UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In Re: COLLINS & AIKMAN

CORPORATION, et al., Chapter 11 Case No. 05-55927-R Hon. Steven W. Rhodes

Debtors. _________________________________ BROWN CORPORATION'S LIMITED OBJECTION TO DEBTORS' MOTION FOR ENTRY OF ORDERS APPROVING BIDDING PROCEDURES, SALE OF CERTAIN OF THE ASSETS OF DEBTORS' INTERIOR PLASTICS GROUP FREE AND CLEAR OF LIENS, CLAIMS, ENCUMBRANCES AND INTERESTS IN RELATED RELIEF Brown Corporation ("Brown"), by and through its attorneys, Varnum, Riddering, Schmidt & HowlettLLP, hereby objects to Debtors' Motion for the Entry of Orders Approving Bidding Procedures, Sale of Certain of the Assets of Debtors' Interior Plastics Group Free and Clear of Liens, Claims, Encumbrances and Interests in Related Relief (Docket No. 4408) (the "Sale Motion") as follows: 1. 2. On April 2, 2007, the Debtors filed the Sale Motion. Pursuant to the Sale Motion and Section 365 of the Bankruptcy Code, the Debtors have

requested authority to assume and assign certain contracts to Cadence Innovation LLC ("Cadence") or any successful bidder pursuant to the Sale Motion. 3. Brown is a Tier II supplier and received several notices from the Debtors stating that the

Debtors expected to assume and assign certain purchase orders issued to Brown by the Debtors, including those identified in Exhibit A attached hereto (the "Purchase Orders"). 4. Immediately preceding the Debtors' filing bankruptcy, Brown terminated all purchase

orders then in effect due to the Debtors' breach of the terms of such purchase orders. 5. Upon termination, Brown began supplying parts to the Debtors only pursuant to an

interim arrangement and as an accommodation.

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Each week since terminating the then-existing purchase orders, Brown has given notice

to the Debtors that the supplying of parts was an interim arrangement, and Brown, by doing so, did not accept any purchase orders issued by the Debtors or otherwise waive its rights. 7. This interim arrangement continues today, and is the basis upon which Brown has been

supplying parts to the Debtors. 8. As such, the purported Purchase Orders are not pre-petition executory contracts subject

to assignment and assumption pursuant to 365 of the Bankruptcy Code. 9. Brown files this limited objection to the extent that the Debtor attempts to assume and

assign purported Purchase Orders which are not executory contracts subject to assignment and assumption pursuant to 365 of the Bankruptcy Code.1 WHEREFORE, Brown requests that the Court: (A) Deny the Debtors request to assume and assign any purchase order issued by the

Debtors to Brown so as to preclude the Debtors from assigning any purchase order to Cadence or any successful bidder; and (B) Grant such other relief as is just and proper. Respectfully submitted, VARNUM, RIDDERING, SCHMIDT & HOWLETTLLP Attorneys for Brown Corporation Date: May 10, 2007 By: /s/ Mary Kay Shaver Mark L. Collins (P-34609) Mary Kay Shaver (P-60411) Business Address: Bridgewater Place P. O. Box 352 Grand Rapids, MI 49501-0352 (616) 336-6000

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To the extent that the purported Purchase Orders are held to be executory contracts, Brown preserves its rights to object to the cure amount as $0 because Brown has pre-petition claims exceeding $9,000,000.

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