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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-K
 (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, 2007
 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
    
    26-2773380(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification Number)2791 Research Drive, Rochester Hills, Michigan
    
    48309(Address of principal executive offices)
    
    (Zip Code)
 (248) 299-7500
 None
 Securities registered pursuant to Section 12(g) of the Act:Class A Common Stock, $0.01 Par Value
(Title of Class)
 o þ
 o þ
 o þ
 o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ
  o þ
  
 DOCUMENTS INCORPORATED BY REFERENCE




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Dura Automotive Systems, Inc.
INDEX
 PART I
PageItem 1. Business
5Item 1A. Risk Factors
22Item 1B. Unresolved Staff Comments
28Item 2. Properties
28Item 3. Legal Proceedings
29Item 4. Submission of Matters to a Vote of Security Holders
29PART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
30Item 6. Selected Financial Data
30Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
31Item 7A. Quantitative and Qualitative Disclosures About Market Risk
50Item 8. Financial Statements and Supplementary Data
51Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
112Item 9A. Controls and Procedures
112Item 9B. Other Information
116PART IIIItem 10. Directors, Executive Officers and Corporate Governance
117Item 11. Executive Compensation
119Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
142Item 13. Certain Relationships and Related Transactions
142Item 14. Principal Accountant Fees and Services
143PART IVItem 15. Exhibits and Financial Statement Schedules
144Signatures
151EX-21.1EX-31.1EX-31.2EX-32.1EX-32.2
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EXPLANATORY NOTE
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PART I
 
 Item 1. Business
      Chapter 11 Proceedings
    
    
    Old Dura sold (a) its holdings of Atwood Automotive, Inc. to New Dura Holdco and (b)
substantially all of its other assets (including the stock of DOC) to New Dura Opco. In
exchange thereof, Old Dura received (a) 8,400,000 shares of common stock,
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par value $0.01 per share, of New Dura (the New Common Stock) and (b) 2,281,000 shares of
Series A Redeemable Voting Mandatorily Convertible Preferred Stock, par value $0.01 per share
(the New Series A Preferred Stock);
 
    
    New Dura issued 83,750 shares of New Series A Preferred Stock to the lenders under its new
Senior Secured Second Lien Credit Facility as consideration for providing the facility;
 
    
    Except to the extent otherwise provided in the Confirmed Plan, Old Duras notes, stock,
instruments, certificates, and other documents evidencing the Senior Notes Claims,
Subordinated Notes Claims, Convertible Subordinated Debentures Claims, Convertible Trust
Guarantees and Equity Interests (including the 18,904,222 shares of Old Duras Class A Common
Stock, par value $0.01 per share, which were outstanding as of June 1, 2007) existing
immediately prior to the Effective Date were cancelled;
 
    
    Old Dura distributed 7,324,060 shares of the New Common Stock to Senior Notes Indenture
Trustee on behalf of Senior Notes holders, (as defined in the Confirmed Plan) and 2,281,000
shares of the New Series A Preferred Stock to the holders of Allowed Second Lien Facility
Claims (as defined in the Confirmed Plan); and
 
    
    Old Dura issued approximately 146,000 shares of New Common Stock to be distributed at a
later date to holders of Allowed Class 5A Claims (as defined in the Confirmed Plan).
  The Debtors Operational Restructuring Initiatives
  Manufacturing Footprint Consolidation
   Metals Moves
  
    
    Brantford, Ontario. The Debtors relocated their shifters production to their
Fremont, Michigan and Milan, Tennessee facilities.
 
    
    Stratford, Ontario. The Debtors relocated their cable manufacturing operations to
their Matamoros, Mexico and Milan, Tennessee facilities.
 
    
    Bracebridge, Ontario. The Debtors transferred the seats manufacturing footprint
to their Gordonsville, Tennessee and Stockton, Illinois facilities.
 
    
    Brownstown, Indiana. The Debtors transferred their brakes business to their new
LCC Facility in Matamoros, Mexico.
 
    
    Hannibal, Missouri (South). The Debtors transferred their entire production
capacity to their Milan, Tennessee and Matamoros, Mexico facilities.
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
    
    Jacksonville, Florida. The Debtors transferred their brake operation to
Matamoros, Mexico and other locations. The site is expected to be closed in the fourth
quarter of 2008.
  
    
    Pamplona, Spain. The Company closed this facility in the second quarter of 2008
and relocated production to Carregado, Portugal and to its LCC facilities in Eastern Europe.
 
    
    Llanelli, United Kingdom. The Company transferred the entire production capacity
of this facility to plants in Daun, Germany; Koprivinice, Czech Republic and Timisora,
Romania.
 
    
    Barcelona, Spain. The Company transferred the entire production capacity of this
facility to Daun, Germany and LCC Facilities located in Koprivinice, Czech Republic and
Timisora, Romania, which will further decrease direct labor costs and increase plant
utilization.
 Non-Core Asset Sales
     de minimis provided that
 
    
    Brantford, Ontario. On June 5, 2007, the Debtors filed their first notice of sale
announcing that they had agreed to sell to Mareddy Corporation, their manufacturing facility
located at 205 Mary Street, Brantford, Ontario, consisting of approximately 4.26 acres in a
general industrial M2 zoned area, for the purchase price of $1.2 million (CDN). This
facility was built in approximately 1960 and includes approximately 6,000 square feet of
office area and 60,000 square foot of manufacturing area. On October 15, 2007, the Debtors
filed a second notice of sale announcing that the purchase price had been reduced to $1.1
million (CDN). The sale closed on November 26, 2007, and the Debtors received proceeds of
approximately $1.1 million (CDN) in connection with the sale, of which includes an $700,000
(CDN) promissory note.
 
    
    Selingsgrove, Pennsylvania. On September 26, 2007, the Debtors filed a notice of
sale announcing that they had agreed to sell to Icon Reality, LLC, two tracts of land
situated in the County of Snyder, Borough of Selingsgrove, Commonwealth of Pennsylvania, for
the purchase price of $665,000. The sale closed on October 16, 2007, and the Debtors
received cash proceeds of approximately $665,000 in connection with the sale.
 
    
    West Union, Iowa. On November 1, 2007, the Debtors filed a notice of sale
announcing that they had agreed to sell to Atwood Mobile Products LLC, certain equipment and
machinery located at the West Union, Iowa facility, pursuant to an amended lease agreement
between Atwood Mobile Products LLC and Dura Operating Corp., dated as of October 26, 2007,
for the purchase
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price of approximately $51,000. The sale closed on November 30, 2007, and the Debtors received
cash proceeds of approximately $51,000 in connection with the sale.
 
    
    Butler, Indiana. On November 15, 2007, the Debtors filed a notice of sale
announcing that they had agreed to sell their jack and jack tool kit business located in
Butler, Indiana, including the transfer of certain patents held by DURA Global Technologies,
Inc. (the Butler Assets), to Autoline Industries, U.S.A., LLC for the purchase
price of $900,000. The sale closed on December 3, 2007, and the Debtors received cash
proceeds of approximately $900,000 in connection with the sale. On December 4, 2007, the
Bankruptcy Court entered an order approving the sale of the Butler Assets.
 Customer Accommodations
    Canadian Proceedings
   Asset Purchase Agreement
  Registration Rights Agreement
   8




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Cancelled Indebtedness
  
    
    8.625% Senior Notes due April 15, 2012, issued by DOC pursuant to the Indenture, dated
April 18, 2002, among DOC (as issuer), certain affiliates of DOC (as guarantors), and BNY
Midwest Trust Company (as trustee). The holders of these notes received approximately 95% of
the common stock of the New Dura;
 
    
    9% Senior Subordinated Notes due May 1, 2009, issued by DOC pursuant to the Indentures,
dated April 22, 1999, April 22, 1999, and June 22, 2001, among DOC (as issuer), certain
affiliates of DOC (as guarantors), and U.S. Bank Trust National Association (as trustee), as
amended, supplemented or otherwise modified; and
 
    
    7.5% Convertible Subordinated Debentures due March 31, 2028, issued by Old Dura pursuant
to the Junior Convertible Subordinated Indenture, dated as of March 20, 1998, among Old Dura
(as issuer) and The First National Bank of Chicago (as trustee).
 Second Lien Facility
  DIP Facilities
  Exit Financing
 Senior Secured Revolving Credit Facility
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Second Lien Credit Facility
  10




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European First Lien Term Loan
 
 
   
 European Factoring Agreements
  11




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
 Changes in the Board of Directors
     Amendment of Compensatory Arrangements
     Industry Trends
  Increasing Electronic and Technological Content
  12




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Utilization of Light-Weight Materials
  Platform Derivatives
  Continuous Cost and Performance Improvement
  Safety Performance
  System and Module Sourcing
  13




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Global Expansion into Emerging Markets
  Ongoing Industry Consolidation
  Business Strategy
  Focus on Core Businesses.
 Accelerate Investments in New Product and Process Technologies.
 Maximize Low-Cost Production Capabilities.
 Company History
  14




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Name
    
    Acquisition DateAlkin Co.
    
    
    1994Pollone S.A.
    
    
    1996Rockwell Light Vehicle Systems France S.A.
    
    
    1996KPI Automotive Group
    
    
    1996VOFA Group
    
    
    1997GT Automotive Systems, Inc.
    
    
    1997Thixotech Inc.
    
    
    1997REOM Industries
    
    
    1997Universal Tool and Stamping Co., Inc.
    
    
    1998Trident Automotive PLC
    
    
    1998Hinge Business of Tower Automotive, Inc.
    
    
    1998Excel Industries, Inc. (Excel)
    
    
    1999Adwest Automotive PLC
    
    
    1999Metallifacture Limited
    
    
    1999Seat Adjusting Business of Meritor Automotive, Inc.
    
    
    1999Jack Division of Ausco Products, Inc.
    
    
    2000Bowden TSK
    
    
    2000Reiche GmbH & Co. KG Automotive Components (Reiche)
    
    
    2000Creation Group of Heywood Williams Group PLC (Creation Group)
    
    
    2003
    Date of Dura
    
    Dura ownershipJoint Venture
    
    Investment
    
    %Dura Vehicle Components Co., Ltd.
    
    
    1999
    
    
    
    90
    %Dura Ganxiang Automotive Systems (Shanghai) Co., Ltd.
    
    
    2005
    
    
    
    55
    %Duratronics GmbH
    
    
    2005
    
    
    
    50
    %
 Products
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Product Category
    
    DescriptionDriver Control Systems
    
    Adjustable and traditional pedal systems,
electronic throttle controls, parking brake
systems, cable systems, hybrid electronic and
traditional gear shift systems, instrument panel
beamsSeating Control Systems
    
    2, 4, 6 and 8-way power and manual seat
adjusters, first, second and third row
applications, complete seat structures, seat
recliner assemblies, electronic seating control
modulesGlass Systems
    
    Urethane and polyvinyl chloride (PVC) glass
encapsulated windows, integrated liftgate
modules, manual and power backlite windows, 1, 2
or 3-sided glass modules, drop-door glass, hidden
hardware glass and integrated greenhouse systemsDoor Systems and Modules
    
    Aluminum and steel body-in-white door modules,
door frames, glass run channels, guide rails,
window lift systems, space frame body components,
structural beams and cross membersEngineered Assemblies
    
    Spare tire carriers, jacks and tool kit
assemblies; hood, tailgate, and seat latch
systems; hood, tailgate, and door hinge systemsExterior Trim Systems
    
    Roof and waist moldings, side frame trim, A, B &
C-pillar cappings, body color trim and bright
trim
 Customers
    Sales and Marketing
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Years Ended December 31,Region
    
    2007
    
    2006
    
    2005Europe
    
    
    54
    %
    
    
    51
    %
    
    
    46
    %North America
    
    
    40
    %
    
    
    44
    %
    
    
    50
    %Other
    
    
    6
    %
    
    
    5
    %
    
    
    4
    %Total
    
    
    100
    %
    
    
    100
    %
    
    
    100
    %
   Years Ended December 31,Customer
    
    2007
    
    2006
    
    2005Ford
    
    
    27
    %
    
    
    26
    %
    
    
    23
    %Volkswagen
    
    
    12
    %
    
    
    11
    %
    
    
    10
    %GM
    
    
    9
    %
    
    
    11
    %
    
    
    12
    %Chrysler
    
    
    9
    %
    
    
    9
    %
    
    
    9
    %Lear
    
    
    2
    %
    
    
    7
    %
    
    
    12
    %BMW
    
    
    6
    %
    
    
    5
    %
    
    
    4
    %All others
    
    
    35
    %
    
    
    31
    %
    
    
    30
    %Total
    
    
    100
    %
    
    
    100
    %
    
    
    100
    %
 Design and Engineering Support
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Manufacturing
       18




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Quality
    Competition
     Driver Control Systems
 Automotive Cables.
 Parking Brakes.
 Transmission Shifters.
 Pedal Systems.
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Seating Control Systems
  Glass Systems
  Engineered Assemblies
 Hood Latches.
 Tire Carriers.
 Door Systems and Modules
  Exterior Trim Systems
  Distribution Methods
  Suppliers and Raw Materials
   20




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Product Warranty Matters
    Environmental Matters
    21




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Seasonality
   Employees
  
 Item 1A. Risk Factors
 Our business is subject to a number of risks and uncertainties. You should carefully read and
consider the risk factors set forth below.
 The current financial condition of the automotive industry in the United States could have a
negative impact on our ability to finance our operations.
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Our results of operations and financial condition may be adversely affected by global economic and
financial markets conditions.
  We have a substantial amount of debt outstanding under our credit facilities and our credit
agreements contain significant obligations and restrictions that could have a material adverse
effect on our business.
  Our pension and OPEB expenses are affected by factors outside our control, including the
performance of plan assets, interest rates, actuarial data and experience and changes in laws and
regulations.
  We may not accomplish the objectives of our restructuring initiatives and workforce realignments.
   
    
    Our customers, as industry practice, must approve the movement of the production of
their parts along with prequalifying (PPAP) of the production lines at the new production
facilities;
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
    
    Our customers must agree that these cost reduction actions are being made to meet our
previously agreed to price reduction commitments;
    
    The representatives of our affected employees must support the streamlining and
moving of operations in a timely manner in order that we meet the cost reduction
objectives in the planned time period; and
    
    We must execute this initiative in a reasonable time period.
  We have identified material weaknesses in our internal controls.
    We are dependent on our largest customers and on selected vehicle programs.
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Our inability to compete effectively in the highly competitive automotive supply industry could
result in the loss of customers, which could have an adverse effect on our revenues and operating
results.
   In the last three fiscal years, we have experienced declining gross margin, and we may not succeed
in returning to historical gross margin levels.
  If we are unable to obtain our raw materials at favorable prices, it could adversely impact our
financial condition.
  Our gross margin and profitability will be adversely affected by the inability to reduce costs or
increase prices.
  Cyclicality and seasonality in the automotive and specialty vehicle markets could adversely affect
our revenues and net income.
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We may incur restructuring and asset impairment charges that would reduce our earnings.
  We are subject to certain risks associated with our foreign operations that could harm our revenues
and profitability.
  
    
    difficulty of enforcing agreements and collecting receivables through certain foreign
legal systems;
    
    foreign customers may have longer payment cycles than customers in the United States;
    
    tax rates in certain foreign countries may exceed those in the United States and
foreign earnings may be subject to withholding requirements or the imposition of tariffs,
exchange controls or other restrictions;
    
    currency fluctuations and devaluations;
    
    general economic conditions, political unrest and terrorist attacks against American
interests in countries where we operate may have an adverse effect on our operations in
those countries;
    
    exposure to possible expropriation or other governmental actions;
    
    difficulties associated with managing a large organization spread throughout various
countries; and
    
    required compliance with a variety of foreign laws and regulations.
  Currency exchange rate fluctuations could have an adverse effect on our revenues and financial
results.
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Our business may be disrupted significantly by work stoppages and other labor matters.
   Our operating results may be adversely affected by environmental, health and safety requirements.
   We may be adversely affected by product liability exposure claims.
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Technological and regulatory changes may adversely affect us.
  To service our trade creditors and meet our other liquidity needs, we will require a significant
amount of cash. Our ability to generate cash depends on many factors beyond our control.
   
 Our Class A Common Stock is not listed on any securities exchange or the Nasdaq Stock Market and a
liquid trading market for our shares does not exist.
  The Series A Preferred Stock that we have issued may adversely affect the rights of the common
stockholders and holders of our Series A Preferred Stock can
exert significant control over Dura.
   
    
    declare or pay dividends on a class or series of capital stock (other than on
the Series A Preferred Stock);
    
redeem, purchase or otherwise acquire capital stock or other equity securities;
    
    issue securities having dividend rights or a liquidation preference equal or
senior to the Series A Preferred Stock;
    
    authorize, issue or reclassify any equity securities into notes or debt
securities containing equity features;
    
    merge or consolidate with an entity, or sell more than 25% of Duras assets,
if the holders would not receive a consideration equal to the liquidation
preference; and
    
    liquidate or dissolve Dura.
  
    
    become subject to an agreement or instrument that would restrict
Duras performance of its obligations under the Certificate of
Designations of the Series A Preferred Stock; or
    
    enter into or modify agreements with officers, directors, employers or
affiliates or persons or entities related thereto.
 Pacificor,
LLC and its affiliates own approximately 38% of the voting power of
Dura
  Item 1B. Unresolved Staff Comments
  
 Item 2. Properties
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Item 3. Legal Proceedings
   
 Item 4. Submission of Matters to a Vote of Security Holders
  29




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PART II
 
 Item 5. Market for Registrants Common Equity and Related Stockholder Matters
  Low
    
    High2007:First Quarter
    
    $
    0.29
    
    
    $
    0.49Second Quarter
    
    
    0.29
    
    
    
    0.57Third Quarter
    
    
    0.06
    
    
    
    0.41Fourth Quarter
    
    
    0.02
    
    
    
    0.082006:First Quarter
    
    $
    1.95
    
    
    $
    2.68Second Quarter
    
    
    1.72
    
    
    
    2.98Third Quarter
    
    
    0.26
    
    
    
    1.96Fourth Quarter
    
    
    0.22
    
    
    
    0.52
     
 Item 6. Selected Financial Data
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Years Ended December 31,2007
    
    2006
    
    2005
    
    2004
    
    2003(Dollars in thousands, except per share data)Income Statement Data(2):Sales, net
    
    $
    1,894,696
    
    
    $
    1,759,168
    
    
    $
    1,935,273
    
    
    $
    2,111,517
    
    
    $
    2,113,887Depreciation and amortization
    
    
    75,237
    
    
    
    73,606
    
    
    
    72,704
    
    
    
    75,433
    
    
    
    70,434Operating income (loss) (3)
    
    
    (328,948
    )
    
    
    (762,696
    )
    
    
    60,469
    
    
    
    79,431
    
    
    
    98,748Income (loss) from continuing operations (1)
    
    
    (444,884
    )
    
    
    (930,366
    )
    
    
    (17,073
    )
    
    
    (5,878
    )
    
    
    8,778Net income (loss)
    
    
    (472,802
    )
    
    
    (910,657
    )
    
    
    1,814
    
    
    
    11,723
    
    
    
    22,338Basic earnings per share from continuing operations
    
    
    (23.53
    )
    
    
    (49.31
    )
    
    
    (0.91
    )
    
    
    (0.32
    )
    
    
    0.48Diluted earnings per share from continuing operations
    
    
    (23.53
    )
    
    
    (49.31
    )
    
    
    (0.91
    )
    
    
    (0.31
    )
    
    
    0.47Balance Sheet Data(2):Working capital
    
    $
    82,863
    
    
    $
    182,709
    
    
    $
    183,151
    
    
    $
    261,196
    
    
    $
    244,543Long-term debt
    
    
    3,373
    
    
    
    2,596
    
    
    
    1,139,952
    
    
    
    1,213,964
    
    
    
    1,157,099Capital expenditures
    
    
    66,818
    
    
    
    83,429
    
    
    
    61,109
    
    
    
    60,403
    
    
    
    62,460Property, plant, and equipment, net
    
    
    411,884
    
    
    
    434,951
    
    
    
    415,938
    
    
    
    441,330
    
    
    
    439,344Goodwill (3)
    
    
    
    
    
    
    184,321
    
    
    
    775,781
    
    
    
    876,909
    
    
    
    928,957Total assets
    
    
    1,049,494
    
    
    
    1,454,841
    
    
    
    2,075,209
    
    
    
    2,223,291
    
    
    
    2,115,432Liabilities subject to compromise (1)
    
    
    1,306,779
    
    
    
    1,335,083
    
    
    
    
    
    
    
    
    
    
    
    Stockholders investment (deficit)
    
    
    (920,045
    )
    
    
    (503,327
    )
    
    
    339,707
    
    
    
    407,491
    
    
    
    330,587
 
 (1)
    
    As a result of the Chapter 11 Filings, the payment of prepetition indebtedness is
subject to compromise or other treatment under a plan of reorganization. In accordance with
SOP 90-7, Financial Reporting by Entities in Reorganization under the Bankruptcy Code(SOP
90-7), we are required to segregate and disclose all prepetition liabilities that are subject
to compromise. The decrease in liabilities subject to compromise as of December 31, 2007 is
primarily due to payments made on prepetition accounts payable. Refer to Note 6. Debt and
Note 2. Significant Accounting Policies, Liabilities Subject to Compromise to the consolidated
financial statements. In accordance with SOP 90-7, which requires the recognition of certain transactions
directly related to the reorganization as reorganization expense in the statement of
operations, we recorded reorganization expense of $57.6 million and $25.3 million in 2007 and
2006, respectively. We also incurred $10.5 million of prepetition professional fees in 2006, directly related to our reorganization. In addition, during the fourth quarter of 2005, we retired, through open
market purchases, our Senior Subordinated Notes, resulting in a gain from early extinguishment
of debt of $14.8 million.(2)
    
    Certain prior year amounts have been reclassified to reflect the sale of the Atwood
Mobile Products segment in 2007 that is required to be reported as a discontinued operation
under SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets(SFAS
144), as described in Note 3 to the consolidated financial statements.(3)
    
    Facility consolidation, goodwill and asset impairment, and other charges totaled $258.1
million and $684.2 million for the years ended December 31, 2007 and 2006, respectively, and
totaled $10.9 million, $12.3 million and $9.2
million for the years ended December 31, 2005, 2004 and 2003
respectively. The $258.1 million charge in 2007 consisted primarily of goodwill impairment of
$184.5 million, asset impairments of $36.0 million, severance and benefit related costs of $27.6
million and facility closure and other exit activity costs of $10.0 million. The $684.2 million
charge in 2006 consisted primarily of goodwill impairment of $636.9 million, asset impairments of
$20.1 million, severance and benefit related costs of $23.1 million and facility costs and other
exit activity costs of $4.1 million. Refer to Note 2. Significant Accounting Policies, Goodwill
and Other Assets to the consolidated financial statements. 
 Item 7. Managements Discussion and Analysis of Results of Operations and Financial Condition
 This Report, as well as other statements made by the Company may contain forward-looking
statements within the safe harbor provisions of the Private Securities Litigation Reform Act of
1995, that reflect, when made, the Companys current views with respect to current events and
financial performance. Such forward-looking statements are and will be, as the case may be, subject
to many risks, uncertainties and factors relating to the Companys operations and business
environment, which may cause the actual results of the Company to be materially different from any
future results, express or implied, by such forward-looking statements. Factors that could cause
actual results to differ materially from these forward-looking statements include, but are not
limited to, the following: (i) the ability of the Company to successfully implement all
post-emergence aspects of the Plan as confirmed; (ii) the ability of the
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Company to manage liquidity needs and operate subject to the terms of its financing
facilities; (iii) the potential adverse impact of the Chapter 11 cases on the Companys liquidity
or results of operations; (iv) the ability of the Company to maintain contracts that are critical
to its operations; (v) the ability of the Company to execute its business plans and strategy, and
to do so in a timely fashion; (vi) financial results that may be volatile and may not reflect
historical trends; (vii) the ability of the Company to attract, motivate and/or retain key
executives and associates; (viii) the Companys ability to obtain and maintain normal terms with
vendors and service providers; (ix) the Companys ability to avoid or continue to operate during a
strike, or partial work stoppage or slow down by any of its unionized employees or unionized
employees of any of its significant customers; (x) general economic or business conditions
affecting the automotive industry either nationally or regionally, being less favorable than
expected; (xi) increased competition in the automotive components supply market; (xii) continued
production cuts and capacity reductions by domestic North American vehicle manufacturers; (xiii)
product liability, warranty and recall claims and efforts by customers to alter terms and
conditions concerning warranty and recall participation; and (xiv) strengthening of the U.S. dollar
and other foreign currency exchange rate fluctuations. Other risk factors have been listed from
time to time in the Companys Securities and Exchange Commission reports, including but not limited
to the Annual Report on Form 10-K for the year ended December 31, 2007, and will be listed from
time to time in the Companys Securities and Exchange Commission reports.
 Ultimately, results may differ materially from those in forward-looking statements as a result
of various factors including, but not limited to those items listed under Part I. Item 1A. Risk
Factors.
 This discussion should be read in conjunction with our Consolidated Financial Statements and
the Notes to Consolidated Financial Statements included elsewhere in this report.
 Overview
       32




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##### Table of Contents



Bankruptcy Filing
  Recently Issued Accounting Pronouncements
  Significant Accounting Policies and Critical Accounting Estimates
   
    
    It requires us to make assumptions about matters that were uncertain at the time we were
making the estimate, and
    
    Changes in the estimate or different estimates that we could have selected would have had a
material impact on our financial condition or results of operations.
 Revenue Recognition and Sales Commitments:
   Accrued Liabilities and Other Long-Term Liabilities
 Warranty Obligations
 33




---



##### Table of Contents



Environmental Remediation Liabilities
 Pension and Other Postretirement Benefits
  Valuation of Long-lived Assets, and Expected Useful Lives
  Deferred Tax Assets
  Liabilities Subject to Compromise
   34




---



##### Table of Contents



Results of Operations
  Years Ended December 31,%
    
    
    
    
    
    
    %
    
    
    
    
    
    
    %(In thousands of dollars)
    
    2007
    
    
    of Revenues
    
    
    2006
    
    
    of Revenues
    
    
    2005
    
    
    of RevenuesRevenues
    
    $
    1,894,696
    
    
    
    100
    %
    
    $
    1,759,168
    
    
    
    100
    %
    
    $
    1,935,273
    
    
    
    100
    %Cost of sales
    
    
    1,827,786
    
    
    
    96
    %
    
    
    1,696,546
    
    
    
    96
    %
    
    
    1,719,195
    
    
    
    89
    %Gross profit
    
    
    66,910
    
    
    
    4
    %
    
    
    62,622
    
    
    
    4
    %
    
    
    216,078
    
    
    
    11
    %Selling, general and administrative expenses
    
    
    137,606
    
    
    
    7
    %
    
    
    130,477
    
    
    
    7
    %
    
    
    144,480
    
    
    
    7
    %Prepetition professional fees
    
    
    
    
    
    
    0
    %
    
    
    10,455
    
    
    
    1
    %
    
    
    
    
    
    
    0
    %Facility consolidation, goodwill and asset
impairment, and other charges
    
    
    258,100
    
    
    
    14
    %
    
    
    684,164
    
    
    
    39
    %
    
    
    10,877
    
    
    
    1
    %Amortization expense
    
    
    152
    
    
    
    0
    %
    
    
    222
    
    
    
    0
    %
    
    
    252
    
    
    
    0
    %Operating income (loss)
    
    
    (328,948
    )
    
    
    -17
    %
    
    
    (762,696
    )
    
    
    -43
    %
    
    
    60,469
    
    
    
    3
    %Interest expense, net of interest income
    
    
    49,040
    
    
    
    3
    %
    
    
    101,692
    
    
    
    6
    %
    
    
    99,980
    
    
    
    5
    %Gain on
early extinguishment of debt, net
    
    
    
    
    
    
    0
    %
    
    
    
    
    
    
    0
    %
    
    
    (14,805
    )
    
    
    -1
    %Loss from continuing operations before
reorganization items, income taxes and
minority interest
    
    
    (377,988
    )
    
    
    -20
    %
    
    
    (864,388
    )
    
    
    -49
    %
    
    
    (24,706
    )
    
    
    -1
    %Reorganization items
    
    
    57,643
    
    
    
    3
    %
    
    
    25,315
    
    
    
    1
    %
    
    
    
    
    
    
    0
    %Provision (benefit) for income taxes
    
    
    8,826
    
    
    
    0
    %
    
    
    40,231
    
    
    
    2
    %
    
    
    (7,810
    )
    
    
    0
    %Minority
interest in non-wholly owned subsidiaries
    
    
    427
    
    
    
    0
    %
    
    
    432
    
    
    
    0
    %
    
    
    177
    
    
    
    0
    %Loss from continuing operations
    
    
    (444,884
    )
    
    
    -23
    %
    
    
    (930,366
    )
    
    
    -53
    %
    
    
    (17,073
    )
    
    
    -1
    %Income (loss) from discontinued operations, net
    
    
    (27,918
    )
    
    
    -1
    %
    
    
    18,689
    
    
    
    1
    %
    
    
    18,887
    
    
    
    1
    %Cumulative
effect of change in accounting principle
    
    
    
    
    
    
    0
    %
    
    
    1,020
    
    
    
    0
    %
    
    
    
    
    
    
    0
    %Net income (loss)
    
    $
    (472,802
    )
    
    
    -25
    %
    
    $
    (910,657
    )
    
    
    -52
    %
    
    $
    1,814
    
    
    
    0
    %
 Geographical revenues and operating income (loss) analysis:
 Revenues
    
    
    Operating Income (Loss)Years Ended December 31(In thousands of dollars)
    
    2007
    
    
    2006
    
    
    2005
    
    
    2007
    
    
    2006
    
    
    2005North America
    
    $
    757,434
    
    
    $
    765,180
    
    
    $
    975,908
    
    
    $
    (295,052
    )
    
    $
    (275,671
    )
    
    $
    32,003Europe
    
    
    1,030,877
    
    
    
    905,658
    
    
    
    888,074
    
    
    
    (37,412
    )
    
    
    (459,921
    )
    
    
    27,725Other foreign countries
    
    
    106,385
    
    
    
    88,330
    
    
    
    71,291
    
    
    
    3,516
    
    
    
    (27,104
    )
    
    
    741Total
    
    $
    1,894,696
    
    
    $
    1,759,168
    
    
    $
    1,935,273
    
    
    $
    (328,948
    )
    
    $
    (762,696
    )
    
    $
    60,469
 Results of Operations  For the year ended December 31, 2007 versus December 31, 2006
 Revenues.
 Cost of Sales.
 35




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##### Table of Contents



Selling, General, and Administrative (SG&A).
 Facility Consolidation, Goodwill and Asset Impairment, and Other Charges. Employers Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and for
Termination Benefits Employers Accounting for Post Employment Benefits Goodwill and Other Intangible Assets Accounting for the Impairment or Disposal of Long-Lived Assets Accounting for Costs Associated with Exit or Disposal Activities
  Interest Expense  Financial Reporting by Entities in
Reorganization under the Bankruptcy Code
 Reorganization Expense.
 Loss from Discontinued Operations.
 36




---



##### Table of Contents



Income Taxes.
  Geographical Results of Operations
      Results of Operations  For the year ended December 31, 2006 versus December 31, 2005
 Revenue.
 37




---



##### Table of Contents



Cost of Sales.
    Selling, General, and Administrative (SG&A).
   Facility Consolidation, Goodwill and Asset Impairment, and Other Charges. Employers Accounting for Settlements and Curtailments of Defined Benefit Pension
Plans and for Termination Benefits Employers Accounting for Post
Employment Benefits Goodwill and Other Intangible Assets Accounting for the Impairment or Disposal of Long-Lived Assets Accounting for Costs Associated with Exit or Disposal Activities
 38




---



##### Table of Contents



Interest Expense 
  
    
    We did not recognize approximately $15.0 million of contractual interest expense on
liabilities subject to comprise after our filing for bankruptcy on October 30, 2006;
    
    The loss on the termination of interest rate swaps amounted to $12.2 million resulting from
our entering bankruptcy has been recognized in reorganization items. We had outstanding
interest rate swaps in the notional amount of $400.0 million that effectively converts the
interest on our Senior Notes to a variable rate prior to filing for bankruptcy protection. As
a result of filing for chapter 11 under the Bankruptcy Code on October 30, 2006, these
interest rate swaps were terminated. Accordingly in November 2006, we were requested to, and
did settle these outstanding interest rate swap contracts with a liability of $12.2 million.
This termination resulted in the unwinding of the hedge and resulted in a charge to income in
November 2006 for this amount; and
    
    We ceased amortization of a deferred gain on termination of an interest rate swap from 2005
as a result of the filing for Bankruptcy (in 2006, we recognized a $1.4 million reduction to
interest expense for this gain, compared with $1.1 million in 2005).
 Gain on Early Extinguishment of Debt.
 Reorganization Expense.
 For the period fromOctober 30, 2006 toDecember 31, 2006Professional 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
  Gain from Discontinued Operations.
 39




---



##### Table of Contents



Income Taxes.
    Geographical Results of Operations
     40




---



##### Table of Contents



Quarterly Results of Operations and Seasonality
  Effects of Inflation
  Liquidity and Capital Resources
    December 312007
    
    
    2006Subject to
    
    
    
    
    
    
    Subject toCompromise
    
    
    Debt
    
    
    Compromise
    
    
    DebtDebtorsInPossession (DIP) Credit AgreementsSecond lien term loan
    
    $
    
    
    
    $
    104,414
    
    
    $
    
    
    
    $
    165,000Revolving credit facility
    
    
    
    
    
    
    33,069
    
    
    
    
    
    
    
    Prepetition Credit Agreement:Second lien term loan
    
    
    225,000
    
    
    
    
    
    
    
    225,000
    
    
    
    Senior unsecured notes
    
    
    400,000
    
    
    
    
    
    
    
    400,000
    
    
    
    Senior subordinated notes
    
    
    533,858
    
    
    
    
    
    
    
    532,872
    
    
    
    Convertible trust preferred securities
    
    
    55,250
    
    
    
    
    
    
    
    55,250
    
    
    
    Deferred gain on interest rate swap, net
    
    
    8,976
    
    
    
    
    
    
    
    8,976
    
    
    
    Debt issue costs, net
    
    
    (15,527
    )
    
    
    
    
    
    
    (15,527
    )
    
    
    Accounts receivable factoring
    
    
    
    
    
    
    7,586
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    5,262
    
    
    
    
    
    
    
    7,2751,207,557
    
    
    
    150,331
    
    
    
    1,206,571
    
    
    
    172,275Less  Current maturities
    
    
    
    
    
    
    146,958
    
    
    
    
    
    
    
    169,679$
    1,207,557
    
    
    $
    3,373
    
    
    $
    1,206,571
    
    
    $
    2,596
   41




---



##### Table of Contents



Debtors-In-Possession (DIP) Financing
        42




---



##### Table of Contents



e.g.,
    43




---



##### Table of Contents



Exit Financing
 Senior Secured Revolving Credit Facility
      44




---



##### Table of Contents



Second Lien Credit Facility
       45




---



##### Table of Contents



European First Lien Term Loan
 
 
   
 European Factoring Agreements
 
 Debt in Default
      46




---



##### Table of Contents



Cancelled Indebtedness
  
    
    8.625% Senior Unsecured Notes of $400 million are due April 15, 2012, issued by DOC
pursuant to the Indenture, dated April 18, 2002, among DOC (as issuer), certain affiliates of
DOC (as guarantors), and BNY Midwest Trust Company (as trustee). The holders of these notes
received approximately 95% of the common stock of the New Dura;
    
    9% Senior Subordinated Notes of $533.8 million are due May 1, 2009, issued by DOC pursuant
to the Indentures, dated April 22, 1999, April 22, 1999, and June 22, 2001, among DOC (as
issuer), certain affiliates of DOC (as guarantors), and U.S. Bank Trust National Association
(as trustee), as amended, supplemented or otherwise modified;
 47




---



##### Table of Contents




    
    7.5% Convertible Subordinated Debentures of $55 million are due March 31, 2028, issued by
Old Dura pursuant to the Junior Convertible Subordinated Indenture, dated as of March 20,
1998, among Old Dura (as issuer) and The First National Bank of Chicago (as trustee).
 Second Lien Facility
   Cash Flows
       48




---



##### Table of Contents



Off Balance Sheet Arrangements
   Contractual Obligations
  Payments due by periodLess than
    
    
    Two-three
    
    
    Four-five
    
    
    More thanTotal
    
    
    one year
    
    
    years
    
    
    years
    
    
    five yearsDIP Credit Agreement (d)
    
    $
    137,483
    
    
    $
    137,483
    
    
    $
    
    
    
    $
    
    
    
    $
    Second Lien Term Loan (b)
    
    
    225,000
    
    
    
    225,000
    
    
    
    
    
    
    
    
    
    
    
    Senior unsecured notes (b)
    
    
    400,000
    
    
    
    400,000
    
    
    
    
    
    
    
    
    
    
    
    Senior subordinated notes (b)
    
    
    533,858
    
    
    
    533,858
    
    
    
    
    
    
    
    
    
    
    
    Convertible trust preferred (b)
    
    
    55,250
    
    
    
    55,250
    
    
    
    
    
    
    
    
    
    
    
    Capital lease obligations
    
    
    2,767
    
    
    
    423
    
    
    
    542
    
    
    
    510
    
    
    
    1,292Accounts receivable factoring
    
    
    7,586
    
    
    
    7,586
    
    
    
    
    
    
    
    
    
    
    
    Other debts
    
    
    2,495
    
    
    
    1,465
    
    
    
    1,030
    
    
    
    
    
    
    
    Interest expense (a)
    
    
    48,000
    
    
    
    48,000
    
    
    
    
    
    
    
    
    
    
    
    Employee termination benefit (c)
    
    
    21,857
    
    
    
    21,857
    
    
    
    
    
    
    
    
    
    
    
    Operating leases
    
    
    89,472
    
    
    
    17,692
    
    
    
    24,572
    
    
    
    17,360
    
    
    
    29,848$
    1,523,768
    
    
    $
    1,448,614
    
    
    $
    26,144
    
    
    $
    17,870
    
    
    $
    31,140
 
 (a)
    
    Interest expense obligations were calculated holding interest rates constant as of December
31, 2007. No interest expense is included for items subject to compromise, except for the
Second Lien Term Loan. We have received Bankruptcy Court approval to pay this interest.
Interest expense subject to compromise represents unrecorded interest expense for debts
subject to compromise based on SOP 90-7 guidance. Interest expense is based upon the
contractual maturity of the debt and is, therefore, reported under the less than one year
column in the table above.(b)
    
    These liabilities are subject to compromise under the Bankruptcy Code. The actual cash
settlements may vary from these amounts when our reorganization plan is finalized and approved
by all applicable parties. The total amount is reported under the less than 49




---



##### Table of Contents



one year column in the table above due to the fact that the Company is in default with all of
its prepetition debt, as a result of filing for chapter 11.(c)
    
    The accrual for employee termination benefit is included as part of the restructuring and
facility closure accrual. See Note 4. Facility Consolidation, Goodwill and Asset Impairment,
and Other Charges to the consolidated financial statements.(d)
    
    On the Effective Date, the outstanding balance of the DIP Credit Agreements of $137 million
was paid in full with proceeds received from new exit financing. The balance of the new exit
financing facilities as of the Effective Date was $230 million.(e)
    
    As of December 31, 2007, our recorded liability for pension and postretirement benefits totaled $65.8 million. We
expect to contribute $9.9 million to our pension plans and $2.2 million to our postretirement medical benefit plans in 2008.
We are unable to provide contribution information beyond 2008.  
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk
  Foreign Currency Exchange Rate Risk
    Interest Rate Risk
  Risk from Adverse Movements in Commodity Prices
  50




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##### Table of Contents



Item 8. Financial Statements and Supplementary Data
 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PageReport of Independent Registered Public Accounting Firm
    
    52Consolidated Balance Sheets as of December 31, 2007 and 2006
    
    53Consolidated Statements of Operations for the years ended December 31, 2007, 2006 and 2005
    
    54Consolidated Statements of Stockholders Investment (Deficit) for the years ended December 31, 2007, 2006 and 2005
    
    55Consolidated Statements of Cash Flows for the years ended December 31, 2007, 2006 and 2005
    
    56Notes to Consolidated Financial Statements
    
    57
 51




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##### Table of Contents



Item 8. Financial Statements and Supplementary Data
 
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
   .
   Financial Reporting by Entities in Reorganization Under the Bankruptcy Code
 Accounting for Uncertainty in Income TaxesAn Interpretation of FASB Statement 109
 Detroit, Michigan
 52




---



##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 (DEBTOR-IN-POSSESSION)
 CONSOLIDATED BALANCE SHEETS
 (Amounts in thousands, except share and per share amounts)
 December 31,
    
    
    December 31,2007
    
    
    2006ASSETSCurrent Assets:Cash and cash equivalents
    
    $
    93,570
    
    
    $
    90,446Accounts receivable, net of allowance of $6,795 in 2007 and $6,203 in 2006
    
    
    276,022
    
    
    
    293,835Inventories
    
    
    133,373
    
    
    
    117,858Deferred income taxes
    
    
    11,086
    
    
    
    6,642Other current assets
    
    
    97,932
    
    
    
    122,675Current assets of discontinued operations
    
    
    
    
    
    
    50,592Total current assets
    
    
    611,983
    
    
    
    682,048Property, plant and equipment, net
    
    
    411,884
    
    
    
    434,951Goodwill
    
    
    
    
    
    
    184,321Deferred income taxes
    
    
    16,067
    
    
    
    22,038Other assets, net of accumulated amortization of $335 in 2007 and $317 in 2006
    
    
    9,560
    
    
    
    18,487Noncurrent assets of discontinued operations
    
    
    
    
    
    
    112,996$
    1,049,494
    
    
    $
    1,454,841LIABILITIES AND STOCKHOLDERS DEFICITCurrent Liabilities:Debtors-in-possession financing
    
    $
    137,483
    
    
    $
    165,000Current maturities of long-term debt
    
    
    9,475
    
    
    
    4,679Accounts payable
    
    
    174,899
    
    
    
    161,558Accrued liabilities
    
    
    202,708
    
    
    
    156,823Accrued pension and postretirement benefits
    
    
    2,481
    
    
    
    1,437Deferred income taxes
    
    
    2,074
    
    
    
    2,768Current liabilities of discontinued operations
    
    
    
    
    
    
    7,074Total current liabilities
    
    
    529,120
    
    
    
    499,339Long-term Liabilities:Long-term debt, net of current maturities
    
    
    3,373
    
    
    
    2,596Pension and postretirement benefits
    
    
    63,303
    
    
    
    68,044Other noncurrent liabilities
    
    
    46,722
    
    
    
    39,218Deferred income taxes
    
    
    13,958
    
    
    
    5,176Noncurrent liabilities of discontinued operations
    
    
    
    
    
    
    3,253Total long-term liabilities
    
    
    127,356
    
    
    
    118,287Liabilities subject to compromise
    
    
    1,306,779
    
    
    
    1,335,083Total Liabilities
    
    
    1,963,255
    
    
    
    1,952,709Commitments and Contingencies (Notes 6, 7, 10 and 11)Minority interests
    
    
    6,284
    
    
    
    5,459Stockholders 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
issued and outstanding
    
    
    189
    
    
    
    189Common stock, Class B; par value $.01; 10,000,000 shares authorized; none issued or
outstanding
    
    
    
    
    
    
    Additional paid-in capital
    
    
    351,878
    
    
    
    351,878Treasury stock at cost
    
    
    (1,743
    )
    
    
    (1,743
    )Accumulated deficit
    
    
    (1,472,639
    )
    
    
    (1,002,185
    )Accumulated other comprehensive income
    
    
    202,270
    
    
    
    148,534Total stockholders deficit
    
    
    (920,045
    )
    
    
    (503,327
    )$
    1,049,494
    
    
    $
    1,454,841
  53




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##### Table of Contents



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 31,2007
    
    
    2006
    
    
    2005Revenues
    
    $
    1,894,696
    
    
    $
    1,759,168
    
    
    $
    1,935,273Cost of sales
    
    
    1,827,786
    
    
    
    1,696,546
    
    
    
    1,719,195Gross profit
    
    
    66,910
    
    
    
    62,622
    
    
    
    216,078Selling, general and administrative expenses
    
    
    137,606
    
    
    
    130,477
    
    
    
    144,480Prepetition professional fees
    
    
    
    
    
    
    10,455
    
    
    
    Facility consolidation, goodwill and asset impairment, and other charges
    
    
    258,100
    
    
    
    684,164
    
    
    
    10,877Amortization expense
    
    
    152
    
    
    
    222
    
    
    
    252Operating income (loss)
    
    
    (328,948
    )
    
    
    (762,696
    )
    
    
    60,469Interest expense, net of interest income of $1,823 in 2007, $2,815 in 2006 and
$2,987 in 2005 (contractual interest expense was $139.8 million in 2007 and $119.5
million in 2006)
    
    
    49,040
    
    
    
    101,692
    
    
    
    99,980Gain on early extinguishment of debt, net
    
    
    
    
    
    
    
    
    
    
    (14,805
    )Loss from continuing operations before reorganization items, income taxes and
minority interest
    
    
    (377,988
    )
    
    
    (864,388
    )
    
    
    (24,706
    )Reorganization items
    
    
    57,643
    
    
    
    25,315
    
    
    
    Loss from continuing operations before income taxes and minority interest
    
    
    (435,631
    )
    
    
    (889,703
    )
    
    
    (24,706
    )Provision (benefit) for income taxes
    
    
    8,826
    
    
    
    40,231
    
    
    
    (7,810
    )Minority interest in non-wholly owned subsidiaries
    
    
    427
    
    
    
    432
    
    
    
    177Loss from continuing operations
    
    
    (444,884
    )
    
    
    (930,366
    )
    
    
    (17,073
    )Income (loss) from discontinued operations, including gain (loss) on disposals, net
    
    
    (27,918
    )
    
    
    18,689
    
    
    
    18,887Income (loss) before change in accounting principle
    
    
    (472,802
    )
    
    
    (911,677
    )
    
    
    1,814Cumulative effect of change in accounting principle, net of tax of $712 in 2006
    
    
    
    
    
    
    1,020
    
    
    
    Net income (loss)
    
    $
    (472,802
    )
    
    $
    (910,657
    )
    
    $
    1,814Basic and diluted earnings (loss) per share:Loss from continuing operations
    
    $
    (23.53
    )
    
    $
    (49.31
    )
    
    $
    (0.91
    )Income (loss) from discontinued operations
    
    
    (1.48
    )
    
    
    0.99
    
    
    
    1.01Cumulative effect of change in accounting principle
    
    
    
    
    
    
    0.05
    
    
    
    Net income (loss)
    
    $
    (25.01
    )
    
    $
    (48.27
    )
    
    $
    0.10
  54




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED STATEMENTS OF STOCKHOLDERS INVESTMENT (DEFICIT)
 Accumulated
    
    TotalCommon Stock
    
    Additional
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    StockholdersClass A
    
    Paidin
    
    Treasury Stock
    
    Accumulated
    
    Comprehensive
    
    InvestmentShares
    
    Amount
    
    Capital
    
    Shares
    
    Amount
    
    Deficit
    
    Income (Loss)
    
    (Deficit)(in thousands, except per share amounts)Balance, 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
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    75,561Pension and postretirement benefit
plans adjustments, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,128
    )Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (838,224
    )SFAS 158 adjustment, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (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
    )Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (472,802
    )
    
    
    Other comprehensive income (loss):Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    45,367Pension and postretirement benefit
plans adjustments, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,369Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (419,066
    )FIN 48 cumulative effect adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,348
    
    
    
    
    
    
    
    2,348Balance, December 31, 2007
    
    
    18,904,222
    
    
    $
    189
    
    
    $
    351,878
    
    
    
    164,362
    
    
    $
    (1,743
    )
    
    $
    (1,472,639
    )
    
    $
    202,270
    
    
    $
    (920,045
    )
  55




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
(DEBTOR-IN-POSSESSION)
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the Years Ended December 312007
    
    
    2006
    
    
    2005(in thousands)OPERATING ACTIVITIES:Net income (loss)
    
    $
    (472,802
    )
    
    $
    (910,657
    )
    
    $
    1,814Less: Net income (loss) from discontinued operations
    
    
    (27,918
    )
    
    
    18,689
    
    
    
    18,887Less: Cumulative effect of change in accounting principle, net of tax
    
    
    
    
    
    
    1,020
    
    
    
    Loss from continuing operations
    
    
    (444,884
    )
    
    
    (930,366
    )
    
    
    (17,073
    )Adjustments required to reconcile loss from continuing operations to
net cash used in operating activities:Depreciation and amortization
    
    
    75,237
    
    
    
    73,606
    
    
    
    72,704Asset impairments
    
    
    33,921
    
    
    
    10,838
    
    
    
    3,024Goodwill impairment
    
    
    184,497
    
    
    
    636,927
    
    
    
    Facility consolidation charges
    
    
    39,682
    
    
    
    36,399
    
    
    
    7,853Amortization of deferred financing fees
    
    
    8,627
    
    
    
    4,122
    
    
    
    3,889(Gain) loss on sale of property, plant and equipment
    
    
    320
    
    
    
    (2,377
    )
    
    
    (487
    )Bad debt expense (credit)
    
    
    1,238
    
    
    
    (450
    )
    
    
    1,176Reorganization items
    
    
    57,643
    
    
    
    25,315
    
    
    
    Payments on reorganization items
    
    
    (49,863
    )
    
    
    
    
    
    
    Deferred income tax (benefit) expense
    
    
    (5,436
    )
    
    
    42,629
    
    
    
    (27,209
    )Settlement of environmental matters
    
    
    
    
    
    
    
    
    
    
    (9,960
    )Gain on early extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    (14,805
    )Change in other operating items:Accounts receivable
    
    
    34,087
    
    
    
    (21,039
    )
    
    
    (24,081
    )Inventories
    
    
    (11,326
    )
    
    
    (19,773
    )
    
    
    11,510Other current assets
    
    
    24,846
    
    
    
    (10,982
    )
    
    
    (20,948
    )Accounts payable and accrued liabilities
    
    
    (38,159
    )
    
    
    (28,594
    )
    
    
    (17,135
    )Other assets, liabilities and noncash items
    
    
    17,226
    
    
    
    817
    
    
    
    7,877Net cash used in continuing operating activities
    
    
    (72,344
    )
    
    
    (182,928
    )
    
    
    (23,665
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    (66,818
    )
    
    
    (83,429
    )
    
    
    (61,109
    )Proceeds from the sale of assets and other
    
    
    7,834
    
    
    
    6,370
    
    
    
    2,490Net cash used in continuing investing activities
    
    
    (58,984
    )
    
    
    (77,059
    )
    
    
    (58,619
    )FINANCING ACTIVITIES:DIP Term Loan borrowings
    
    
    
    
    
    
    165,000
    
    
    
    DIP Term Loan payments
    
    
    (60,586
    )
    
    
    
    
    
    
    DIP Revolver borrowings, net
    
    
    33,069
    
    
    
    
    
    
    
    Proceeds under factoring arrangements
    
    
    7,586
    
    
    
    
    
    
    
    Net borrowings under prepetition debt
    
    
    
    
    
    
    68,861
    
    
    
    Net borrowings under revolving credit facilities
    
    
    
    
    
    
    
    
    
    
    17,500Long-term borrowings
    
    
    1,825
    
    
    
    
    
    
    
    153,285Repayments of long-term borrowings
    
    
    (4,560
    )
    
    
    
    
    
    
    (179,459
    )Payment on termination of interest rate swap
    
    
    
    
    
    
    (12,185
    )
    
    
    Deferred gain on termination of interest rate swap
    
    
    
    
    
    
    
    
    
    
    11,374Proceeds from sales of equity securities
    
    
    
    
    
    
    257
    
    
    
    673Debt issue costs
    
    
    (3,466
    )
    
    
    (10,522
    )
    
    
    (7,613
    )Other, net
    
    
    
    
    
    
    (98
    )
    
    
    (86
    )Net cash provided by (used in) continuing financing activities
    
    
    (26,132
    )
    
    
    211,313
    
    
    
    (4,326
    )EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
    
    
    6,301
    
    
    
    16,331
    
    
    
    (7,942
    )NET CASH FLOWS FROM CONTINUING OPERATIONS
    
    
    (151,159
    )
    
    
    (32,343
    )
    
    
    (94,552
    )CASH FLOWS FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    805
    
    
    
    6,215
    
    
    
    34,124Investing activities, including proceeds from sale of business
    
    
    153,478
    
    
    
    14,685
    
    
    
    (29,251
    )NET CASH FLOWS FROM DISCONTINUED OPERATIONS
    
    
    154,283
    
    
    
    20,900
    
    
    
    4,873CASH AND CASH EQUIVALENTS:Beginning of year
    
    
    90,446
    
    
    
    101,889
    
    
    
    191,568End of year
    
    $
    93,570
    
    
    $
    90,446
    
    
    $
    101,889SUPPLEMENTAL DISCLOSURE:Cash paid for interest
    
    $
    37,917
    
    
    $
    70,360
    
    
    $
    95,293Cash paid for income taxes
    
    $
    6,842
    
    
    $
    13,336
    
    
    $
    10,496Capitalized interest expense
    
    $
    
    
    
    $
    101
    
    
    $
    453
  56




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##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 (DEBTOR-IN-POSSESSION)
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 December 31, 2007, 2006 and 2005
 1. Organization and Basis of Presentation:
 Dura Company we our us
    Chapter 11 Bankruptcy Filing
  Financial
Reporting by Entities in Reorganization under the Bankruptcy Code
 57




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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 and Cash Equivalents:
  Inventories:
   December 31,2007
    
    
    2006Raw materials
    
    $
    68,307
    
    
    $
    59,784Work-in-process
    
    
    33,076
    
    
    
    28,923Finished goods
    
    
    31,990
    
    
    
    29,151$
    133,373
    
    
    $
    117,858
 Other Current Assets:
  December 31,2007
    
    
    2006Excess of cost over billings on uncompleted tooling projects
    
    $
    42,371
    
    
    $
    58,107Income and other tax receivables
    
    
    30,065
    
    
    
    29,394Debt issue costs, net of amortization of $9,288 in 2007 and $661 in 2006
    
    
    2,705
    
    
    
    7,897Assets held for sale
    
    
    2,014
    
    
    
    Prepaid expenses and other
    
    
    20,777
    
    
    
    27,277$
    97,932
    
    
    $
    122,675
  58




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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 31,2007
    
    
    2006Land and buildings
    
    $
    198,502
    
    
    $
    200,574Machinery and equipment
    
    
    666,671
    
    
    
    716,455Construction in progress
    
    
    43,532
    
    
    
    42,060Less  Accumulated depreciation and amortization
    
    
    (496,821
    )
    
    
    (524,138
    )$
    411,884
    
    
    $
    434,951
   Goodwill and Other Assets:
  Goodwill and Other Intangible Assets
 59




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##### Table of Contents



December 31,2007
    
    
    2006Beginning balance(1)
    
    $
    184,321
     
   

   $
    775,781Currency translation adjustment
    
    
    176
    
    
    
    45,467Impairment
    
    
    (184,497
    )
    
    
    (636,927
    )Ending balance
    
    $
    
    
    
    $
    184,321
 
 (1)
    
    This amount has been corrected for a presentation
typographical error. This correction reduced Body & Glass
goodwill by $2,676 from the amount previously reported.  December 31,2007
    
    
    2006Rabbi trust and cash surrender value
    
    
    917
    
    
    
    9,294Other intangible assets
    
    
    1,613
    
    
    
    4,723Notes receivable, net of reserves
    
    
    2,219
    
    
    
    92Other assets
    
    
    4,811
    
    
    
    4,378$
    9,560
    
    
    $
    18,487
   60




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##### Table of Contents



Accrued Liabilities:
  December 31,2007
    
    
    2006Compensation and benefits
    
    $
    78,043
    
    
    $
    72,800Income and other taxes
    
    
    16,319
    
    
    
    23,137Professional fees directly related to reorganization
    
    
    35,215
    
    
    
    13,219Restructuring and facility closure
    
    
    23,623
    
    
    
    15,729Interest
    
    
    5,063
    
    
    
    2,174Warranty reserve
    
    
    6,018
    
    
    
    1,457Atwood purchase price adjustment reserve
    
    
    6,735
    
    
    
    Other
    
    
    31,692
    
    
    
    28,307$
    202,708
    
    
    $
    156,823
  Other Noncurrent Liabilities:
  December 31,2007
    
    
    2006Restructuring and facility closure
    
    $
    19,269
    
    
    $
    17,897Warranty and environmental
    
    
    1,603
    
    
    
    7,198Other
    
    
    25,850
    
    
    
    14,123$
    46,722
    
    
    $
    39,218
 Liabilities Subject to Compromise:
    61




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##### Table of Contents



December 31,2007
    
    
    2006Debt
    
    $
    1,207,557
    
    
    $
    1,206,571Accrued interest
    
    
    44,221
    
    
    
    44,026Accounts payable
    
    
    28,631
    
    
    
    64,616Pension benefit plans
    
    
    19,870
    
    
    
    19,870Other benefits
    
    
    927
    
    
    
    Accrued income taxes
    
    
    5,573
    
    
    
    $
    1,306,779
    
    
    $
    1,335,083
 Contractual Interest Expense
  Reorganization Items:
  For the period fromFor the year ended
    
    
    October 30, 2006 toDecember 31, 2007
    
    
    December 31, 2006Professional and other fees directly related to reorganization, excluding prepetition fees
    
    $
    57,643
    
    
    $
    11,041Loss on termination of interest rate swap
    
    
    
    
    
    
    12,185Prepetition debt issue costs write-off
    
    
    
    
    
    
    2,089$
    57,643
    
    
    $
    25,315
  Prepetition Professional Fees:
  Revenue Recognition and Sales Commitments:
  62




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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 Costs Associated with Exit or Disposal Activities Recognition of
Liabilities in Connection with a Purchase Business Combination
 Income Taxes:
 Accounting for
Income Taxes
 Accounting for Uncertainty in Income Taxes An Interpretation of FASB Statement 109
 Comprehensive Income (Loss):
 Reporting Comprehensive
Income
 63




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##### Table of Contents



December 31,2007
    
    
    2006
    
    
    2005Foreign currency translation adjustment
    
    $
    229,617
    
    
    $
    184,250
    
    
    $
    108,688Pension and postretirement benefit
plans adjustments, net of tax of
$15,891 in 2007, $15,267 in 2006, and
$17,032 in 2005, respectively
    
    
    (27,347
    )
    
    
    (35,716
    )
    
    
    (27,687
    )$
    202,270
    
    
    $
    148,534
    
    
    $
    81,001
 Fair Value of Financial Instruments:
   Common Stock:
  Share-based Payment
  Use of Estimates:
  Foreign Currency Translation:
  Warranty and Environmental:
  64




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##### Table of Contents



December 31,2007
    
    
    2006Beginning balance
    
    $
    1,957
    
    
    $
    6,475Reductions for payments made and settlements
    
    
    (6,155
    )
    
    
    (10,469
    )Additional reserves recorded
    
    
    10,871
    
    
    
    6,072Changes in preexisting reserves
    
    
    (155
    )
    
    
    (121
    )Ending balance
    
    $
    6,518
    
    
    $
    1,957
 65




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##### Table of Contents



December 31,2007
    
    
    2006Beginning balance
    
    $
    6,698
    
    
    $
    6,626Reductions for payments made
    
    
    (159
    )
    
    
    (54
    )Changes in preexisting reserves
    
    
    (5,436
    )
    
    
    126Ending balance
    
    $
    1,103
    
    
    $
    6,698
 Deferred Compensation Arrangements
 Accounting for Deferred Compensation Arrangements Where Amounts Are Held in a
Rabbi Trust and Invested
 Change in Accounting Principle
 Accounting for Early Retirement or Postemployment Programs with
Specific Features (such as Terms Specified in Altersteilzeit Early Retirement Arrangements)
 New and Proposed Accounting Pronouncements:
 Accounting for Uncertainty in Income Taxes An Interpretation of FASB Statement 109
 Definition of
Settlement in FASB Interpretation No. 48
 Fair Value Measurements
 66




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##### Table of Contents



Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans  an Amendment of FASB Statements No. 87, 88, 106, and
132(R).
 The Fair Value Option for Financial Assets and
Financial Liabilities  Including an Amendment of SFAS No. 115
 Business Combinations
 Noncontrolling Interests in Consolidated
Financial Statements  An Amendment of Accounting Research Bulletin No. 51
 Disclosures about Derivative Instruments and
Hedging Activities  an Amendment of FASB Statement 133 Accounting for Derivative Instruments and Hedging Activities
 An Amendment of AICPA Statement
of Position 90-7 Financial Reporting by Entities in Reorganization under the Bankruptcy Code
 67




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##### Table of Contents



3. Discontinued Operations:
    2007
    
    
    2006
    
    
    2005Revenue
    
    $
    198,338
    
    
    $
    338,755
    
    
    $
    363,227Gross profit
    
    
    11,344
    
    
    
    27,131
    
    
    
    34,720Operating income
    
    
    3,718
    
    
    
    15,411
    
    
    
    23,377Income before income taxes
    
    
    3,632
    
    
    
    15,320
    
    
    
    23,276Income taxes
    
    
    1,557
    
    
    
    6,289
    
    
    
    8,232Loss on sale of operation, net of income taxes of $13,980
    
    
    (29,993
    )
    
    
    
    
    
    
    Net income (loss)
    
    
    (27,918
    )
    
    
    9,031
    
    
    
    15,044
 b
 Current assets of discontinued operations:Accounts receivable
    
    $
    18,146Inventories
    
    
    31,508Other current assets
    
    
    938$
    50,592Noncurrent assets of discontinued operations:Property, plant and equipment, net
    
    $
    30,523Goodwill
    
    
    73,992Other noncurrent assets
    
    
    8,481$
    112,996Current liabilities of discontinued operations:Accounts payable
    
    $
    3,273Accrued expenses
    
    
    3,801$
    7,074Noncurrent liabilities of discontinued operations:Deferred taxes
    
    $
    2,956Other noncurrent liabilities
    
    
    297$
    3,253
  68




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##### Table of Contents



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
    2007
    
    
    2006Beginning balance
    
    $
    20,106
    
    
    $
    16,771Reductions for payments made
    
    
    (338
    )
    
    
    (1,246
    )Changes in pre-existing reserves
    
    
    (375
    )
    
    
    906Accretion
    
    
    1,261
    
    
    
    1,239Foreign exchange impact
    
    
    381
    
    
    
    2,436$
    21,035
    
    
    $
    20,106
  4. Facility Consolidation, Goodwill and Asset Impairment, and Other Charges:
   69




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##### Table of Contents




    
    The Company authorized the closure of our Pamplona, Spain operation in late 2007. We incurred severance related charges of $9.4 million during 2007. Production
will be transferred to other Dura facilities. As of December 31, 2007, this facility has a
severance accrual of $9.4 million.
    
    In June 2007, we notified our employees at our Barcelona, Spain and Jacksonville, Florida
operations that we intend to close these facilities. Production will be transferred to other
Dura facilities. We incurred severance related charges of $0.8 million for our Barcelona,
Spain facility related to workforce reductions during 2006. As of December 31, 2007, our
Barcelona and Jacksonville operations had remaining severance accruals of $4.7 and $0.5
million, respectively.
    
    In April 2007, we announced the closures of the manufacturing facilities located in
Brownstown, Indiana; Hannibal South, Missouri; and Selingsgrove, Pennsylvania. These facilities
were closed during the third and fourth quarters of 2007. We incurred severance related charges of $0.7 million and asset impairment charges of $0.8 million for these facilities during 2007. The production at these facilities
was moved to other production facilities. As of December 31, 2007, these facilities had a
remaining combined severance accrual of $0.4 million.
    
    In April 2007, we announced our intention to sell our jack business and our hinge and latch
business. The proposed divestitures will include the sale of the facilities in Butler, Indiana
and Mancelona, Michigan. During the second quarter of 2008, we announced the closure of our
Mancelona, Michigan facility. We recognized asset impairment charges of $2 million related to
our Butler facility in the second quarter ended July 1, 2007. The Butler facility sale was
completed in December 2007, with sale proceeds of approximately $1 million.
    
    In August 2006, we notified our Stratford, Ontario, Canada plant employees that the facility
will be closed during 2007. The production was transferred to other Dura facilities to
improve overall capacity utilization. A severance charge of $5.1 million was recorded in 2006,
along with a pension curtailment charge of $1.1 million. As of December 31, 2007, Stratford
had a remaining severance and benefit accrual of $0.4 million. The plant was closed in
September 2007.
    
    In July 2006, we notified our LaGrange, Indiana plant employees that we intended to close the
facility. Production was transferred to other Dura facilities in 2007. Negotiations were
completed in the third quarter of 2006 with the respective union, and a charge of $3.5 million
for severance and benefits was recorded in 2006, along with a $0.5 million pension
curtailment. As of December 31, 2007, LaGrange had a remaining severance and benefit accrual
of $0.05 million. 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 were other restructuring charges. The facility was closed in December 2006. Other
facility closure accruals of $0.4 million remain at Llanelli, UK as of December 31, 2007.
    
    In May 2006, we announced that we would close our Brantford, Ontario, Canada manufacturing
facility. Brantfords production was transferred to other Dura facilities to improve overall
capacity utilization. Severance related charges of $1.9 million were recorded in 2006. As of
December 31, 2007, Brantford had a remaining severance and benefit accrual of $0.1 million.
The plant was closed in June 2007.
    
    In 2006, we incurred asset impairment charges of $6.1 million and other restructuring charges
related to the movement of production for certain products of $0.7 million at our Lawrenceburg
facility. As of December 31, 2007, Lawrenceburg had no remaining severance and benefit
accrual.
    
    During the fourth quarter of 2005, we began the streamlining of our Bracebridge, Ontario,
Canada plant with an anticipated completion 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, $2.3 million relating to the announced closure of the facility, and $0.9 million
of pension curtailment charges. In 2007, we had $4.6 million of the severance accrual
remaining related to these 2005 and 2006 events. During the first quarter of 2007, we
announced a plan to close this facility. The plant was closed in December 2007 and production
was transferred to other Dura locations. As a result of the announced plant closure, we
incurred severance costs of $4.6 million, asset impairments of $1.6 million and $2.6 million
of pension curtailment charges in
 70




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##### Table of Contents



2007. As of December 31, 2007, Bracebridge had $4.6 million of severance accrual remaining
related to the 2007 restructuring event.
    
    We announced during the third quarter of 2005 a plan to streamline our Einbeck, Germany
manufacturing operation. This action resulted in a severance cost of $0.3 million in 2005 and
$1.5 million in 2006, as well as an additional $0.1 million of other restructuring costs
associated with 2006 production moves, as we continued to streamline the operations at this
facility. As of December 31, 2007, Einbeck had no remaining severance and benefit accrual.
    
    During the second quarter of 2005, in order to improve capacity utilization, we announced a
plan to restructure our 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. Severance related costs of $3.2 million were recorded in 2005 and $0.7
million in 2006. This action was 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 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 and $0.2 million in 2005.
    
    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.
    
    Other severance and benefit accruals totaling $1.3 million remain at December 31, 2007 for
the following locations: Rotenburg, Germany; Lage, Germany; La Talaudiere, France; and
Fremont, Michigan.
   FacilityEmployee
    
    
    Goodwill and
    
    
    Closure,Termination
    
    
    Asset
    
    
    Curtailments andBenefits
    
    
    Impairment
    
    
    Other Costs(1)
    
    
    TotalBalance at December 31, 2005
    
    $
    3,952
    
    
    
    
    
    
    
    521
    
    
    $
    4,473Charges
    
    
    23,134
    
    
    
    656,950
    
    
    
    4,080
    
    
    
    684,164Cash utilization
    
    
    (13,173
    )
    
    
    
    
    
    
    (2,473
    )
    
    
    (15,646
    )Noncash/ foreign exchange impact/ other
    
    
    (318
    )
    
    
    (656,950
    )
    
    
    (2,128
    )
    
    
    (659,396
    )Balance at December 31, 2006
    
    $
    13,595
    
    
    
    
    
    
    
    
    
    
    $
    13,595Charges
    
    
    27,606
    
    
    
    220,458
    
    
    
    10,036
    
    
    
    258,100Cash utilization
    
    
    (21,022
    )
    
    
    
    
    
    
    (6,374
    )
    
    
    (27,396
    )Noncash/ foreign exchange impact/ other
    
    
    1,264
    
    
    
    (220,458
    )
    
    
    (3,248
    )
    
    
    (222,442
    )Balance at December 31, 2007
    
    $
    21,443
    
    
    
    
    
    
    
    414
    
    
    $
    21,857
 
 (1)
    
    These amounts include a pension curtailment charge of $2.6 million for the
Bracebridge, Ontario plant in 2007 and $2.2 million in 2006 for the Bracebridge, Ontario;
Stratford, Ontario; and LaGrange, Indiana operations.  71




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##### Table of Contents



5. Stockholders Deficit:
 Earnings Per Share:
  Years Ended December 31,2007
    
    
    2006
    
    
    2005Net income (loss) applicable to common stockholders
    
    $
    (472,802
    )
    
    $
    (910,657
    )
    
    $
    1,814Weighted average number of Class A common shares outstanding
    
    
    18,904
    
    
    
    18,867
    
    
    
    18,709Weighted average number of Class B common shares outstanding
    
    
    
    
    
    
    
    
    
    
    18,904
    
    
    
    18,867
    
    
    
    18,709Dilutive effect of outstanding stock options after
application of the treasury stock method
    
    
    
    
    
    
    
    
    
    
    152Diluted shares outstanding
    
    
    18,904
    
    
    
    18,867
    
    
    
    18,861Basic earnings (loss) per share:Loss from continuing operations
    
    $
    (23.53
    )
    
    $
    (49.31
    )
    
    $
    (0.91
    )Income (loss) from discontinued operations
    
    
    (1.48
    )
    
    
    0.99
    
    
    
    1.01Cumulative effect of change in accounting principle
    
    
    
    
    
    
    0.05
    
    
    
    Net income (loss)
    
    $
    (25.01
    )
    
    $
    (48.27
    )
    
    $
    0.10Diluted earnings (loss) per share:Loss from continuing operations
    
    $
    (23.53
    )
    
    $
    (49.31
    )
    
    $
    (0.91
    )Income (loss) from discontinued operations
    
    
    (1.48
    )
    
    
    0.99
    
    
    
    1.01Cumulative effect of change in accounting principle
    
    
    
    
    
    
    0.05
    
    
    
    Net income (loss)
    
    $
    (25.01
    )
    
    $
    (48.27
    )
    
    $
    0.10
    The 1998 Stock Incentive Plan:
  72




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##### Table of Contents



WeightedShares
    
    
    
    
    
    
    Average
    
    
    ExercisableUnder
    
    
    Exercise
    
    
    Exercise
    
    
    At End ofOption
    
    
    Price
    
    
    Price
    
    
    YearOutstanding, December 31, 2006
    
    
    5,289,020
    
    
    
    $3.7038.63
    
    
    $
    10.21
    
    
    
    5,289,020Granted
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Forfeited
    
    
    
    
    
    
    
    
    
    
    Outstanding, December 31, 2007
    
    
    5,289,020
    
    
    $
    3.7038.63
    
    
    $
    10.21
    
    
    
    5,289,020
  Options Outstanding
    
    Options ExercisableWeighted-Range of
    
    Number
    
    Average
    
    Weighted-
    
    Number
    
    Weighted-Exercisable
    
    Outstanding
    
    Remaining
    
    Average
    
    Exercisable
    
    AverageOptions
    
    at 12/31/07
    
    Contractual Life
    
    Exercise Price
    
    at 12/31/07
    
    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:
  Deferred Income Leadership Stock Purchase Plan:
  73




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##### Table of Contents



Director Deferred Stock Purchase Plan:
  Cancellation of Equity Plans
  Stock-Based Compensation Plans:
 Share-Based Payment Accounting for Stock Based Compensation
  2005Net income, as reported
    
    $
    1,814Add: 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
    )Net loss
    
    $
    (8,338
    )Basic loss per share:As Reported
    
    
    0.10Pro Forma
    
    
    (0.45
    )Diluted loss per share:As Reported
    
    
    0.10Pro Forma
    
    
    (0.45
    )
 74




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##### Table of Contents



Earnings Per Share
    Dividends:
  6. Debt:
  75




---



##### Table of Contents



December 312007
    
    
    2006Subject to
    
    
    
    
    
    
    Subject toCompromise
    
    
    Debt
    
    
    Compromise
    
    
    DebtDebtorsInPossession (DIP) Credit AgreementsSecond lien term loan
    
    $
    
    
    
    $
    104,414
    
    
    $
    
    
    
    $
    165,000Revolving credit facility
    
    
    
    
    
    
    33,069
    
    
    
    
    
    
    
    Prepetition Credit Agreement:Second lien term loan
    
    
    225,000
    
    
    
    
    
    
    
    225,000
    
    
    
    Senior unsecured notes
    
    
    400,000
    
    
    
    
    
    
    
    400,000
    
    
    
    Senior subordinated notes
    
    
    533,858
    
    
    
    
    
    
    
    532,872
    
    
    
    Convertible trust preferred securities
    
    
    55,250
    
    
    
    
    
    
    
    55,250
    
    
    
    Deferred gain on interest rate swap, net
    
    
    8,976
    
    
    
    
    
    
    
    8,976
    
    
    
    Debt issue costs, net
    
    
    (15,527
    )
    
    
    
    
    
    
    (15,527
    )
    
    
    Accounts receivable factoring
    
    
    
    
    
    
    7,586
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    5,262
    
    
    
    
    
    
    
    7,2751,207,557
    
    
    
    150,331
    
    
    
    1,206,571
    
    
    
    172,275Less  Current maturities
    
    
    
    
    
    
    146,958
    
    
    
    
    
    
    
    169,679$
    1,207,557
    
    
    $
    3,373
    
    
    $
    1,206,571
    
    
    $
    2,596
   Debtors-In-Possession (DIP) Financing
   76




---



##### Table of Contents



77




---



##### Table of Contents



e.g.,
       Year
    
    Amount2008
    
    $
    146,9582009
    
    
    1,1922010
    
    
    3802011
    
    
    2592012
    
    
    251Thereafter
    
    
    1,291$
    150,331
 78




---



##### Table of Contents



Exit Financing
 Senior Secured Revolving Credit Facility
        79




---



##### Table of Contents



Second Lien Credit Facility
       European First Lien Term Loan
 
  80




---



##### Table of Contents




   
 European Factoring Agreements
 
 Debt in Default
        81




---



##### Table of Contents



Cancelled Indebtedness
  
    
    8.625% Senior Unsecured Notes of $400 million are due April 15, 2012, issued by DOC
pursuant to the Indenture, dated April 18, 2002, among DOC (as issuer), certain affiliates of
DOC (as guarantors), and BNY Midwest Trust Company (as trustee). The holders of these notes
received approximately 95% of the common stock of the New Dura;
 
    
    9% Senior Subordinated Notes of $533.8 million are due May 1, 2009, issued by DOC pursuant
to the Indentures, dated April 22, 1999, April 22, 1999, and June 22, 2001, among DOC (as
issuer), certain affiliates of DOC (as guarantors), and U.S. Bank Trust National Association
(as trustee), as amended, supplemented or otherwise modified;
 
    
    7.5% Convertible Subordinated Debentures of $55 million are due March 31, 2028, issued by
Old Dura pursuant to the Junior Convertible Subordinated Indenture, dated as of March 20,
1998, among Old Dura (as issuer) and The First National Bank of Chicago (as trustee).
 Second Lien Facility
  82




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##### Table of Contents



7. Income Taxes:
  2007
    
    
    2006
    
    
    2005United States
    
    $
    (373,095
    )
    
    $
    (292,437
    )
    
    $
    (50,692
    )Foreign
    
    
    (62,536
    )
    
    
    (597,266
    )
    
    
    25,986$
    (435,631
    )
    
    $
    (889,703
    )
    
    $
    (24,706
    )
  Years Ended December 31,2007
    
    
    2006
    
    
    2005Current-United States
    
    $
    2,011
    
    
    $
    1,824
    
    
    $
    3,088Foreign
    
    
    12,251
    
    
    
    (4,222
    )
    
    
    16,31114,262
    
    
    
    (2,398
    )
    
    
    19,399Deferred-United States
    
    
    (18,454
    )
    
    
    56,258
    
    
    
    (25,526
    )Foreign
    
    
    13,018
    
    
    
    (13,629
    )
    
    
    (1,683
    )(5,436
    )
    
    
    42,629
    
    
    
    (27,209
    )$
    8,826
    
    
    $
    40,231
    
    
    $
    (7,810
    )
  Years Ended December 31,2007
    
    
    2006
    
    
    2005Federal provision at statutory rates
    
    $
    (152,471
    )
    
    $
    (311,396
    )
    
    $
    (8,647
    )Valuation allowance
    
    
    64,099
    
    
    
    193,975
    
    
    
    650Goodwill impairment
    
    
    64,441
    
    
    
    146,281
    
    
    
    Capital losses not benefited/(utilized)
    
    
    602
    
    
    
    (148
    )
    
    
    (816
    )State taxes, net of federal income tax benefit
    
    
    208
    
    
    
    493
    
    
    
    (618
    )Extraterritorial income exclusion benefit
    
    
    0
    
    
    
    (92
    )
    
    
    (641
    )Foreign provision more than U.S. tax rate
    
    
    5,712
    
    
    
    11,254
    
    
    
    6,168Research and development credits
    
    
    191
    
    
    
    641
    
    
    
    (1,208
    )Tax Credits/Holidays
    
    
    (1,294
    )
    
    
    (22
    )
    
    
    335Change in tax contingency reserve
    
    
    8,392
    
    
    
    (1,320
    )
    
    
    (4,324
    )Other
    
    
    18,946
    
    
    
    565
    
    
    
    1,291$
    8,826
    
    
    $
    40,231
    
    
    $
    (7,810
    )
 83




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##### Table of Contents



December 31,2007
    
    
    2006Depreciation and property basis differences
    
    $
    28,348
    
    
    $
    22,271Net operating loss carryforwards
    
    
    232,775
    
    
    
    175,047Postretirement benefit obligations
    
    
    16,709
    
    
    
    23,945Accrued interest
    
    
    13,393
    
    
    
    17,660Accrued compensation costs
    
    
    17,656
    
    
    
    14,628Research and development and other credit carryforwards
    
    
    10,862
    
    
    
    9,689Facility closure and consolidation costs
    
    
    5,407
    
    
    
    2,122Inventory valuation adjustments
    
    
    6,550
    
    
    
    6,464Warranty and environmental costs
    
    
    7,769
    
    
    
    3,904Capital loss carryforward
    
    
    2,267
    
    
    
    4,241Loss contracts
    
    
    421
    
    
    
    1,117Bad debt allowance
    
    
    1,131
    
    
    
    1,511Other
    
    
    (5,679
    )
    
    
    14,051Valuation allowance
    
    
    (326,488
    )
    
    
    (275,914
    )$
    11,121
    
    
    $
    20,736
     84




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##### Table of Contents



U.S.
    
    
    Foreign2008-2009
    
    $
    
    
    
    $
    2.02010-2014
    
    
    
    
    
    
    29.02015-2019
    
    
    10.4
    
    
    
    32.12020
    
    
    9.0
    
    
    
    2.22021
    
    
    7.0
    
    
    
    2022
    
    
    
    
    
    
    6.22023
    
    
    41.1
    
    
    
    2024
    
    
    25.6
    
    
    
    2025
    
    
    46.5
    
    
    
    2026
    
    
    177.0
    
    
    
    2027
    
    
    85.6
    
    
    
    16.3No expiration
    
    
    
    
    
    
    224.8$
    402.2
    
    
    $
    312.6
   Years
    
    Amount2015-2019
    
    $
    1.02020-2024
    
    
    8.1$
    9.1
  FIN No. 48
    Balance at January 1, 2007
    
    $
    50,606Increase/(decrease)  tax positions in prior periods
    
    
    3,217Increase/(decrease)  tax positions in current period
    
    
    6,920Settlements
    
    
    (799
    )Lapse of statute of limitations
    
    
    (99
    )Translation adjustment
    
    
    1,589Balance December 31, 2007
    
    $
    61,434
    85




---



##### Table of Contents



8. Segment Reporting:
   Years Ended December 31,2007
    
    2006
    
    2005Long-Lived
    
    
    
    
    
    Long-LivedRevenues
    
    Assets
    
    Revenues
    
    Assets
    
    RevenuesNorth America
    
    
    757,434
    
    
    
    112,174
    
    
    
    765,180
    
    
    
    151,467
    
    
    
    975,908Europe
    
    
    1,030,877
    
    
    
    271,056
    
    
    
    905,658
    
    
    
    260,344
    
    
    
    888,074Other foreign countries
    
    
    106,385
    
    
    
    28,654
    
    
    
    88,330
    
    
    
    23,140
    
    
    
    71,2911,894,696
    
    
    
    411,884
    
    
    
    1,759,168
    
    
    
    434,951
    
    
    
    1,935,273
   Years Ended December 31,2007
    
    2006
    
    2005Ford
    
    
    27
    %
    
    
    26
    %
    
    
    23
    %Volkswagen
    
    
    12
    %
    
    
    11
    %
    
    
    10
    %GM
    
    
    9
    %
    
    
    11
    %
    
    
    12
    %Chrysler
    
    
    9
    %
    
    
    9
    %
    
    
    9
    %BMW
    
    
    6
    %
    
    
    5
    %
    
    
    4
    %Lear
    
    
    2
    %
    
    
    7
    %
    
    
    12
    %
  86




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##### Table of Contents



9. Employee Benefit Plans:
 Defined Benefit Plans and Postretirement Benefits:
   Employers Accounting for Settlements and
Curtailments of Defined Benefit Pension Plans and for Termination Benefits
 87




---



##### Table of Contents



Pension Plans in WhichAccumulated Benefits
    
    
    Postretirement BenefitsExceed Assets
    
    
    Other than Pensions2007
    
    
    2006
    
    
    2007
    
    
    2006Change in Benefit Obligation:Benefit obligation at beginning of year
    
    $
    164,776
    
    
    $
    160,578
    
    
    $
    21,554
    
    
    $
    20,258Service cost
    
    
    1,084
    
    
    
    2,268
    
    
    
    228
    
    
    
    669Interest cost
    
    
    7,995
    
    
    
    8,223
    
    
    
    1,132
    
    
    
    1,072Plan participants contributions
    
    
    
    
    
    
    (873
    )
    
    
    378
    
    
    
    494Amendments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Curtailments
    
    
    2,400
    
    
    
    130
    
    
    
    (4,527
    )
    
    
    (2,615
    )Actuarial (gain)/loss
    
    
    (3,218
    )
    
    
    1,670
    
    
    
    (643
    )
    
    
    3,757Prior service cost
    
    
    
    
    
    
    
    
    
    
    2,653
    
    
    
    Benefits paid
    
    
    (10,462
    )
    
    
    (9,531
    )
    
    
    (2,128
    )
    
    
    (2,097
    )Exchange rate changes
    
    
    9,179
    
    
    
    2,311
    
    
    
    2,107
    
    
    
    16Benefit obligation at end of year
    
    $
    171,754
    
    
    $
    164,776
    
    
    $
    20,754
    
    
    $
    21,554Change in Plan Assets:Fair value of plan assets at beginning of year
    
    $
    96,979
    
    
    $
    91,138
    
    
    $
    
    
    
    $
    Actual return on plan assets
    
    
    5,564
    
    
    
    6,931
    
    
    
    
    
    
    
    Employer contributions
    
    
    8,843
    
    
    
    8,120
    
    
    
    1,782
    
    
    
    2,097Plan participants contributions
    
    
    
    
    
    
    
    
    
    
    741
    
    
    
    Benefits paid
    
    
    (10,462
    )
    
    
    (9,531
    )
    
    
    (2,128
    )
    
    
    (2,097
    )Settlement
    
    
    (527
    )
    
    
    
    
    
    
    
    
    
    
    Exchange rate changes
    
    
    6,062
    
    
    
    321
    
    
    
    
    
    
    
    Fair value of plan assets at end of year
    
    $
    106,459
    
    
    $
    96,979
    
    
    $
    395
    
    
    $
    Underfunded status
    
    $
    (65,295
    )
    
    $
    (67,797
    )
    
    $
    (20,359
    )
    
    $
    (21,554
    )
  Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2007
    
    
    2006
    
    
    2007
    
    
    2006Current liabilities
    
    
    (330
    )
    
    
    (130
    )
    
    
    (2,151
    )
    
    
    (1,307
    )Noncurrent liabilities
    
    
    (45,095
    )
    
    
    (47,797
    )
    
    
    (18,208
    )
    
    
    (20,247
    )Liabilities subject to compromise
    
    
    (19,870
    )
    
    
    (19,870
    )
    
    
    
    
    
    
    Net amount recognized
    
    $
    (65,295
    )
    
    $
    (67,797
    )
    
    $
    (20,359
    )
    
    $
    (21,554
    )
  Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2007
    
    
    2006
    
    
    2007
    
    
    2006Prior service cost (benefit)
    
    $
    3,375
    
    
    $
    4,309
    
    
    $
    (362
    )
    
    $
    (1,433
    )Net actuarial loss
    
    
    40,946
    
    
    
    43,759
    
    
    
    721
    
    
    
    4,348Accumulated other comprehensive loss (1)
    
    $
    44,321
    
    
    $
    48,068
    
    
    $
    359
    
    
    $
    2,915
 
 (1)
    
    The reported amounts are shown on a gross basis and do not include taxes and certain
foreign currency translation adjustments. 88




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##### Table of Contents



Pension
    
    
    PostretirementBenefits
    
    
    BenefitsPrior service cost (benefit)
    
    $
    7
    
    
    $
    (154
    )Net actuarial loss (gain)
    
    
    2,488
    
    
    
    (157
    )Total estimated 2008 amortization
    
    $
    2,495
    
    
    $
    (311
    )
   Postretirement BenefitsPension Benefits
    
    
    Other than PensionsYears Ended December 31,
    
    
    Years Ended December 31,2007
    
    
    2006
    
    
    2005
    
    
    2007
    
    
    2006
    
    
    2005Service cost
    
    $
    1,084
    
    
    $
    2,268
    
    
    $
    2,197
    
    
    $
    228
    
    
    $
    669
    
    
    $
    650Interest cost
    
    
    7,995
    
    
    
    8,223
    
    
    
    8,300
    
    
    
    1,132
    
    
    
    1,072
    
    
    
    1,341Expected return on plan assets
    
    
    (7,285
    )
    
    
    (6,716
    )
    
    
    (6,677
    )
    
    
    
    
    
    
    
    
    
    
    Amendments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,563
    )Curtailment expense
    
    
    3,293
    
    
    
    2,517
    
    
    
    
    
    
    
    (340
    )
    
    
    (358
    )
    
    
    Amortization of prior service benefit
    
    
    140
    
    
    
    1,087
    
    
    
    1,366
    
    
    
    (65
    )
    
    
    (109
    )
    
    
    (7
    )Recognized actuarial loss
    
    
    3,064
    
    
    
    2,943
    
    
    
    1,286
    
    
    
    175
    
    
    
    229
    
    
    
    154Net periodic benefit cost
    
    $
    8,291
    
    
    $
    10,322
    
    
    $
    6,472
    
    
    $
    1,130
    
    
    $
    1,503
    
    
    $
    (1,425
    )Continuing operations
    
    $
    8,291
    
    
    $
    10,322
    
    
    $
    6,452
    
    
    $
    1,130
    
    
    $
    1,503
    
    
    $
    (1,425
    )Discontinued operations (1)
    
    
    
    
    
    
    
    
    
    
    20
    
    
    
    
    
    
    
    
    
    
    
    Net periodic benefit cost
    
    $
    8,291
    
    
    $
    10,322
    
    
    $
    6,472
    
    
    $
    1,130
    
    
    $
    1,503
    
    
    $
    (1,425
    )
 
 (1)
    
    As per the sales agreement of Atwood Mobile Products (as discussed in Note 3 to the
consolidated financial statements), the Company assumed all of the pension benefit liabilities
of $13.8 million and postretirement benefit liabilities of $4.4 million of Atwood as of
December 31, 2007 upon its sale. 89




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##### Table of Contents



Post-retirement BenefitsPension Benefits
    
    Other than Pensions2007
    
    2006
    
    2005
    
    2007
    
    2006
    
    2005Discount rate
    
    
    5.83
    %
    
    
    5.40
    %
    
    
    5.28
    %
    
    
    5.97
    %
    
    
    5.32
    %
    
    
    5.00
    %Rate of compensation increase
    
    
    2.01
    %
    
    
    2.01
    %
    
    
    1.65
    %
    
    
    N/A
    
    
    
    N/A
    
    
    
    N/A
  Post-retirement BenefitsPension Benefits
    
    Other than Pensions2007
    
    2006
    
    2005
    
    2007
    
    2006
    
    2005Discount rate
    
    
    5.39
    %
    
    
    5.25
    %
    
    
    5.51
    %
    
    
    5.32
    %
    
    
    5.32
    %
    
    
    5.00
    %Expected return on plan assets
    
    
    7.18
    %
    
    
    7.38
    %
    
    
    7.40
    %
    
    
    N/A
    
    
    
    N/A
    
    
    
    N/ARate of compensation increase
    
    
    2.01
    %
    
    
    2.01
    %
    
    
    1.65
    %
    
    
    N/A
    
    
    
    N/A
    
    
    
    N/A
   2007
    
    2006
    
    2005Health care cost trend rate assumed for next year
    
    
    8.0012.00
    %
    
    
    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
    %
    
    
    5.006.00
    %Year that the rate reaches the ultimate trend rate
    
    
    20102013
    
    
    
    20102013
    
    
    
    20102013
  One Percentage-Point
    
    One Percentage-PointIncrease
    
    DecreaseEffect on total of service and interest cost components
    
    $
    108
    
    
    $
    (91
    )Effect on the post-retirement benefit obligation
    
    
    1,775
    
    
    
    (1,547
    )
  Pension Benefits2007
    
    2006
    
    2005Equity securities
    
    
    62
    %
    
    
    62
    %
    
    
    63
    %Debt securities
    
    
    37
    %
    
    
    37
    %
    
    
    37
    %Other
    
    
    1
    %
    
    
    1
    %
    
    
    
    %Total
    
    
    100
    %
    
    
    100
    %
    
    
    100
    %
  90




---



##### Table of Contents



Pension Benefits2007
    
    2006
    
    2005Equity securities
    
    
    64
    %
    
    
    64
    %
    
    
    60
    %Debt securities
    
    
    33
    %
    
    
    32
    %
    
    
    34
    %Other
    
    
    3
    %
    
    
    4
    %
    
    
    6
    %Total
    
    
    100
    %
    
    
    100
    %
    
    
    100
    %
      Year
    
    Pension
    
    Post-Retirement2008
    
    $
    9,143
    
    
    $
    2,2002009
    
    
    9,208
    
    
    
    2,0092010
    
    
    9,556
    
    
    
    1,8802011
    
    
    9,594
    
    
    
    1,7302012
    
    
    9,999
    
    
    
    1,660Thereafter
    
    
    90,349
    
    
    
    7,072
 Retirement Savings Plans:
  91




---



##### Table of Contents



10. Commitments and Contingencies:
 Leases:
  Capital
    
    
    OperatingYear
    
    Leases
    
    
    Leases
    
    
    Total2008
    
    $
    423
    
    
    $
    17,692
    
    
    $
    18,1152009
    
    
    309
    
    
    
    13,347
    
    
    
    13,6562010
    
    
    233
    
    
    
    11,225
    
    
    
    11,4582011
    
    
    259
    
    
    
    11,132
    
    
    
    11,3912012
    
    
    251
    
    
    
    6,228
    
    
    
    6,479Thereafter
    
    
    1,292
    
    
    
    29,848
    
    
    
    31,140Total lease liability recorded as of December 31, 2007
    
    $
    2,767
    
    
    $
    89,472
    
    
    $
    92,239
  Litigation:
  Concentrations of Risk
  11. Related Party Transactions:
  92




---



##### Table of Contents



12. Condensed Consolidating Guarantor and Non-Guarantor Financial Information:
  1 2
  93




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Balance Sheet as of December 31, 2007
 Dura
    
    
    Dura
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)AssetsCurrent Assets:Cash and cash equivalents
    
    $
    
    
    
    $
    6,715
    
    
    $
    
    
    
    $
    86,855
    
    
    $
    
    
    
    $
    93,570Accounts receivable, net of
allowance
    
    
    
    
    
    
    26,938
    
    
    
    73,273
    
    
    
    175,811
    
    
    
    
    
    
    
    276,022Inventories
    
    
    
    
    
    
    17,099
    
    
    
    26,803
    
    
    
    89,471
    
    
    
    
    
    
    
    133,373Deferred income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,086
    
    
    
    
    
    
    
    11,086Other current assets
    
    
    
    
    
    
    16,093
    
    
    
    8,182
    
    
    
    73,657
    
    
    
    
    
    
    
    97,932Due from affiliates
    
    
    
    
    
    
    29,418
    
    
    
    
    
    
    
    
    
    
    
    (29,418
    )
    
    
    Total current assets
    
    
    
    
    
    
    96,263
    
    
    
    108,258
    
    
    
    436,880
    
    
    
    (29,418
    )
    
    
    611,983Property, plant and equipment, net
    
    
    
    
    
    
    31,013
    
    
    
    71,237
    
    
    
    309,634
    
    
    
    
    
    
    
    411,884Deferred income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,067
    
    
    
    
    
    
    
    16,067Notes receivable from affiliates
    
    
    55,049
    
    
    
    
    
    
    
    120,114
    
    
    
    
    
    
    
    (175,163
    )
    
    
    Investment in subsidiaries
    
    
    
    
    
    
    487,702
    
    
    
    10,238
    
    
    
    124,375
    
    
    
    (622,315
    )
    
    
    Other assets, net of accumulated
amortization
    
    
    
    
    
    
    5,205
    
    
    
    2,845
    
    
    
    1,510
    
    
    
    
    
    
    
    9,560$
    55,049
    
    
    $
    620,183
    
    
    $
    312,692
    
    
    $
    888,466
    
    
    $
    (826,896
    )
    
    $
    1,049,494Liabilities and Stockholders Investment (Deficit)Current Liabilities:Debtors-in-possession financing
    
    $
    
    
    
    $
    137,483
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    137,483Current maturities of
long-term debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,475
    
    
    
    
    
    
    
    9,475Accounts payable
    
    
    
    
    
    
    37,879
    
    
    
    4,831
    
    
    
    132,189
    
    
    
    
    
    
    
    174,899Accrued liabilities
    
    
    
    
    
    
    66,692
    
    
    
    14,271
    
    
    
    126,300
    
    
    
    
    
    
    
    207,263Due to affiliates
    
    
    
    
    
    
    
    
    
    
    1,845
    
    
    
    27,573
    
    
    
    (29,418
    )
    
    
    Total current liabilities
    
    
    
    
    
    
    242,054
    
    
    
    20,947
    
    
    
    295,537
    
    
    
    (29,418
    )
    
    
    529,120Long-term Liabilities:Long-term debt, net of
current maturities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,373
    
    
    
    
    
    
    
    3,373Other noncurrent liabilities /
Investment in subsidiaries
obligation
    
    
    920,045
    
    
    
    25,341
    
    
    
    343
    
    
    
    98,299
    
    
    
    (920,045
    )
    
    
    123,983Notes payable to affiliates
    
    
    
    
    
    
    23,035
    
    
    
    
    
    
    
    152,128
    
    
    
    (175,163
    )
    
    
    Total long-term liabilities
    
    
    920,045
    
    
    
    48,376
    
    
    
    343
    
    
    
    253,800
    
    
    
    (1,095,208
    )
    
    
    127,356Liabilities subject to compromise
    
    
    55,049
    
    
    
    1,251,730
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,306,779Total liabilities
    
    
    975,094
    
    
    
    1,542,160
    
    
    
    21,290
    
    
    
    549,337
    
    
    
    (1,124,626
    )
    
    
    1,963,255Commitments and Contingencies
(Notes 6, 7, 10, and 11)Minority interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,284
    
    
    
    
    
    
    
    6,284Stockholders investment (deficit)
    
    
    (920,045
    )
    
    
    (921,977
    )
    
    
    291,402
    
    
    
    332,845
    
    
    
    297,730
    
    
    
    (920,045
    )$
    55,049
    
    
    $
    620,183
    
    
    $
    312,692
    
    
    $
    888,466
    
    
    $
    (826,896
    )
    
    $
    1,049,494
 94




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Operations for the Year Ended December 31, 2007
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    218,583
    
    
    $
    460,604
    
    
    $
    1,219,898
    
    
    $
    (4,389
    )
    
    $
    1,894,696Cost of sales
    
    
    
    
    
    
    198,367
    
    
    
    489,286
    
    
    
    1,144,522
    
    
    
    (4,389
    )
    
    
    1,827,786Gross profit (loss)
    
    
    
    
    
    
    20,216
    
    
    
    (28,682
    )
    
    
    75,376
    
    
    
    
    
    
    
    66,910Selling, general and administrative expenses
    
    
    
    
    
    
    11,445
    
    
    
    52,906
    
    
    
    73,255
    
    
    
    
    
    
    
    137,606Facility consolidation, goodwill and asset
impairment, and other charges
    
    
    
    
    
    
    179,797
    
    
    
    22,107
    
    
    
    56,196
    
    
    
    
    
    
    
    258,100Amortization expense
    
    
    
    
    
    
    152
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    152Operating loss
    
    
    
    
    
    
    (171,178
    )
    
    
    (103,695
    )
    
    
    (54,075
    )
    
    
    
    
    
    
    (328,948
    )Interest expense, net of interest income
    
    
    
    
    
    
    39,584
    
    
    
    994
    
    
    
    8,462
    
    
    
    
    
    
    
    49,040Loss from continuing operations before
reorganization items, income taxes and
minority interest
    
    
    
    
    
    
    (210,762
    )
    
    
    (104,689
    )
    
    
    (62,537
    )
    
    
    
    
    
    
    (377,988
    )Reorganization items
    
    
    
    
    
    
    57,643
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    57,643Loss from continuing operations before
income taxes and minority interest
    
    
    
    
    
    
    (268,405
    )
    
    
    (104,689
    )
    
    
    (62,537
    )
    
    
    
    
    
    
    (435,631
    )Provision (benefit) for income taxes
    
    
    
    
    
    
    20,198
    
    
    
    (36,641
    )
    
    
    25,269
    
    
    
    
    
    
    
    8,826Minority interest in non-wholly owned
subsidiaries / Equity in losses (earnings) of affiliates
    
    
    472,802
    
    
    
    333,625
    
    
    
    
    
    
    
    (3,192
    )
    
    
    (802,808
    )
    
    
    427Loss from continuing operations
    
    
    (472,802
    )
    
    
    (622,228
    )
    
    
    (68,048
    )
    
    
    (84,614
    )
    
    
    802,808
    
    
    
    (444,884
    )Income (loss) from discontinued operations,
including loss on disposal, net
    
    
    
    
    
    
    149,426
    
    
    
    (177,344
    )
    
    
    
    
    
    
    
    
    
    
    (27,918
    )Net loss
    
    $
    (472,802
    )
    
    $
    (472,802
    )
    
    $
    (245,392
    )
    
    $
    (84,614
    )
    
    $
    802,808
    
    
    $
    (472,802
    )
 95




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##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2007
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)OPERATING ACTIVITIES:Net loss
    
    $
    (472,802
    )
    
    $
    (472,802
    )
    
    $
    (245,392
    )
    
    $
    (84,614
    )
    
    $
    802,808
    
    
    $
    (472,802
    )Less: Net loss (income) from discontinued
operations
    
    
    
    
    
    
    149,426
    
    
    
    (177,344
    )
    
    
    
    
    
    
    
    
    
    
    (27,918
    )Loss from continuing operations
    
    
    (472,802
    )
    
    
    (622,228
    )
    
    
    (68,048
    )
    
    
    (84,614
    )
    
    
    802,808
    
    
    
    (444,884
    )Adjustments required to reconcile loss from
continuing operations to net cash provided by
(used in) operating activities:Depreciation and amortization
    
    
    
    
    
    
    6,278
    
    
    
    16,356
    
    
    
    52,603
    
    
    
    
    
    
    
    75,237Asset impairments
    
    
    
    
    
    
    2,049
    
    
    
    18,494
    
    
    
    13,378
    
    
    
    
    
    
    
    33,921Goodwill impairment
    
    
    
    
    
    
    176,314
    
    
    
    
    
    
    
    8,183
    
    
    
    
    
    
    
    184,497Facility consolidation charges
    
    
    
    
    
    
    1,433
    
    
    
    3,613
    
    
    
    34,636
    
    
    
    
    
    
    
    39,682Amortization of deferred financing fees
    
    
    
    
    
    
    8,627
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,627Loss on sale of plant, property and equipment
    
    
    
    
    
    
    
    
    
    
    125
    
    
    
    195
    
    
    
    
    
    
    
    320Bad debt expense (credit)
    
    
    
    
    
    
    1,222
    
    
    
    (11
    )
    
    
    27
    
    
    
    
    
    
    
    1,238Reorganization items
    
    
    
    
    
    
    57,643
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    57,643Payments on reorganization items
    
    
    
    
    
    
    (49,863
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (49,863
    )Deferred income tax (benefit) expense
    
    
    
    
    
    
    (17,041
    )
    
    
    
    
    
    
    11,605
    
    
    
    
    
    
    
    (5,436
    )Equity in losses of affiliates, minority
interest and other
    
    
    472,802
    
    
    
    291,572
    
    
    
    46,469
    
    
    
    16,958
    
    
    
    (801,127
    )
    
    
    26,674Net cash provided by (used in) continuing
operating activities
    
    
    
    
    
    
    (143,994
    )
    
    
    16,998
    
    
    
    52,971
    
    
    
    1,681
    
    
    
    (72,344
    )INVESTING ACTIVITIES:
    
    
    Capital expenditures
    
    
    
    
    
    
    (5,847
    )
    
    
    (8,637
    )
    
    
    (52,334
    )
    
    
    
    
    
    
    (66,818
    )Proceeds from sale of assets and other
    
    
    
    
    
    
    
    
    
    
    1,647
    
    
    
    6,187
    
    
    
    
    
    
    
    7,834Net cash used in continuing investing
activities
    
    
    
    
    
    
    (5,847
    )
    
    
    (6,990
    )
    
    
    (46,147
    )
    
    
    
    
    
    
    (58,984
    )FINANCING ACTIVITIES:DIP Revolver borrowings, net
    
    
    
    
    
    
    33,069
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    33,069Long-term borrowings and proceeds under
factoring arrangements
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,411
    
    
    
    
    
    
    
    9,411Repayments of long-term borrowings
    
    
    
    
    
    
    (62,825
    )
    
    
    
    
    
    
    (2,321
    )
    
    
    
    
    
    
    (65,146
    )Debt issue costs
    
    
    
    
    
    
    (3,466
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,466
    )Debt financing (to)/from affiliates
    
    
    
    
    
    
    23,080
    
    
    
    (10,029
    )
    
    
    (11,370
    )
    
    
    (1,681
    )
    
    
    Net cash provided by (used in) continuing
financing activities
    
    
    
    
    
    
    (10,142
    )
    
    
    (10,029
    )
    
    
    (4,280
    )
    
    
    (1,681
    )
    
    
    (26,132
    )EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,301
    
    
    
    
    
    
    
    6,301NET CASH FLOWS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    (159,983
    )
    
    
    (21
    )
    
    
    8,845
    
    
    
    
    
    
    
    (151,159
    )CASH FLOWS FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    
    
    
    
    
    
    
    
    805
    
    
    
    
    
    
    
    
    
    
    
    805Investing activities, including proceeds
from sale of business
    
    
    
    
    
    
    154,283
    
    
    
    (805
    )
    
    
    
    
    
    
    
    
    
    
    153,478NET CASH FLOWS FROM DISCONTINUED
OPERATIONS
    
    
    
    
    
    
    154,283
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    154,283CASH AND CASH EQUIVALENTS:Beginning of year
    
    
    
    
    
    
    12,415
    
    
    
    21
    
    
    
    78,010
    
    
    
    
    
    
    
    90,446End of year
    
    $
    
    
    
    $
    6,715
    
    
    $
    
    
    
    $
    86,855
    
    
    $
    
    
    
    $
    93,570
 96




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##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Balance Sheet as of December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)AssetsCurrent Assets:Cash and cash equivalents
    
    $
    
    
    
    $
    12,415
    
    
    $
    21
    
    
    $
    78,010
    
    
    $
    
    
    
    $
    90,446Accounts receivable, net of
allowance
    
    
    
    
    
    
    17,885
    
    
    
    97,459
    
    
    
    178,491
    
    
    
    
    
    
    
    293,835Inventories
    
    
    
    
    
    
    9,576
    
    
    
    31,584
    
    
    
    76,698
    
    
    
    
    
    
    
    117,858Deferred income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,642
    
    
    
    
    
    
    
    6,642Other current assets
    
    
    
    
    
    
    28,650
    
    
    
    16,241
    
    
    
    77,784
    
    
    
    
    
    
    
    122,675Due from affiliates
    
    
    
    
    
    
    40,511
    
    
    
    
    
    
    
    
    
    
    
    (40,511
    )
    
    
    Current assets of discontinued
operations
    
    
    
    
    
    
    
    
    
    
    50,592
    
    
    
    
    
    
    
    
    
    
    
    50,592Total current assets
    
    
    
    
    
    
    109,037
    
    
    
    195,897
    
    
    
    417,625
    
    
    
    (40,511
    )
    
    
    682,048Property, plant and equipment, net
    
    
    
    
    
    
    35,137
    
    
    
    94,196
    
    
    
    305,618
    
    
    
    
    
    
    
    434,951Goodwill
    
    
    
    
    
    
    170,314
    
    
    
    5,621
    
    
    
    8,386
    
    
    
    
    
    
    
    184,321Deferred income taxes
    
    
    
    
    
    
    (316
    )
    
    
    
    
    
    
    22,354
    
    
    
    
    
    
    
    22,038Notes receivable from affiliates
    
    
    57,091
    
    
    
    
    
    
    
    196,085
    
    
    
    
    
    
    
    (253,176
    )
    
    
    Investment in subsidiaries
    
    
    
    
    
    
    718,414
    
    
    
    10,238
    
    
    
    137,304
    
    
    
    (865,956
    )
    
    
    Other assets, net of accumulated
amortization
    
    
    
    
    
    
    13,608
    
    
    
    3,874
    
    
    
    1,005
    
    
    
    
    
    
    
    18,487Noncurrent assets of discontinued
operations
    
    
    
    
    
    
    57,686
    
    
    
    55,310
    
    
    
    
    
    
    
    
    
    
    
    112,996$
    57,091
    
    
    $
    1,103,880
    
    
    $
    561,221
    
    
    $
    892,292
    
    
    $
    (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
    
    
    
    
    
    
    21,181
    
    
    
    8,354
    
    
    
    132,023
    
    
    
    
    
    
    
    161,558Accrued liabilities
    
    
    
    
    
    
    42,558
    
    
    
    17,470
    
    
    
    101,000
    
    
    
    
    
    
    
    161,028Due to affiliates
    
    
    
    
    
    
    
    
    
    
    1,317
    
    
    
    39,194
    
    
    
    (40,511
    )
    
    
    Current liabilities of
discontinued operations
    
    
    
    
    
    
    
    
    
    
    7,074
    
    
    
    
    
    
    
    
    
    
    
    7,074Total current liabilities
    
    
    2,042
    
    
    
    228,963
    
    
    
    34,215
    
    
    
    274,630
    
    
    
    (40,511
    )
    
    
    499,339Long-term Liabilities:Long-term debt, net of
current maturities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,596
    
    
    
    
    
    
    
    2,596Other noncurrent liabilities /
Investment in subsidiaries
obligation
    
    
    503,327
    
    
    
    49,464
    
    
    
    (2,555
    )
    
    
    65,529
    
    
    
    (503,327
    )
    
    
    112,438Notes payable to affiliates
    
    
    
    
    
    
    50,782
    
    
    
    
    
    
    
    202,394
    
    
    
    (253,176
    )
    
    
    Noncurrent liabilities of
discontinued operations
    
    
    
    
    
    
    
    
    
    
    3,253
    
    
    
    
    
    
    
    
    
    
    
    3,253Total long-term liabilities
    
    
    503,327
    
    
    
    100,246
    
    
    
    698
    
    
    
    270,519
    
    
    
    (756,503
    )
    
    
    118,287Liabilities subject to compromise
    
    
    55,049
    
    
    
    1,280,034
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,335,083Total liabilities
    
    
    560,418
    
    
    
    1,609,243
    
    
    
    34,913
    
    
    
    545,149
    
    
    
    (797,014
    )
    
    
    1,952,709Commitments and Contingencies
(Notes 6, 7, 10 and 11)Minority interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,459
    
    
    
    
    
    
    
    5,459Stockholders investment (deficit)
    
    
    (503,327
    )
    
    
    (505,363
    )
    
    
    526,308
    
    
    
    341,684
    
    
    
    (362,629
    )
    
    
    (503,327
    )$
    57,091
    
    
    $
    1,103,880
    
    
    $
    561,221
    
    
    $
    892,292
    
    
    $
    (1,159,643
    )
    
    $
    1,454,841
 97




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Operations for the Year Ended December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    153,302
    
    
    $
    447,669
    
    
    $
    1,169,456
    
    
    $
    (11,259
    )
    
    $
    1,759,168Cost of sales
    
    
    
    
    
    
    155,382
    
    
    
    462,123
    
    
    
    1,090,300
    
    
    
    (11,259
    )
    
    
    1,696,546Gross profit (loss)
    
    
    
    
    
    
    (2,080
    )
    
    
    (14,454
    )
    
    
    79,156
    
    
    
    
    
    
    
    62,622Selling, general and administrative expenses
    
    
    
    
    
    
    6,579
    
    
    
    59,409
    
    
    
    64,489
    
    
    
    
    
    
    
    130,477Prepetition professional fees
    
    
    
    
    
    
    10,455
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,455Facility consolidation, goodwill and asset
impairment, and other charges
    
    
    
    
    
    
    119,716
    
    
    
    159,503
    
    
    
    404,945
    
    
    
    
    
    
    
    684,164Amortization expense
    
    
    
    
    
    
    223
    
    
    
    
    
    
    
    (1
    )
    
    
    
    
    
    
    222Operating loss
    
    
    
    
    
    
    (139,053
    )
    
    
    (233,366
    )
    
    
    (390,277
    )
    
    
    
    
    
    
    (762,696
    )Interest expense, net of interest income
    
    
    3,567
    
    
    
    86,337
    
    
    
    1,323
    
    
    
    10,465
    
    
    
    
    
    
    
    101,692Loss from continuing operations before
reorganization items, income taxes and
minority interest
    
    
    (3,567
    )
    
    
    (225,390
    )
    
    
    (234,689
    )
    
    
    (400,742
    )
    
    
    
    
    
    
    (864,388
    )Reorganization items
    
    
    
    
    
    
    21,927
    
    
    
    
    
    
    
    3,388
    
    
    
    
    
    
    
    25,315Loss from continuing operations before
income taxes and minority interest
    
    
    (3,567
    )
    
    
    (247,317
    )
    
    
    (234,689
    )
    
    
    (404,130
    )
    
    
    
    
    
    
    (889,703
    )Provision (benefit) for income taxes
    
    
    (1,250
    )
    
    
    142,460
    
    
    
    (83,067
    )
    
    
    (17,912
    )
    
    
    
    
    
    
    40,231Minority 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
    )
    
    
    (151,622
    )
    
    
    (431,381
    )
    
    
    1,473,130
    
    
    
    (930,366
    )Income from discontinued operations,
including gain on disposals, net
    
    
    
    
    
    
    1,496
    
    
    
    9,030
    
    
    
    8,163
    
    
    
    
    
    
    
    18,689Loss before change in accounting
principle
    
    
    (910,657
    )
    
    
    (908,340
    )
    
    
    (142,592
    )
    
    
    (423,218
    )
    
    
    1,473,130
    
    
    
    (911,677
    )Cumulative effect of change in accounting
principle, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,020
    
    
    
    
    
    
    
    1,020Net loss
    
    $
    (910,657
    )
    
    $
    (908,340
    )
    
    $
    (142,592
    )
    
    $
    (422,198
    )
    
    $
    1,473,130
    
    
    $
    (910,657
    )
 98




---



##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2006
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(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
    
    
    
    9,030
    
    
    
    8,163
    
    
    
    
    
    
    
    18,689Less: Cumulative effect of accounting change, net of
tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,020
    
    
    
    
    
    
    
    1,020Loss from continuing operations
    
    
    (910,657
    )
    
    
    (909,836
    )
    
    
    (151,622
    )
    
    
    (431,381
    )
    
    
    1,473,130
    
    
    
    (930,366
    )Adjustments required to reconcile loss from
continuing operations to net cash provided by (used
in) operating activities:Depreciation and amortization
    
    
    
    
    
    
    7,226
    
    
    
    16,491
    
    
    
    49,889
    
    
    
    
    
    
    
    73,606Asset impairments
    
    
    
    
    
    
    254
    
    
    
    5,013
    
    
    
    5,571
    
    
    
    
    
    
    
    10,838Goodwill impairment
    
    
    
    
    
    
    113,117
    
    
    
    146,256
    
    
    
    377,554
    
    
    
    
    
    
    
    636,927Facility consolidation charges
    
    
    
    
    
    
    6,345
    
    
    
    8,235
    
    
    
    21,819
    
    
    
    
    
    
    
    36,399Amortization of deferred financing fees
    
    
    
    
    
    
    4,122
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,122(Gain) loss on sale of plant, property and
equipment
    
    
    
    
    
    
    20
    
    
    
    (112
    )
    
    
    (2,285
    )
    
    
    
    
    
    
    (2,377
    )Bad debt expense (credit)
    
    
    
    
    
    
    322
    
    
    
    (337
    )
    
    
    (435
    )
    
    
    
    
    
    
    (450
    )Reorganization items
    
    
    
    
    
    
    21,927
    
    
    
    
    
    
    
    3,388
    
    
    
    
    
    
    
    25,315Deferred income tax (benefit) expense
    
    
    
    
    
    
    52,699
    
    
    
    2,883
    
    
    
    (12,953
    )
    
    
    
    
    
    
    42,629Equity in losses of affiliates, minority interest
and other
    
    
    910,657
    
    
    
    513,489
    
    
    
    (5,102
    )
    
    
    (25,485
    )
    
    
    (1,473,130
    )
    
    
    (79,571
    )Net cash provided by (used in) continuing
operating activities
    
    
    
    
    
    
    (190,315
    )
    
    
    21,705
    
    
    
    (14,318
    )
    
    
    
    
    
    
    (182,928
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (11,913
    )
    
    
    (23,850
    )
    
    
    (47,666
    )
    
    
    
    
    
    
    (83,429
    )Proceeds from sale of assets and other
    
    
    
    
    
    
    403
    
    
    
    852
    
    
    
    5,115
    
    
    
    
    
    
    
    6,370Net cash used in continuing investing activities
    
    
    
    
    
    
    (11,510
    )
    
    
    (22,998
    )
    
    
    (42,551
    )
    
    
    
    
    
    
    (77,059
    )FINANCING ACTIVITIES:Debtor-in-possession borrowings
    
    
    
    
    
    
    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
    
    
    
    
    
    
    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 RATE CHANGES ON CASH AND CASH
EQUIVALENTS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,331
    
    
    
    
    
    
    
    16,331NET CASH FLOWS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    7,344
    
    
    
    (212
    )
    
    
    (39,475
    )
    
    
    
    
    
    
    (32,343
    )CASH FLOWS FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    
    
    
    
    1,496
    
    
    
    2,902
    
    
    
    1,817
    
    
    
    
    
    
    
    6,215Investing activities, including proceeds from sale
of business
    
    
    
    
    
    
    
    
    
    
    (2,902
    )
    
    
    17,587
    
    
    
    
    
    
    
    14,685NET CASH FLOWS FROM DISCONTINUED OPERATIONS
    
    
    
    
    
    
    1,496
    
    
    
    
    
    
    
    19,404
    
    
    
    
    
    
    
    20,900CASH AND CASH EQUIVALENTS:Beginning of year
    
    
    
    
    
    
    3,575
    
    
    
    233
    
    
    
    98,081
    
    
    
    
    
    
    
    101,889End of year
    
    $
    
    
    
    $
    12,415
    
    
    $
    21
    
    
    $
    78,010
    
    
    $
    
    
    
    $
    90,446
 99




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##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Operations for the Year Ended December 31, 2005
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)Revenues
    
    $
    
    
    
    $
    187,896
    
    
    $
    588,962
    
    
    $
    1,183,912
    
    
    $
    (25,497
    )
    
    $
    1,935,273Cost of sales
    
    
    
    
    
    
    152,988
    
    
    
    514,810
    
    
    
    1,076,894
    
    
    
    (25,497
    )
    
    
    1,719,195Gross profit
    
    
    
    
    
    
    34,908
    
    
    
    74,152
    
    
    
    107,018
    
    
    
    
    
    
    
    216,078Selling, general and administrative expenses
    
    
    
    
    
    
    4,260
    
    
    
    54,592
    
    
    
    85,628
    
    
    
    
    
    
    
    144,480Facility consolidation, goodwill and asset
impairment, and other charges
    
    
    
    
    
    
    976
    
    
    
    3,994
    
    
    
    5,907
    
    
    
    
    
    
    
    10,877Amortization expense
    
    
    
    
    
    
    222
    
    
    
    
    
    
    
    30
    
    
    
    
    
    
    
    252Operating income
    
    
    
    
    
    
    29,450
    
    
    
    15,566
    
    
    
    15,453
    
    
    
    
    
    
    
    60,469Interest expense, net of interest income
    
    
    4,280
    
    
    
    83,944
    
    
    
    2,228
    
    
    
    9,528
    
    
    
    
    
    
    
    99,980Gain on early extinguishment of debt, net
    
    
    
    
    
    
    (14,805
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,805
    )Income (loss) from continuing operations
before income taxes and minority
interest
    
    
    (4,280
    )
    
    
    (39,689
    )
    
    
    13,338
    
    
    
    5,925
    
    
    
    
    
    
    
    (24,706
    )Provision (benefit) for income taxes
    
    
    (1,500
    )
    
    
    (14,006
    )
    
    
    4,584
    
    
    
    3,112
    
    
    
    
    
    
    
    (7,810
    )Minority interest in non-wholly owned
subsidiaries / Equity in losses (earnings)
of affiliates
    
    
    (4,594
    )
    
    
    (30,277
    )
    
    
    
    
    
    
    (15,122
    )
    
    
    50,170
    
    
    
    177Income from continuing operations
    
    
    1,814
    
    
    
    4,594
    
    
    
    8,754
    
    
    
    17,935
    
    
    
    (50,170
    )
    
    
    (17,073
    )Income from discontinued operations,
including gain on disposals, net
    
    
    
    
    
    
    
    
    
    
    15,044
    
    
    
    3,843
    
    
    
    
    
    
    
    18,887Net income
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814
 100




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##### Table of Contents



Dura Automotive Systems, Inc. and Subsidiaries
(DEBTOR-IN-POSSESSION)
Condensed Consolidating Statement of Cash Flows for the Year Ended December 31, 2005
 Dura
    
    
    Dura
    
    
    
    
    
    
    Non-Automotive
    
    
    Operating
    
    
    Guarantor
    
    
    GuarantorSystems, Inc.
    
    
    Corp.
    
    
    Companies
    
    
    Companies
    
    
    Eliminations
    
    
    Consolidated(Amounts in thousands)OPERATING ACTIVITIES:Net income
    
    $
    1,814
    
    
    $
    4,594
    
    
    $
    23,798
    
    
    $
    21,778
    
    
    $
    (50,170
    )
    
    $
    1,814Less: Net earnings from discontinued operations
    
    
    
    
    
    
    
    
    
    
    15,044
    
    
    
    3,843
    
    
    
    
    
    
    
    18,887Income (loss) from continuing operations
    
    
    1,814
    
    
    
    4,594
    
    
    
    8,754
    
    
    
    17,935
    
    
    
    (50,170
    )
    
    
    (17,073
    )Adjustments required to reconcile income (loss) from
continuing operations to net cash provided by (used
in) operating activities:Depreciation and amortization
    
    
    
    
    
    
    5,871
    
    
    
    17,823
    
    
    
    49,010
    
    
    
    
    
    
    
    72,704Asset impairments
    
    
    
    
    
    
    759
    
    
    
    2,265
    
    
    
    
    
    
    
    
    
    
    
    3,024Facility consolidation charges
    
    
    
    
    
    
    (132
    )
    
    
    3,674
    
    
    
    4,311
    
    
    
    
    
    
    
    7,853Amortization of deferred financing fees
    
    
    
    
    
    
    3,889
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,889Gain on sale of property, plant and equipment
    
    
    
    
    
    
    60
    
    
    
    (272
    )
    
    
    (275
    )
    
    
    
    
    
    
    (487
    )Bad debt expense
    
    
    
    
    
    
    
    
    
    
    990
    
    
    
    186
    
    
    
    
    
    
    
    1,176Deferred income tax (benefit) expense
    
    
    
    
    
    
    (39,908
    )
    
    
    13,936
    
    
    
    (1,237
    )
    
    
    
    
    
    
    (27,209
    )Favorable settlement of environmental matters
    
    
    
    
    
    
    (1,200
    )
    
    
    (8,760
    )
    
    
    
    
    
    
    
    
    
    
    (9,960
    )Gain on early extinguishment of debt
    
    
    
    
    
    
    (14,805
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,805
    )Equity in losses of affiliates, minority interest
and other
    
    
    (1,814
    )
    
    
    (202,191
    )
    
    
    132,968
    
    
    
    (21,910
    )
    
    
    50,170
    
    
    
    (42,777
    )Net cash provided by (used in) continuing
operating activities
    
    
    
    
    
    
    (243,063
    )
    
    
    171,378
    
    
    
    48,020
    
    
    
    
    
    
    
    (23,665
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    
    
    
    
    (3,699
    )
    
    
    (16,093
    )
    
    
    (41,317
    )
    
    
    
    
    
    
    (61,109
    )Proceeds from the sale of assets and others
    
    
    
    
    
    
    662
    
    
    
    2,661
    
    
    
    (833
    )
    
    
    
    
    
    
    2,490Net cash used in continuing investing activities
    
    
    
    
    
    
    (3,037
    )
    
    
    (13,432
    )
    
    
    (42,150
    )
    
    
    
    
    
    
    (58,619
    )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
    
    
    
    
    
    
    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 CASH FLOWS FROM CONTINUING OPERATIONS
    
    
    
    
    
    
    627
    
    
    
    (1,389
    )
    
    
    (93,790
    )
    
    
    
    
    
    
    (94,552
    )CASH FLOWS FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    
    
    
    
    
    
    
    
    26,302
    
    
    
    7,822
    
    
    
    
    
    
    
    34,124Investing activities, including proceeds from sale
of business
    
    
    
    
    
    
    
    
    
    
    (26,302
    )
    
    
    (2,949
    )
    
    
    
    
    
    
    (29,251
    )NET CASH FLOWS FROM DISCONTINUED OPERATIONS
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,873
    
    
    
    
    
    
    
    4,873CASH AND CASH EQUIVALENTS:Beginning of year
    
    
    
    
    
    
    2,948
    
    
    
    1,622
    
    
    
    186,998
    
    
    
    
    
    
    
    191,568End of year
    
    $
    
    
    
    $
    3,575
    
    
    $
    233
    
    
    $
    98,081
    
    
    $
    
    
    
    $
    101,889
 101




---



##### Table of Contents



13. Debtors Financial Statements:
  Basis of Presentation
 Condensed Combined Debtors-in-Possession Financial Statements
 Intercompany Transactions
 102




---



##### Table of Contents



DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION BALANCE SHEETS
(In thousands of dollars)
 December 31,
    
    
    December 31,2007
    
    
    2006ASSETSCurrent Assets:Cash and cash equivalents
    
    $
    7,528
    
    
    $
    13,787Accounts receivables, netThird parties
    
    
    100,815
    
    
    
    139,679Non-Debtors subsidiaries
    
    
    29,810
    
    
    
    17,479Inventories
    
    
    43,901
    
    
    
    47,066Other current assets
    
    
    29,699
    
    
    
    57,018Current assets of discontinued operations
    
    
    
    
    
    
    50,592Total current assets
    
    
    211,753
    
    
    
    325,621Property, plant and equipment, net
    
    
    106,555
    
    
    
    145,207Goodwill
    
    
    
    
    
    
    175,935Notes receivable from non-Debtor subsidiaries
    
    
    192,410
    
    
    
    181,657Investments in non-Debtor subsidiaries
    
    
    281,251
    
    
    
    225,374Other assets, net
    
    
    8,051
    
    
    
    17,234Noncurrent assets of discontinued operations
    
    
    
    
    
    
    112,996$
    800,020
    
    
    $
    1,184,024LIABILITIES AND STOCKHOLDERS DEFICITCurrent Liabilities Not Subject to Compromise:Debtors-in-possession financing
    
    
    137,483
    
    
    $
    165,000Current maturities of long-term debt
    
    
    
    
    
    
    2,266Accounts payable
    
    
    43,023
    
    
    
    31,606Accounts payable to non-Debtor subsidiaries
    
    
    27,440
    
    
    
    1,073Accrued liabilities
    
    
    88,739
    
    
    
    71,302Deferred incomes taxes
    
    
    1,683
    
    
    
    1,835Current liabilities of discontinued operations
    
    
    
    
    
    
    7,074Total current liabilities not subject to compromise
    
    
    298,368
    
    
    
    280,156Long-term Liabilities:Notes payable to non-Debtor subsidiaries
    
    
    71,431
    
    
    
    8,539Pension and postretirement benefits
    
    
    37,306
    
    
    
    47,734Other noncurrent liabilities
    
    
    6,181
    
    
    
    12,586Noncurrent liabilities of discontinued operations
    
    
    
    
    
    
    3,253Liabilities subject to compromise
    
    
    1,306,779
    
    
    
    1,335,083Total liabilities
    
    
    1,720,065
    
    
    
    1,687,351Stockholders Deficit
    
    
    (920,045
    )
    
    
    (503,327
    )800,020
    
    
    $
    1,184,024
 103




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF OPERATIONS
(In thousands of dollars)
 For the year
    
    
    For the period fromended December
    
    
    November 1, 2006 to31, 2007
    
    
    December 31, 2006Revenues
    
    $
    715,299
    
    
    $
    107,805Cost of sales
    
    
    730,153
    
    
    
    123,533Gross profit
    
    
    (14,854
    )
    
    
    (15,728
    )Selling, general & administrative expenses
    
    
    66,867
    
    
    
    7,340Facility consolidation, goodwill and asset impairment, and other charges
    
    
    213,136
    
    
    
    6,639Amortization expense
    
    
    152
    
    
    
    37Operating loss
    
    
    (295,009
    )
    
    
    (29,744
    )Interest expense, net
    
    
    44,333
    
    
    
    6,688Loss before reorganization items, loss on equity investment and income taxes
    
    
    (339,342
    )
    
    
    (36,432
    )Reorganization items
    
    
    57,643
    
    
    
    23,327Loss before loss on equity investment and income taxes
    
    
    (396,985
    )
    
    
    (59,759
    )Equity loss (income) from non-Debtor subsidiaries, net of tax
    
    
    62,318
    
    
    
    (10,000
    )Provision (benefit) for income taxes
    
    
    (14,419
    )
    
    
    5,281Loss from continuing operations
    
    
    (444,884
    )
    
    
    (55,040
    )Loss from discontinued operations
    
    
    (27,918
    )
    
    
    (1,556
    )Net loss
    
    $
    (472,802
    )
    
    $
    (56,596
    )
 104




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF CASH FLOWS
(In thousands of dollars)
 For the period fromFor the year ended
    
    
    November 1, 2006 toDecember 31, 2007
    
    
    December 31, 2006OPERATING ACTIVITIES:Net loss
    
    $
    (472,802
    )
    
    $
    (56,596
    )Less: Net loss from discontinued operations
    
    
    (27,918
    )
    
    
    (1,556
    )Loss from continuing operations
    
    
    (444,884
    )
    
    
    (55,040
    )Adjustments required to reconcile loss from continuing operations
to net cash used in operating activities:Depreciation and amortization
    
    
    25,204
    
    
    
    4,058Asset impairments
    
    
    23,412
    
    
    
    5,968Goodwill impairment
    
    
    176,314
    
    
    
    (379
    )Facility consolidation charges
    
    
    13,409
    
    
    
    1,050Amortization of deferred financing fees
    
    
    8,627
    
    
    
    712Loss on sale of property, plant and equipment
    
    
    113
    
    
    
    47Bad debt expense (credit)
    
    
    1,212
    
    
    
    (215
    )Reorganization items
    
    
    57,643
    
    
    
    23,327Payments on reorganization items
    
    
    (49,863
    )
    
    
    Deferred income tax benefit
    
    
    (13,727
    )
    
    
    (3,757
    )Equity loss (income) from non-Debtor subsidiaries, net of tax
    
    
    62,318
    
    
    
    (10,000
    )Change in other operating items:Accounts receivable
    
    
    37,982
    
    
    
    (35,137
    )Inventories
    
    
    341
    
    
    
    2,589Other current assets
    
    
    26,920
    
    
    
    2,885Accounts payable and accrued liabilities
    
    
    (31,937
    )
    
    
    28,559Other assets, liabilities and noncash items
    
    
    3,275
    
    
    
    10,173Current intercompany transactions
    
    
    (10,523
    )
    
    
    (9,269
    )Net cash used in continuing operating activities
    
    
    (114,164
    )
    
    
    (34,429
    )INVESTING ACTIVITIES:Capital expenditures
    
    
    (14,872
    )
    
    
    (310
    )Proceeds from the disposal of assets
    
    
    1,648
    
    
    
    Net cash used in continuing investing activities
    
    
    (13,224
    )
    
    
    (310
    )FINANCING ACTIVITIES:DIP Term Loan borrowings
    
    
    
    
    
    
    165,000Payments on prepetition revolving credit facilities
    
    
    
    
    
    
    (106,381
    )DIP Term Loan payments
    
    
    (60,586
    )
    
    
    DIP Revolver borrowings, net
    
    
    33,069
    
    
    
    Repayments of long-term borrowings
    
    
    (2,239
    )
    
    
    (1,011
    )Payment on termination of interest rate swap loss
    
    
    
    
    
    
    (12,185
    )Debt issue costs
    
    
    (3,466
    )
    
    
    (8,557
    )Net cash (used in) provided by continuing financing activities
    
    
    (33,222
    )
    
    
    36,866EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
    
    
    68
    
    
    
    782NET CASH FLOWS FROM CONTINUING OPERATIONS
    
    
    (160,542
    )
    
    
    2,909CASH FLOWS FROM DISCONTINUED OPERATIONS:Operating activities
    
    
    805
    
    
    
    7,930Investing activities, including proceeds from sale of business
    
    
    153,478
    
    
    
    (7,930
    )NET CASH FLOWS FROM DISCONTINUED OPERATIONS
    
    
    154,283
    
    
    
    CASH AND CASH EQUIVALENTS:Beginning of year/period
    
    
    13,787
    
    
    
    10,878End of year/period
    
    $
    7,528
    
    
    $
    13,787
 105




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14. Quarterly Financial Data (Unaudited):
  (Gain)/LossFrom
    
    
    Net
    
    
    Basic
    
    
    DilutedGross
    
    
    Operating
    
    
    Discontinued
    
    
    Income
    
    
    Loss
    
    
    LossRevenues
    
    
    Profit
    
    
    Income (loss)
    
    
    Operations
    
    
    (Loss)
    
    
    Per Share
    
    
    Per Share2007:First (1)
    
    $
    472,131
    
    
    $
    15,318
    
    
    $
    (29,850
    )
    
    $
    (1,980
    )
    
    $
    (67,913
    )
    
    $
    (3.59
    )
    
    $
    (3.59
    )Second (1)
    
    
    484,272
    
    
    
    22,818
    
    
    
    (207,083
    )
    
    
    (451
    )
    
    
    (233,489
    )
    
    
    (12.35
    )
    
    
    (12.35
    )Third
    
    
    445,942
    
    
    
    12,420
    
    
    
    (18,484
    )
    
    
    30,303
    
    
    
    (61,075
    )
    
    
    (3.23
    )
    
    
    (3.23
    )Fourth
    
    
    492,351
    
    
    
    16,354
    
    
    
    (73,531
    )
    
    
    46
    
    
    
    (110,325
    )
    
    
    (5.84
    )
    
    
    (5.84
    )$
    1,894,696
    
    
    $
    66,910
    
    
    $
    (328,948
    )
    
    $
    27,918
    
    
    $
    (472,802
    )2006:First (1)
    
    $
    466,439
    
    
    $
    40,396
    
    
    $
    4,002
    
    
    $
    (6,548
    )
    
    $
    (7,020
    )
    
    $
    (0.38
    )
    
    $
    (0.38
    )Second (1)
    
    
    469,167
    
    
    
    28,989
    
    
    
    (8,767
    )
    
    
    (3,701
    )
    
    
    (131,268
    )
    
    
    (6.96
    )
    
    
    (6.96
    )Third (1)
    
    
    400,954
    
    
    
    (1,221
    )
    
    
    (711,206
    )
    
    
    (10,003
    )
    
    
    (694,391
    )
    
    
    (36.75
    )
    
    
    (36.75
    )Fourth (1)
    
    
    422,608
    
    
    
    (5,542
    )
    
    
    (46,725
    )
    
    
    1,563
    
    
    
    (77,978
    )
    
    
    (4.74
    )
    
    
    (4.74
    )$
    1,759,168
    
    
    $
    62,622
    
    
    $
    (762,696
    )
    
    $
    (18,689
    )
    
    $
    (910,657
    )
 
 (1)
    
    Certain prior year amounts have been reclassified to reflect the sale of the Atwood Mobile
Products segment in 2007 that is required to be reported as a discontinued operation under
SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets(SFAS 144), as
described in Note 3 to the consolidated financial statements.   
    
    During our second quarter ended July 1, 2007, we determined that all of the Body & Glass
reporting units goodwill was impaired. Accordingly, we recorded an impairment charge for
the total amount of the Body & Glass reporting unit goodwill of approximately $184.5
million. This charge is reflected in facility consolidation, goodwill and asset impairment,
and other charges in the consolidated statement of operations. Further, we
recognized $8.2 million of employee severance and benefits charges related to the closure of our
Barcelona, Spain facility during the second quarter ended July 1, 2007.
  
    
    In 2007, we recognized net loss from discontinued operations of $28 million related to
the sale of Atwood. On August 15, 2007, the Bankruptcy Court approved the sale of the
Atwood Mobile Products business segment to Atwood Acquisition Co. LLC (the Buyer) for an
aggregate cash consideration of $160.2 million. On August 27, 2007, the Atwood sale closed,
and the proceeds of the sale were used to pay down a portion of the funds owed under the DIP
Term Loan and the DIP Revolver. As per the settlement agreement and mutual release between
the Debtors and the Buyer dated March 28, 2008, the purchase price had been subsequently
reduced by $7.5 million based on changes in working capital as defined in the asset purchase
agreement.
  
    
    We incurred $50 million of facility consolidation, asset impairment and other charges in
the fourth quarter, of which $33 million was related to asset impairments and $17 million
was related to employee severance and benefits resulting from the closure of our Pamplona,
Spain facility and other facilities closure expenses.
   
    
    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.
 106




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
    
    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 $671.8 million, consisting of severance
and benefit related costs of $22.2 million, asset impairments of
$643.6 million ($637.3
million for goodwill impairment, and $6.3 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.
  
    
    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 continued through
December 31, 2007 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.
 107




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15. Subsequent Events:
 Emergence From Chapter 11
  
    
    The obligations of the Debtors under the DIP Revolver and the New Term Loan DIP
Agreement, except those surviving obligations set forth in Article IX.D.4 of the Confirmed
Plan (collectively, the Allowed DIP Facility Claims) were repaid in full and terminated.
The creditors holding Allowed DIP Facility Claims were paid in full in cash on the
Effective Date.
    
    Outstanding debt securities of certain of the Debtors were cancelled, and the
indentures governing such debt securities were terminated. The holders of these notes
received approximately 95% of the common stock of the New Dura.
    
    The creditors holding Allowed Second Lien Facility Claims (as defined in the Confirmed
Plan) relating to the Second Lien Facility, were paid in full in shares of New Series A
Preferred Stock on the Effective Date.
    
    The Company entered into various exit financing facilities as detailed in Note 6 to the
consolidated financial statements.
 Fresh-Start Reporting (Unaudited)
     108




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
    
    Completion of valuation reports associated with long-lived tangible
and intangible assets which may derive further adjustments or
recording of additional assets or liabilities;
    
    Adjustments to deferred tax assets and liabilities, which may be based
upon additional information, including adjustments to fair value
estimates of underlying assets or liabilities;
    
    Adjustments to amounts recorded based upon estimated fair values or
upon other measurements, which could change the amount of recorded
goodwill; or
    
    Results of operations incurred from January 1, 2008 through the Effective Date.
  109




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Predecessor
    
    
    
    
    
    
    
    
    
    
    SuccessorCompany
    
    
    
    
    
    
    
    
    
    
    CompanyDecember 31,
    
    
    
    
    
    
    Fresh-Start
    
    
    December 31,2007
    
    
    Plan Effects (1)
    
    
    Adjustments
    
    
    2007Current Assets:Cash and cash equivalents
    
    $
    93,570
    
    
    $
    45,709
    
    
    
    
    
    
    $
    139,279Accounts receivable, net
    
    
    276,022
    
    
    
    
    
    
    
    
    
    
    
    276,022Inventories
    
    
    133,373
    
    
    
    
    
    
    
    6,669
    
    
    
    140,042Deferred income taxes
    
    
    11,086
    
    
    
    
    
    
    
    
    
    
    
    11,086Other current assets
    
    
    97,932
    
    
    
    11,800
    
    
    
    
    
    
    
    109,732Total current assets
    
    
    611,983
    
    
    
    57,509
    
    
    
    6,669
    
    
    
    676,161Property, plant and equipment, net
    
    
    411,884
    
    
    
    
    
    
    
    (69,137
    )
    
    
    342,747Deferred income taxes
    
    
    16,067
    
    
    
    
    
    
    
    (8,866
    )
    
    
    7,201Other assets, net
    
    
    9,560
    
    
    
    16,882
    
    
    
    (116
    )
    
    
    26,326$
    1,049,494
    
    
    $
    74,391
    
    
    $
    (71,450
    )
    
    $
    1,052,435Current Liabilities:Debtors-in-possession financing
    
    $
    137,483
    
    
    $
    (137,483
    )
    
    
    
    
    
    $
    Current maturities of long-term debt
    
    
    9,475
    
    
    
    70,600
    
    
    
    
    
    
    
    80,075Accounts payable
    
    
    174,899
    
    
    
    
    
    
    
    
    
    
    
    174,899Accrued liabilities
    
    
    202,708
    
    
    
    (100
    )
    
    
    
    
    
    
    202,608Accrued pension and postretirement benefits
    
    
    2,481
    
    
    
    
    
    
    
    
    
    
    
    2,481Deferred income taxes
    
    
    2,074
    
    
    
    
    
    
    
    1,136
    
    
    
    3,210Total current liabilities
    
    
    529,120
    
    
    
    (66,983
    )
    
    
    1,136
    
    
    
    463,273Long-term Liabilities:Long-term debt, net of current maturities
    
    
    3,373
    
    
    
    140,500
    
    
    
    
    
    
    
    143,873Pension and postretirement benefits
    
    
    63,303
    
    
    
    
    
    
    
    
    
    
    
    63,303Other noncurrent liabilities
    
    
    46,722
    
    
    
    
    
    
    
    (3,000
    )
    
    
    43,722Deferred income taxes
    
    
    13,958
    
    
    
    
    
    
    
    
    
    
    
    13,958Total long-term liabilities
    
    
    127,356
    
    
    
    140,500
    
    
    
    (3,000
    )
    
    
    264,856Liabilities subject to compromise
    
    
    1,306,779
    
    
    
    (1,306,779
    )
    
    
    
    
    
    
    Total Liabilities
    
    
    1,963,255
    
    
    
    (1,233,262
    )
    
    
    (1,864
    )
    
    
    728,129Successor Company Convertible Preferred Stock
    
    
    
    
    
    
    236,475
    
    
    
    
    
    
    
    236,475Minority interests
    
    
    6,284
    
    
    
    
    
    
    
    
    
    
    
    6,284Stockholders Investment (Deficit):Successor Company Common Stock
    
    
    
    
    
    
    84
    
    
    
    
    
    
    
    84Predecessor Company Common Stock
    
    
    189
    
    
    
    (189
    )
    
    
    
    
    
    
    Additional paid-in capital
    
    
    351,878
    
    
    
    (192,251
    )
    
    
    (78,164
    )
    
    
    81,463Treasury stock at cost
    
    
    (1,743
    )
    
    
    1,743
    
    
    
    
    
    
    
    Accumulated deficit (including FIN 48
cumulative adjustment of $2,348 in 2007)
    
    
    (1,472,639
    )
    
    
    1,261,791
    
    
    
    210,848
    
    
    
    Accumulated other comprehensive income
    
    
    202,270
    
    
    
    
    
    
    
    (202,270
    )
    
    
    Total stockholders investment (deficit)
    
    
    (920,045
    )
    
    
    1,071,178
    
    
    
    (69,586
    )
    
    
    81,547$
    1,049,494
    
    
    $
    74,391
    
    
    $
    (71,450
    )
    
    $
    1,052,435
 
 (1)
    
    The reported amounts in the Plan Effects column of the table above reflect adjustments
related to the Plan of Reorganization and the effects of the consummation of the transactions
contemplated therein, which included settlement of various liabilities, issuance of certain
securities, incurrence of new indebtedness, repayment of old indebtedness, and other cash
payments. 110




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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
 Schedule II: Valuation and Qualifying Accounts
 Facility Consolidation and Discontinued Operations:
  2007
    
    
    2006
    
    
    2005Balance, beginning of the year
    
    $
    29,228
    
    
    $
    18,167
    
    
    $
    21,550Provisions
    
    
    39,723
    
    
    
    45,818
    
    
    
    5,499Adjustments
    
    
    (1,585
    )
    
    
    (20,401
    )
    
    
    (418
    )Utilizations
    
    
    (28,275
    )
    
    
    (14,356
    )
    
    
    (8,464
    )Balance, end of the year
    
    $
    39,091
    
    
    $
    29,228
    
    
    $
    18,167
 111




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Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure
  
 Item 9A. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Managements Report on Internal Control over Financial Reporting
  
    
    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.
 Internal Control  Integrated Framework
  Existing material weaknesses as of December 31, 2006 that have not been remediated as of December
31, 2007:
 1.
    
    Income Taxes- Management determined that the processes and procedures surrounding the
accounting for the current tax effects of foreign nonrecurring transactions, as well as
foreign deferred income tax accounts, did not include adequate controls. These 2005 matters
represented a design and operating deficiency and, based upon misstatements requiring
correction to the financial statements that impacted the Income Tax Provision, Income Tax
Payable and Deferred Income Tax accounts, constituted a material weakness as disclosed in the
Companys Annual Report on Form 10-K for the year ended December 31, 2005. Based upon
misstatements requiring correction to the financial statements in 2006, management concluded
that additional remediation actions were still required and that this material weakness
continued to exist. No additional significant remediation efforts have been
 112




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completed through December 31, 2007, therefore, we are continuing to report this previously
identified material weakness and will do so until further remediation, testing and assessment is
completed.
 2.
    
    Qualified Accounting Personnel- Management determined that the Company employs 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.The Companys controls over the application and disclosure of generally accepted accounting
principles as applied in the U.S. (GAAP) are ineffective as a result of insufficient resources
and technical accounting expertise within the organization to resolve and determine appropriate
accounting and disclosures in a timely manner. Furthermore, accounting for transactions is
performed across multiple locations that are not adequately staffed or are staffed with
individuals that do not have the appropriate level of GAAP knowledge, resulting in non-timely
completion of various accounting and financial reporting requirements. Additional personnel and
oversight is needed within the Company to ensure timely completion of financial reporting
requirements and to review the accounting for transactions to ensure compliance with GAAP.3.
    
    Financial Statement Close  Account Reconciliations- Preparation, review and monitoring
controls over the financial statement close process with respect to account reconciliations
performed by our North American Shared Services Center did not operate effectively to ensure
significant account balances were accurate and supported with appropriate underlying
calculations and documentation in a timely manner.With the significant changes in our business caused in part by our chapter 11 status, and the
loss of several finance and accounting personnel, account reconciliations were not prepared or
reviewed adequately, appropriately and/or on a timely basis, which resulted in significant delay
in our ability to complete the preparation of our consolidated financial statements as of
December 31, 2007.
 New material weaknesses as of December 31, 2007:
 4.
    
    Financial Statement Close  Journal Entries, Segregation of Duties and Contingent
Liabilities- Preparation, review and monitoring controls over the financial statement close
process with respect to journal entries did not operate effectively to ensure significant
account balances were accurate and supported with appropriate underlying calculations and
documentation in a timely manner and that all significant journal entries are reviewed timely
by an appropriate level of management.With the significant changes in our business caused in part due to our chapter 11 status, and the
loss of several finance and accounting personnel, journal entries were not consistently prepared
with adequate source documentation and/or reviewed adequately or on a timely basis.Preparation, review and monitoring controls over the financial statement close process with
respect to segregation of duties did not operate effectively to ensure that assignment of duties
provided for appropriate segregation between the responsibilities of authorizing transactions,
recording transactions, and maintaining custody of assets.The Company did not establish a process of reviewing existing work responsibilities and did not
perform an analysis when assigning work responsibilities to Company personnel in order to
identify, correct and prevent segregation of duties conflicts. Conflicts that exist could allow
personnel to perpetrate fraud without detection, though no significant acts of fraud have been
detected.Controls over the data gathering, communication and recording of contingent liabilities,
including legal, environmental and warranty were not properly designed and did not operate
effectively resulting in incomplete and incorrectly valued accruals.The Company did not have appropriate or adequate personnel or processes for accurately
determining appropriate values for certain existing liabilities or the timely recording of such
liabilities in accordance with applicable accounting guidance, resulting in identified errors and
requiring adjustment to correct the Companys books and records.5.
    
    Fixed Assets- Process controls at our operating units over fixed assets did not operate
effectively to ensure proper accounting and financial reporting. Specifically, (i) controls
ensuring existence of fixed assets at operating locations, (ii) ensuring timely and accurate
transfer of costs of completed construction-work-in-progress to the fixed assets subsidiary
ledgers and related accounts, (iii) depreciation accurately presented on an interim basis, and
(iv) timely recognition of asset impairments on an interim basis.
 113




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Differences existed between fixed asset subsidiary ledgers and physical existence of those listed
assets at our operating locations. Fixed asset projects were completed or discontinued in the
normal course of business that was not properly captured in the Companys accounting records
through timely capitalization or impairment. Depreciation, on an interim basis, was determined
to have been incorrect and depreciation had been incorrectly stopped on certain assets. We did
not have appropriate or adequate personnel, processes, procedures or controls in place to allow
for identification of the control failures relative to fixed assets and related depreciation on
an interim and/or an annual basis. As a result, several errors were noted by us upon attempting
to manage, reconcile and track our fixed assets in 2007, and such reconciliation and tracking
process was not able to be completed on a timely basis, which resulted in significant delay in
our ability to complete the preparation of our consolidated financial statements as of December
31, 2007.6.
    
    Closed Plant Management- Process controls at our operating locations over plant closing
procedures were not properly designed and did not operate effectively resulting in inadequate
management of the operating locations books and records and timely recording of final
transactions related to fixed assets and inventory.Recent significant changes were required at our operating locations with respect to facility
closures. These closures necessitated the transfer of books and records and asset transfers to
other Company facilities. We did not have appropriate or adequate personnel, processes,
procedures or controls in place to properly manage all of these plant closures and related
accounting effects. As a result, books and records that are required for the support of
transactions could not be readily located and fixed assets and inventory transfers resulted in
failures in reconciliations between asset records and physical existence of such assets.Based on our assessment, and because of the material weaknesses described above, management has
concluded that our internal control over financial reporting was not effective as of December 31,
2007.
 Changes in internal control over financial reporting
   Remediation of Material Weaknesses
  1.
    
    Changes to enhance controls over income taxes include: (i) an updated critical assessment
of the redesigned processes and procedures for the detailed documentation and reconciliations
surrounding the tax effects of nonrecurring transactions and deferred income tax accounting in
our foreign tax jurisdictions to help ensure that we are able to identify and address tax
accounting issues in a more timely and comprehensive manner; (ii) hiring additional tax
department personnel who have the appropriate skill and knowledge background with respect to
U.S. GAAP related to income taxes, and other applicable rules and regulations with respect to
tax matters; and (iii) implementing additional recurring review procedures to ensure
compliance with U.S. GAAP, and other applicable rules and regulations with respect to tax
matters.2.
    
    Changes to enhance controls by hiring a greater number of qualified accounting personnel
include: Management is working toward increasing the number of qualified accounting personnel
by actively recruiting additional experienced accountants to
 114




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##### Table of Contents



increase the knowledge of accounting and strengthen internal controls within the Company. In
addition, management has committed to providing the finance staff with additional support and
training in order to enable them to identify unusual or complex transactions and disclosures
requiring further consideration by technical accounting experts or others within the
organization, to address this material weakness. Until such time as management can execute on the
above remediation plans, management has determined the following additional procedures will be
performed:
 
    
    More transactions will be reviewed by the Corporate Controller and/or
the North American and European Finance Staff rather than solely at an
operating location or within the North American Shared Services
Center, particularly those, if any, which deviate from previously
reviewed or standard terms and conditions;
    
    Management has strengthened 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.
 3.
    
    Changes to enhance account reconciliation and journal entry controls include: Established
account reconciliation and journal entry preparation and review standard procedures.
Preparation procedures include standards of documentation that must accompany each account
reconciliation and journal entry. Review procedures include mechanisms to monitor that
account reconciliations, journal entries and related documentation are prepared timely and
reviews are conducted timely by appropriate levels of management.Changes to enhance segregation of duties controls include: We are in the process of implementing
a risk based review of previously existing segregation of duties violations and resolving through
assignment redesign or ensuring higher level monitoring controls exist to mitigate the risks
associated with the violations. Additionally, periodic user access reviews, reviews of work
assignment changes to existing personnel, and the hiring or termination process will be managed
by implementing effective change management controls to ensure that segregation of duties
violations will be prevented.Changes to enhance controls over contingent liabilities include: We are in the process of
designing and implementing adequate, permanent processes and controls to ensure timely
identification, accurate valuation and recording of liabilities to address this material
weakness. These processes include ensuring the gathering of necessary data internally and from
outside parties, facilitating communication to data owners and assigning review responsibilities
to appropriate levels of management, of the resulting accruals for timeliness, completeness and
accuracy in monthly reporting processes.4.
    
    Changes to enhance controls over fixed assets include: We are in process of designing and
implementing adequate, permanent processes and controls at our operating units over fixed
asset transactions to address this material weakness. Until such time as the aforementioned
procedures can be adequately implemented, management has required each operating unit to
perform a review of significant fixed assets for comparison to the fixed asset ledger to
verify existence and communicate discrepancies, if any. Business units (operating and
corporate) are required to confirm fixed asset addition projects to ensure such amounts remain
valid and to communicate discrepancies, if any.5.
    
    Changes to enhance controls over the closed plant management include: We are in process of
designing and implementing adequate, permanent processes and controls at our operating units
over physical management of books and records, fixed assets and inventory transactions to
address this material weakness. Until such time as the aforementioned procedures can be
adequately implemented, management will design plant closure processes and procedures to
ensure all books and records and company assets are properly and timely accounted for.As a result of augmented resources in Accounting by utilizing external resources in tax and
technical accounting areas and implementation of additional closing procedures for the year ended
December 31, 2007 management believes that there are no material inaccuracies or omissions of
material fact and, to the best of its knowledge, believes that the consolidated financial
statements for the year ended December 31, 2007 fairly present in all material respects the
financial condition and results of operations for the Company in conformity with accounting
principles generally accepted in the United States of America.
 115




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Remedial actions taken on previously reported material weaknesses that no longer exist as of
December 31, 2007:
    Limitations on the Effectiveness of Controls
  
 Item 9B. Other Information
  116




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PART III
 
 Item 10. Directors and Executive Officers of the Registrant
  Name
    
    Age
    
    Position(s)Timothy D. Leuliette
    
    58
    
    President, Chief Executive Officer, and DirectorNick G. Preda
    
    62
    
    Executive Vice President and Chief Financial OfficerTheresa L. Skotak
    
    50
    
    Executive Vice President and Chief Administrative OfficerSteven J. Gilbert
    
    61
    
    Chairman of the Board of DirectorsFred Bentley
    
    43
    
    DirectorAndrew (Andy) B. Mitchell
    
    45
    
    DirectorPeter F. Reilly
    
    44
    
    DirectorJeffrey M. Stafeil
    
    38
    
    DirectorRobert S. Oswald
    
    67
    
    Director
 Timothy D. Leuliette
 Nick
G. Preda
 Theresa
L. Skotak
 Steven J. Gilbert
 Fred F. Bentley
 Andrew (Andy) B. Mitchell
 117




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##### Table of Contents



Peter F. Reilly
 Jeffrey M. Stafeil
 Robert S. Oswald
  Codes of Conduct
   www.duraauto.com. www.duraauto.com.
 Section 16(a) Beneficial Ownership Reporting Compliance
  118




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##### Table of Contents



Procedures to Recommend Nominees to the Board
  Audit Committee and Audit Committee Financial Expert
  
 Item 11. Executive Compensation
 Compensation Discussion and Analysis
 Overview
  Steven J.
Gilbert
 Executive Summary
    General Compensation Philosophy
  119




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##### Table of Contents




    
    Attracting and retaining the best possible executive talent;
    
    Motivating executive officers to achieve the Companys performance objectives;
    
    Rewarding individual performance and contributions; and
    
    Linking the financial interests of executives and stockholders.
  
    
    Periodic cash incentive payments were made under the KMIP only if the Company makes progress
toward achieving certain pre-determined milestones tied to its 50-cubed restructuring plan
and target earnings before interest, taxes, depreciation, and amortization (EBITDA). As of the
beginning of the second quarter of 2007, the metrics under the KMIP for our executive officers
were modified to include achievement of certain milestones relating to an expeditious exit
from bankruptcy.
    
    Long-term equity incentive compensation (restricted stock units, stock options and
performance shares) is directly tied to the Companys share performance. In 2007, the Company,
however, did not make long-term incentive grants because it was operating under chapter 11
bankruptcy protection.
 Market Data
 Watson Wyatts Top Management Report Mercers
Executive Benchmark Survey
 Executive Compensation Components
  
    
    Base salary;
    
    Annual bonus;
    
    KMIP bonus;
    
    Long-term equity incentive compensation; and
    
    Executive retirement benefits, severance benefits, and perquisites.
  120




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##### Table of Contents



Salary
   Short-Term Incentives
  Key Management Incentive Plan and other Special Incentive Payments
    
    
    Moving 2,000 positions from current facilities to best-in-cost facilities by December 31,
2007;
    
    Achieving the 50-cubed operational restructuring plan for a total cost not exceeding $100
million (including cash expenses and capital expenditures);
    
    Right-sizing the fixed employee base by eliminating at least 510 indirect employee positions;
and
    
    Achieving personal goals that support the above three objectives.
   121




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##### Table of Contents




    
    Incentive Payment No. 1: 25% of remaining KMIP bonus payments upon the delivery of
the five year Business Plan to the Creditors Committee and Second Lien Committee (the
Business Plan Metric Payment);
    
    Incentive Payment No. 2: 25% of remaining KMIP bonus payments upon the filing of a
chapter 11 plan of reorganization and disclosure statement with the Bankruptcy Court (the
Plan of Reorganization Metric Payment); and
    
    Final Payment: 50% of remaining KMIP bonus payments upon the earlier of: (a)
December 31, 2007; and (b) the confirmation of a chapter 11 plan of reorganization,
subject to certain trailing 2007 EBITDA targets (the EBITDA Target Payment).
       Long-Term Equity Incentives
   122




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##### Table of Contents



Executive Benefits and Perquisites
  Executive Retirement Benefits
     Executive Perquisites
  123




---



##### Table of Contents



Severance and Change in Control Benefits
   Stock Ownership Guidelines
  Section 162(m) of the Internal Revenue Code
  Compensation Committee Report
      124




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##### Table of Contents



Compensation Committee Interlocks and Insider Participation
  Summary Compensation Table
  SUMMARY COMPENSATION TABLE
 Non-qualifiedNon-Equity
    
    DeferredStock
    
    Option
    
    Incentive Plan
    
    Compensation
    
    All OtherName and Principal
    
    
    
    
    
    Salary(1)
    
    Bonus(2)
    
    Awards(3)
    
    Awards(4)
    
    Compensation(5)
    
    Earnings(6)
    
    Compensation(7)
    
    TotalPosition
    
    Year
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)
    
    (f)
    
    (g)
    
    (h)
    
    (i)
    
    (j)Lawrence A. Denton (8)
Chairman, President and
Chief Executive Officer
    
    
    2007
    
    
    $
    800,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2,369,847
    
    
    $
    218,177
    
    
    $
    53,000
    
    
    $
    3,441,0242006
    
    
    $
    800,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    307,192
    
    
    $
    152,360
    
    
    $
    53,218
    
    
    $
    1,312,770David T. Szczupak (9)
Vice President, Chief Operating Officer
    
    
    2007
    
    
    $
    500,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1,018,874
    
    
    $
    0
    
    
    $
    38,264
    
    
    $
    1,557,137Theresa L. Skotak
Vice President, Chief Administrative Officer
    
    
    2007
    
    
    $
    283,333
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    471,675
    
    
    $
    14,087
    
    
    $
    24,898
    
    
    $
    793,9932006
    
    
    $
    275,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    59,135
    
    
    $
    12,968
    
    
    $
    16,689
    
    
    $
    363,792C. Timothy Trenary(10)
Vice President, Chief Financial Officer
    
    
    2007
    
    
    $
    109,375
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    120,715
    
    
    $
    0
    
    
    $
    13,288
    
    
    $
    243,378David L. Harbert(11)
Former Vice President,
Chief Financial Officer
    
    
    2007
    
    
    $
    408,738
    
    
    $
    125,000
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0
    
    
    $
    30,062
    
    
    $
    563,8002006
    
    
    $
    31,569
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    31,569Tim Stephens(12)
Former Vice President, President Atwood Division
    
    
    2007
    
    
    $
    146,682
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    396,115
    
    
    $
    0
    
    
    $
    9,000
    
    
    $
    551,797John J. Knappenberger(13)
Former Vice President
    
    
    2007
    
    
    $
    235,988
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0
    
    
    $
    196,815
    
    
    $
    432,8042006
    
    
    $
    281,885
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    34,045
    
    
    $
    34,063
    
    
    $
    349,993
 
 (1)
    
    Messrs Denton, Szczupak, Stephens, Knappenberger, and Ms. Skotak contributed a portion of
their salary to the Companys 401(k) savings plan.(2)
    
    Amount for Mr. Harbert represents his payments in the KMIP, which were discretionary
incentive payments.(3)
    
    The Company did not recognize any expenses pursuant to FAS 123(R) for stock awards in 2006 or
2007.(4)
    
    The Company did not recognize any expenses pursuant to FAS 123(R) for stock option awards in
2006 and 2007.(5)
    
    No opportunities were provided under the annual bonus plan in 2007. The amounts disclosed in
this column represent payments made in 2006 and 2007 under the Companys KMIP to executive
officers who participated in the KMIP. Mr. Knappenberger did not participate in the plan.
Amount for Mr. Stephens in 2007 also includes $259,416 representing an incentive payout for
successful divestiture of the Atwood Division.(6)
    
    This column reflects the increase in actuarial pension value for each executive officer
participating under the SERP. Mr. Dentons change in pension value reported for 2006 has been
updated from last years disclosure to include bonus payouts under the KMIP that were paid
during 2006 and resulted in a change in his final average earnings for his SERP benefit as of
2006. With respect to Ms. Skotak, this column also reflects interest credits added to Ms.
Skotaks cash balance account under the Master Plan. The value of Mr. Knappenbergers SERP
benefit decreased by $15,377 during 2007; in addition, Mr. Knappenbergers SERP was
subsequently rejected by the Company, effective on emergence from bankruptcy. Mr.
Knappenberger also had an account in the Dura Automotive Systems, Inc. Non-qualified Plan that
was cashed out at his termination of employment; he did not receive above-market interest
credits to his account during 2007. Mr. Stephens had participated in the SERP but was not
vested in his benefit at the time of the sale of the Atwood division, and thus forfeited his
accrued benefit. 125




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##### Table of Contents



(7)
    
    For 2007, represents the incremental cost to the Company of providing all other compensation
to its named executive officers including a Company car, golf club membership, health club
membership, financial planning, a physical examination, and life insurance premiums. Includes
life insurance premiums of $19,452, $2,020, $4,350, and $10,600 for Messrs. Denton, Trenary,
Szczupak, and Knappenberger, respectively. Includes tax reimbursements of $6,103 for Ms.
Skotak, $2,101 for Mr. Trenary, and $2,550 for Mr. Knappenberger under the Flexible Perks
Program. This column includes matching contributions under the Companys 401(k) plan for
Messrs. Denton, Szczupak, Stephens, Knappenberger, and Ms. Skotak. This column also includes
$9,000 cash payment to Mr. Trenary for forgone compensation at his prior employer and the
following severance related payments: Mr. Harbert of $20,062 for unused vacation and $10,000
per diem; and Mr. Knappenberger of $43,365 for unused vacation and $125,000 cash severance.(8)
    
    Mr. Denton terminated his employment as Chairman, President, and CEO of the Company on July
16, 2008. Mr. Denton will serve as a consultant to the Company until December 31, 2008. Pay
during this transition and period thereafter is contained in the Form 8-K filed July 17, 2008.(9)
    
    Mr. Szczupak volutarily terminated employment with the Company on July 3, 2008.(10)
    
    Mr. Trenarys employment with the Company commenced on September 17, 2007 and he voluntarily
terminated employment on June 20, 2008.(11)
    
    Mr. Harberts employment with the Company commenced in December 9, 2006. He was appointed
Chief Financial Officer on December 20, 2006. He voluntarily terminated employment with the
Company in September 2007.(12)
    
    Mr. Stephens terminated employment with the Company when the Atwood division was divested in
August 2007.(13)
    
    Mr. Knappenberger voluntarily terminated employment with the Company on November 1, 2007. Grants of Plan-Based Awards Table
  GRANTS OF PLAN-BASED AWARDS IN 2007
 Estimated Future Payouts Under
    
    Estimated Future Payouts
    
    All Other
    
    All Other
    
    Exercise of Base
    
    Grant Date FairNon-Equity Incentive Plan
    
    Under Equity Incentive Plan
    
    Stock
    
    Option
    
    Price of Option
    
    Value of Stock andAwards(1)
    
    Awards(2)
    
    Awards
    
    Awards
    
    Awards
    
    OptionNo. of SecuritiesNo. of Shares or
    
    Underlying OptionsThreshold
    
    Target
    
    Maximum
    
    Threshold
    
    Target
    
    Maximum
    
    Units (2)
    
    (2)Name
    
    Grant Date
    
    ($)
    
    ($)
    
    ($)
    
    (#)
    
    (#)
    
    (#)
    
    (#)
    
    (#)
    
    $/Sh(2)
    
    ($) (2)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (g)
    
    (g)
    
    (h)
    
    (e)
    
    (f)
    
    (g)
    
    (h)
    
    (i)Lawrence A. Denton
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ David T. Szczupak
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ Theresa L. Skotak
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ C. Timothy Trenary
KMIP
    
    9/17/2007
    
    $ 
    
    $
    675,000
    
    
    $
    675,000
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ David L. Harbert(3)
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ Tim Stephens
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ Atwood Sale 
Incentive 
Program(4)
    
    8/9/2007
    
    $ 
    
    $
    
    
    
    $
    337,500John J.
Knappenberger(5)
KMIP
    
    
    
    $ 
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    $ 
    
    $ 
 
 (1)
    
    Amounts represent potential cash payouts under the Companys Key Management Incentive Plan or
the Atwood Sales Incentives Program. The actual payout amounts in 2007 for the Key Management
Incentive Plan are reflected in the Non-Equity Incentive Plan Compensation column in the
Summary Compensation Table. 126




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##### Table of Contents



(2)
    
    No equity grants were made in 2007.(3)
    
    Mr. Harberts KMIP opportunity was discretionary.(4)
    
    Incentive program for successful divestiture of Atwood division.(5)
    
    Mr. Knappenberger did not participate in the KMIP. Narrative to the Summary Compensation Table and the Grants of Plan-Based Awards Table
  Employment Agreements
 Lawrence A. Denton .
 David T. Szczupak .
 David L. Harbert .
 127




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##### Table of Contents



C. Timothy Trenary
 Theresa L. Skotak
 Timothy D. Leuliette
 Outstanding Equity Awards at Fiscal Year-End
  OUTSTANDING EQUITY AWARDS AT 2007 FISCAL YEAR-END
 Option Awards (1)
    
    Stock AwardsEquity Incentive
    
    Equity IncentiveNumber of
    
    Number of
    
    
    
    
    
    
    
    
    
    
    
    
    
    Plan Awards:
    
    Plan Awards:Securities
    
    Securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    Number of Unearned
    
    Market or PayoutUnderlying
    
    Underlying
    
    
    
    
    
    Number of Shares
    
    Market Value of
    
    Shares, Units,
    
    Value of UnearnedUnexercised
    
    Unexercised
    
    
    
    
    
    or Units of Stock
    
    Shares or Units
    
    or Other Rights
    
    Shares, Units, orOptions
    
    Options
    
    Option
    
    Option
    
    That Have Not
    
    of Stock That
    
    That Have Not
    
    Other Rights thatExercisable
    
    Unexercisable
    
    Exercise Price
    
    Expiration
    
    Vested(2)
    
    Have Not Vested
    
    Vested(3)
    
    Have Not VestedName
    
    (#)
    
    (#)
    
    ($)
    
    Date
    
    (#)
    
    ($)
    
    (#)
    
    ($)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)
    
    (f)
    
    (g)
    
    (h)
    
    (i)Lawrence A. Denton
    
    250,000
180,000
250,000
    
    0
0
0
    
    $  7.02
$  9.52
$  3.70
    
    2/20/2013
5/19/2014
5/18/2015
    
    
    1,834
    
    
    $
    37
    
    
    
    500,000
    
    
    $
    10,000Theresa L. Skotak
    
    3,750
    4,000
  20,000
  25,000
  80,000
    
    0
0
0
0
0
    
    $  7.50$  9.15$13.50$  7.02$  9.52
    
    1/22/2011
12/13/2011
8/1/2012
2/20/2013
5/19/2014
    
    
    302
    
    
    $
    6
    
    
    
    200,000
    
    
    $
    4,000
 
 (1)
    
    All options were fully vested as of October 26, 2005, by action of the Compensation
Committee. As of the Effective Date, all of our previously outstanding shares of Class A
common stock were cancelled for no consideration pursuant to the terms of the Confirmed Plan.(2)
    
    This column represents outstanding restricted stock units credited by the Company pursuant to
the Deferred Stock Plan. The remaining restricted stock units vested on January 1, 2008.(3)
    
    This column represents outstanding performance shares as of December 31, 2007, payable in
common stock, that vest upon the achievement of a predetermined performance goal. The
performance period began on May 31, 2006, and ends on the earlier of the date that the
Compensation Committee determines that the performance goal has been met and 2 years from the
commencement of the performance period. As of May 31, 2008, the performance criteria were not
met and the shares were forfeited. 128




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##### Table of Contents



Option Exercises and Stock Vested Table
  2007 OPTION EXERCISES AND STOCK VESTED
 Stock AwardsNumber of SharesAcquired onVesting(1)
    
    
    Value Realized on Vesting(2)Name
    
    (#)
    
    
    ($)(a)
    
    (b)
    
    
    (c)Lawrence A. Denton
    
    
    3,537
    
    
    $
    1,733Theresa L. Skotak
    
    
    603
    
    
    $
    295
 
 (1)
    
    This column shows the number of restricted stock units that became vested on January 1, 2007,
under the Deferred Stock Plan.(2)
    
    The Value Realized on Vesting represents the number of restricted stock units that vested
on January 1, 2007 multiplied by the closing price of Dura common stock ($0.49) on the date of
vesting. Pension Benefits Table
  2007 PENSION BENEFITS
 Number of Years of
    
    Present Value of
    
    Payments During LastCredited Service
    
    Accumulated Benefit(1)
    
    Fiscal YearName
    
    Plan Name
    
    (#)
    
    ($)
    
    ($)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)Lawrence A. Denton(2)
    
    2003 Supplemental Executive Retirement Plan
    
    9.5
    
    $662,234
    
    $0Theresa L. Skotak
    
    2003 Supplemental
Executive Retirement
Plan
    
    10.5
    
    $125,588
    
    $0DURA Master Pension Plan
    
    2.8
    
    $13,241
    
    $0John J. Knappenberger(3)
    
    2003 Supplemental Executive
Retirement Plan
    
    11.8
    
    $271,304
    
    $0
 
 (1)
    
    The assumptions used to calculate the present reference.
value of each executives accumulated benefit
are discussed in Item 8, Note 9. Employee
Benefit Plans to the Consolidated Financial
Statements included in this Form 10-K, which
is incorporated herein by(2)
    
    Pursuant to the purposes of benefit
terms of Mr. calculations and
Dentons offervesting under the
letter and a SERP. separate letter
agreement, Mr.
Dentons service is
multiplied by two
for(3)
    
    Mr. Knappenbergers SERP benefit was subsequently rejected by Dura, effective upon emergence
from bankruptcy resulting in the value of his benefit becoming a general unsecured claim. SERP
   129




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Master Plan
  130




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##### Table of Contents



Non-qualified Deferred Compensation Table
  2007 NON-QUALIFIED DEFERRED COMPENSATION
 AggregateExecutive Contributions
    
    Registrant Contributions
    
    Aggregate Earnings
    
    Withdrawals/
    
    Aggregate Balancein Last FY
    
    in Last FY
    
    in Last FY(1)
    
    Distributions
    
    at Last FYEName
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)
    
    (f)John J.
Knappenberger
    
    $
    0
    
    
    $
    0
    
    
    $
    16,647
    
    
    $
    207,990
    
    
    $
    0
 
 (1)
    
    Mr. Knappenbergers aggregate earnings under the Non-qualified Plan during 2007 were $16,647.
No amounts of Mr. Knappenbergers aggregate earnings in 2007 are reported as compensation in
the Change in Pension Value and Non-qualified Deferred Compensation Earnings column of the
Summary Compensation Table, as the earnings are not above market.  Other Potential Post-Employment Payments
   131




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Mr. Dentons Other Potential Post-Employment Payments
  Payments Made Upon Involuntary Termination Without Cause
  
    
    Base salary continuation for 24 months;
    
    Continued coverage under the Companys medical and dental plans for a period of 24 months;
and
    
    An enhanced SERP benefit equal to the normal retirement benefit reduced by 5/12 of 1% for
each month by which the benefit commencement date precedes age 62.
 Payments Made Upon Death or Disability
  
    
    Immediate vesting of all unvested restricted stock units under the Deferred Stock Plan;
    
    Settlement of performance shares, in common stock, equal to the number of performance shares
that would have been issued to Mr. Denton at the end of the performance period multiplied by
the prorated amount of time he was employed by the Company during the performance period. Such
prorated payment would be made only if the performance goal is satisfied on or before the end
of the performance period;
    
    Extension of stock option exercise period for 12 months following Mr. Dentons termination;
and
    
    Benefits under the SERP as described in the narrative accompanying the 2007 Pension
Benefits table above.
 Payments Made Upon a Change in Control
  
    
    Lump sum cash payment of severance equal to three times the sum of Mr. Dentons base salary
plus his Average Annual Incentive Compensation;
 
    
    Lump sum cash payment equal to the Mr. Dentons Special Prior Year MICP (Annual Bonus Plan)
Payments;
 
    
    Lump sum payment, within ten days after the termination, equal to the value of the benefit
that Mr. Denton would have been entitled to receive under the SERP assuming that Mr. Denton
had 20 additional years of service under the SERP (10 years of service multiplied by the
factor of two that applies to his service) and without any reduction if the payment is made
before age 65;
 
    
    Extension of stock option exercise period for up to 90 days following the date such options
would otherwise expire under the terms of the applicable option agreements, if Mr. Denton is
unable to exercise options because he is in possession of material non-public information;
 
    
    Continuation of medical and dental benefits for a period of three years following the date of
termination; and
 132




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##### Table of Contents




    
    Gross-up payment on any excise tax arising under Internal Revenue Code Section 280G relating
to excess parachute payments.
  
    
    Under the performance share award agreement, if a Change in Control of the Company occurred,
the performance objectives are deemed to be satisfied and Mr. Denton would have been entitled
to immediate settlement of performance shares, in common stock, equal to the number of
outstanding performance shares.
 
    
    Under the Deferred Stock Plan, Mr. Dentons unvested restricted stock units would have become
vested if his employment terminated for any reason within 24 months after a change in control.
 
    
    Under the SERP, following a Change in Control, a participant may voluntarily terminate
employment and receive an immediate enhanced benefit equal to the normal retirement benefit
reduced by 5/12% for each month by which commencement precedes age 62.
 Material Defined Terms
  
    
    Cause is defined as the: (i) commission of a felony by the executive; (ii) an act or series
of acts of dishonesty, disloyalty, or fraud in the course of the executives employment which
is materially adverse to the best interests of Dura; (iii) after being notified in writing by
the Board of Directors of Dura of the failure and having been given at least 15 days in which
to cure the failure, the executive continues to unreasonably neglect his duties and
responsibilities as an executive of Dura; (iv) substantial and repeated failure to perform
duties as reasonably directed by the Board of Directors of Dura after being notified in
writing by the Board of Directors of Dura at least seven days in advance of such repeated
failure; (v) use of alcohol or drugs which repeatedly interferes with the performance of the
executives duties; and (vi) intentionally engaging in a competitive activity while the
executive remains in the employment of Dura or any of its subsidiaries to the material
disadvantage or detriment of the Company.
 
    
    Certain Circumstances is defined as: (i) a reduction of executives compensation or a
mandatory relocation of his place of employment; or (ii) as a result of a Change in Control, a
substantial impairment of executives ability to carry out his authorities, power, functions,
responsibilities, or duties that he had in his position and offices of Dura before the Change
in Control.
 
    
    MICP is defined as Duras Management Incentive Compensation Plan as in effect on the date
of the Change of Control Agreement and any earlier or later year and any similar plan in which
executive may have participated or that may be implemented in place of the plan from time to
time thereafter. The MICP includes the Annual Bonus Plan and KMIP.
 
    
    Average Annual Incentive Compensation means the highest of: (i) the average of the dollar
amounts of incentive compensation paid or payable to the executive under the MICP for each of
the two fiscal years most recently ended before the first Change in Control occurring after
execution of the Change of Control Agreement; (ii) the average of the dollar amounts of
incentive compensation paid or payable to the executive under the MICP for each of the two
fiscal years most recently ended before the date his employment terminates; and (iii) the
average dollar amount obtained by adding together the amount of incentive compensation paid or
payable to the executive under the MICP for the fiscal year most recently ended before the
date his employment terminates and the executives target annual incentive compensation and
dividing the sum so obtained by two.
 
    
    Special Prior Year MICP Payments means an amount equal to the same amount or amounts that
Dura would have paid to the executive as incentive compensation (including payments under the
Annual Bonus Plan) with respect to that fiscal year at the regular payment date if the
executives employment had continued through the regular payment date.
  133




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##### Table of Contents




    
    An excise tax gross up payment is provided if the total parachute payments exceed the IRC
Section 280G safe harbor amount by $100,000. Otherwise, Mr. Dentons severance payments are
reduced so that the aggregate parachute payments do not exceed the safe harbor.
    
    A plan of reorganization (POR) or events related to the POR do not constitute a change in
control.
    
    Overall cap in total change in control related payments of $5.7 million.
  Approximation of Other Potential Post-Employment Payments
  133




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Other Potential Post-Employment Payments for Mr. Denton
 Change in ControlInvoluntaryTerminationWithoutResignation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cause oror
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    VoluntaryInvoluntary
    
    Involuntary
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TerminationTermination
    
    Termination
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    UnderWithout
    
    With
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change in
    
    CertainCause
    
    Cause
    
    Retirement
    
    Death
    
    Disability
    
    Control Only
    
    CircumstancesType of Payments and Benefits
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)Cash CompensationCash Severance
    
    $
    1,600,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    4,060,788Long-Term IncentivesRestricted Stock Units-Unvested Awards
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    37
    
    
    $
    37
    
    
    $
    0
    
    
    $
    37Performance Shares-Unvested Awards
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    7,917
    
    
    $
    7,917
    
    
    $
    10,000
    
    
    $
    10,000Retirement BenefitsSERP(1)
    
    $
    402,246
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    565,706
    
    
    $
    402,246
    
    
    $
    4,364,775BenefitsContinuation of Health & Welfare Benefits
    
    $
    6,419
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    9,629Perquisites and Tax PaymentsPerquisites
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0Excise Tax & Gross-Up
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    3,531,084Total
    
    $
    2,008,665
    
    
    $
    0
    
    
    $
    0
    
    
    $
    7,953
    
    
    $
    573,659
    
    
    $
    412,246
    
    
    $
    11,976,313
 (1)
    
    Amounts in addition to those that would be received in the event of voluntary termination of
employment (absent a change of control). Material Conditions to Receipt of Post-Employment Payments
  Ms. Skotaks Other Potential Post-Employment Payments
  Payments Made Upon Death or Disability
  
    
    Immediate vesting of all unvested restricted stock units under the Deferred Stock Plan;
    
    Settlement of performance shares, in common stock, equal to the number of performance shares
that would have been issued to the executive at the end of the performance period multiplied
by the prorated amount of time the executive was employed by the Company during the
performance period. Such prorated payments would be made only if the performance goal is
satisfied on or before the end of the performance period;
    
    Extension of stock option exercise period for 12 months following the executives
termination; and
    
    Benefits under the SERP as described in the narrative accompanying the 2007 Pension Benefits
table above.
 134




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##### Table of Contents



Payments Made Upon a Change in Control
  
    
    Lump sum cash payment of severance equal to three times the sum of the executives base
salary plus her Average Annual Incentive Compensation;
    
    Lump sum cash payment of severance equal to her Special Prior Year MICP (Annual Bonus Plan)
Payments;
    
    Lump sum payment, within ten days after the termination, equal to the value of the benefit
that the executive would have been entitled to receive under the SERP assuming that she had
ten additional years of service under the SERP and without any reduction if the payment is
made before age 65;
    
    Extension of stock option exercise period for up to 90 days following the date such options
would otherwise expire under the terms of the applicable option agreement if the executive is
unable to exercise options because she is in possession of material non-public information;
    
    Continuation of medical and dental benefits for a period of three years following the date of
termination; and
    
    Gross-up payment on any excise tax arising under Internal Revenue Code Section 280G relating
to excess parachute payments.
  
    
    Under the performance share award agreement, if a Change in Control of the Company occurred,
the performance objectives are deemed to be satisfied and she would have been entitled to
immediate settlement of performance shares, in common stock, equal to the number of
outstanding performance shares.
    
    Under the Deferred Stock Plan, her unvested restricted stock units would have become vested
if her employment terminated for any reason within 24 months after a Change in Control.
    
    Under the SERP, following a Change in Control, a participant is immediately vested even if
not then eligible for early retirement, and may voluntarily terminate employment and receive
an immediate enhanced benefit equal to the normal retirement benefit reduced by 5/12% for each
month by which commencement precedes age 62.
 Material Defined Terms
   135




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##### Table of Contents



Approximation of Other Potential Post-Employment Payments
  Other Potential Post-Employment Payments for Ms. Skotak
 Change in ControlInvoluntaryTermination WithoutCause or VoluntaryInvoluntary
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Termination UnderTermination for Any
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change in Control
    
    CertainReason
    
    Resignation
    
    Retirement
    
    Death
    
    Disability
    
    Only
    
    CircumstancesType of Payments and Benefits
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)Cash CompensationCash Severance
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    1,356,203Long-Term IncentivesRestricted Stock Units-Unvested Awards
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    6
    
    
    $
    6
    
    
    $
    6
    
    
    $
    6Performance Shares-Unvested Awards
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    3,167
    
    
    $
    3,167
    
    
    $
    4,000
    
    
    $
    4,000Retirement BenefitsSERP(1)
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    167,361
    
    
    $
    257,445
    
    
    $
    215,084
    
    
    $
    1,016,805BenefitsContinuation of Health & Welfare Benefits
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    40,849Perquisites and Tax PaymentsPerquisites
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0Excise Tax & Gross-Up
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    1,040,034Total
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    170,534
    
    
    $
    260,618
    
    
    $
    219,090
    
    
    $
    3,457,897
 
 (1)
    
    Amounts in addition to those that would be received in the event of voluntary termination of
employment (absent a change of control). Material Conditions to Receipt of Post-Employment Payments
  Mr Trenarys Other Potential Post-Employment Payments
  Mr. Szczupaks Other Potential Post-Employment Payments
  Payments Made Upon Involuntary Termination Without Cause or Termination by the Executive for Good
Reason
  
    
    Base salary continuation for the remainder of the term of his employment contract, which is
24 months;
 136




---



##### Table of Contents




    
    Continued participation in the annual bonus plan and KMIP over the next 24 months;
    
    The second payment of Mr. Szczupaks signing bonus ($100,000); and
    
    Continuation in the Companys Flexible Perks Program for the remainder of the term of his
employment contract (24 months).
 Material Defined Terms
  
    
    Cause is defined as: (i) a material breach by Employee of his duties and responsibilities
under the Employment Agreement or breach of any material term of the agreement; (ii) Employee
engaging in conduct injurious to the business, reputation, character, or community standing of
Company: (iii) Employee engaging in dishonest, fraudulent, or unethical conduct or other
egregious conduct; (iv) Employees admission, confession, plea bargain to or conviction or any
crime or offense involving misuse of Company money or property; (v) neglect of duties; (vi)
failure to manage the business of the Company in good faith and in a
professional manner; (vii) Employee acting outside of scope of his duties; (viii) violation of
any statutory or common law duty to Company.
    
    Good reason is defined as the: (i) demotion of Employee, without consent, by Company
including material reduction or demotion of job title, responsibilities, authorities, powers,
duties, salary, benefits, or a change of job position to which Employee reports; or (ii)
material breach of the Employment Agreement by the Company.
 137




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##### Table of Contents



Approximation of Other Potential Post-Employment Payments
  Other Potential Post-Employment Payments for Mr. Szczupak
 Change in ControlInvoluntaryInvoluntary
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Termination WithoutTermination Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cause or VoluntaryThan for Cause or
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Termination UnderVoluntary
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Change in Control
    
    CertainFor Good Reason
    
    Resignation
    
    Retirement
    
    Death
    
    Disability
    
    Only
    
    CircumstancesType of Payments and Benefits
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    ($)Cash CompensationCash Severance
    
    $
    1,800,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    1,800,000Sign-on bonus (2nd payment)
    
    $
    100,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    100,000Perquisites and Tax PaymentsPerquisites
    
    $
    66,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    66,000Excise Tax & Gross-Up
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0Total
    
    $
    1,966,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    1,966,000
 Material Conditions to Receipt of Post-Employment Payments
  Methodologies and Assumptions Used for Calculating Other Potential Post-Employment Payments
  
    
    Stock Price: The price of a share of Company common stock on each triggering event was $0.02,
the closing price on December 31, 2007.
    
    Computation of Cash Severance: The cash severance amounts reported in the foregoing tables
were computed as follows:
 
    
    Mr. Denton:Two times his base salary of $800,000 for a qualifying termination unrelated
to a Change in Control. Mr. Dentons cash severance in the event of a qualifying termination
related to a Change in Control is three times the sum of his base salary plus the Average
Annual Incentive Compensation of $553,596 (average of 2006 actual KMIP of $307,192 and
current target bonus of $800,000) and the Special Prior Year MICP Payment of $0.
    
    Ms. Skotak:Three times the sum of her base salary of $325,000, plus the Average Annual
Incentive Compensation of $127,068 (average of 2006 actual KMIP of $59,135 and current
target bonus of $195,000), and the Special Prior Year MICP Payment of $0 for a qualifying
termination related to a Change in Control.
    
    Mr. Szczupak:Continuation of his base salary of $500,000, and target annual bonus (80%
of salary) until the end of the term of his employment contract (December 31, 2009).
 
    
    Computation of SERP Values: The SERP amounts reported in the foregoing tables were computed
as follows:
 
    
    SERP Value Upon Disability:A participant who is eligible for a disability retirement
benefit is entitled to a monthly benefit equal to the normal retirement benefit reduced by
5/12 of 1% of each month by which the participants benefit commencement date precedes his
or her attainment of age 62 and reduced further by payments made to the participant under
any long-term
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disability (LTD) plan or policy maintained by the Company. Further, the
benefit is calculated assuming that the participant earns future compensation at the same
rate as in effect immediately before the Disability occurred; imputed future compensation
for this purpose was assumed to be 2007 base compensation plus KMIP. It was further assumed
that participants would defer receipt of their SERP benefit until age 65 because doing so
would maximize the combined value of Duras LTD plan and the SERP. Even though Mr. Denton is
vested in his SERP benefit, he would receive value in addition to that to which he is
currently entitled for voluntary termination of employment (absent a change in control)
because of the imputation of future pay at his 2007 rate (base compensation plus KMIP). In
addition to the imputed pay, Ms. Skotak would become vested in her SERP benefit at
disability; her table above shows the value as of December 31, 2007 of her benefit payable
beginning at
age 65 calculated using the imputed future pay (and current service). Because Ms. Skotak is
not yet vested in her SERP benefit, the entire value of the SERP disability benefit is
incremental to what she would otherwise receive for voluntary termination of employment
(absent a change in control).
    
    SERP Value Upon Death:If a participant dies during the period of active employment, even
if the participant is not vested, his or her surviving spouse is entitled to a monthly life
annuity beginning at the date of death. The amount of the annuity is 50% of the benefit that
would have been payable to the participant at the later of death or when the participant
would have first become eligible for early retirement had he or she survived, but the
benefit is calculated based on actual service and pay history at the date of death. The
value shown in Ms. Skotaks table was based on a lifetime annuity payable to Ms. Skotaks
spouse beginning at December 31, 2007 equal to 50% of the benefit that Ms. Skotak would have
been eligible to receive had she survived until age 55, except the benefit is based on Ms.
Skotaks pay and service history at December 31, 2007. Because Ms. Skotak was not yet vested
in her SERP benefit at December 31, 2007, the entire value of the death benefit would be
incremental to the value of her benefit if she voluntarily terminated employment at that
time (absent a change in control). Mr. Dentons table does not have a value because he is
already vested in his SERP benefit, and thus receives no additional value upon death (versus
voluntary termination of employment absent a change in control).
    
    SERP Value Upon Involuntary Termination Without Cause if Eligible for Early Retirement:
The monthly benefit of a participant who is involuntarily terminated without cause while
eligible for a SERP early retirement benefit is equal to the normal retirement benefit
reduced by 5/12 of 1% for each month by which the participants benefit commencement date
precedes his or her attainment of age 62. Because Ms. Skotak is not eligible for early
retirement at December 31, 2008, she is not entitled to any additional SERP benefits upon
involuntary termination without cause. The value shown for Mr. Denton represents the
incremental value of the better early retirement factors to which he would be entitled
versus what he would be entitled to for voluntary termination of employment (absent a change
in control).
    
    SERP Value Upon Change in Control:A participant who is actively employed on the date of
a Change in Control will be 100% vested in his or her accrued benefit under the SERP. The
monthly benefit payable to a participant is equal to the normal retirement benefit reduced
by 5/12 of 1% for each month by which the participants benefit commencement date precedes
his or her attainment of age 62. The value shown for Ms. Skotak is that of a benefit
commencing at December 31, 2007 calculated based on pay and service history as of that date
but reduced for early retirement from age 62; because she is not currently vested, the
entire value of this benefit is incremental to the value she would otherwise receive for
voluntary termination of employment. The value shown for Mr. Denton represents the
incremental value of the better early retirement factors to which he would be entitled
versus what he would otherwise be eligible to receive for voluntary termination of
employment. In each case, however, see the discussion above concerning caps imposed upon
aggregate change in control related payments under the May 2008 amendments to each contract.However, if the executive becomes entitled to a lump sum severance payment under his or her
Change of Control Agreement because of involuntarily termination Without Cause or
voluntarily termination under Certain Circumstances,, the executive will receive an
enhanced SERP benefit as described above, basically an immediate SERP benefit calculated
without any early retirement reduction, based on the current pay history and an additional 10
years of imputed service (which becomes 20 years for Mr. Denton after multiplying it by a
factor of two as specified in his employment agreement). For Mr. Denton, the value in the
above table represents the incremental value over the value of the early retirement benefit
he would receive if he voluntarily terminated employment (absent a change in control).
Because Ms. Skotak is not eligible for early retirement at December 31, 2007, her table shows
the entire value of the benefit described.
 
    
    Value of Restricted Stock Units Subject to Accelerated Vesting: The value of the accelerated
restricted stock units, for each executive, is equal to the number of restricted stock units
that are unvested and accelerated due to the triggering event multiplied by the closing price
of the Companys common stock as of December 31, 2007.
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
    
    Value of Performance Shares Subject to Accelerated Vesting: The value of the accelerated
performance shares, settled in common stock, for each executive, is equal to the number of
performance shares that are unvested and accelerated due to the triggering event (assuming the
performance goal is satisfied) multiplied by the closing price of the Companys common stock
as of December 31, 2007.
    
    Value of Continuation of Health and Welfare Benefits: The amounts in the tables above were
approximated as a multiple of (two or three times) 2007 COBRA rates net of 2007 employee
contributions (annualized for participants who were not employed for all of 2007).
    
    Value of Perquisites: The amount reported in the foregoing tables for perquisites was
computed as follows:
 
    
    Mr. Szczupak:His annual allowance ($33,000) until the end of the term of his employment contract (December 31, 2009).
 
    
    Determination of Excise Tax and Tax Gross-Up Payments Made in Connection With a Qualifying Termination Following a Change
in Control:The Company determined the amount of excise tax by calculating the product of the Excess Parachute Payment
and 20%. The Internal Revenue Code (Code) Section 280G and the regulations thereunder govern the determination of Excess
Parachute Payment calculations. Based on the amount of payments that could be made upon a qualifying termination in
connection with a Change in Control, certain executives will incur excise tax liabilities. To the extent that Mr. Denton
and Ms. Skotak are subject to an excise tax under Section 4999 of the Code, the Company would make a tax gross-up payment
to the executive such that the executive will realize compensation, net of excise taxes, equal to the pre-excise tax
severance amount determined by the Company. As described above, the determination of tax gross up payments were modified
for Mr. Denton and Ms. Skotak in May 2008, but were not reflected in the Other Potential Post-Employment Payments.
 Director Compensation
  2007 DIRECTOR COMPENSATION
 Non-Equity
    
    NonqualifiedFees Earned or Paid
    
    
    
    
    
    
    
    
    
    Incentive Plan
    
    Deferred
    
    All Otherin Cash(1)
    
    Stock Awards
    
    Option Awards
    
    Compensation
    
    Compensation
    
    Compensation
    
    TotalName
    
    ($)
    
    ($)
    
    ($)
    
    ($)
    
    Earnings
    
    ($)
    
    ($)(a)
    
    (b)
    
    (c)
    
    (d)
    
    (e)
    
    (f)
    
    (g)
    
    (h)Walter P. Czarnecki
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000Jack K. Edwards(2)
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000James O. Futterknecht, Jr.
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000Yousif B. Ghafari(3)
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000J. Richard Jones(2)
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000Nick G. Preda
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000Ralph R. Whitney, Jr.(2)
    
    $
    75,000
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    75,000
 
 (1)
    
    This column reports
the amount of cash
compensation earned
by outside board
members in 2007.
Mr. Denton does not
receive any additional compensation for serving as member of the Board of Directors.(2)
    
    The following
directors have
options to acquire
Dura Class A Common
stock: Mr. Edwards
 3,000 shares; Mr.
Jones  50,000 shares; and Mr. Whitney  800 shares.(3)
    
    Mr. Ghafari resigned from the Board on May 6, 2008.  140




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Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
  Beneficial OwnershipClass A StockDirectors, Nominees, Officers
    
    Number of
    
    Percentand 5% Stockholders
    
    Shares
    
    of ClassLawrence A. Denton (1)
    
    
    702,285
    
    
    
    3.3
    %John J. Knappenberger (1)
    
    
    385,075
    
    
    
    1.8
    %Milton D. Kniss (1)
    
    
    397,150
    
    
    
    1.9
    %Theresa L. Skotak
    
    
    220,750
    
    
    
    1.0
    %J. Richard Jones (1)
    
    
    51,481
    
    
    
    *Walter P. Czarnecki
    
    
    38,354
    
    
    
    *Jack K. Edwards (1)
    
    
    40,488
    
    
    
    *James O. Futterknecht, Jr.
    
    
    31,279
    
    
    
    *Yousif B. Ghafari
    
    
    38,639
    
    
    
    *Nick G. Preda
    
    
    66,709
    
    
    
    *Ralph R. Whitney, Jr. (1)
    
    
    90,766
    
    
    
    *Dimensional Fund Advisors (2)
    
    
    1,392,971
    
    
    
    6.6
    %All Directors and Officers as a group (14 persons)
    
    
    2,565,267
    
    
    
    12.2
    %* Less than one percent
 
 (1)
    
    Includes shares as to which the officer or director has the right to acquire within 60 days
through the exercise of stock options, as follows: Mr. Denton  680,000 shares; Mr.
Knappenberger  341,250 shares; Mr. Kniss  382,500 shares; Mr. Edwards  3,000 shares; Mr.
Jones  50,000 shares; Mrs. Skotak  132,750 shares; and Mr. Whitney 800 shares.(2)
    
    Dimensional Fund Advisors reported as of December 31, 2007, sole voting and dispositive power
with respect to 1,392,971 shares of Class A Stock, representing 7.37% of the outstanding
shares of Class A Stock at that time. The address for Dimensional Fund Advisors Inc. is 1299
Ocean Avenue, 11th Floor, Santa Monica, California 90401.  
 Item 13. Certain Relationships and Related Transactions
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Item 14. Principle Accountant Fees and Services
  Audit and Other Fees
  Year Ended December 31,2007
    
    
    2006Audit Fees (1)
    
    $
    8,600
    
    
    $
    5,587Audit-Related Fees (2)
    
    
    45
    
    
    
    41Tax Fees (3)
    
    
    3,250
    
    
    
    955All Other Fees
    
    
    
    
    
    
    $
    11,895
    
    
    $
    6,583
 
 (1)
    
    Fees for audit services billed in 2007 and 2006 consisted of (i) audit of the Companys
annual financial statements; (ii) reviews of the Companys quarterly financial statements;
(iii) comfort letters, statutory audits, consents and other services related to SEC matters;
and (iv) consultations on financial accounting and reporting matters arising during the course
of the audit.(2)
    
    Fees for audit-related services billed in 2007 and 2006 were primarily for employee benefit
plan audits.(3)
    
    Fees for tax services billed in 2007 and 2006 consisted of tax compliance and tax planning
and advice. Tax compliance and planning services consisted of (i) tax return assistance; (ii)
assistance with tax return filings in certain foreign jurisdictions; (iii) assistance with tax
audits and appeals; (iv) preparation of expatriate tax returns; (v) tax advice related to
structuring certain proposed transactions; (vi) tax services with regards to research and
development; and (vii) general tax planning matters. Pre-Approval Policies
  (1)
    
    Consents, comfort letters, reviews of registration statements and similar services
that incorporate or include the audited financial statements of the Company;(2)
    
    Employee benefit plans;(3)
    
    Accounting consultations and support related to Generally Accepted Accounting
Principles (GAAP);(4)
    
    Tax compliance and related support for any tax returns filed by the Company, and
returns filed by any executive or expatriate under a Company-sponsored program; and(5)
    
    Merger and acquisition due diligence services.
  143




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PART IV
 
 Item 15. Exhibits and Financial Statement Schedules.
 (a) Documents Filed as Part of this Report on Form 10-K
  
    
    Report of Independent Registered Public Accounting Firm
    
    Consolidated Balance Sheets as of December 31, 2007 and 2006
    
    Consolidated Statements of Operations for the Years Ended December 31,
2007, 2006 and 2005
    
    Consolidated Statements of Stockholders Investment (Deficit) for the
Years Ended December 31, 2007, 2006 and 2005
    
    Consolidated Statements of Cash Flows for the Years Ended December 31,
2007, 2006 and 2005
    
    Notes to Consolidated Financial Statements
  
    
    Financial Statement Schedule IIValuation and Qualifying Accounts
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(b) Exhibits
  ExhibitNumber
    
    Description2.1
    
    The Debtors Revised Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (With Further Technical
Amendments), as amended, modified and supplemented, incorporated by reference to Exhibit 2.1 of Form 8-K filed
with the SEC by Old Dura on May 19, 2008.2.2
    
    Final Plan Supplement in support of the Revised Plan of Reorganization, dated June 26, 2008, incorporated by
reference to Exhibit 2.2 of Form 8-K, filed with the SEC on June 27, 2008.3.1
    
    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).3.3
    
    Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.1 of Form 8-K, filed with
the SEC on June 27, 2008.3.4
    
    First Amendment to the Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.2 of
Form 8-K, filed with the SEC on June 27, 2008.3.5
    
    Certificate of Designations of the Series A Redeemable Voting Mandatorily Convertible Preferred Stock of New Dura,
Inc., incorporated by reference to Exhibit 3.3 of Form 8-K, filed with the SEC on June 27, 2008.3.6
    
    Second Amendment to the Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.4
of Form 8-K, filed with the SEC on June 27, 2008.3.7
    
    Bylaws of Dura Automotive Systems, Inc. (formerly known as New Dura, Inc.), incorporated by reference to Exhibit
3.5 of Form 8-K, filed with the SEC on June 27, 2008.4.1
    
    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.
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ExhibitNumber
    
    Description4.5
    
    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-4.4.12
    
    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.
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ExhibitNumber
    
    Description4.18
    
    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, 2003.4.19
    
    Form of Stock Certificate of Common Stock of Dura Automotive Systems, Inc., incorporated by reference to Exhibit
4.1 of Form 8-K, filed with the SEC on June 27, 2008.4.20
    
    Form of Stock Certificate of Preferred Stock of Dura Automotive Systems, Inc., incorporated by reference to
Exhibit 4.2 of Form 8-K, filed with the SEC on June 27, 2008.4.21
    
    Registration Rights Agreement, dated as of June 27, 2008, by and between Dura Automotive Systems, Inc. and each of
the New Preferred Stockholders listed therein, incorporated by reference to Exhibit 10.2 of Form 8-K, filed with
the SEC on June 27, 2008.10.1
    
    $115,000,000 Senior Secured Super-priority Debtor In Possession Revolving Credit Facilities and Guaranty
Agreement, dated as of November 30, 2006, incorporated by reference to Exhibit 10.27 of Form 10-K, filed with the
SEC on July 16, 2007.10.2
    
    Amendment No.1 and Waiver to the Debtor In Possession Revolving Credit Facilities and Guaranty Agreement dated May
1, 2007, incorporated by reference to Exhibit 10.28 of Form 10-K, filed with the SEC on July 16, 2007.10.3
    
    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, 2007.10.4
    
    $185,000,000 Senior Secured Super-priority Debtor In Possession Term Loan and Guaranty Agreement, dated as of
October 31, 2006, incorporated by reference to Exhibit 10.30 of Form 10-K, filed with the SEC on July 16, 2007.10.5
    
    Amendment to the Debtor In Possession Term Loan and Guaranty Agreement dated November 30, 2006, incorporated by
reference to Exhibit 10.31 of Form 10-K, filed with the SEC on July 16, 2007.10.6
    
    Amendment No.2 and Waiver to Debtor In Possession Term Loan and Guaranty Agreement dated May 1, 2007, incorporated
by reference to Exhibit 10.32 of Form 10-K, filed with the SEC on July 16, 2007.10.7
    
    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, 2007.10.8
    
    AMENDMENT NO. 4 AND WAIVER,dated as of December 28, 2007, by and among DURA OPERATING CORP., a Delaware
corporation, a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (the DOC), DURA
AUTOMOTIVE SYSTEMS, INC., a Delaware corporation, a debtor and debtor in possession under Chapter 11 of the
Bankruptcy Code (Holdings), certain SUBSIDIARIES OF HOLDINGS AND DOC, each a debtor and debtor in possession
under Chapter 11 of the Bankruptcy Code, as Guarantors, the lenders from time to time party to the Revolving DIP
Credit Agreement, GOLDMAN SACHS CREDIT PARTNERS L.P., as Sole Book Runner, Joint Lead Arranger and Syndication
Agent, GENERAL ELECTRIC CAPITAL CORPORATION, as Administrative Agent and as Collateral Agent, and BARCLAYS
CAPITAL, the investment banking division of Barclays Bank PLC, as Joint Lead Arranger and Documentation Agent, and
BANK OF AMERICA, N.A., as Issuing Bank. The Amendment is incorporated by reference to Exhibit 10.1 of Form 8-K,
filed with the SEC on January 9, 2008.10.9
    
    AMENDMENT NO. 5 AND WAIVER, dated as of December 28, 2007, by and among DOC, Holdings, certain SUBSIDIARIES OF
HOLDINGS AND DOC, each a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code, as Guarantors,
the lenders from time to time party to the Term Loan DIP Credit Agreement, GOLDMAN SACHS CREDIT PARTNERS L.P., as
Administrative Agent, as Collateral Agent and as Sole Book Runner, Joint Lead Arranger and Syndication Agent and
BANK OF AMERICA, N.A., as Issuing Bank and Credit-Linked Deposit Bank. The Amendment is incorporated by reference
to Exhibit 10.2 of Form 8-K, filed with the SEC on January 9, 2008.
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ExhibitNumber
    
    Description10.10
    
    SENIOR SECURED SUPER-PRIORITY DEBTOR IN POSSESSION TERM LOAN AND GUARANTY AGREEMENT, dated as of January 30, 2008,
by and among DOC, the Company, certain subsidiaries of the Company and DOC, as Guarantors, the Lenders party
thereto from time to time, Ableco Finance LLC, as Administrative Agent, as Collateral Agent, as Sole Book Runner,
Lead Arranger, Syndication Agent and Documentation Agent and Bank of America, N.A. as Issuing Bank. The Agreement
is incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on February 5, 2008.10.11
    
    AMENDMENT NO. 5 TO REVOLVING DIP CREDIT AGREEMENT, dated as of January 30, 2008, by and among by and among DOC, as
Borrower, the Company, certain domestic subsidiaries of the Company and DOC, as Guarantors, the Lenders from time
to time a party thereto General Electric Capital Corporation, as Administrative Agent, Barclays Capital, the
investment banking division of Barclays Bank PLC, as Joint Lead Arranger and Documentation Agent, and Bank of
America, N.A., as Issuing Bank. The Amendment is incorporated by reference to Exhibit 10.2 of Form 8-K, filed
with the SEC on February 5, 2008.10.12
    
    THIRD AMENDMENT TO SENIOR SECURED SUPER-PRIORITY DEBTOR IN POSSESSION TERM LOAN. The Amendment is incorporated by
reference to Exhibit 10.1 of Form 8-K, filed with the SEC on June 26, 2008.10.13
    
    AMENDMENT TO REVOLVING DIP CREDIT AGREEMENT. The Amendment is incorporated by reference to Exhibit 10.2 of Form
8-K, filed with the SEC on June 26, 2008.10.14
    
    Summary of Principal Terms of Proposed Chapter 11 Restructuring (the Plan Term Sheet), incorporated by reference
to Exhibit 99.2 of Form 8-K, filed with the SEC on July 18, 2007.10.15
    
    Term Sheet For Common Stock Rights Offering, incorporated by reference to Exhibit 99.3 of Form 8-K, filed with the
SEC on July 18, 2007.10.16
    
    Backstop Rights Purchase Agreement by and among Dura Automotive Systems, Inc. and Pacificor, LLC dated August 2,
2007, incorporated by reference to Exhibit 99.2 of Form 8-K, filed with the SEC on August 8, 2007.10.17*
    
    Offer of Employment Letter between the Company and C. Timothy Trenary, incorporated by reference to Exhibit 99.2
of Form 8-K, filed with the SEC on September 10, 2007.10.18
    
    Asset Purchase Agreement, dated as of July 3, 2007, by and between Atwood Acquisition Co. LLC as Purchaser and
Atwood Mobile Products, Inc. as Seller, incorporated by reference to Exhibit 99.2 of Form 8-K, filed with the SEC
on July 10, 2007.10.19*
    
    Separation Agreement, dated as of November 1, 2007, by and between the Company and John J. Knappenberger,
incorporated by reference to Exhibit 99.1 of Form 8-K, filed with the SEC on November 13, 2007.10.20
    
    Asset Purchase Agreement, dated as of June 27, 2008, by and between New Dura Opco, Inc. and Old Dura, Inc. (f/k/a
Dura Automotive Systems, Inc.), incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on June
27, 2008.10.21
    
    Senior Secured Revolving Credit and Guaranty Agreement, dated as of June 27, 2008, among Dura Operating Corp. as
Borrower, Dura Automotive Systems, Inc. as Parent, Certain Subsidiaries of Dura Automotive Systems, Inc. and Dura
Operating Corp. as Guarantors, Various Lenders, and General Electric Capital Corporation as Administrative Agent
and Collateral Agent, incorporated by reference to Exhibit 10.3 of Form 8-K, filed with the SEC on June 27, 2008.10.22
    
    Senior Secured Second Lien Credit and Guaranty Agreement, dated as of June 27, 2008, among Dura Operating Corp. as
Borrower, Dura Automotive Systems, Inc. as Parent, Certain Subsidiaries of Dura Automotive Systems, Inc. and Dura
Operating Corp. as Guarantors, Various Lenders, and Wilmington Trust Company as Administrative Agent and as
Collateral Agent, incorporated by reference to Exhibit 10.4 of Form 8-K, filed with the SEC on June 27, 2008.10.23
    
    Credit Agreement dated as of June 27, 2008, among Dura Automotive Grundstueckverwaltungs GmbH, Dura Automotive
Body & Glass Systems GmbH, Dura Automotive Plettenberg Leisten & Blenden GmbH, Dura Automotive Selbecke Leisten &
Blenden GmbH, Dura Automotive Holding GmbH & Co. KG, Dura Automotive Systems Einbeck GmbH, Dura Automotive Systems
GmbH, and Dura Automotive Systems Rotenburg GmbH as German Borrowers, Dura Automotive Systems CZ. S.R.O. as the
Czech Borrower, Dura European Holding LLC & Co., KG and Dura Holding Germany GmbH as Guarantors, the Subsidiary
Guarantors Party Hereto from Time to Time, the Lenders Party Hereto, and Deutsche Bank Trust Company Americas as
Administrative Agent and Collateral Agent, incorporated by reference to Exhibit 10.5 of Form 8-K, filed with the
SEC on June 27, 2008.
 148




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##### Table of Contents



ExhibitNumber
    
    Description10.24*
    
    Amendment No. 1 to Change in Control Agreement, dated May 8, 2008, among Theresa Skotak, Dura Automotive Systems,
Inc. and Dura Operating Corp., incorporated by reference to Exhibit 10.6 of Form 8-K, filed with the SEC on June
27, 2008.10.25
    
    Intercreditor Agreement dated June 27, 2008 among Dura Operating Corp, Dura Automotive Systems, Inc., Certain
Subsidiaries of Dura Automotive Systems, Inc. and Dura Operating Corp. as Guarantors, Wilmington Trust Company as
Administrative Agent under the Senior Secured Second Lien Credit and Guaranty Agreement and General Electric
Capital Corporation as Administrative Agent under the Senior Secured Revolving Credit and Guaranty Agreement,
incorporated by reference to Exhibit 10.7 of Form 8-K, filed with the SEC on June 27, 2008.10.26
    
    Revolving Credit Agreement Pledge and Security Agreement, dated June 27, 2008, by and among each of the grantors
party thereto and General Electric Capital Corporation, as collateral agent, incorporated by reference to Exhibit
10.8 of Form 8-K, filed with the SEC on June 27, 2008.10.27
    
    Second Lien Pledge and Security Agreement, dated June 27, 2008, by and among each of the grantors party thereto
and Wilmington Trust Company, as collateral agent, incorporated by reference to Exhibit 10.9 of Form 8-K, filed
with the SEC on June 27, 2008.10.28*
    
    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).10.29*
    
    Amendment to Dura Automotive Systems, Inc. 2003 Supplemental Executive Retirement Plan, dated May 8, 2008,
incorporated by reference to Exhibit 10.11 of Form 8-K, filed with the SEC on June 27, 2008.10.30*
    
    Employment Letter, dated December 23, 2002, relating to the offer of employment for Mr. Lawrence 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).10.31*
    
    Amendment No. 1 to Employment Letter, dated May 8, 2008, between Lawrence Denton and Dura Automotive Systems,
Inc., incorporated by reference to Exhibit 10.13 of Form 8-K, filed with the SEC on June 27, 2008.10.32*
    
    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).10.33*
    
    Amendment No. 1 to Change in Control Agreement, dated May 8, 2008, among Lawrence Denton, Dura Automotive Systems,
Inc. and Dura Operating Corp., incorporated by reference to Exhibit 10.15 of Form 8-K, filed with the SEC on June
27, 2008.10.34*
    
    Separation Agreement dated August 6, 2008 between Dura Automotive Systems, Inc. and Lawrence A. Denton,
incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on August 8, 2008.10.35*
    
    Executive Employment Term Sheet Agreement dated August 29, 2008 between Dura Automotive Systems, Inc. and Timothy
D. Leuliette, incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on August 29, 2008.10.36*
    
    Executive Employment Term Sheet Agreement dated August 29, 2008 between Dura Automotive Systems, Inc. and Theresa
L. Skotak, incorporated by reference to Exhibit 10.2 of Form 8-K, filed with the SEC on August 29, 2008.
 149




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##### Table of Contents



ExhibitNumber
    
    Description21.1
    
    List of Subsidiaries.24.1
    
    Power of Attorney (included in the Signature Page).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.
 
 *
    
    Indicates compensatory arrangement. 150




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##### Table of Contents



SIGNATURES
  DURA AUTOMOTIVE SYSTEMS, INC.By
    /s/ Timothy D. LeulietteTimothy D. Leuliette,President and Chief Executive Officer  Power of Attorney
   Signature
    
    Title
    
    Date/s/ Timothy D. Leuliette

Timothy D. Leuliette
    
    President and Chief Executive
Officer (Principal Executive
Officer)
    
    October 31, 2008/s/ Nick G. Preda

Nick G. Preda
    
    Executive Vice President and Chief
Financial Officer (Principal
Financial and Accounting Officer)
    
    October 31, 2008/s/ Fred Bentley
    
    Director
    
    October 31, 2008Fred Bentley/s/ Steven J. Gilbert
    
    Chairman of the Board of Directors
    
    October 31, 2008Steven J. Gilbert/s/ Andrew (Andy) B. Mitchell
    
    DirectorAndrew (Andy) B. Mitchell
    
    
    
    October 31, 2008/s/ Peter F. Reilly
    
    Director
    
    October 31, 2008Peter F. Reilly/s/ Jeffery M. Stafeil
    
    Director
    
    October 31, 2008Jeffery M. Stafeil/s/ Robert S. Oswald
    
    Director
    
    October 31, 2008Robert S. Oswald
 151




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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, 2007
 ExhibitNumber
    
    Description2.1
    
    The Debtors Revised Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (With Further Technical
Amendments), as amended, modified and supplemented, incorporated by reference to Exhibit 2.1 of Form 8-K filed
with the SEC by Old Dura on May 19, 2008.2.2
    
    Final Plan Supplement in support of the Revised Plan of Reorganization, dated June 26, 2008, incorporated by
reference to Exhibit 2.2 of Form 8-K, filed with the SEC on June 27, 2008.3.1
    
    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).3.3
    
    Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.1 of Form 8-K, filed with
the SEC on June 27, 2008.3.4
    
    First Amendment to the Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.2 of
Form 8-K, filed with the SEC on June 27, 2008.3.5
    
    Certificate of Designations of the Series A Redeemable Voting Mandatorily Convertible Preferred Stock of New Dura,
Inc., incorporated by reference to Exhibit 3.3 of Form 8-K, filed with the SEC on June 27, 2008.3.6
    
    Second Amendment to the Certificate of Incorporation of New Dura, Inc., incorporated by reference to Exhibit 3.4
of Form 8-K, filed with the SEC on June 27, 2008.3.7
    
    Bylaws of Dura Automotive Systems, Inc. (formerly known as New Dura, Inc.), incorporated by reference to Exhibit
3.5 of Form 8-K, filed with the SEC on June 27, 2008.4.1
    
    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.




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##### Table of Contents



ExhibitNumber
    
    Description4.5
    
    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-4.4.12
    
    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.




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##### Table of Contents



ExhibitNumber
    
    Description4.18
    
    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, 2003.4.19
    
    Form of Stock Certificate of Common Stock of Dura Automotive Systems, Inc., incorporated by reference to Exhibit
4.1 of Form 8-K, filed with the SEC on June 27, 2008.4.20
    
    Form of Stock Certificate of Preferred Stock of Dura Automotive Systems, Inc., incorporated by reference to
Exhibit 4.2 of Form 8-K, filed with the SEC on June 27, 2008.4.21
    
    Registration Rights Agreement, dated as of June 27, 2008, by and between Dura Automotive Systems, Inc. and each of
the New Preferred Stockholders listed therein, incorporated by reference to Exhibit 10.2 of Form 8-K, filed with
the SEC on June 27, 2008.10.1
    
    $115,000,000 Senior Secured Super-priority Debtor In Possession Revolving Credit Facilities and Guaranty
Agreement, dated as of November 30, 2006, incorporated by reference to Exhibit 10.27 of Form 10-K, filed with the
SEC on July 16, 2007.10.2
    
    Amendment No.1 and Waiver to the Debtor In Possession Revolving Credit Facilities and Guaranty Agreement dated May
1, 2007, incorporated by reference to Exhibit 10.28 of Form 10-K, filed with the SEC on July 16, 2007.10.3
    
    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, 2007.10.4
    
    $185,000,000 Senior Secured Super-priority Debtor In Possession Term Loan and Guaranty Agreement, dated as of
October 31, 2006, incorporated by reference to Exhibit 10.30 of Form 10-K, filed with the SEC on July 16, 2007.10.5
    
    Amendment to the Debtor In Possession Term Loan and Guaranty Agreement dated November 30, 2006, incorporated by
reference to Exhibit 10.31 of Form 10-K, filed with the SEC on July 16, 2007.10.6
    
    Amendment No.2 and Waiver to Debtor In Possession Term Loan and Guaranty Agreement dated May 1, 2007, incorporated
by reference to Exhibit 10.32 of Form 10-K, filed with the SEC on July 16, 2007.10.7
    
    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, 2007.10.8
    
    AMENDMENT NO. 4 AND WAIVER,dated as of December 28, 2007, by and among DURA OPERATING CORP., a Delaware
corporation, a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (the DOC), DURA
AUTOMOTIVE SYSTEMS, INC., a Delaware corporation, a debtor and debtor in possession under Chapter 11 of the
Bankruptcy Code (Holdings), certain SUBSIDIARIES OF HOLDINGS AND DOC, each a debtor and debtor in possession
under Chapter 11 of the Bankruptcy Code, as Guarantors, the lenders from time to time party to the Revolving DIP
Credit Agreement, GOLDMAN SACHS CREDIT PARTNERS L.P., as Sole Book Runner, Joint Lead Arranger and Syndication
Agent, GENERAL ELECTRIC CAPITAL CORPORATION, as Administrative Agent and as Collateral Agent, and BARCLAYS
CAPITAL, the investment banking division of Barclays Bank PLC, as Joint Lead Arranger and Documentation Agent, and
BANK OF AMERICA, N.A., as Issuing Bank. The Amendment is incorporated by reference to Exhibit 10.1 of Form 8-K,
filed with the SEC on January 9, 2008.10.9
    
    AMENDMENT NO. 5 AND WAIVER, dated as of December 28, 2007, by and among DOC, Holdings, certain SUBSIDIARIES OF
HOLDINGS AND DOC, each a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code, as Guarantors,
the lenders from time to time party to the Term Loan DIP Credit Agreement, GOLDMAN SACHS CREDIT PARTNERS L.P., as
Administrative Agent, as Collateral Agent and as Sole Book Runner, Joint Lead Arranger and Syndication Agent and
BANK OF AMERICA, N.A., as Issuing Bank and Credit-Linked Deposit Bank. The Amendment is incorporated by reference
to Exhibit 10.2 of Form 8-K, filed with the SEC on January 9, 2008.




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##### Table of Contents



ExhibitNumber
    
    Description10.10
    
    SENIOR SECURED SUPER-PRIORITY DEBTOR IN POSSESSION TERM LOAN AND GUARANTY AGREEMENT, dated as of January 30, 2008,
by and among DOC, the Company, certain subsidiaries of the Company and DOC, as Guarantors, the Lenders party
thereto from time to time, Ableco Finance LLC, as Administrative Agent, as Collateral Agent, as Sole Book Runner,
Lead Arranger, Syndication Agent and Documentation Agent and Bank of America, N.A. as Issuing Bank. The Agreement
is incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on February 5, 2008.10.11
    
    AMENDMENT NO. 5 TO REVOLVING DIP CREDIT AGREEMENT, dated as of January 30, 2008, by and among by and among DOC, as
Borrower, the Company, certain domestic subsidiaries of the Company and DOC, as Guarantors, the Lenders from time
to time a party thereto General Electric Capital Corporation, as Administrative Agent, Barclays Capital, the
investment banking division of Barclays Bank PLC, as Joint Lead Arranger and Documentation Agent, and Bank of
America, N.A., as Issuing Bank. The Amendment is incorporated by reference to Exhibit 10.2 of Form 8-K, filed
with the SEC on February 5, 2008.10.12
    
    THIRD AMENDMENT TO SENIOR SECURED SUPER-PRIORITY DEBTOR IN POSSESSION TERM LOAN. The Amendment is incorporated by
reference to Exhibit 10.1 of Form 8-K, filed with the SEC on June 26, 2008.10.13
    
    AMENDMENT TO REVOLVING DIP CREDIT AGREEMENT. The Amendment is incorporated by reference to Exhibit 10.2 of Form
8-K, filed with the SEC on June 26, 2008.10.14
    
    Summary of Principal Terms of Proposed Chapter 11 Restructuring (the Plan Term Sheet), incorporated by reference
to Exhibit 99.2 of Form 8-K, filed with the SEC on July 18, 2007.10.15
    
    Term Sheet For Common Stock Rights Offering, incorporated by reference to Exhibit 99.3 of Form 8-K, filed with the
SEC on July 18, 2007.10.16
    
    Backstop Rights Purchase Agreement by and among Dura Automotive Systems, Inc. and Pacificor, LLC dated August 2,
2007, incorporated by reference to Exhibit 99.2 of Form 8-K, filed with the SEC on August 8, 2007.10.17*
    
    Offer of Employment Letter between the Company and C. Timothy Trenary, incorporated by reference to Exhibit 99.2
of Form 8-K, filed with the SEC on September 10, 2007.10.18
    
    Asset Purchase Agreement, dated as of July 3, 2007, by and between Atwood Acquisition Co. LLC as Purchaser and
Atwood Mobile Products, Inc. as Seller, incorporated by reference to Exhibit 99.2 of Form 8-K, filed with the SEC
on July 10, 2007.10.19*
    
    Separation Agreement, dated as of November 1, 2007, by and between the Company and John J. Knappenberger,
incorporated by reference to Exhibit 99.1 of Form 8-K, filed with the SEC on November 13, 2007.10.20
    
    Asset Purchase Agreement, dated as of June 27, 2008, by and between New Dura Opco, Inc. and Old Dura, Inc. (f/k/a
Dura Automotive Systems, Inc.), incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on June
27, 2008.10.21
    
    Senior Secured Revolving Credit and Guaranty Agreement, dated as of June 27, 2008, among Dura Operating Corp. as
Borrower, Dura Automotive Systems, Inc. as Parent, Certain Subsidiaries of Dura Automotive Systems, Inc. and Dura
Operating Corp. as Guarantors, Various Lenders, and General Electric Capital Corporation as Administrative Agent
and Collateral Agent, incorporated by reference to Exhibit 10.3 of Form 8-K, filed with the SEC on June 27, 2008.10.22
    
    Senior Secured Second Lien Credit and Guaranty Agreement, dated as of June 27, 2008, among Dura Operating Corp. as
Borrower, Dura Automotive Systems, Inc. as Parent, Certain Subsidiaries of Dura Automotive Systems, Inc. and Dura
Operating Corp. as Guarantors, Various Lenders, and Wilmington Trust Company as Administrative Agent and as
Collateral Agent, incorporated by reference to Exhibit 10.4 of Form 8-K, filed with the SEC on June 27, 2008.10.23
    
    Credit Agreement dated as of June 27, 2008, among Dura Automotive Grundstueckverwaltungs GmbH, Dura Automotive
Body & Glass Systems GmbH, Dura Automotive Plettenberg Leisten & Blenden GmbH, Dura Automotive Selbecke Leisten &
Blenden GmbH, Dura Automotive Holding GmbH & Co. KG, Dura Automotive Systems Einbeck GmbH, Dura Automotive Systems
GmbH, and Dura Automotive Systems Rotenburg GmbH as German Borrowers, Dura Automotive Systems CZ. S.R.O. as the
Czech Borrower, Dura European Holding LLC & Co., KG and Dura Holding Germany GmbH as Guarantors, the Subsidiary
Guarantors Party Hereto from Time to Time, the Lenders Party Hereto, and Deutsche Bank Trust Company Americas as
Administrative Agent and Collateral Agent, incorporated by reference to Exhibit 10.5 of Form 8-K, filed with the
SEC on June 27, 2008.




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##### Table of Contents



ExhibitNumber
    
    Description10.24*
    
    Amendment No. 1 to Change in Control Agreement, dated May 8, 2008, among Theresa Skotak, Dura Automotive Systems,
Inc. and Dura Operating Corp., incorporated by reference to Exhibit 10.6 of Form 8-K, filed with the SEC on June
27, 2008.10.25
    
    Intercreditor Agreement dated June 27, 2008 among Dura Operating Corp, Dura Automotive Systems, Inc., Certain
Subsidiaries of Dura Automotive Systems, Inc. and Dura Operating Corp. as Guarantors, Wilmington Trust Company as
Administrative Agent under the Senior Secured Second Lien Credit and Guaranty Agreement and General Electric
Capital Corporation as Administrative Agent under the Senior Secured Revolving Credit and Guaranty Agreement,
incorporated by reference to Exhibit 10.7 of Form 8-K, filed with the SEC on June 27, 2008.10.26
    
    Revolving Credit Agreement Pledge and Security Agreement, dated June 27, 2008, by and among each of the grantors
party thereto and General Electric Capital Corporation, as collateral agent, incorporated by reference to Exhibit
10.8 of Form 8-K, filed with the SEC on June 27, 2008.10.27
    
    Second Lien Pledge and Security Agreement, dated June 27, 2008, by and among each of the grantors party thereto
and Wilmington Trust Company, as collateral agent, incorporated by reference to Exhibit 10.9 of Form 8-K, filed
with the SEC on June 27, 2008.10.28*
    
    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).10.29*
    
    Amendment to Dura Automotive Systems, Inc. 2003 Supplemental Executive Retirement Plan, dated May 8, 2008,
incorporated by reference to Exhibit 10.11 of Form 8-K, filed with the SEC on June 27, 2008.10.30*
    
    Employment Letter, dated December 23, 2002, relating to the offer of employment for Mr. Lawrence 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).10.31*
    
    Amendment No. 1 to Employment Letter, dated May 8, 2008, between Lawrence Denton and Dura Automotive Systems,
Inc., incorporated by reference to Exhibit 10.13 of Form 8-K, filed with the SEC on June 27, 2008.10.32*
    
    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).10.33*
    
    Amendment No. 1 to Change in Control Agreement, dated May 8, 2008, among Lawrence Denton, Dura Automotive Systems,
Inc. and Dura Operating Corp., incorporated by reference to Exhibit 10.15 of Form 8-K, filed with the SEC on June
27, 2008.10.34*
    
    Separation Agreement dated August 6, 2008 between Dura Automotive Systems, Inc. and Lawrence A. Denton,
incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on August 8, 2008.10.35*
    
    Executive Employment Term Sheet Agreement dated August 29, 2008 between Dura Automotive Systems, Inc. and Timothy
D. Leuliette, incorporated by reference to Exhibit 10.1 of Form 8-K, filed with the SEC on August 29, 2008.10.36*
    
    Executive Employment Term Sheet Agreement dated August 29, 2008 between Dura Automotive Systems, Inc. and Theresa
L. Skotak, incorporated by reference to Exhibit 10.2 of Form 8-K, filed with the SEC on August 29, 2008.21.1
    
    List of Subsidiaries.24.1
    
    Power of Attorney (included in the Signature Page).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.
 
 *
    
    Indicates compensatory arrangement.