UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION

IN RE: COLLINS & AIKMAN CORPORATION, et al. Debtors.

Chapter 11 Case No. 05-55927-R (Jointly Administered) Hon. Steven W. Rhodes /

OBJECTION OF VALEO SYLVANIA, LLC TO DEBTORS MOTION FOR THE ENTRY OF AN ORDER APPROVING ASSET PURCHASE AGREEMENT FOR THE SALE OF ASSETS AT DEBTORS EVART, MICHIGAN, BELVIDERE, ILLINOIS AND ST. LOUIS , MISSOURI FACILITIES FREE AND CLEAR OF LIENS, CLAIMS, ENCUMBRANCES AND OTHER INTERESTS AND RELATED RELIEF

NOW COMES Valeo Sylvania, LLC by its undersigned counsel, and states its Objection to Debtors Motion for the Entry of an Order Approving Asset Purchase Agreement for the Sale of Assets at Debtors Evart, Michigan, Belvidere, Illinois and St. Louis, Missouri Facilities Free and Clear of Liens, Claims, Encumbrances and Other Interests and Related Relief (the Sale Motion) as follows: 1. Valeo Sylvania, LLC is a creditor in this matter, and is currently a supplier of goods utilized in production at the Evart, Michigan facility pursuant to a certain purchase order between Valeo Sylvania, LLC and the Debtors, Purchase Order No. 200481 (the Valeo Sylvania Contract). 2. Valeo Sylvania, LLC has a pre-petition claim in this matter, duly evidenced by the proof of claim filed on or about January 10, 2006, in the amount of $209,628.73, which claim specifically relates to goods sold pursuant to Purchase Order No. 200481,

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and designated on the Debtors Claim register as Claim No. 6078 (the Proof of Claim), Exhibit A, attached hereto. 3. Debtors have proposed in the Sale Motion to assume and assign certain contracts with its suppliers to the Purchaser. However, the documents filed in support of the Sale Motion do not specifically indicate which contracts will be assumed and assigned, nor do these documents indicate the cure amount, if any, specific to each such contract. Schedule 1.1(b) of the Asset Purchase Agreement indicates that Annex 4.13(a) identifies Assumed Contracts. Counsel for Valeo Sylvania, LLC has been provided Schedule [sic] 4.13(a), which does not appear to list the Valeo Sylvania Contract. See Exhibit B, attached hereto. 4. It is clear, as evidenced from the Proof of Claim, that in the event the contract between the Debtors and Valeo Sylvania, LLC is assumed and assigned, there is a cure amount of $209,628.73 which must be paid pursuant to 11 U.S.C. 365(b)(1). 5. Further, Valeo Sylvania, LLC has not been provided any information which enables it to determine that the Purchaser is able to provide adequate assurance of future performance of the Valeo Sylvania Contract, as required by 11 U.S.C. 365(f)(2)(B). 6. Debtors have stated in the Sale Motion that this sale is driven by their interest in, among other things, preserving the viability of the business. The Sale Motion states, at paragraph 21: Indeed, the next generation contracts have already been

awarded by DCC [the Facilities largest customer] to the Purchaser, and, therefore, no other party would have access to the book of business needed to keep the Facilities operational. Upon information and belief, the parts supplied by Valeo Sylvania, LLC are an integral part of the ongoing and future operations at the Evart facility, yet there is

no indication in the Sale Motion that the Valeo Sylvania Contract is to be assumed, with payment of the appropriate cure amount, and assigned to the Purchaser. 7. Further, the proposed Order Approving the Asset Purchase Agreement

provides, in paragraph 36, that the parties can modify the Asset Purchase Agreement without further order of the Court. If this provision is approved, without present

clarification of the status of the Valeo Sylvania Contract, Valeo Sylvania is concerned that the parties will attempt to modify the Asset Purchase Agreement to obtain the Valeo Sylvania Contract, without compliance with 11 U.S.C. 365(b) and (f). 8. Paragraph 2.2 of the Asset Purchase Agreement states: Assumption and Assignment of Leases and Contracts. Subject to the terms and conditions set forth in this Agreement, the Sellers will assume, as applicable, and assign to the Purchasers, effective as of the Closing Date, and the Purchasers will take assignment of and assume, all of Sellers rights, obligations and duties arising on or after the Closing Date (other than cure costs, as applicable [sic]) under . . .(c) the Assumed Contracts, each of which shall be deemed included in the term the Acquired Assets as used herein. However, there is nothing in the Sale Motion which indicates who, if not the Purchaser, will pay the cure costs. There is no proposal that the Debtors will pay them. This circumstance is not in compliance with 11 U.S.C. 365(b). 9. Debtors must, prior to approval of the Sale, specifically identify if they are seeking to assume and assign the Valeo Sylvania Contract, and provide for payment of the cure amount of $209,628.73 before such assignment can occur. Absent compliance with 11 U.S.C. 365, Debtors should not be permitted to assume and assign this contract. Wherefore, Valeo Sylvania, LLC requests that the Debtors specifically identify if Purchase Order No. 200481 with Valeo Sylvania, LLC is one of the contracts which is referenced in the Asset Purchase Agreement and which they intend to assume and assign,

specifically acknowledge the cure amount of $209,628.73 and specifically provide how the cure amount will be paid, before this contract is assigned. If Debtors do not provide this information and comply with 11 U.S.C. 365, Valeo Sylvania, LLC requests that confirmation of the sale be denied, or that this Court condition any assumption and assignment of the Valeo Sylvania, LLC Contract upon payment of its cure costs in the amount of $209,628.73 and in accordance with the provisions of 11 U.S.C. 365. Respectfully submitted, ERMAN, TEICHER, MILLER, ZUCKER & FREEDMAN, P.C.

/s/ Julie Beth Teicher _____ Julie Beth Teicher (P34300) Attorneys for Valeo Sylvania, LLC 400 Galleria Officentre, Suite 444 Southfield, MI 48034 Phone: (248) 827-4100 Fax: (248) 827-4106 Email: jteicher@ermanteicher.com

Dated: June 19, 2007

F:\CHAP11\Collins & Aikman\Objection of Valeo Sylvania, LLC to Evart sale motion.doc