IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: COLLINS & AIKMAN CORPORATION,

et al.1 Debtors. ) ) ) ) ) ) ) ) ) ) ) Chapter 11 Case No. 05-55927 (SWR) (Jointly Administered) (Tax Identification #13-3489233) Honorable Steven W. Rhodes
Hearing Date (if necessary): May 11, 2006 at 2:00 p.m. Objection Deadline: May 8, 2006 at 4:00 p.m.

DEBTORS THIRD MOTION FOR AN ORDER EXTENDING THE EXCLUSIVITY PERIODS TO FILE A CHAPTER 11 PLAN AND TO SOLICIT VOTES THEREON The above-captioned debtors (collectively, the Debtors) hereby move the Court (this Motion) for the entry of an order, substantially in the form of Exhibit A, extending the Debtors exclusivity periods to file a chapter 11 plan and to solicit votes thereon. In support of this Motion, the Debtors respectfully state as follows:

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 05-55949; Becker Group, LLC (d/b/a/ Collins & Aikman Premier Mold), Case No. 05-55977; Brut Plastics, Inc., Case No. 05-55957; Collins & Aikman (Gibraltar) Limited, Case No. 05-55989; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation), Case No. 05-55952; Collins & Aikman Asset Services, Inc., Case No. 05-55959; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.), Case No. 05-55965; Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.), Case No. 0555991; Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.), Case No. 05-55958; Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.), Case No. 05-55956; Collins & Aikman Automotive International, Inc., Case No. 05-55980; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.), Case No. 05-55985; Collins & Aikman Automotive Mats, LLC, Case No. 05-55969; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.), Case No. 05-55978; Collins & Aikman Automotive Services, LLC, Case No. 05-55981; Collins & Aikman Canada Domestic Holding Company, Case No. 05-55930; Collins & Aikman Carpet & Acoustics (MI), Inc., Case No. 05-55982; Collins & Aikman Carpet & Acoustics (TN), Inc., Case No. 05-55984; Collins & Aikman Development Company, Case No. 05-55943; Collins & Aikman Europe, Inc., Case No. 05-55971; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.), Case No. 05-55963; Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.), Case No. 05-55976; Collins & Aikman Interiors, Inc., Case No. 05-55970; Collins & Aikman International Corporation, Case No. 05-55951; Collins & Aikman Plastics, Inc., Case No. 05-55960; Collins & Aikman Products Co., Case No. 05-55932; Collins & Aikman Properties, Inc., Case No. 0555964; Comet Acoustics, Inc., Case No. 05-55972; CW Management Corporation, Case No. 05-55979; Dura Convertible Systems, Inc., Case No. 05-55942; Gamble Development Company, Case No. 05-55974; JPS Automotive, Inc. (d/b/a PACJ, Inc.), Case No. 05-55935; New Baltimore Holdings, LLC, Case No. 05-55992; Owosso Thermal Forming, LLC, Case No. 05-55946; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.), Case No. 05-55948; Wickes Asset Management, Inc., Case No. 05-55962; and Wickes Manufacturing Company, Case No. 05-55968.

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Introduction Since the Court granted the Debtors second motion for an extension of their exclusive right to propose and file a reorganization plan (the Plan Proposal Period) and to solicit and obtain acceptances of such a plan (the Solicitation Period, and together with the Plan Proposal Period, the Exclusivity Periods), the Debtors have made substantial progress in the immense task of successfully reorganizing their businesses and operations. As the Debtors have previously stated, the Debtors are pursuing a dual-track process of developing a viable and consensual stand-alone plan of reorganization while also undergoing a sale process for the Debtors businesses (in whole or in part). The Debtors are pleased to report that their dual-track approach has been successful to date, as evidenced by their receipt of a number of indications of interest either to sponsor a plan of reorganization through an equity infusion or to purchase substantially all of the Debtors assets. As those interested parties complete their due diligence, the Debtors

negotiations with such parties and the Debtors major constituencies proceed apace. In addition, the Debtors and their advisors have contacted potential exit financing lenders and solicited preliminary term sheets to fund a stand-alone plan of reorganization. To date, the Debtors have been pleased with the nature, status and direction of these activities. Nonetheless, as the

Debtors, the Official Committee of Unsecured Creditors (the Committee), other significant parties in interest and this Court have acknowledged, the Debtors must complete certain critical tasks before they can emerge from chapter 11. Although the Debtors continue to target

confirming a plan of reorganization by the end of this year, completion of these critical tasks requires time time that requires and warrants a further extension of the Exclusivity Periods. During the next critical phase of these cases, the Debtors, in conjunction with their major constituencies, will: 2
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finalize negotiations with an investor or purchaser to serve as a stalking horse to sponsor a plan of reorganization or effectuate a sale of the Debtors assets; move to seek this Courts approval of the commitment for a stalking horse transaction, which commitment will serve as a benchmark for the Debtors to solicit higher and better offers; solicit higher and better offers from interested parties, continue to negotiate the terms of such offers and allow such parties to complete any remaining due diligence; select a successful bidder, continue negotiations with the successful bidder and the Debtors major constituencies regarding the terms of a plan of reorganization; continue to work with potential lenders to structure and underwrite the debt financing required to fund a plan of reorganization; continue to work with the Debtors customers regarding the award of future new business, which will maximize the value of the Debtors estates and any potential transaction; continue the immense task of the claims reconciliation process, which involves over 8,000 proofs of claim totaling approximately $53 billion; continue the Debtors ongoing efforts at cost-cutting and increasing operational efficiency, including shedding certain non-core assets; continue discussions regarding an acceptable resolution of the Debtors pension obligations; resolve any issues relating to the ongoing Securities and Exchange Commission and Department of Justice investigations regarding the Debtors historical operations; and ultimately file a plan of reorganization and begin the formal Courtapproval process of such a plan.

As the Debtors complete these important tasks and continue to follow a critical path toward emergence from chapter 11, it is now more important than ever that the Exclusivity Periods be extended to allow the Debtors to continue their work. The requested extension of the Exclusivity Periods will afford the Debtors businesses, their customers and

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their creditors stability, which will, among other things, ensure continued customer and supplier support, maintain employee relations and increase the likelihood of a successful reorganization. For these reasons, the Debtors respectfully assert that there is sufficient cause for this Court to grant the Debtors request for an 120-day extension of the Exclusivity Periods to file a chapter 11 plan and to solicit votes thereon.2 Jurisdiction 1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. 1334.

This matter is a core proceeding within the meaning of 28 U.S.C. 157(b)(2). 2. 3. Venue is proper pursuant to 28 U.S.C. 1408 and 1409. The statutory basis for the relief requested herein is section 1121 of the

Bankruptcy Code, 11 U.S.C. 101-1330 (the Bankruptcy Code). Background 4. On May 17, 2005 (the Petition Date), the Debtors filed their voluntary

petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors are operating their businesses and managing their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in these cases. On the Petition Date, the Court entered an order jointly administering these cases pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure. 5. On May 24, 2005, the United States trustee appointed the Committee

pursuant to section 1102 of the Bankruptcy Code.

At the time of the filing of this Motion, the steering committee for the senior secured prepetition lenders and the administrative agent for the senior secured postpetition lenders had agreed to the Debtors request for an 120-day extension of the Exclusivity Periods. The Debtors are continuing to negotiate with the Committee regarding the extension and are hopeful to present the Motion on an uncontested basis.

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6.

The Debtors and their non-debtor affiliates are leading global suppliers of

automotive components, systems and modules to all of the worlds largest vehicle manufacturers, including DaimlerChrysler AG, Ford Motor Company, General Motors Corporation, Honda Motor Company, Inc., Nissan Motor Company Unlimited and Toyota SA. 7. On September 12, 2005, the Court granted the Debtors Motion for an

Order Extending the Debtors Exclusivity Period to File a Chapter 11 Plan and to Solicit Votes Thereon (the First Extension Motion) and extended the Debtors Plan Proposal Period by 120 days from September 14, 2005 to January 12, 2006 and extended the Debtors Solicitation Period by 120 days from November 13, 2005 to March 13, 2006. 8. On January 6, 2006, the Court granted the Debtors Second Motion for an

Order Extending the Debtors Exclusivity Period to File a Chapter 11 Plan and to Solicit Votes Thereon (the Second Extension Motion) and extended the Debtors Plan Proposal Period by 110 days from January 12, 2006 to May 1, 2006 and extended the Debtors Solicitation Period by 110 days from March 13, 2006 to June 30, 2006. 9. On April 12, 2006, the Court granted the Debtors Motion for a Bridge

Order Extending the Debtors Exclusivity Periods to File a Chapter 11 Plan and to Solicit Votes Thereon and extended the Debtors Plan Proposal Period by 14 days from May 1, 2006 to May 15, 2006 and extended the Debtors Solicitation Period by 14 days from June 30, 2006 to July 14, 2006. Relief Requested 10. By this Motion, the Debtors request the entry of an order, pursuant to

section 1121(d) of the Bankruptcy Code, further extending the Debtors Plan Proposal Period for an additional 120 days from May 15, 2006 to and including September 12, 2006, and further extending the Debtors Solicitation Period for an additional 120 days from July 14, 2006 to and 5
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including November 13, 2006, without prejudice to their rights to seek additional extensions thereof.3 Basis for Relief 11. The Bankruptcy Code provides that, following the commencement of a

chapter 11 case, a debtor has the exclusive right for 120 days to propose and file a reorganization plan and the exclusive right for 180 days to solicit and obtain acceptances of such a plan. See 11 U.S.C. 1121 (b), (c)(3).4 12. If the Exclusivity Periods do not afford adequate time for a chapter 11

debtor to propose a plan, a Bankruptcy Court may for cause grant a motion to extend them. Id. at 1121(d); see also In re Service Merchandise Co., Inc., et al., 256 B.R. 744, 751 (Bankr. M.D. Tenn. 2000) (citing In re All Seasons Indus., Inc., 121 B.R. 1002 (Bankr. N.D. Ind. 1990)). Indeed, Congress recognized that courts may need to extend the Exclusivity Periods depending on the circumstances of the case, and explicitly noted, [f]or example, if an unusually large company were to seek reorganization under chapter 11, the court would probably need to extend the time in order to allow the debtor to reach an agreement. H.R. Rep. No. 595, 95th Cong., 1st Sess. 220 (1977) (hereinafter, House Report) (footnotes omitted); see also In re Timbers of Inwood Forest Associates, Ltd., 808 F.2d 363 (5th Cir. 1987), affd, 484 U.S. 365 (1988). 13. The Bankruptcy Code does not define what constitutes cause justifying

an extension of the Exclusivity Periods, but the legislative history and case law emphasize that courts have the discretion to remain flexible in promoting the orderly, consensual and successful

3 4

The Debtors will be prepared to present evidence at the hearing on this Motion in support of the relief they seek. In the interest of brevity, the Debtors will not restate here the full discussion at 10-17 of their First Extension Motion relating to the Congressional purpose and policy underlying the exclusivity period and, instead, incorporate that argument herein by reference.

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reorganization of a debtors affairs. House Report at 232; In re AMKO Plastics, Inc., 197 B.R. 74, 77 (Bankr. S.D. Ohio 1996) (stating the for cause standard in determining an exclusivity extension leave[s] the question to the reorganization court in the exercise of its discretion and to promote maximum flexibility to suit various types of reorganization proceedings); In re RCN Anlagenivestitionen Frodsgesellschaft II-Kommanditgessellschaft, 118 B.R. 460, 462

(W.D. Mich. 1990) (same). 14. Courts consider a number of factors to determine whether cause exists

to extend the Exclusivity Periods, any of which may provide sufficient grounds for doing so. See e.g., AMKO, 197 B.R. at 77; In re Express One Intl, Inc., 194 B.R. 98, 100 (Bankr. E.D. Tex. 1996); In re McLean Indus., Inc., 87 B.R. 830, 834 (Bankr. S.D.N.Y. 1987); In re Dow Corning Corp., 208 B.R. 661, 664 (Bankr. E.D. Mich. 1983). Among the factors that courts analyze are: (a) the size and complexity of the chapter 11 case;5 (b) the debtors progress in the chapter 11 case;6 and (c) whether an extension of the Exclusivity Periods will harm the debtors creditors.7 Ultimately, the primary consideration should be whether or not [granting an extension] would facilitate moving the case forward. Dow Corning, 208 B.R. at 664-670 (analyzing eight factors which are mostly subsumed within the list above before concluding that the most important factor is the practical call of whether an extension would facilitate progress in the chapter 11 case).

See, e.g., In re The Elder Beerman Stores Corp., 1997 U.S. Dist. LEXIS 23785, at *4 (S.D. Ohio 1997); In re Texaco, Inc., 76 B.R. 322, 326-27 (Bankr. S.D.N.Y. 1987). See, e.g., McLean, 87 B.R. at 834; Jasik v. Conrad (In re Jasik), 727 F.2d 1379, 1382 (5th Cir. 1984); AMKO, 197 B.R. at 77; Service Merchandise, 256 B.R. at 751. See, e.g., In re Grand Traverse Devp Co. Ltd. Partnership, 147 B.R. 418, 420 (Bankr. W.D. Mich. 1992); In re Gibson & Cushman, 101 B.R. 405, 409 (E.D.N.Y. 1989).

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15.

Here, sufficient cause exists to grant the Debtors requested extension of

the Exclusivity Periods. The Debtors situation presents a textbook case where an additional extension of the Exclusivity Periods is both necessary and proper to permit the Debtors sufficient time to continue developing further strategic and financial alternatives and negotiate a reorganization plan containing appropriate treatment of creditors. A. The Debtors Chapter 11 Cases Are Large And Complex. 16. Perhaps because Congress expressly noted that courts may need to extend

Exclusivity Periods for unusually large or complex cases, House Report at 232, this is the basis upon which courts most commonly grant extensions. See, e.g., Express One Intl, 194 B.R. at 100; Texaco, 76 B.R. at 326 (finding cause to extend exclusivity based on size of cases); In re Manville Forest Prods. Corp., 31 B.R. 991, 995 (S.D.N.Y. 1978) (same). 17. As the Debtors have described at greater length in prior pleadings,8 their

cases are undeniably large and complex. It is unnecessary to again restate all of the relevant statistics, but the following key points remain: the Debtors cases are among the largest filed in the United States in the past year and among the largest ever filed in this district; there are 38 debtor entities with domestic and foreign operations that generate approximately $2.5 billion in combined revenue9 and employ approximately 17,500 employees in North America; and the Debtors operate 33 plants in the United States, with an additional 16 plants operated through North American non-Debtor affiliates. In in addition, ten the ongoing administrative which proceedings themselves of the have

18. Debtors 24 affiliates

8 9

European

countries

See First Exclusivity Motion, at 18-23. Excluding the Debtors European operations.

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approximately 2,300 employees and generate approximately $1 billion annually continue to have important implications for these chapter 11 cases. For instance, the Joint Administrators of the Debtors European affiliates announced on November 28, 2005, that they had entered into a contract with a joint venture of WL Ross & Co. LLC, Franklin Mutual Advisors and Lear Corporation for the sale of 14 core European businesses. Subsequently, the Debtors negotiated and this Court approved [Docket No. 2170] an agreement with the Joint Administrators regarding the transfer and license of intellectual property in conjunction with the asset sale. 19. The European Administration has recently entered a new phase with the

Joint Administrators seeking approval to conduct the claims resolution and distribution processes through the joint administration proceedings. As the largest creditor and ultimate parent of the European entities, the Debtors are monitoring closely the treatment of their claims. This phase will require the Debtors to remain actively involved in foreign creditors meetings and the European claims process so that the Debtors can closely oversee the amount and timing of the Debtors recovery. 20. Accordingly, the Debtors respectfully submit that the size and complexity

of these cases alone constitute sufficient cause to grant the Debtors request to further extend the Exclusivity Periods. B. The Debtors Have Made Great Progress In These Chapter 11 Cases. 21. Again, when evaluating a debtors progress in its chapter 11 case, the

primary consideration should be whether or not [granting an extension] would facilitate moving the case forward. Dow Corning, 208 B.R. at 664-670. Plainly, the Debtors have made and are continuing to make substantial and rapid progress towards effectuating their rehabilitation and developing a consensual plan of reorganization, in conjunction with their senior secured lenders and the Committee. 9
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i.

The Debtors Have Successfully Renegotiated Their Contracts With Key Customers. 22. Vitally important to the Debtors efforts to maximize the value of the

estates was the Courts approval on October 14, 2005, of the Debtors renegotiated contracts with their six principal customers, which represent approximately 85% of the Debtors revenue stream: DaimlerChrysler AG; Ford Motor Company; General Motors Corporation; Honda Also of great

Motor Company, Inc.; Nissan Motor Company Unlimited; and Toyota SA.

significance, five of the six renegotiated contracts were approved without objection, which the Debtors respectfully submit speaks favorably of the consensual and cooperative relationship they have fostered with their major constituencies in these proceedings. 23. As the Court is aware, the renegotiated contracts are a critical component

to ensuring the Debtors going-forward liquidity and preserving the Debtors long-term relationships with their principal customers. In particular, the contracts include, among others, the following benefits: permanent contract price increases resulting in estimated incremental benefits of approximately $35 million in the fourth quarter of 2005, $150 million in 2006 and $130 million in 2007; approximately $59 million of aggregate surcharge funding paid in the fourth quarter of 2005 and the first quarter of 2006; continuation of five-day September 30, 2006; and receivables payment terms through

24.

continuation of capital expenditure and tooling funding protocol through various dates in 2006. As John Boken, the Debtors chief restructuring officer, previously has

testified before this Court, maximizing value for the creditors requires the Debtors to be able to have a productive, ongoing relationship with their largest customers. The renegotiated contracts enable the Debtors to collect market-based competitive pricing for the sales of their products. 10
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25.

In addition, in an effort to maximize the value of the Debtors estates and

any potential transaction, the Debtors continue to work with the Debtors customers regarding the award of take-away and new business. ii. The Debtors Have Developed A Comprehensive Business Plan. 26. In February 2006, the Debtors completed a comprehensive business plan

that, among other things, takes into account the strategic benefit of every part they produce, as well as how to enhance the profitability of the Debtors programs. In particular, the business plans key strategic and operational initiatives include (a) the Debtors plan for new business growth and realignment with their customers, (b) the Debtors plan for investing in customervalued technology and (c) the Debtors strategy for developing a best-in-class cost structure. The business plan was designed to enhance the future viability of the Debtors and will provide the Debtors with an opportunity to effectively reorganize and preserve and maximize value. iii. The Debtors Have Assembled A Talented Management Team. 27. Over the last several months, the Debtors, led by Frank Macher, the

Debtors chief executive officer, critically examined their management resources in a number of key areas and concluded that certain changes were necessary to enhance the quality of their senior management team and improve prospects for maximizing recoveries for creditors. Accordingly, the Debtors have assembled a talented, experienced and knowledgeable group of senior executives to lead the Debtors emergence from bankruptcy, including: C. Timothy Trenary - Executive Vice President, Chief Financial Officer & Treasurer; Stacy Fox - Executive Vice President, Chief Administrative Officer, General Counsel & Secretary; Dennis Profitt - President, Plastics Division; Millard King - President, Soft Trim Division; 11
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Mary Ann Wright - Executive Vice President, Commercial; and James Wynalek - Executive Vice President, Engineering.

The appointment of these new executives and senior managers will help the Debtors move forward with their business plan and emerge from these cases poised to resume business as a strong and viable automotive industry competitor. iv. The Debtors Efficiencies. 28. Are Presently Implementing Significant Operational

As explained at greater length below, the gains achieved through the

renegotiated contracts facilitate the Debtors opportunity to pursue M&A transactions and to develop a stand-alone restructuring. At the same time, however, pricing relief is only one component of restoring the Debtors solvency and long-term viability. component in the Debtors restructuring efforts is cost reduction. 29. To that end, the Debtors have embarked on an ambitious program to Another major

reduce costs. As Mr. Macher and Mr. Boken previously have testified, a number of factors such as excess space and capacity in facilities, inefficiencies in manufacturing and scrap processes and above-market labor costs from prior acquisitions collectively burden the Debtors with an unsustainably high fixed-cost structure. Accordingly, the Debtors have

implemented the following measures, among others, to substantially reduce their operating expenses. Operational Initiatives/Manufacturing Efficiencies: The Debtors are reducing their manufacturing costs by approximately $50 million to $60 million annually for five years by taking such steps as insourcing and outsourcing various subprograms, reducing or recycling scrap materials and utilizing alternative techniques. Purchasing Initiatives: The Debtors have identified opportunities to obtain certain key materials from less expensive, qualified, alternate suppliers or by purchasing scrap materials for regrinding into useable product, and the

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Debtors expect these initiatives to result in savings of approximately $20 million to $25 million annually for five years. Plant Consolidations: The Debtors are planning to rationalize their production footprint by the end of 2006, which is expected to save an aggregate amount of $40 million over the next three years. The Debtors are reviewing their many real estate leases for additional opportunities to trim expenses through renegotiation or rejection. For example, the Debtors have already announced their plans to consolidate operations at several plants. Other Initiatives: The Debtors are reviewing other aspects of their operations to achieve additional cost savings. The Debtors are presently appraising their excess machinery to determine which equipment should be retained, and at what cost. Following the results of this appraisal, the Debtors intend to achieve significant savings by utilizing their options under the Bankruptcy Code to renegotiate, reject or recharacterize leases. Finally, the Debtors plan to reduce corporate overhead through headcount attrition and related initiatives. These initiatives are expected to yield aggregate savings of approximately $15 million to $20 million over the next three years. Additionally, in early 2006, changes announced and approved in

30.

June 2004 to non-union retiree medical benefits became effective. These changes were made in accordance with the plans terms and will result in annual savings of approximately $3.5 million. 31. The Debtors estimate that their cost-reduction measures will result in a

significant increase in cash flow by the end of 2006. Importantly, though, completing many of these reforms takes time. For example, because of commercial realities like industry-wide shutdown schedules and the need to transition programs between plants in an orderly fashion, the Debtors cannot simply shed assets and operations immediately. Ultimately, however, decreasing costs increases the value of the Debtors businesses and of their estates, and providing the Debtors adequate time to complete this stage of their restructuring efforts is in the best interests of all constituencies.

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v.

The Debtors Are Approaching The Final Stages Of Their Dual-Track Process. 32. As this Court is aware, the Debtors have been pursuing a dual-track

process of developing a viable and consensual stand-alone plan of reorganization while also undergoing an M&A process for the Debtors businesses (in whole or in part). Indeed, over the last four months, the Debtors have made substantial progress in pursuing the dual-track process and are approaching its final stages. 33. In particular, over the last four months, the Debtors and their professionals

have marketed the Debtors businesses through multi-stage processes. The Debtors and their restructuring advisors first prepared an offering book/information memorandum and then contacted 48 interested parties for one or more of the Debtors primary businesses: (a) plastics (instrument panels, cockpits, etc.); (b) carpet & acoustics (floor systems, accessory mats, etc.); (c) convertible systems (soft-top convertible roofs); and (d) fabrics (seat and headline fabrics). At the end of March 2006, the Debtors received non-binding indications of interest from several parties, ranging from a sale of substantially all of the Debtors assets to an equity investment in the form of a plan of reorganization sponsor.10 34. After reviewing each of the indications of interest received, the Debtors

determined to permit certain of the interested parties to advance to the next stage of the M&A process, involving comprehensive due diligence through management presentations, access to a data room and plant tours. The interested parties now are conducting further due diligence and are expected to complete their due diligence in the coming weeks. Simultaneously, the Debtors

10

Based on the lack of interest received for the Debtors fabrics business, the Debtors recently determined that it would be in the best interest of the Debtors estates to wind-down the fabrics business. To that end, the Debtors intend to file a motion seeking Court approval of certain relief required to facilitate the wind-down of their fabrics business.

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have been involved in active negotiations with potential investors interested in sponsoring a stand-alone plan of reorganization through an equity infusion or for a sale of the Debtors assets to be effectuated through a plan of reorganization. In particular, the Debtors have provided parties with a detailed term sheet template to facilitate negotiations. 35. To that end, the Debtors intend to file with the Court in the near term the

necessary pleadings seeking approval of a purchase commitment agreement. Assuming the Court approves this motion, the Debtors would continue due diligence with interested parties and conduct a bidding process with the goal of obtaining higher and better offers. The Debtors would then select the highest and best offer in consultation with the Debtors major constituencies to use as the basis for finalizing a plan of reorganization and disclosure statement to be filed with the Court. The Debtors do acknowledge, however, that certain matters could affect this timetable, including the Debtors claims reconciliation process, negotiations with the Pension Benefit Guaranty Corporation and the Internal Revenue Service regarding an acceptable resolution of the Debtors pension obligations and the ongoing Securities and Exchange Commission and Department of Justice investigations regarding the Debtors historical operations. 36. Subsequent to filing a plan of reorganization and disclosure statement, the (a) further negotiate the plan and disclosure

Debtors would then need sufficient time to:

statement with the Debtors major constituencies; (b) seek approval of the disclosure statement and the procedures to be used to solicit votes on the plan; (c) solicit votes on the plan; and (d) seek confirmation of the plan. 37. In addition, as the Committee and the Court would readily acknowledge,

before emerging from chapter 11, the Debtors also will have to: (a) resolve or litigate potential

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inter-company issues, such as substantive consolidation; (b) resolve or litigate potential intercreditor issues regarding the priority of certain claims; (c) obtain exit financing; and (d) resolve potential pension issues.11 Each of these matters, as the Court has acknowledged, requires time and time is precisely what the Debtors are seeking. To allow competing plans at this stage of these cases would lead to unnecessary distractions that could adversely affect the Debtors ability to complete the ongoing M&A, financing and plan processes and the other matters that even the Committee and the Court have acknowledged requires more time, thereby reducing the value of the Debtors assets. 38. To be clear, the Debtors continue to be committed to exploring all

reorganization alternatives. Precisely because the Debtors have not yet completed negotiations to determine whether a sale of one or more of their businesses maximizes value as compared to a stand-alone restructuring, the Debtors need more time to evaluate their M&A and stand-alone alternatives. 39. In sum, while great strides have been made, more time is needed for the

Debtors to complete their progress toward a successful reorganization of the enterprise. An extension of the Exclusivity Periods is both appropriate and necessary to complete these processes and propose a consensual plan. vi. The Debtors Have Begun The Claims Reconciliation Process. 40. On August 11, 2005, the Court entered an Order Extending the General

Bar Date for Filing Proofs of Claim [Docket No. 918] to provide creditors until March 22, 2006, to file proofs of claim. When the Debtors committed to pursuing a dual-track plan, it became
11

This list constitutes a general description of non-confidential statements made at a sealed hearing on March 23, 2006, where the Court noted: the litany is perfectly foreseeable by anyone with bankruptcy experience. . . . There were no surprises in the -- in the list. See March 23, 2006 Hearing Transcript, p. 8.

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apparent that accelerating the bar date would enhance the Debtors ability to make progress toward a stand-alone plan of reorganization or sale of their assets. Consequently, on November 22, 2005, the Court entered an Order Establishing a Bar Date for Filing Proofs of Claim and Approving the Manner and Notice Thereof [Docket No. 1802] approving procedures related to the claims bar date and setting the bar date for creditors to file proofs of claim as January 11, 2006 (the Bar Date Order). 41. Pursuant to the procedures approved in the Bar Date Order, the Debtors

served notices of the bar date with customized proofs of claim to the more than 9,000 scheduled creditors, served notices of the bar date with blank proofs of claim to more than 110,000 additional entities and published notice of the bar date in the Wall Street Journal, USA Today (National Edition) and the Detroit Free Press/Detroit News. 42. The Debtors and their professionals have begun the significant task of

addressing proofs of claim. To date, the Debtors claims agent has received over 8,000 proofs of claim. In addition to the proofs of claim, the Debtors also have scheduled 9,253 claims. Given the number of scheduled claims and proofs of claim that have been filed against the Debtors, there are thousands of claims that have to be processed, reviewed and analyzed before the Debtors are able to possess, and share with their constituencies, reliable information regarding the number and amount of prepetition claims. 43. Over the last four months, the Debtors have made significant progress in

this area. In particular, the Debtors have filed, and the Court has granted, seven omnibus objections to claims, and the Debtors and their advisors continue to dedicate substantial resources to addressing and analyzing the claims. As a result of these efforts, the Court has disallowed a total of 383 claims in the aggregate amount of over $4 billion.

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C.

Further Extending The Exclusivity Periods Will Not Prejudice Creditors. 44. Creditors would not be harmed by further extending the Exclusivity

Periods, which would merely allow the Debtors to continue without undue restrictions their tangible progress toward a plan of reorganization or M&A transactions that satisfy the requirements of chapter 11. On the other hand, allowing the Exclusivity Periods to expire before the Debtors, creditors and other parties in interest can complete their negotiations would defeat the Congressional purpose behind section 1121 of the Bankruptcy Code to provide debtors with a meaningful and reasonable amount of time to propose and confirm a consensual plan of reorganization. 45. Again, as previously discussed, the Debtors have achieved significant

gains since the Court granted their Second Extension Motion, but there also remain significant issues to address. Meeting these challenges depends on the Debtors ability to solidify further their relationships with their key constituencies which, in turn, requires the stability and focus of the Debtors and their restructuring advisors made possible by the Exclusivity Periods. Because of the Exclusivity Periods, the Debtors have thus far been able to pursue their difficult and necessary work without the distractions of other parties filing competing plans. Absent the Exclusivity Periods, the Debtors attention and resources would be siphoned off in unproductive directions such that the value of the estates would dissipate to the detriment of all creditors and parties in interest. 46. Additionally, as explained in the First Exclusivity Motion and the Second

Exclusivity Motion, the Debtors continue to communicate regularly with all of their major constituencies. The Committee, prepetition and postpetition secured lenders and customers have extraordinary access to the Debtors executives, professionals and financial information. The

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Debtors believe this transparent interaction has fostered a cooperative relationship and allowed all constituencies to serve a constructive role in all facets of the Debtors reorganization efforts. 47. other similar cases. Finally, the Debtors request is reasonable in light of relief granted in This Court and other courts routinely grant further extensions of the See, e.g., In re Meridian Auto, Sys.-

Exclusivity Periods in large reorganization cases.

Composites Operations Inc., Case No. 05-11168 (Bankr. D. Del. April 10, 2006) (MFW) (first three exclusivity orders granting extension of nine months); In re Tower Auto., Inc., Case No. 05-10578 (Bankr. S.D.N.Y. January 25, 2006) (ALG) (first three exclusivity orders granting extension of eleven months); In re Intermet Corp., Case No. 04-67597 (MBM) (Bankr. E.D. Mich. April 23, 2005) (first two exclusivity orders granting extension of five months); In re UAL Corp., Case No. 02-48191 (ERW) (Bankr. N.D. Ill. September 19, 2003) (first two exclusivity orders granting extension of twelve months); In re Kmart Corp., Case No. 02-02474 (Bankr. N.D. Ill. July 24, 2002) (first two exclusivity orders granting extension of ten months); In re Enron Corp., Case No. 01-16034 (AJG) (Bankr. S.D.N.Y. September 25, 2002) (first two exclusivity orders granting extension of ten months); In re Bethlehem Steel Corp., Case No. 0115288 (BRL) (Bankr. S.D.N.Y. July 24, 2002) (first two exclusivity orders granting extension of eleven months); In re Service Merchandise, Inc., Case No. 99-02649 (Bankr. M.D. Tenn. February 2, 2000) (first two exclusivity orders granting extension of twenty-one months). 48. Although the Debtors are mindful of the desire of creditors and all parties

in interest for the Debtors to emerge from chapter 11 quickly, for the foregoing reasons the Debtors require the additional time requested herein to afford them the ability to develop a plan of reorganization.

19
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Notice 49. Notice of this Motion has been given to the Core Group and Affected

Parties as required by the Case Management Procedures.12 In light of the nature of the relief requested, the Debtors submit that no further notice is required. No Prior Request 50. any other court. No prior motion for the relief requested herein has been made to this or

12

Capitalized terms used in this paragraph 49 not otherwise defined herein shall have the meanings set forth in the First Amended Notice, Case Management and Administrative Procedures [Docket No. 294].

20
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WHEREFORE, the Debtors respectfully request the entry of an order, substantially in the form attached hereto as Exhibit A, (a) extending the Plan Proposal Period from May 15, 2006 to and including September 12, 2006, (b) extending the Solicitation Period from July 14, 2006 to and including November 13, 2006 and (c) granting such other and further relief as is just and proper. Dated: April 26, 2006 KIRKLAND & ELLIS LLP /s/ Ray C. Schrock Richard M. Cieri (NY RC 6062) Citigroup Center 153 East 53rd Street New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 -andDavid L. Eaton (IL 3122303) Ray C. Schrock (IL 6257005) Marc J. Carmel (IL 6272032) 200 East Randolph Drive Chicago, Illinois 60601 Telephone: (312) 861-2000 Facsimile: (312) 861-2200 -andCARSON FISCHER, P.L.C. Joseph M. Fischer (P13452) 4111 West Andover Road West - Second Floor Bloomfield Hills, Michigan 48302 Telephone: (248) 644-4840 Facsimile: (248) 644-1832 Co-Counsel for the Debtors

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EXHIBIT A

K&E 11090633.8

IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: COLLINS & AIKMAN CORPORATION, et al.1 Debtors. ) ) ) ) ) ) ) ) Chapter 11 Case No. 05-55927 (SWR) (Jointly Administered) (Tax Identification #13-3489233) Honorable Steven W. Rhodes

ORDER EXTENDING THE DEBTORS EXCLUSIVITY PERIOD TO FILE A CHAPTER 11 PLAN AND TO SOLICIT VOTES THEREON Upon the motion (the Motion)2 of the above-captioned debtors (collectively, the Debtors) for an order extending the Debtors Exclusivity Periods to file a chapter 11 plan and to solicit votes thereon; it appearing that the relief requested is in the best interests of the Debtors estates; it appearing that the Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; it appearing that this proceeding is a core proceeding pursuant to

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 05-55949; Becker Group, LLC (d/b/a/ Collins & Aikman Premier Mold), Case No. 05-55977; Brut Plastics, Inc., Case No. 05-55957; Collins & Aikman (Gibraltar) Limited, Case No. 05-55989; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation), Case No. 05-55952; Collins & Aikman Asset Services, Inc., Case No. 05-55959; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.), Case No. 05-55965; Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.), Case No. 0555991; Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.), Case No. 05-55958; Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.), Case No. 05-55956; Collins & Aikman Automotive International, Inc., Case No. 05-55980; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.), Case No. 05-55985; Collins & Aikman Automotive Mats, LLC, Case No. 05-55969; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.), Case No. 05-55978; Collins & Aikman Automotive Services, LLC, Case No. 05-55981; Collins & Aikman Canada Domestic Holding Company, Case No. 05-55930; Collins & Aikman Carpet & Acoustics (MI), Inc., Case No. 05-55982; Collins & Aikman Carpet & Acoustics (TN), Inc., Case No. 05-55984; Collins & Aikman Development Company, Case No. 05-55943; Collins & Aikman Europe, Inc., Case No. 05-55971; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.), Case No. 05-55963; Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.), Case No. 05-55976; Collins & Aikman Interiors, Inc., Case No. 05-55970; Collins & Aikman International Corporation, Case No. 05-55951; Collins & Aikman Plastics, Inc., Case No. 05-55960; Collins & Aikman Products Co., Case No. 05-55932; Collins & Aikman Properties, Inc., Case No. 0555964; Comet Acoustics, Inc., Case No. 05-55972; CW Management Corporation, Case No. 05-55979; Dura Convertible Systems, Inc., Case No. 05-55942; Gamble Development Company, Case No. 05-55974; JPS Automotive, Inc. (d/b/a PACJ, Inc.), Case No. 05-55935; New Baltimore Holdings, LLC, Case No. 05-55992; Owosso Thermal Forming, LLC, Case No. 05-55946; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.), Case No. 05-55948; Wickes Asset Management, Inc., Case No. 05-55962; and Wickes Manufacturing Company, Case No. 05-55968. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Motion.

28 U.S.C. 157(b)(2); it appearing that venue of this proceeding and the Motion in this District is proper pursuant to 28 U.S.C. 1408 and 1409; it appearing that notice of the Motion and the opportunity for a hearing on the Motion was appropriate under the particular circumstances and that no other or further notice need be given; and after due deliberation and sufficient cause appearing therefor, it is hereby ORDERED 1. 2. The Motion is granted in its entirety. The Plan Proposal Period is extended by 120 days from May 15, 2006 to and

including September 12, 2006. 3. The Solicitation Period is extended by 120 days from July 14, 2006 to and

including November 13, 2006. 4. This relief is without prejudice to the Debtors right to seek a further extension of

the Exclusivity Periods. 5. The Debtors are authorized to take all actions necessary to effectuate the relief

granted pursuant to this Order in accordance with the Motion. 6. The terms and conditions of this Order shall be immediately effective and

enforceable upon its entry. 7. The Court retains jurisdiction with respect to all matters arising from or related to

the implementation of this Order.

IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: COLLINS & AIKMAN CORPORATION, et al.1 Debtors. ) ) ) ) ) ) ) ) Chapter 11 Case No. 05-55927 (SWR) (Jointly Administered) (Tax Identification #13-3489233) Honorable Steven W. Rhodes

NOTICE AND OPPORTUNITY TO RESPOND TO THE DEBTORS THIRD MOTION FOR AN ORDER EXTENDING THE DEBTORS EXCLUSIVITY PERIODS TO FILE A CHAPTER 11 PLAN AND TO SOLICIT VOTES THEREON PLEASE TAKE NOTICE THAT the above-captioned debtors (collectively, the Debtors) have filed the Debtors Third Motion for an Order Extending the Debtors Exclusivity Periods to File a Chapter 11 Plan and to Solicit Votes Thereon (the Motion). PLEASE TAKE FURTHER NOTICE THAT your rights may be affected. You may wish to review the Motion and discuss it with your attorney. (If you do not have an attorney, you may wish to consult one.)

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 05-55949; Becker Group, LLC (d/b/a/ Collins & Aikman Premier Mold), Case No. 05-55977; Brut Plastics, Inc., Case No. 05-55957; Collins & Aikman (Gibraltar) Limited, Case No. 05-55989; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation), Case No. 05-55952; Collins & Aikman Asset Services, Inc., Case No. 05-55959; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.), Case No. 05-55965; Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.), Case No. 0555991; Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.), Case No. 05-55958; Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.), Case No. 05-55956; Collins & Aikman Automotive International, Inc., Case No. 05-55980; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.), Case No. 05-55985; Collins & Aikman Automotive Mats, LLC, Case No. 05-55969; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.), Case No. 05-55978; Collins & Aikman Automotive Services, LLC, Case No. 05-55981; Collins & Aikman Canada Domestic Holding Company, Case No. 05-55930; Collins & Aikman Carpet & Acoustics (MI), Inc., Case No. 05-55982; Collins & Aikman Carpet & Acoustics (TN), Inc., Case No. 05-55984; Collins & Aikman Development Company, Case No. 05-55943; Collins & Aikman Europe, Inc., Case No. 05-55971; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.), Case No. 05-55963; Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.), Case No. 05-55976; Collins & Aikman Interiors, Inc., Case No. 05-55970; Collins & Aikman International Corporation, Case No. 05-55951; Collins & Aikman Plastics, Inc., Case No. 05-55960; Collins & Aikman Products Co., Case No. 05-55932; Collins & Aikman Properties, Inc., Case No. 0555964; Comet Acoustics, Inc., Case No. 05-55972; CW Management Corporation, Case No. 05-55979; Dura Convertible Systems, Inc., Case No. 05-55942; Gamble Development Company, Case No. 05-55974; JPS Automotive, Inc. (d/b/a PACJ, Inc.), Case No. 05-55935; New Baltimore Holdings, LLC, Case No. 05-55992; Owosso Thermal Forming, LLC, Case No. 05-55946; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.), Case No. 05-55948; Wickes Asset Management, Inc., Case No. 05-55962; and Wickes Manufacturing Company, Case No. 05-55968.

K&E 11090633.8

PLEASE TAKE FURTHER NOTICE THAT, in accordance with the First Amended Notice, Case Management and Administrative Procedures filed on June 9, 2005 [Docket No. 294] (the Case Management Procedures), if you wish to object to the Court granting the relief sought in the Motion, or if you want the Court to otherwise consider your views on the Motion, no later than May 8, 2006 at 4:00 p.m. prevailing Eastern Time, or such shorter time as the Court may hereafter order and of which you may receive subsequent notice, you or your attorney must file with the Court a written response, explaining your position at:2 United States Bankruptcy Court 211 West Fort Street, Suite 2100 Detroit, Michigan 48226 PLEASE TAKE FURTHER NOTICE THAT if you mail your response to the Court for filing, you must mail it early enough so the Court will receive it on or before the date above. PLEASE TAKE FURTHER NOTICE THAT you must also serve the documents so that they are received on or before May 8, 2006 at 4:00 p.m. prevailing Eastern Time, in accordance with the Case Management Procedures, including to: Kirkland & Ellis LLP Attn: Richard M. Cieri Citigroup Center 153 East 53rd Street New York, New York 10022 Facsimile: (212) 446-4900 E-mail: rcieri@kirkland.com -and-

Response or answer must comply with Rule 8(b), (c) and (e) of the Federal Rules of Civil Procedure.

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K&E 11090633.8

Kirkland & Ellis LLP Attn: David L. Eaton Ray C. Schrock Marc J. Carmel 200 East Randolph Drive Chicago, Illinois 60601 Facsimile: (312) 861-2200 E-mail: deaton@kirkland.com rschrock@kirkland.com mcarmel@kirkland.com -andCarson Fischer, P.L.C. Attn: Joseph M. Fischer 4111 West Andover Road West - Second Floor Bloomfield Hills, Michigan 48302 Facsimile: (248) 644-1832 E-mail: jfischer@carsonfischer.com PLEASE TAKE FURTHER NOTICE THAT if no responses to the Motion are timely filed and served, the Court may grant the Motion and enter the order without a hearing as set forth in Rule 9014-1 of the Local Rules for the United States Bankruptcy Court for the Eastern District of Michigan.

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K&E 11090633.8

Dated: April 26, 2006

KIRKLAND & ELLIS LLP /s/ Ray C. Schrock Richard M. Cieri (NY RC 6062) Citigroup Center 153 East 53rd Street New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 -andDavid L. Eaton (IL 3122303) Ray C. Schrock (IL 6257005) Marc J. Carmel (IL 6272032) 200 East Randolph Drive Chicago, Illinois 60601 Telephone: (312) 861-2000 Facsimile: (312) 861-2200 -andCARSON FISCHER, P.L.C. Joseph M. Fischer (P13452) 4111 West Andover Road West - Second Floor Bloomfield Hills, Michigan 48302 Telephone: (248) 644-4840 Facsimile: (248) 644-1832 Co-Counsel for the Debtors

4
K&E 11090633.8

CERTIFICATE OF SERVICE I, Ray Schrock, an attorney, certify that on the 26th day of April, 2006, I caused to be served, by e-mail, facsimile and by overnight delivery, in the manner and to the parties set forth on the attached service lists, a true and correct copy of the foregoing Debtors Third Motion for an Order Extending the Exclusivity Periods to File a Chapter 11 Plan and to Solicit Votes Thereon.

Dated: April 26, 2006 /s/ Ray C. Schrock Ray C. Schrock

K&E 11109394.1

Served via Electronic Mail

CREDITOR NAME A Freeman Adrian City Hall Alice B Eaton Athens City Tax Collector Brendan G Best Bryan Clay Champaign County Collector Chris Kocinski City Of Eunice City Of Evart City Of Kitchener Finance Dept City Of Lowell City Of Marshall City Of Muskegon City Of Port Huron City Of Rialto City Of Rochester Hills City Of Salisbury City Of Westland City Of Woonsocket Ri City Treasurer City Treasurer DaimlerChrysler DaimlerChrysler Daniella Saltz Danielle Kemp David H Freedman David Heller David Youngman DuPont Earle I Erman Erin M Casey Frank Gorman Gail Perry Ge Capital GE Polymerland George E Schulman Hal Novikoff Heather Sullivan James A Plemmons Jim Clough Joe LaFleur Joe Saad John A Harris John Green John J Dawson John S Sawyer Josef Athanas Joseph Delehant Esq Joseph M Fischer Esq K Crumbo K Schultz Kim Stagg Kimberly Davis Rodriguez Leigh Walzer Levine Fricke Inc M Crosby Macomb Intermediate School Marc J Carmel Mark Fischer Michael R Paslay Michael Stamer Michigan Department Of Mike O'Rourke

CREDITOR NOTICE NAME John Fabor Mike Keith

Barb Neal The Mator at City Hall Roger Elkins City Manager Pauline Houston Lowell Regional Wastewater Maurice S Evans City Manager Bob Robles Treasurer's Office City Treasurer Kurt A Dawson City Assesor Treasurer Business License Div Pretreatment Division Tracy Horvarter

Bruce Tobiansky

Val Venable

Email afreeman@akingump.com cityofadrian@iw.net aeaton@stblaw.com finance@cityofathens.com bbest@dykema.com bryan_clay@ham.honda.com bneal@co.champaign.il.us christopher.j.kocinski@bofasecurities.com Eunicela@hotmail.com evartmanager@sbcglobal.net finance@city.kitchener.on.ca MYoung@ci.lowell.ma.us Mevans@cityofmarshall.com roberto.robles@postman.org cphdp@porthuron.org treasurer@rialtoca.gov treasury@rochesterhills.org finwebreq@salisburync.gov finance@ci.westland.mi.us webmaster@woonsocketri.org THovarter@cityofmarshall.com Ncowdrey@corunna-mi.gov kpm3@daimlerchrysler.com krk4@daimlerchrysler.com dsaltz@ford.com danielle.kemp@lw.com dfreedman@ermanteicher.com david.heller@lw.com David.Youngman@ColAik.com bruce.d.tobiansky@usa.dupont.com eerman@ermanteicher.com ecasey@stblaw.com fgorman@honigman.com perry.gail@pbgc.com rail.sales@ge.com valerie.venable@ge.com ges@dgdk.com HSNovikoff@wlrk.com hsullivan@unumprovident.com jplemmons@dickinson-wright.com jrc8@daimlerchrysler.com joe_lafleur@ham.honda.com js284477@bloomberg.net jharris@quarles.com greenj@millercanfield.com jdawson@quarles.com jss@sawyerglancy.com josef.athanas@lw.com joseph.delehant@sylvania.com jfischer@carsonfischer.com kcrumbo@kraftscpas.com kschultz@tmmna.com kim.stagg@nmm.nissan-usa.com krodriguez@gosrr.com lwalzer@angelogordon.com veronica.fennie@lfr.com mcrosby@akingump.com webmaster@misd.net mcarmel@kirkland.com mark.w.fischer@gm.com mpaslay@wallerlaw.com mstamer@akingump.com treasReg@michigan.gov Michael.Orourke@colaik.com

In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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CREDITOR NAME Mike Paslay Ministry Of Finance Corp Tax Branch Missouri Dept Of Revenue Municipalite Du Village De Nick Shah Nina Rosete Paul Hoffman Pension Benefit Guaranty Corporation Pension Benefit Guaranty Corporation Peter V Pantaleo Phh Canada Inc Philip Dublin Phoenix Contracting Company R Aurand R J Sidman Ralph E McDowell Ray C Schrock Rick Feinstein Ricoh Canada Inc Robert J Diehl Jr Robert Weiss Ronald A Leggett Ronald R Rose Sarah Eagle Sean P Corcoran Sheryl Toby Stark County Treasurer State Of Michigan

CREDITOR NOTICE NAME

15663507 Lacolle

Sara Eagle & Gail Perry Sara Eagle & Gail Perry

William Kinley President

Collector Of Revenue

State Of Michigan State Of Michigan Stephen E Spence Stephen S LaPlante T Pryce Tax Administrator The Corporation Of The Town Thomas Radom Treasurer Of State Tricia Sherick Tyco Capital Inc United Rentals Of Canada Inc Ville De Farnham Voridian Canada Company William C Andrews William G Diehl William J Byrne

Gary D Feigler Treasurer Michigan Dept Of Environmental Quality Environmental Assistance Div Michigan Dept Of Treasury Collection Div Office of Financial Mgmt Cashiers Office Michigan Unemployment Insurance Agency US Trustee

Email mike.paslay@wallerlaw.com info@electionsquebec.qc.ca mied@dor.mo.gov maire@st-zotique.com Nick.Shah@cit.com nina.m.rosete@bofasecurities.com phoffman@bofasecurities.com eagle.sara@pbgc.gov efile@pbgc.gov ppantaleo@stblaw.com phhmail@phhpc.com pdublin@akingump.com WDKinley@aol.com raurand@e-bbk.com rjsidman@vssp.com rmcdowell@bodmanllp.com rschrock@kirkland.com rick.feinstein@ubs.com legal@ricoh.ca rdiehl@bodmanllp.com rweiss@honigman.com leggettr@stlouiscity.com rrose@dykema.com eagle.sarah@pbgc.com sean.p.corcoran@delphi.com stoby@dykema.com sjbolek@co.stark.oh.us deq-ead-env-assist@michigan.gov

Jim Cambio Of Ingersoll Joseph T. Deters

Service de la Tresorerie

treasReg@michigan.gov shuttkimberlyj@michigan.gov steve.e.spence@usdoj.gov laplante@millercanfield.com tpryce@ford.com jcambio@tax.ri.gov elantz@town.ingersoll.on.ca radom@butzel.com treasurer@tos.state.oh.us tsherick@honigman.com Frank.Chaffiotte@cit.com e-rental@ur.com msaintdenis@ville.farnham.qc.ca blanderson@eastman.com kandrews@e-bbk.com wdiehl@e-bbk.com bbyrne@e-bbk.com

In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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(no valid e-mail) CREDITOR NAME Acord Inc American General Finance Bayer Material Sciences BNY Midwest Trust Company BNY Midwest Trust Company Brown Corporation City Of Albemarle City Of Battle Creek City Of Longview City Of Sterling Heights City Of Stockton Colbond Inc Dayton Bag & Burlap Co Dow Chemical Co Enerflex Solutions LLC Exxon Chemicals Intertex World Resources Trintex Corp Kentucky Revenue Cabinet Lake Erie Products Meridian Magnesium Office of Finance of Los Angeles Orlando Corporation Pension Benefit Guaranty Corporation Pine River Plastics Inc Progressive Moulded Products Revenue Canada Riverfront Plastic Products Inc Select Industries Corp South Carolina Dept Of Revenue Southco Standard Federal Bank State Of Michigan Teknor Financial Corporation TG North America Town Of Lincoln Finance Office Unique Fabricating Inc Valiant Tool & Mold Inc Vari Form Inc Vericorr Packaging fka CorrFlex Packaging CREDITOR NOTICE NAME John Livingston Linda Vesci Mary Callahan Roxane Ellwalleger Mark Ferderber Utilities Department Income Tax Division Water Utilities James P Bulhinger City Treasurer Economic Development Don Brown Jeff Rutter David Brasseur Todd McCallum Law Dept Bill Weeks Lilia Roman Bankruptcy Auditor Sara Eagle & Gail Perry Barb Krzywiecki Dan Thiffault George Tabry Christine Brown Sales & Use Tax Division Lorraine Zinar Holly Matthews Linda King Bruce B Galletly Raymond Soucie Tom Tekieke General Fax Terry Nardone Adriana Avila FAX 248-852-6074 217-356-5469 412-777-4736 312-827-8542 312-827-8542 616-527-3385 704-984-9445 269-966-3629 903-237-1004 586-276-4077 209-937-5099 828-665-5005 937-258-0029 989-638-9852 248-430-0134 281-588-4606 770-258-3901 502-564-3875 630-595-0336 517-663-2714 213-368-7076 905-677-1851 202-326-4112 810-329-9388 905-760-3371 902-432-6287 734-281-4483 937-233-7640 803-898-5147 610-361-6082 248-816-4376 517-241-8077 401-725-5160 248-280-2110 401-333-3648 248-853-8422 519-944-7748 586-755-8988 586-939-4216

In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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CREDITOR NAME Advanced Composites Inc Akin Gump Strauss Hauer & Feld LLP Assoc Receivables Funding Inc Athens City Tax Collector Basell USA Inc Basf Corporation Butzel Long PC Canada Customs & Rev Agency Canada Customs & Rev Agency Charter Township Of Plymouth City Of Barberton City Of Barberton City Of Canton City Of Dover City Of Dover City Of Evart Recreation Dept City Of Fullerton City Of Havre De Grace City Of Los Angeles City Of Phoenix City Of Roxboro City Of St Joseph City Of Williamston City Treasurer Collector Of Revenue Collins & Aikman Corp DuPont Dykema Gossett PLLC ER Wagner Manufacturing Fisher Automotive Systems Fisher America Inc Freudenberg Nok Inc Ga Dept Of Revenue Gaston County Ge Capital Ge Capital Ge Capital Ge Capital Comm Serv Astro Dye Harford County Revenue Highwoods Forsyth Lp Highwoods Forsyth Lp Hnk Michigan Properties Indiana Department Of Revenue Indiana Dept Of Revenue Industrial Development Board Industrial Leasing Company Industrial Truck Sales & Svc

CREDITOR NOTICE NAME Rob Morgan Michael S Stamer Philip C Dublin Mike Keith Jim Frick Charlie Burrill Thomas B Radom Attn Receiver General International Tax Service Ohio Income Tax City Building Canton Income Tax Dept Wastewater Labroratory

Mary Ellen Hinckle Dept Of Building And Safety City Attorneys Office Tax Department Water Department Port Huron Police Department Barbara J Walker Stacy Fox Susan F Herr Ronald Rose & Brendan Best Gary Torke William Stiefel

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File 54563

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ZIP 453658977 10022 29606 37371-0849 27613-4203 48192 48304 P3A 5C2 K1A 1B1 48170-4394 44203 44203-2584 44711-9951 03820 03820-0818 49631 92632 21078 90012 85003 27573 49085-1355 48895 48060 63301 48083 19898 48243 53209-6023 48326-2613 48170 30348-5499 28289-0691 30374 15264-0387 15264 28260 21014 37203-5223 27604 43617 46204-2253 46207-7218 36103-4660 49501 27702-1807

COUNTRY

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co Highwoods Properties Llc co Highwoods Properties Llc co Rudolph libbe Properties

of the City of Montgomery

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In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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CREDITOR NAME Inmet Division of Multimatic Internal Revenue Service Invista ISP Elastomer Janesville Products Keith Milligan Latham & Watkins LLP Lear Corp Manpower Meridian Park Ministre Du Revenu Du Quebec Municipality Of Port Hope North Loop Partners Ltd PolyOne Corp Prestige Property Tax Special Princeton Properties Qrs 14 Paying Agent Qrs 14 Paying Agent Inc Railroad Drive Lp Receiver General For Canada Receiver General For Canada Receiver General for Canada Receiver General For Canada Revenue Canada Securities and Exchange Commission Simpson Thacher & Bartlett LLP State Of Alabama State Of Michigan State Of Michigan State Of Michigan State Of Michigan State of Michigan State of Michigan Central Functions Unit Stephen E Spence Summit Property Management Inc Tate Boulevard I Llc Tax Collector Tcs Realty Ltd The Town Of Pageland Tom Heck Truck Service Town Of Farmington Town Of Farmville Town Of Gananoque Town Of Old Fort Town Of Pageland Town Of Troy Tr Associates Treasurer City Of Detroit

CREDITOR NOTICE NAME SBSE Insolvency Unit Tim Gorman Laura Kelly David Heller Josef Athanas & Danielle Kemp C Garland Waller

co Beer Wells Real Estate Woody Ban

ADDRESS1 35 West Milmot St Box 330500 Stop 15 601 S LA Salle St Ste 310 PO Box 4346 2700 Patterson Ave 3745 C Us Hwy 80 W Sears Tower Ste 5800 21557 Telegraph Rd 30800 Northwestern Hwy 2707 Meridian Dr 3800 Marly PO Box 117 PO Box 3449 33587 Walker Rd 1025 King St East 678 Princeton Blvd Church St Station 50 Rockefeller Lobby 2 100 Vesper Executive Pk

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PO Box 6529

CITY Richmond Hill Detroit Chicago Houston Grand Rapids Phenix Chicago Southfield Farmington Hills Greenville Ste Foy Port Hope Longview Avon Lake Cambridge Lowell New York New York Tyngsboro Ottawa Ottawa Dorval Belleville Ottawa Chicago New York Montgomery Lansing Lansing Detroit Lansing Lansing Lansing Detroit Southfield Hickory Fresno Trenton Pageland Urbana Farmington Farmville Gananoque Old Fort Pageland Troy Troy Detroit

STATE ON MI IL TX MI AL IL MI MI NC QC ON TX OH ON MA NY NY MA ON ON QC ON ON IL NY AL MI MI MI MI MI MI MI MI NC CA ON SC IL NH NC ON NC SC NC MI MI

ZIP L4B 1L7 48232 60605-1725 77210 49546 36870 60606 48034 48334 27834 G1X 4A5 L1A 3V9 75606 44012 N3H 3P5 01851 10249 10020-1605 01879-2710 K1A 1B1 K1P 6K1 H4Y 1G7 K8N 2S3 K1A 9Z9 60604 10017-3954 36104 48909 48909 48277-0833 48909 48918-0001 48909-8244 48226 48075 28602 937151192 K8V 5R1 29728 61802 03835 27828-1621 K7G 2T6 28762 29728 27371 48083 48232

COUNTRY Canada

Canada Canada

Canada

Canada Customs & Rev Agency Technology Ctr 875 Heron Rd Industry Canada Als Financial Postal Station D Box 2330 700 Leigh Capreol 11 Station St Ottawa Technology Centre Midwest Regional Office 175 W Jackson Blvd Ste 900 Peter Pantaleo Erin Casey & Alice Eaton 425 Lexington Ave Department Of Revenue Dept Of Commerce & Nat Res PO Box 30004 Matthew Rick Asst Attorney General PO Box 30754 State Of Michigan Mc Dept 77833 State Secondary Complex 7150 Harris Dr PO Box 30015 430 W Allegan St Jennifer Nelles US Trustee First Plaza County Of Fresno Office of Child Support 211 W Fort St Ste 700 24901 Northwestern Hwy 302 1985 Blvd Se PO Box 1192 21 Albert St 126 North Pearl St 1306 E Triumph Dr 356 Main St 115 West Church St 30 King St East PO Box 520 PO Box 67 315 North Main St 200 E Big Beaver PO Box 33525

875 Heron Rd

Canada Canada Canada Canada Canada

50 N Ripley St

PO Box 30744

PO Box 2228

Canada

PO Box 67

Farmville Downtown Partnership

PO Box 100

Canada

Fsia Inc

In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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Served via Overnight Mail

CREDITOR NAME Unifi Inc Uniform Color Co United States Attorney for the Eastern District of Michigan Valeo Inc Vespera Lowell Llc Village Of Holmesville Village Of Rantoul Visteon Climate Control W9 Lws Real Estate Limited Wachtell Lipton Rosen & Katz Wellington Green LLC

CREDITOR NOTICE NAME Randy Lueth Attn Civil Division Jerry Dittrich Blue Point Capital Bpv Lowell LLC

ADDRESS1 7201 W Friendly Ave 12003 Toepher Rd 211 W Fort St Ste 2001 3000 University Dr 10 Livingston Pl 2nd Fl 205 Millersburg Rd 333 S Tanner One Village Center Dr

ADDRESS2

CITY Greensboro Warren

STATE NC MI MI MI CT OH IL MI NC NY MI

ZIP 27410-6237 48089-3171 48226 48326-2356 06830 44633 61866 48111 28262-2337 10019 48025

COUNTRY

Detroit Auburn Hills Greenwichn PO Box 113 Holmesville Rantoul Van Buren Ste PO RFQ Office Township Charlotte New York Bingham Farms

co Lincoln Harris Llc Hal Novikoff

10101 Claude Freeman Dr Ste 200 N 51 W 52nd St 31100 Telegraph Rd Ste 200

In re: Collins & Aikman Corp., et al. Case No. 05-55927 (SWR)

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