
liabilities
    
    
    
    
    
    
    464,144
    
    
    
    283,178
    
    
    
    317,077
    
    
    
    (940,653
    )
    
    
    123,746
    
    
    
    503,327
    
    
    
    100,246
    
    
    
    699
    
    
    
    275,977
    
    
    
    (756,503
    )
    
    
    123,746Liabilities subject to compromise
    
    
    
    
    
    
    1,335,083
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,335,083
    
    
    
    55,049
    
    
    
    1,280,034
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,335,083Stockholders
investment
(deficit)
    
    
    
    
    
    
    (649,983
    )
    
    
    282,112
    
    
    
    390,673
    
    
    
    (526,129
    )
    
    
    (503,327
    )
    
    
    (503,327
    )
    
    
    (505,364
    )
    
    
    526,309
    
    
    
    341,684
    
    
    
    (362,629
    )
    
    
    (503,327
    )Total Liabilities
and Stockholders
Investment
    
    $
    
    
    $
    
    1,446,389
    
    $
    
    768,470
    
    $
    
    985,250
    
    $
    
    (1,745,268
    )
    
    $
    1,454,841
    
    $
    
    57,091
    
    $
    
    1,103,879
    
    $
    
    561,223
    
    $
    
    892,291
    
    $
    
    (1,159,643
    )
    
    $
    1,454,841
 59




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating
Statement of Operations(Amounts in thousands)For the Year Ended
December 31, 2006Revenues
    
    $
    
    
    
    $
    235,911
    
    
    $
    698,793
    
    
    $
    1,169,456
    
    
    $
    (13,394
    )
    
    $
    2,090,766
    
    
    $
    
    
    
    $
    153,302
    
    
    $
    781,402
    
    
    $
    1,169,456
    
    
    $
    (13,394
    )
    
    $
    2,090,766Cost of sales
    
    
    
    
    
    
    259,064
    
    
    
    665,043
    
    
    
    1,090,300
    
    
    
    (13,394
    )
    
    
    2,001,013
    
    
    
    
    
    
    
    155,382
    
    
    
    768,725
    
    
    
    1,090,300
    
    
    
    (13,394
    )
    
    
    2,001,013Gross profit (loss)
    
    
    
    
    
    
    (23,153
    )
    
    
    33,750
    
    
    
    79,156
    
    
    
    
    
    
    
    89,753
    
    
    
    
    
    
    
    (2,080
    )
    
    
    12,677
    
    
    
    79,156
    
    
    
    
    
    
    
    89,753Selling, general
and administrative
expenses
    
    
    
    
    
    
    50,425
    
    
    
    27,025
    
    
    
    64,489
    
    
    
    
    
    
    
    141,939
    
    
    
    
    
    
    
    6,579
    
    
    
    70,871
    
    
    
    64,489
    
    
    
    
    
    
    
    141,939Facility
consolidation,
asset impairment
and other charges
    
    
    
    
    
    
    159,203
    
    
    
    120,091
    
    
    
    404,944
    
    
    
    
    
    
    
    684,238
    
    
    
    
    
    
    
    119,716
    
    
    
    159,578
    
    
    
    404,944
    
    
    
    
    
    
    
    684,238Operating loss
    
    
    
    
    
    
    (243,459
    )
    
    
    (113,549
    )
    
    
    (390,276
    )
    
    
    
    
    
    
    (747,284
    )
    
    
    
    
    
    
    (139,053
    )
    
    
    (217,955
    )
    
    
    (390,276
    )
    
    
    
    
    
    
    (747,284
    )Interest expense,
net of interest
income
    
    
    
    
    
    
    89,904
    
    
    
    1,415
    
    
    
    10,465
    
    
    
    
    
    
    
    101,784
    
    
    
    3,567
    
    
    
    86,337
    
    
    
    1,415
    
    
    
    10,465
    
    
    
    
    
    
    
    101,784Income (loss) from
continuing
operations before
provision for
income taxes and
minority interest
    
    
    
    
    
    
    (355,290
    )
    
    
    (114,964
    )
    
    
    (404,129
    )
    
    
    
    
    
    
    (874,383
    )
    
    
    (3,567
    )
    
    
    (247,317
    )
    
    
    (219,370
    )
    
    
    (404,129
    )
    
    
    
    
    
    
    (874,383
    )Provision for
income taxes
    
    
    
    
    
    
    71,444
    
    
    
    (7,074
    )
    
    
    (17,850
    )
    
    
    
    
    
    
    46,520
    
    
    
    (1,250
    )
    
    
    142,460
    
    
    
    (76,778
    )
    
    
    (17,912
    )
    
    
    
    
    
    
    46,520Minority interest
in non wholly owned
subsidiaries /
Equity in
(earnings) losses
of affiliates
    
    
    
    
    
    
    490,033
    
    
    
    
    
    
    
    30,302
    
    
    
    (519,903
    )
    
    
    432
    
    
    
    908,340
    
    
    
    520,059
    
    
    
    
    
    
    
    45,163
    
    
    
    (1,473,130
    )
    
    
    432Dividends from
affiliates
    
    
    
    
    
    
    (4,614
    )
    
    
    
    
    
    
    
    
    
    
    4,614
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Loss from
continuing
operations
    
    
    
    
    
    
    (912,153
    )
    
    
    (107,890
    )
    
    
    (416,581
    )
    
    
    515,289
    
    
    
    (921,335
    )
    
    
    (910,657
    )
    
    
    (909,836
    )
    
    
    (142,592
    )
    
    
    (431,380
    )
    
    
    1,473,130
    
    
    
    (921,335
    )Net loss
    
    $
    
    
    $
    
    (910,657
    )
    $
    
    (107,890
    )
    $
    
    (407,399
    )
    
    $
    515,289
    
    $
    
    (910,657
    )
    $
    
    (910,657
    )
    $
    
    (908,340
    )
    $
    
    (142,592
    )
    $
    
    (422,198
    )
    $
    
    1,473,130
    
    $
    
    (910,657
    )
 60




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating
Statement of Cash Flows(Amounts in thousands)For the Year Ended December 31,
2006OPERATING ACTIVITIES:Net loss
    
    $
    
    
    
    $
    (910,657
    )
    
    $
    (107,890
    )
    
    $
    (407,399
    )
    
    $
    515,289
    
    
    $
    (910,657
    )
    
    $
    (910,657
    )
    
    $
    (908,340
    )
    
    $
    (142,592
    )
    
    $
    (422,198
    )
    
    $
    1,473,130
    
    
    $
    (910,657
    )Loss from continuing
operations
    
    
    
    
    
    
    (912,153
    )
    
    
    (107,890
    )
    
    
    (416,581
    )
    
    
    515,289
    
    
    
    (921,335
    )
    
    
    (910,657
    )
    
    
    (909,836
    )
    
    
    (142,592
    )
    
    
    (431,380
    )
    
    
    1,473,130
    
    
    
    (921,335
    )Depreciation and
amortization
    
    
    
    
    
    
    10,695
    
    
    
    18,241
    
    
    
    49,889
    
    
    
    
    
    
    
    78,825
    
    
    
    
    
    
    
    7,226
    
    
    
    21,710
    
    
    
    49,889
    
    
    
    
    
    
    
    78,825Goodwill impairment
    
    
    
    
    
    
    152,527
    
    
    
    106,846
    
    
    
    377,554
    
    
    
    
    
    
    
    636,927
    
    
    
    
    
    
    
    113,117
    
    
    
    146,256
    
    
    
    377,554
    
    
    
    
    
    
    
    636,927Facility consolidation and
other
    
    
    
    
    
    
    6,422
    
    
    
    8,232
    
    
    
    21,819
    
    
    
    
    
    
    
    36,473
    
    
    
    
    
    
    
    6,345
    
    
    
    8,309
    
    
    
    21,819
    
    
    
    
    
    
    
    36,473Other
non-cash
    
    
    
    
    
    
    (815
    )
    
    
    3
    
    
    
    (443
    )
    
    
    
    
    
    
    (1,255
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Equity in losses (earnings) of
affiliates and minority interest
    
    
    
    
    
    
    490,033
    
    
    
    
    
    
    
    29,870
    
    
    
    (519,903
    )
    
    
    
    
    
    
    908,340
    
    
    
    520,059
    
    
    
    
    
    
    
    45,163
    
    
    
    (1,473,130
    )
    
    
    432Changes in other operating
items
    
    
    
    
    
    
    57,382
    
    
    
    (81,041
    )
    
    
    (72,209
    )
    
    
    
    
    
    
    (95,868
    )
    
    
    2,317
    
    
    
    (13,211
    )
    
    
    (16,012
    )
    
    
    (70,649
    )
    
    
    
    
    
    
    (97,555
    )Net cash provided by (used in)
continuing operating activities
    
    
    
    
    
    
    (109,924
    )
    
    
    (50,574
    )
    
    
    (16,815
    )
    
    
    (4,614
    )
    
    
    (181,927
    )
    
    
    
    
    
    
    (190,315
    )
    
    
    22,706
    
    
    
    (14,318
    )
    
    
    
    
    
    
    (181,927
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (12,280
    )
    
    
    (24,484
    )
    
    
    (47,666
    )
    
    
    
    
    
    
    (84,430
    )
    
    
    
    
    
    
    (11,913
    )
    
    
    (24,851
    )
    
    
    (47,666
    )
    
    
    
    
    
    
    (84,430
    )Net cash used in continuing
investing activities
    
    
    
    
    
    
    (11,877
    )
    
    
    (23,632
    )
    
    
    (42,551
    )
    
    
    
    
    
    
    (78,060
    )
    
    
    
    
    
    
    (11,510
    )
    
    
    (23,999
    )
    
    
    (42,551
    )
    
    
    
    
    
    
    (78,060
    )FINANCING ACTIVITIES:Debt financing (to) from
affiliates
    
    
    
    
    
    
    (83,504
    )
    
    
    78,881
    
    
    
    4,623
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,144
    )
    
    
    1,081
    
    
    
    2,063
    
    
    
    
    
    
    
    Other, net
    
    
    
    
    
    
    
    
    
    
    (4,614
    )
    
    
    (98
    )
    
    
    4,614
    
    
    
    (98
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (98
    )
    
    
    
    
    
    
    (98
    )Net cash provided by (used in)
continuing financing activities
    
    
    
    
    
    
    128,809
    
    
    
    74,267
    
    
    
    3,623
    
    
    
    4,614
    
    
    
    211,313
    
    
    
    
    
    
    
    209,169
    
    
    
    1,081
    
    
    
    1,063
    
    
    
    
    
    
    
    211,313NET CHANGE IN CASH
AND CASH EQUIVALENTS
FROM CONTINUING
OPERATIONS
    
    
    
    
    
    
    7,008
    
    
    
    61
    
    
    
    (39,412
    )
    
    
    
    
    
    
    (32,343
    )
    
    
    
    
    
    
    7,344
    
    
    
    (212
    )
    
    
    (39,475
    )
    
    
    
    
    
    
    (32,343
    )CASH AND CASH
EQUIVALENTS:Beginning of period
    
    $
    
    
    
    $
    3,911
    
    
    $
    (40
    )
    
    $
    98,018
    
    
    $
    
    
    
    $
    101,889
    
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889
 61




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    DuraAutomotive
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Automotive
    
    Dura
    
    
    
    
    
    Non-Systems,
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Systems,
    
    Operating
    
    Guarantor
    
    GuarantorInc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating
Balance Sheet(Amounts in thousands)
As of December 31, 2005Cash and cash equivalents
    
    $
    
    
    
    $
    3,911
    
    
    $
    (40
    )
    
    $
    98,018
    
    
    $
    
    
    
    $
    101,889
    
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889Accounts receivable, net
    
    
    
    
    
    
    39,630
    
    
    
    88,508
    
    
    
    157,891
    
    
    
    
    
    
    
    286,029
    
    
    
    
    
    
    
    17,553
    
    
    
    110,585
    
    
    
    157,891
    
    
    
    
    
    
    
    286,029Inventories
    
    
    
    
    
    
    10,018
    
    
    
    55,142
    
    
    
    63,521
    
    
    
    
    
    
    
    128,681
    
    
    
    
    
    
    
    6,122
    
    
    
    59,038
    
    
    
    63,521
    
    
    
    
    
    
    
    128,681Other current assets
    
    
    
    
    
    
    30,247
    
    
    
    9,635
    
    
    
    65,350
    
    
    
    
    
    
    
    105,232
    
    
    
    
    
    
    
    24,095
    
    
    
    15,787
    
    
    
    65,350
    
    
    
    
    
    
    
    105,232Due from affiliates
    
    
    
    
    
    
    180,078
    
    
    
    23,841
    
    
    
    7,481
    
    
    
    (211,400
    )
    
    
    
    
    
    
    
    
    
    
    64,250
    
    
    
    
    
    
    
    
    
    
    
    (64,250
    )
    
    
    Total current assets
    
    
    
    
    
    
    263,884
    
    
    
    177,086
    
    
    
    403,236
    
    
    
    (211,400
    )
    
    
    632,806
    
    
    
    
    
    
    
    115,595
    
    
    
    185,643
    
    
    
    395,818
    
    
    
    (64,250
    )
    
    
    632,806Property, plant and
equipment, net
    
    
    
    
    
    
    54,280
    
    
    
    108,126
    
    
    
    287,973
    
    
    
    
    
    
    
    450,379
    
    
    
    
    
    
    
    28,668
    
    
    
    133,738
    
    
    
    287,973
    
    
    
    
    
    
    
    450,379Investment in subsidiaries
    
    
    
    
    
    
    772,942
    
    
    
    28,799
    
    
    
    190,777
    
    
    
    (992,518
    )
    
    
    
    
    
    
    339,707
    
    
    
    1,150,891
    
    
    
    12,053
    
    
    
    183,895
    
    
    
    (1,686,546
    )
    
    
    Notes receivable from
affiliates
    
    
    
    
    
    
    423,553
    
    
    
    358,908
    
    
    
    37,724
    
    
    
    (820,185
    )
    
    
    
    
    
    
    54,616
    
    
    
    
    
    
    
    327,777
    
    
    
    
    
    
    
    (382,393
    )
    
    
    Other assets, net of
accumulated amortization
    
    
    
    
    
    
    97,613
    
    
    
    12,300
    
    
    
    19,909
    
    
    
    
    
    
    
    129,822
    
    
    
    1,670
    
    
    
    95,943
    
    
    
    12,300
    
    
    
    19,909
    
    
    
    
    
    
    
    129,822Total assets
    
    
    
    
    
    
    1,993,178
    
    
    
    813,992
    
    
    
    1,292,142
    
    
    
    (2,024,103
    )
    
    
    2,075,209
    
    
    
    395,993
    
    
    
    1,732,594
    
    
    
    839,694
    
    
    
    1,240,117
    
    
    
    (2,133,189
    )
    
    
    2,075,209Accounts payable
    
    
    
    
    
    
    40,516
    
    
    
    73,044
    
    
    
    147,698
    
    
    
    
    
    
    
    261,258
    
    
    
    
    
    
    
    27,908
    
    
    
    85,590
    
    
    
    147,760
    
    
    
    
    
    
    
    261,258Accrued liabilities
    
    
    
    
    
    
    70,481
    
    
    
    12,138
    
    
    
    95,534
    
    
    
    
    
    
    
    178,153
    
    
    
    1,036
    
    
    
    66,890
    
    
    
    14,693
    
    
    
    95,534
    
    
    
    
    
    
    
    178,153Due to affiliates
    
    
    
    
    
    
    26,951
    
    
    
    179,300
    
    
    
    5,149
    
    
    
    (211,400
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    38,576
    
    
    
    25,674
    
    
    
    (64,250
    )
    
    
    Total current liabilities
    
    
    
    
    
    
    140,137
    
    
    
    264,482
    
    
    
    256,436
    
    
    
    (211,400
    )
    
    
    449,655
    
    
    
    1,036
    
    
    
    96,987
    
    
    
    138,859
    
    
    
    277,023
    
    
    
    (64,250
    )
    
    
    449,655Long-term debt, net of
current maturities
    
    
    
    
    
    
    1,135,875
    
    
    
    
    
    
    
    4,077
    
    
    
    
    
    
    
    1,139,952
    
    
    
    55,250
    
    
    
    1,080,625
    
    
    
    
    
    
    
    4,077
    
    
    
    
    
    
    
    1,139,952Other noncurrent liabilities
    
    
    
    
    
    
    83,114
    
    
    
    672
    
    
    
    57,027
    
    
    
    
    
    
    
    140,813
    
    
    
    
    
    
    
    82,854
    
    
    
    932
    
    
    
    57,027
    
    
    
    
    
    
    
    140,813Notes payable to affiliates
    
    
    
    
    
    
    371,632
    
    
    
    160,065
    
    
    
    288,488
    
    
    
    (820,185
    )
    
    
    
    
    
    
    
    
    
    
    134,187
    
    
    
    
    
    
    
    248,206
    
    
    
    (382,393
    )
    
    
    Total liabilities
    
    
    
    
    
    
    1,730,758
    
    
    
    425,219
    
    
    
    611,110
    
    
    
    (1,031,585
    )
    
    
    1,735,502
    
    
    
    56,286
    
    
    
    1,394,653
    
    
    
    139,791
    
    
    
    591,415
    
    
    
    (446,643
    )
    
    
    1,735,502Stockholders investment
    
    
    
    
    
    
    262,420
    
    
    
    388,773
    
    
    
    681,032
    
    
    
    (992,518
    )
    
    
    339,707
    
    
    
    339,707
    
    
    
    337,941
    
    
    
    699,903
    
    
    
    648,702
    
    
    
    (1,686,546
    )
    
    
    339,707Total Liabilities and
Stockholders Investment
    
    $
    
    
    
    $
    1,993,178
    
    
    $
    813,992
    
    
    $
    1,292,142
    
    $
    
    (2,024,103
    )
    
    $
    2,075,209
    
    
    $
    395,993
    
    
    $
    1,732,594
    
    
    $
    839,694
    
    
    $
    1,240,117
    
    
    $
    (2,133,189
    )
    
    $
    2,075,209
 62




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating
Statement of Operations(Amounts in thousands)For the Year Ended December 31, 2005Revenues
    
    $
    
    
    
    $
    282,854
    
    
    $
    852,290
    
    
    $
    1,183,911
    
    
    $
    (27,615
    )
    
    $
    2,291,440
    
    
    $
    
    
    
    $
    187,896
    
    
    $
    947,248
    
    
    $
    1,183,911
    
    
    $
    (27,615
    )
    
    $
    2,291,440Cost of sales
    
    
    
    
    
    
    256,043
    
    
    
    735,321
    
    
    
    1,076,894
    
    
    
    (27,615
    )
    
    
    2,040,643
    
    
    
    
    
    
    
    152,989
    
    
    
    838,375
    
    
    
    1,076,894
    
    
    
    (27,615
    )
    
    
    2,040,643Gross profit
    
    
    
    
    
    
    26,811
    
    
    
    116,969
    
    
    
    107,017
    
    
    
    
    
    
    
    250,797
    
    
    
    
    
    
    
    34,907
    
    
    
    108,873
    
    
    
    107,017
    
    
    
    
    
    
    
    250,797Selling, general and
administrative expenses
    
    
    
    
    
    
    61,296
    
    
    
    30,989
    
    
    
    62,835
    
    
    
    
    
    
    
    155,120
    
    
    
    
    
    
    
    4,260
    
    
    
    65,234
    
    
    
    85,626
    
    
    
    
    
    
    
    155,120Facility consolidation, asset
impairment and other charges
    
    
    
    
    
    
    1,113
    
    
    
    4,377
    
    
    
    5,907
    
    
    
    
    
    
    
    11,397
    
    
    
    
    
    
    
    975
    
    
    
    4,515
    
    
    
    5,907
    
    
    
    
    
    
    
    11,397Operating income (loss)
    
    
    
    
    
    
    (35,820
    )
    
    
    81,421
    
    
    
    38,245
    
    
    
    
    
    
    
    83,846
    
    
    
    
    
    
    
    29,450
    
    
    
    38,942
    
    
    
    15,454
    
    
    
    
    
    
    
    83,846Interest expense, net of interest in
    
    
    
    
    
    
    88,224
    
    
    
    2,330
    
    
    
    9,269
    
    
    
    
    
    
    
    99,823
    
    
    
    4,280
    
    
    
    83,944
    
    
    
    2,330
    
    
    
    9,269
    
    
    
    
    
    
    
    99,823Income from continuing
operations before income taxes
and minority interest
    
    
    
    
    
    
    (109,239
    )
    
    
    79,091
    
    
    
    28,976
    
    
    
    
    
    
    
    (1,172
    )
    
    
    (4,280
    )
    
    
    (39,689
    )
    
    
    36,612
    
    
    
    6,185
    
    
    
    
    
    
    
    (1,172
    )Provision for income taxes
    
    
    
    
    
    
    (55,346
    )
    
    
    40,997
    
    
    
    14,772
    
    
    
    
    
    
    
    423
    
    
    
    (1,500
    )
    
    
    (14,006
    )
    
    
    12,814
    
    
    
    3,115
    
    
    
    
    
    
    
    423Minority interest in non wholly
owned subsidiaries / Equity in
(earnings) losses of affiliates
    
    
    
    
    
    
    (50,116
    )
    
    
    
    
    
    
    (7,553
    )
    
    
    57,846
    
    
    
    177
    
    
    
    (4,594
    )
    
    
    (30,277
    )
    
    
    
    
    
    
    (15,122
    )
    
    
    50,170
    
    
    
    177Dividends from affiliates
    
    
    
    
    
    
    (5,591
    )
    
    
    
    
    
    
    
    
    
    
    5,591
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Income from continuing
operations
    
    
    
    
    
    
    1,814
    
    
    
    38,094
    
    
    
    21,757
    
    
    
    (63,437
    )
    
    
    (1,772
    )
    
    
    1,814
    
    
    
    4,594
    
    
    
    23,798
    
    
    
    18,192
    
    
    
    (50,170
    )
    
    
    (1,772
    )Net income
    
    $
    
    
    
    $
    1,814
    
    
    $
    38,094
    
    
    $
    25,343
    
    $
    
    (63,437
    )
    
    $
    1,814
    
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814
 63




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating Statement of Cash Flows(Amounts in thousands)For the Year Ended December 31, 2005OPERATING ACTIVITIES:Net income
    
    $
    
    
    
    $
    1,814
    
    
    $
    38,094
    
    
    $
    25,343
    
    
    $
    (63,437
    )
    
    $
    1,814
    
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814Income (loss) from continuing operations
    
    
    
    
    
    
    1,814
    
    
    
    38,094
    
    
    
    21,757
    
    
    
    (63,437
    )
    
    
    (1,772
    )
    
    
    1,814
    
    
    
    4,594
    
    
    
    23,798
    
    
    
    18,192
    
    
    
    (50,170
    )
    
    
    (1,772
    )Depreciation and amortization
    
    
    
    
    
    
    9,321
    
    
    
    19,932
    
    
    
    49,010
    
    
    
    
    
    
    
    78,263
    
    
    
    
    
    
    
    5,871
    
    
    
    23,382
    
    
    
    49,010
    
    
    
    
    
    
    
    78,263Facility consolidation and other
    
    
    
    
    
    
    
    
    
    
    3,926
    
    
    
    4,311
    
    
    
    
    
    
    
    8,237
    
    
    
    
    
    
    
    (132
    )
    
    
    4,058
    
    
    
    4,311
    
    
    
    
    
    
    
    8,237(Gain)/loss on sale of plant, property, and equipment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    60
    
    
    
    19
    
    
    
    (275
    )
    
    
    
    
    
    
    (196
    )Equity in losses (earnings) of affiliates and minority interest
    
    
    
    
    
    
    (50,116
    )
    
    
    
    
    
    
    (7,730
    )
    
    
    57,846
    
    
    
    
    
    
    
    (4,594
    )
    
    
    (30,277
    )
    
    
    
    
    
    
    (15,122
    )
    
    
    50,170
    
    
    
    177Changes in other operating items
    
    
    
    
    
    
    (8,092
    )
    
    
    (33,625
    )
    
    
    (20,644
    )
    
    
    
    
    
    
    (62,361
    )
    
    
    2,780
    
    
    
    (166,128
    )
    
    
    107,794
    
    
    
    (6,788
    )
    
    
    
    
    
    
    (62,342
    )Net cash provided by (used in) continuing operating activities
    
    
    
    
    
    
    (104,124
    )
    
    
    43,413
    
    
    
    45,653
    
    
    
    (5,591
    )
    
    
    (20,649
    )
    
    
    
    
    
    
    (243,063
    )
    
    
    174,137
    
    
    
    48,277
    
    
    
    
    
    
    
    (20,649
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (10,803
    )
    
    
    (11,748
    )
    
    
    (41,317
    )
    
    
    
    
    
    
    (63,868
    )
    
    
    
    
    
    
    (3,699
    )
    
    
    (18,852
    )
    
    
    (41,317
    )
    
    
    
    
    
    
    (63,868
    )Net cash used in continuing investing activities
    
    
    
    
    
    
    (10,141
    )
    
    
    (9,087
    )
    
    
    (42,150
    )
    
    
    
    
    
    
    (61,378
    )
    
    
    
    
    
    
    (3,037
    )
    
    
    (16,191
    )
    
    
    (42,150
    )
    
    
    
    
    
    
    (61,378
    )FINANCING ACTIVITIES:Debt financing (to) from affiliates
    
    
    
    
    
    
    118,142
    
    
    
    (30,398
    )
    
    
    (87,744
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    249,637
    
    
    
    (159,332
    )
    
    
    (90,305
    )
    
    
    
    
    
    
    Dividends paid
    
    
    
    
    
    
    
    
    
    
    (5,591
    )
    
    
    
    
    
    
    5,591
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net cash provided by (used in) continuing financing activities
    
    
    
    
    
    
    115,232
    
    
    
    (35,992
    )
    
    
    (89,157
    )
    
    
    5,591
    
    
    
    (4,326
    )
    
    
    
    
    
    
    246,727
    
    
    
    (159,335
    )
    
    
    (91,718
    )
    
    
    
    
    
    
    (4,326
    )NET CHANGE IN CASH AND CASH EQUIVALENTS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    967
    
    
    
    (1,666
    )
    
    
    (93,596
    )
    
    
    
    
    
    
    (94,295
    )
    
    
    
    
    
    
    627
    
    
    
    (1,389
    )
    
    
    (93,533
    )
    
    
    
    
    
    
    (94,295
    )CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    
    
    
    
    2,944
    
    
    
    1,626
    
    
    
    186,998
    
    
    
    
    
    
    
    191,568
    
    
    
    
    
    
    
    2,948
    
    
    
    1,622
    
    
    
    186,998
    
    
    
    
    
    
    
    191,568End of period
    
    $
    
    
    
    $
    3,911
    
    
    $
    (40
    )
    
    $
    98,018
    
    
    $
    
    
    
    $
    101,889
    
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889
 64




---



##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating Statement of Operations(Amounts in thousands)For the Year Ended December 31, 2004Revenues
    
    $
    
    
    
    $
    327,516
    
    
    $
    972,793
    
    
    $
    1,191,973
    
    
    $
    (48,836
    )
    
    $
    2,443,446
    
    
    $
    
    
    
    $
    207,746
    
    
    $
    1,085,587
    
    
    $
    1,191,973
    
    
    $
    (41,860
    )
    
    $
    2,443,446Cost of sales
    
    
    
    
    
    
    298,655
    
    
    
    839,237
    
    
    
    1,083,080
    
    
    
    (48,836
    )
    
    
    2,172,136
    
    
    
    
    
    
    
    176,964
    
    
    
    953,952
    
    
    
    1,083,080
    
    
    
    (41,860
    )
    
    
    2,172,136Gross profit
    
    
    
    
    
    
    28,861
    
    
    
    133,556
    
    
    
    108,893
    
    
    
    
    
    
    
    271,310
    
    
    
    
    
    
    
    30,782
    
    
    
    131,635
    
    
    
    108,893
    
    
    
    
    
    
    
    271,310Selling, general and administrative expenses
    
    
    
    
    
    
    55,379
    
    
    
    31,111
    
    
    
    63,112
    
    
    
    
    
    
    
    149,602
    
    
    
    
    
    
    
    4,059
    
    
    
    63,665
    
    
    
    81,878
    
    
    
    
    
    
    
    149,602Facility consolidation, asset impairment and other charges
    
    
    
    
    
    
    295
    
    
    
    17,232
    
    
    
    4,290
    
    
    
    
    
    
    
    21,817
    
    
    
    
    
    
    
    323
    
    
    
    17,204
    
    
    
    4,290
    
    
    
    
    
    
    
    21,817Operating income (loss)
    
    
    
    
    
    
    (27,035
    )
    
    
    85,031
    
    
    
    41,450
    
    
    
    
    
    
    
    99,446
    
    
    
    
    
    
    
    26,178
    
    
    
    50,584
    
    
    
    22,684
    
    
    
    
    
    
    
    99,446Interest expense, net of interest income
    
    
    
    
    
    
    71,909
    
    
    
    6,927
    
    
    
    10,515
    
    
    
    
    
    
    
    89,351
    
    
    
    4,280
    
    
    
    67,629
    
    
    
    6,927
    
    
    
    10,515
    
    
    
    
    
    
    
    89,351Income from continuing operations before provision for income
taxes and minority interest
    
    
    
    
    
    
    (98,944
    )
    
    
    78,104
    
    
    
    30,935
    
    
    
    
    
    
    
    10,095
    
    
    
    (4,280
    )
    
    
    (41,451
    )
    
    
    43,657
    
    
    
    12,169
    
    
    
    
    
    
    
    10,095Provision for income taxes
    
    
    
    
    
    
    (13,533
    )
    
    
    11,561
    
    
    
    3,336
    
    
    
    
    
    
    
    1,364
    
    
    
    (1,500
    )
    
    
    (17,288
    )
    
    
    15,280
    
    
    
    4,872
    
    
    
    
    
    
    
    1,364Minority interest in non-wholly owned subsidiaries
    
    
    
    
    
    
    (92,355
    )
    
    
    
    
    
    
    482
    
    
    
    91,873
    
    
    
    
    
    
    
    (14,503
    )
    
    
    (38,786
    )
    
    
    
    
    
    
    2,348
    
    
    
    50,941
    
    
    
    Dividends from affiliates
    
    
    
    
    
    
    (4,899
    )
    
    
    
    
    
    
    
    
    
    
    4,899
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Income from continuing operations
    
    
    
    
    
    
    11,843
    
    
    
    66,543
    
    
    
    27,117
    
    
    
    (96,772
    )
    
    
    8,731
    
    
    
    11,723
    
    
    
    14,623
    
    
    
    28,377
    
    
    
    4,949
    
    
    
    (50,941
    )
    
    
    8,731Net Income
    
    $
    
    
    
    $
    11,723
    
    
    $
    66,543
    
    
    $
    30,229
    
    $
    
    (96,772
    )
    
    $
    11,723
    
    
    $
    11,723
    
    
    $
    14,503
    
    
    $
    28,377
    
    
    $
    8,061
    
    
    $
    (50,941
    )
    
    $
    11,723
 65




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##### Table of Contents



Previously Reported
    
    RestatedDura
    
    Dura
    
    
    
    
    
    Non-
    
    
    
    
    
    
    
    
    
    Dura
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    Operating
    
    Guarantor
    
    Guarantor
    
    
    
    
    
    
    
    
    
    Automotive
    
    Operating
    
    Guarantor
    
    GuarantorSystems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    Consolidated
    
    Systems, Inc.
    
    Corp.
    
    Companies
    
    Companies
    
    Eliminations
    
    ConsolidatedCondensed Consolidating Statement of Cash Flows(Amounts in thousands)For the Year Ended December 31, 2004OPERATING ACTIVITIES:Net income
    
    $
    
    
    
    $
    11,723
    
    
    $
    66,543
    
    
    $
    30,229
    
    
    $
    (96,772
    )
    
    $
    11,723
    
    
    $
    11,723
    
    
    $
    14,503
    
    
    $
    28,377
    
    
    $
    8,061
    
    
    $
    (50,941
    )
    
    $
    11,723Income (loss) from continuing operations
    
    
    
    
    
    
    11,843
    
    
    
    66,543
    
    
    
    27,117
    
    
    
    (96,772
    )
    
    
    8,731
    
    
    
    11,723
    
    
    
    14,623
    
    
    
    28,377
    
    
    
    4,949
    
    
    
    (50,941
    )
    
    
    8,731Depreciation and amortization
    
    
    
    
    
    
    8,826
    
    
    
    21,617
    
    
    
    51,626
    
    
    
    
    
    
    
    82,069
    
    
    
    
    
    
    
    5,427
    
    
    
    25,016
    
    
    
    51,626
    
    
    
    
    
    
    
    82,069Equity in losses (earnings) of affiliates and minority interest
    
    
    
    
    
    
    (92,355
    )
    
    
    
    
    
    
    482
    
    
    
    91,873
    
    
    
    
    
    
    
    (14,503
    )
    
    
    (38,786
    )
    
    
    
    
    
    
    2,348
    
    
    
    50,941
    
    
    
    Changes in other operating items
    
    
    
    
    
    
    100,722
    
    
    
    (36,632
    )
    
    
    (64,868
    )
    
    
    
    
    
    
    (778
    )
    
    
    2,780
    
    
    
    (307,421
    )
    
    
    345,868
    
    
    
    (42,005
    )
    
    
    
    
    
    
    (778
    )Net cash provided by continuing operating activities
    
    
    
    
    
    
    33,308
    
    
    
    55,865
    
    
    
    16,062
    
    
    
    (4,899
    )
    
    
    100,336
    
    
    
    
    
    
    
    (321,885
    )
    
    
    403,598
    
    
    
    18,623
    
    
    
    
    
    
    
    100,336INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (9,399
    )
    
    
    (13,705
    )
    
    
    (41,968
    )
    
    
    
    
    
    
    (65,072
    )
    
    
    
    
    
    
    (4,873
    )
    
    
    (18,231
    )
    
    
    (41,968
    )
    
    
    
    
    
    
    (65,072
    )Net cash used in continuing investing activities
    
    
    
    
    
    
    (9,399
    )
    
    
    (13,705
    )
    
    
    (55,295
    )
    
    
    
    
    
    
    (78,399
    )
    
    
    
    
    
    
    (4,873
    )
    
    
    (18,231
    )
    
    
    (55,295
    )
    
    
    
    
    
    
    (78,399
    )FINANCING ACTIVITIES:Debt financing (to) from affiliates
    
    
    
    
    
    
    (59,536
    )
    
    
    (36,724
    )
    
    
    96,260
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    291,131
    
    
    
    (384,830
    )
    
    
    93,699
    
    
    
    
    
    
    
    Dividends paid
    
    
    
    
    
    
    
    
    
    
    (4,899
    )
    
    
    
    
    
    
    4,899
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net cash provided by (used in) continuing financing activities
    
    
    
    
    
    
    (66,693
    )
    
    
    (41,660
    )
    
    
    86,535
    
    
    
    4,899
    
    
    
    (16,919
    )
    
    
    
    
    
    
    283,974
    
    
    
    (384,867
    )
    
    
    83,974
    
    
    
    
    
    
    
    (16,919
    )NET CHANGE IN CASH AND CASH EQUIVALENTS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    (29,152
    )
    
    
    500
    
    
    
    32,952
    
    
    
    
    
    
    
    4,300
    
    
    
    
    
    
    
    (29,152
    )
    
    
    500
    
    
    
    32,952
    
    
    
    
    
    
    
    4,300CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    
    
    
    
    32,216
    
    
    
    1,126
    
    
    
    147,926
    
    
    
    
    
    
    
    181,268
    
    
    
    
    
    
    
    32,220
    
    
    
    1,122
    
    
    
    147,926
    
    
    
    
    
    
    
    181,268End of period
    
    $
    
    
    
    $
    2,944
    
    
    $
    1,626
    
    
    $
    186,998
    
    
    $
    
    
    
    $
    191,568
    
    
    $
    
    
    
    $
    2,948
    
    
    $
    1,622
    
    
    $
    186,998
    
    
    $
    
    
    
    $
    191,568
 66




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 Schedule II: Valuation and Qualifying Accounts
 Acquisition Integrations, Purchase Liabilities:
  2006
    
    
    2005
    
    
    2004Balance, beginning of the year
    
    $
    4,485
    
    
    $
    6,406
    
    
    $
    8,982Provisions
    
    
    
    
    
    
    
    
    
    
    170Adjustments
    
    
    142
    
    
    
    (201
    )
    
    
    40Utilizations
    
    
    (44
    )
    
    
    (1,720
    )
    
    
    (2,786
    )Balance, end of the year
    
    $
    4,583
    
    
    $
    4,485
    
    
    $
    6,406
 Facility Consolidation and Discontinued Operations:
  2006
    
    
    2005
    
    
    2004Balance, beginning of the year
    
    $
    18,167
    
    
    $
    21,550
    
    
    $
    19,875Provisions
    
    
    45,818
    
    
    
    5,499
    
    
    
    12,904Adjustments
    
    
    (20,401
    )
    
    
    (418
    )
    
    
    (971
    )Utilizations
    
    
    (14,356
    )
    
    
    (8,464
    )
    
    
    (10,258
    )Balance, end of the year
    
    $
    29,228
    
    
    $
    18,167
    
    
    $
    21,550
 
 Item 9A. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  67




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##### Table of Contents



Internal Control Over Financial Reporting
 Managements Report on Internal Control Over Financial Reporting, As Revised
  
    
    Pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company;
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles in the United States of America, and that receipts and expenditures of the
company are being made only in accordance with authorizations of management and directors
of the company; and
    
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the companys assets that could have a material effect
on the financial statements.
  Internal Control  Integrated
Framework.
  2005 Material Weakness
   68




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##### Table of Contents




    
    We will engage an outside professional firm to assist on a quarterly basis with the
accounting for foreign deferred income taxes; and
    
    The Corporate Controller will perform a detail review in conjunction with the outside
professional firm of all foreign deferred income taxes on a quarterly basis.
 2006 Material Weaknesses as Revised
  Preparation and review of the Companys consolidating guarantor and non-guarantor financial
information.
 Insufficient numbers of personnel having appropriate knowledge, experience and training in the
application of U.S. GAAP at both the Companys operating locations and corporate headquarters, and
insufficient personnel at the Companys corporate headquarters to provide effective oversight and
review of financial transactions.
   
    
    More transactions will be reviewed by the Corporate Controller and/or the
European Finance Staff rather than at an operating location or within the Companys
shared services organization, particularly those which deviate from previously
reviewed or standard terms and conditions;
    
    Management will strengthen its review of the documentation supporting the
accounting for transactions and the related disclosures; and
    
    External experts will be utilized, when deemed necessary, to assist in
evaluating transactions as well as preparing and reviewing the appropriate supporting
documentation.
 Preparation, review and monitoring controls over account reconciliations and analyses did not
operate effectively to ensure significant account balances were accurate and supported with
appropriate underlying calculations and documentations in a timely manner.
   69




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##### Table of Contents




    
    A detailed review of significant account reconciliations and analyses will
be performed by the Corporate Controller and/or the European Finance Staff rather
than at an operating location or within the Companys shared services organization;
and
    
    External experts will be utilized, when deemed necessary, to assist in
reviewing account reconciliations and analyses.
 Process controls over cash disbursements and receipts implemented in the U.S. Accounting Shared
Service Center following our filing for protection under chapter 11 of the U.S. bankruptcy code did
not operate effectively to ensure proper accounting for such transactions in a timely manner.
   Internal Control  Integrated Framework,
 Changes in internal control over financial reporting
   
 Item 9B. Other Information
  70




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##### Table of Contents



Item 15. Exhibits and Financial Statement Schedules.
 (a) Documents
Filed as Part of this Report on Form 10-K/A
  
    
    Report of Independent Registered Public Accounting Firm
    
    Consolidated Balance Sheets as of December 31, 2006 and 2005
    
    Consolidated Statements of Operations for the Years Ended December
31, 2006, 2005 and 2004
    
    Consolidated Statements of Stockholders Investment (deficit) for the
Years Ended December 31, 2006, 2005 and 2004
    
    Consolidated Statements of Cash Flows for the Years Ended December
31, 2006, 2005 and 2004
    
    Notes to Consolidated Financial Statements
  
    
    Financial Statement Schedule IIValuation and Qualifying Accounts
  71




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC.
 EXHIBIT INDEX TO ANNUAL REPORT
ON FORM 10-K
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2006
 PageNumber inSequentialNumberingof all Form10-KandExhibitExhibit
    
    
    
    Pages3.1
    
    Restated Certificate of Incorporation of Dura Automotive Systems, Inc., incorporated
by reference to Exhibit 3.1 of the Registration Statement on Form S-4 (Registration
No. 333-81213) (the S-4).
    
    *3.2
    
    Amended and Restated By-laws of Dura Automotive Systems, Inc., incorporated by
reference to exhibit 3.2 of the Registration Statement on Form S-1 (Registration No.
333-06601) (the S-1).
    
    *4.1
    
    Registration Agreement, dated as of August 31, 1994, among Dura, Alkin and the MC
Stockholders (as defined therein), incorporated by reference to Exhibit 4.3 of the
S-1.
    
    *4.2
    
    Form of certificate representing Class A common stock of Dura, incorporated by
reference to Exhibit 4.6 of the S-1
    
    *4.3
    
    Indenture, dated April 22, 1999, between Dura Operating Corp., Dura Automotive.
Systems, Inc., the Subsidiary Guarantors and U.S. Bank Trust National Association, as
trustee, relating to the 9% senior subordinated notes denominated in U.S. dollars,
incorporated by reference to Exhibit 4.7 of the S-4.
    
    *4.4
    
    Indenture, dated April 22, 1999, between Dura Operating Corp., Dura Automotive
Systems, Inc., the Subsidiary Guarantors and U.S. Bank Trust National Association, as
trustee, relating to the 9% senior subordinated notes denominated in Euros,
incorporated by reference to Exhibit 4.8 of the S-4.
    
    *4.5
    
    Certificate of Trust of Dura Automotive Systems Capital Trust, incorporated by
reference to Exhibit 4.8 of the Registrants Form S-3, Registration No. 333-47273
filed under the Securities Act of 1933 (the Form S-3).
    
    *4.6
    
    Form of Amended and Restated Trust Agreement of Dura Automotive Systems Capital Trust
among Dura Automotive Systems, Inc., as Sponsor, The First National Bank of Chicago,
as Property Trustee, First Chicago Delaware, Inc., as Delaware Trustee and the
Administrative Trustees named therein, incorporated by reference to Exhibit 4.9 of
the Form S-3.
    
    *4.7
    
    Form of Junior Convertible Subordinated Indenture between Dura Automotive Systems,
Inc. and The First National Bank of Chicago, as Indenture Trustee, incorporated by
reference to Exhibit 4.10 of the Form S-3.
    
    *4.8
    
    Form of Preferred Security, incorporated by reference to Exhibit 4.11 of the Form S-3.
    
    *4.9
    
    Form of Debenture, incorporated by reference to Exhibit 4.12 of the Form S-3.
    
    *4.10
    
    Form of Guarantee Agreement between Dura Automotive Systems, Inc., as Guarantor, and
The First National Bank of Chicago, as Guarantee Trustee with respect to the
Preferred Securities of Dura Automotive Systems Capital Trust, incorporated by
reference to Exhibit 4.13 of the Form S-3.
    
    *4.11
    
    Indenture, dated June 22, 2001, between Dura Operating Corp., Dura Automotive
Systems, Inc., the Subsidiary Guarantors and U.S. Bank Trust National Association, as
trustee, relating to the Series C and Series D, 9% senior subordinated notes
denominated in U.S. Dollars, incorporated by reference to Exhibit 4.7 of the S-4.
    
    *
 72




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##### Table of Contents



PageNumber inSequentialNumberingof all Form10-KandExhibitExhibit
    
    
    
    Pages4.12
    
    Supplemental Indenture, dated July 29, 1999, between Dura Operating Corp., Dura
Automotive Systems, Inc., the subsidiary guarantors and U.S. Bank Trust National
Association, as trustee, relating to the 9% senior subordinated notes denominated in
U.S. dollars, incorporated by reference to Exhibit 4.1 of the Companys Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 1999.
    
    *4.13
    
    Supplemental Indenture, dated July 29, 1999, between Dura Operating Corp., Dura
Automotive Systems, Inc., the subsidiary guarantors and U.S. Bank Trust National
Association, as trustee, relating to the 9% senior subordinated notes denominated in
Euros, incorporated by reference to Exhibit 4.2 of the Companys Quarterly Report on
Form 10-Q for the quarterly period ended June 30, 1999.
    
    *4.14
    
    Second Supplemental Indenture, dated June 1, 2001 between Dura Operating Corp., Dura
Automotive Systems, Inc., the guaranteeing subsidiary named therein, the original
guarantors named therein and U.S. Bank Trust National Association, as trustee,
relating to the 9% senior subordinated notes, incorporated by reference to Exhibit
4.3 of the Registration Statement on Form S-4 (Registration No. 333-65470).
    
    *4.15
    
    Supplemental Indenture, dated as of February 21, 2002, by and among Dura G.P., Dura
Operating Corp., Dura Automotive Systems, Inc., Dura Automotive Systems Cable
Operations, Inc., Universal Tool & Stamping Company Inc., Adwest Electronics, Inc.,
Dura Automotive Systems of Indiana, Inc., Atwood Automotive Inc., and Mark I Molded
Plastics of Tennessee, Inc., Atwood Mobile Products, Inc., and U.S. Bank Trust
National Association, as trustee under the indentures relating to the 9% senior
subordinated notes, incorporated by reference to Exhibit 10.4 of the Companys
Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2002.
    
    *4.16
    
    Indenture, dated April 18, 2002, between Dura Operating Corp., Dura Automotive
Systems, Inc., the subsidiary guarantors named therein and BNY Midwest Trust Company,
as trustee, relating to the 8 5/8% senior notes due 2012, incorporated by reference
to Exhibit 4.6 of the Registration Statement on Form S-4 (Registration No.
333-88800).
    
    *4.17
    
    Supplemental Indenture, dated as of October 22, 2003, among Creation Group Holdings,
Inc., Creation Group, Inc., Dura G.P., Dura Operating Corp., Dura Automotive Systems,
Inc., Dura Automotive Systems Cable Operations, Inc., Universal Tool & Stamping
Company, Inc., Adwest Electronics, Inc., Dura Automotive Systems of Indiana, Inc.,
Atwood Automotive Inc., and Mark I Molded Plastics of Tennessee, Inc., Atwood Mobile
Products, Inc., and BNY Midwest Trust Company, as trustee, relating to the 8 5/8%
senior notes due 2012. Incorporated by reference to Exhibit 4.21 to Form 10-K for the
year ended December 31, 2003.
    
    *4.18
    
    Supplemental Indenture, dated as of October 22, 2003 among Creation Group Holdings,
Inc., Creation Group, Inc., Dura G.P., Dura Operating Corp., Dura Automotive Systems,
Inc., Dura Automotive Systems Cable Operations, Inc., Universal Tool & Stamping
Company, Inc., Adwest Electronics, Inc., Dura Automotive Systems of Indiana, Inc.,
Atwood Automotive Inc., and Mark I Molded Plastics of Tennessee, Inc., Atwood Mobile
Products, Inc., and U.S. Bank Trust National Association, as trustee, relating to the
9% senior subordinated notes. Incorporated by reference to Exhibit 4.22 to Form 10-K
for the year ended December 31, 2003.
    
    *10.1**
    
    1996 Key Employee Stock Option Plan, incorporated by reference to Exhibit 10.27 of
the S-1.
    
    *10.2**
    
    Independent Director Stock Option Plan, incorporated by reference to Exhibit 10.28 of
the S-1.
    
    *10.3**
    
    Employee Stock Discount Purchase Plan, as amended, incorporated by reference to
Exhibit B to the 2003 Proxy Statement filed with the SEC on April 29, 2003.
    
    *10.4**
    
    Stock Option Agreement, dated as of August 31, 1994, between Dura Automotive Systems,
Inc., and Alkin, incorporated by reference to Exhibit 10.4 of S-1.
    
    *10.5**
    
    Dura Automotive Systems, Inc. 2003 Supplemental Executive Retirement Plan,
incorporated by reference to Exhibit 10.6 to Form 10-K for the year ended December
31, 2003, filed with the SEC on March 11, 2004.
    
    *10.6**
    
    Consulting Agreement, dated as of April 1, 2003, between Dura Automotive Systems,
Inc. and
    
    *
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##### Table of Contents



PageNumber inSequentialNumberingof all Form10-KandExhibitExhibit
    
    
    
    PagesKarl F. Storrie, incorporated by reference to Exhibit 10.7 to Form 10-K for
the year ended December 31, 2003, filed with the SEC on March 11, 2004.10.7**
    
    Employment Letter, dated December 23, 2002, relating to the offer of employment for
Mr. Larry Denton, incorporated by reference to Exhibit 10.8 to Form 10-K for the year
ended December 31, 2003, filed with the SEC on March 11, 2004.
    
    *10.8**
    
    Employment Agreement, dated February 16, 2006, between Dura Automotive Systems, Inc.
and Jr. Jurgen von Heyden, incorporated by reference to Exhibit 10.1, 10.2 and 10.3
to Form 8-K filed with the SEC on February 23, 2006.
    
    *10.9**
    
    Termination of Employment Agreement by and between Dura Holding Germany GmbH
represented by Dura Operating Corporation and Heyden/Mr. Jurgen von Heyden.
    
    #10.10**
    
    1998 Stock Incentive Plan, as amended, incorporated by reference to Exhibit 10.1 of
the Companys 2000 Form 10-Q for the quarterly period ended June 30, 2004 filed with
the SEC on August 6, 2004.
    
    *10.11**
    
    Deferred Income Leadership Stock Purchase Plan, incorporated by reference to Appendix
A of the 2000 Proxy Statement filed with the SEC on May 25, 2000.
    
    *10.12**
    
    Director Deferred Stock Purchase Plan, incorporated by reference to Appendix B of the
2000 Proxy Statement filed with the SEC on May 25, 2000.
    
    *10.13
    
    Fifth Amended and Restated Credit Agreement, Dated May 3, 2005, among Dura Automotive
Systems, Inc., as Parent Guarantor, The Subsidiary Guarantors Party thereto, as Loan
Guarantors, Dura Operating Corp., and Dura Automotive Systems (Canada), Ltd., as
borrowers; and Bank of America, N.A., J.P. Morgan Chase Bank, N.A., and J.P. Morgan
Securities Inc., as lenders, incorporated by reference to Exhibit 10.1 to Form 10-Q
for the quarterly period ended July 3, 2005, filed with the SEC on August 29, 2005.
    
    *10.14
    
    $150,000,000 Credit Agreement dated May 3, 2005 among Dura Automotive Systems, Inc.,
as Parent Guarantor, Dura Operating Corp., as Borrower, The Subsidiary Guarantors
from time to time parties thereto; and Wilmington Trust Company, Bank of America
Securities, LLC, J.P. Morgan Chase Bank, N.A., as lenders, incorporated by reference
to Exhibit 10.2 to Form 10-Q for the quarterly period ended July 3, 2005, filed with
the SEC on August 29, 2005.
    
    *10.15
    
    Intercreditor agreement dated May 3, 2005, incorporated by reference to Exhibit 10.3
to Form 10-Q for the quarterly period ended July 3, 2005, filed with the SEC on
August 29, 2005.
    
    *10.16
    
    1998 Stock Incentive Plan, as amended May 25, 2000 and as further amended May 19,
2004, incorporated by reference to Exhibit 10.1 of the Companys Quarterly Report on
From 10-Q for the quarterly period ended June 30, 2004, filed with the SEC on August
6, 2004.
    
    *10.17
    
    Form of Change of Control Agreement dated as of June 16, 2004, incorporated by
reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 2004, filed with the SEC on August 6, 2004.
    
    *10.18**
    
    Deferred Compensation Plan Change of Control Agreement dated as of June 16, 2004,
incorporated by reference to Exhibit 10.3 to the Companys Quarterly Report on Form
10-Q for the quarterly period ended June 30, 2004, filed with the SEC on August 6,
2004.
    
    *10.19**
    
    Plan participants of the Dura Automotive Systems, Inc. 2003 Supplemental Executive
Retirement Plan as of March 1, 2006.
    
    #10.20**
    
    Plan participants of the Dura Automotive Systems, Inc. Change of Control Agreements.
    
    #10.21**
    
    Employment Contract between the Company and David Szczupak.
    
    #10.22**
    
    Employment Contract between the Company and David L. Harbert.
    
    #10.23**
    
    Termination of Employment Contract between the Company and Milton D. Kniss.
    
    #10.24**
    
    Tatum, LLC Interim Engagement Resource Agreement.
    
    #
 74




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##### Table of Contents



PageNumber inSequentialNumberingof all Form10-KandExhibitExhibit
    
    
    
    Pages10.25**
    
    Key Management Incentive Plan.
    
    #10.26**
    
    Performance Share Award Agreement dated May 31, 2006.
    
    #10.27
    
    $115,000,000 Senior Secured Super-priority Debtor In Possession Revolving Credit
Facilities and Guaranty Agreement, dated as of November 30, 2006
    
    #10.28
    
    Amendment No.1 and Waiver to the Debtor In Possession Revolving Credit Facilities and
Guaranty Agreement dated May 1, 2007.
    
    #10.29
    
    Amendment No.2 to the Debtor In Possession Revolving Credit and Guaranty Credit
Agreement, incorporated by reference to Exhibit 99.1 of Form 8-K, filed with the SEC
on July 6, 2007.
    
    *10.30
    
    $185,000,000 Senior Secured Super-priority Debtor In Possession Term Loan and
Guaranty Agreement, dated as of October 31, 2006
    
    #10.31
    
    Amendment to the Debtor In Possession Term Loan and Guaranty Agreement dated November
30, 2006.
    
    #10.32
    
    Amendment No.2 and Waiver to Debtor In Possession Term Loan and Guaranty Agreement
dated May 1, 2007.
    
    #10.33
    
    Amendment No.3 to Debtor In Possession Term Loan and Guaranty Agreement, incorporated
by reference to Exhibit 99.2 of Form 8-K, filed with the SEC on July 6, 2007.
    
    *12.1
    
    Statement of Computation of Ratio of Earnings (Loss) to Fixed Charges.
    
    #21.1
    
    Subsidiaries of Dura Automotive Systems, Inc.
    
    #31.1
    
    Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
    
    31.2
    
    Certification Pursuant to Rule 13a-14(a)/15d-14(a), As Adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
    
    32.1
    
    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
    
    32.2
    
    Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
    
    
 
 *
    
    Incorporated by reference.**
    
    Indicates compensatory arrangement.#
    
    Filed with the Annual Report on Form 10-K for the fiscal year ended December 31, 2006,
previously filed on July 16, 2007. 75




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##### Table of Contents



SIGNATURES
  DURA AUTOMOTIVE SYSTEMS, INC.By
    /s/ Lawrence A. DentonLawrence A. Denton,Chairman of the Board of Directors, President and
Chief Executive Officer   Signature
    
    Title
    
    Date/s/ Lawrence A. Denton
    
    Chairman of the Board of
Directors, President
    
    December 20, 2007Lawrence A. Denton
    
    and
Chief Executive Officer
(Principal Executive
Officer)/s/ Walter P. Czarnecki
    
    Director
    
    December 20, 2007Walter P. Czarnecki/s/ Jack K. Edwards
    
    Director
    
    December 20, 2007Jack K. Edwards/s/ James O. Futterknecht, Jr.
    
    Director
    
    December 20, 2007James O. Futterknecht, Jr./s/ Yousif B. Ghafari
    
    Director
    
    December 20, 2007Yousif B. Ghafari/s/ J. Richard Jones
    
    Director
    
    December 20, 2007J. Richard Jones/s/ Nick G. Preda
    
    Director
    
    December 20, 2007Nick G. Preda/s/ Ralph R. Whitney, Jr.
    
    Director
    
    December 20, 2007Ralph R. Whitney, Jr./s/ C. Timothy Trenary
    
    Vice President and Chief
Financial Officer
    
    December 20, 2007C. Timothy Trenary
    
    (Principal
Financial and
Accounting Officer)
 76