IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION __________________________________________ In re: : Chapter

11 : Case No. 05-55927 (SWR) COLLINS & AIKMAN CORPORATION, et al.* : : (Jointly Administered) Debtors. : : Honorable Steven W. Rhodes __________________________________________: FIFTH INTERIM APPLICATION OF DAVIS POLK & WARDWELL FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR SERVICES RENDERED AS SPECIAL COUNSEL TO THE AUDIT COMMITTEE AND INDEPENDENT DIRECTORS OF COLLINS & AIKMAN FOR THE PERIOD SEPTEMBER 1, 2006 THROUGH DECEMBER 31, 2006 SUMMARY SHEET

DAVIS POLK & WARDWELL 450 Lexington Avenue New York, New York 10017 Tel.: (212) 450-4000 Special Counsel to the Audit Committee and Independent Directors

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 0555949; 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. 05-55991; 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. 0555980; 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. 05-55964; 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.

0W[;'"/

0555927070215000000000039

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Party Requesting Compensation: Authorized to Provide Professional Services to: Period for which Compensation and Reimbursement is Sought: Amount of Compensation Sought as Actual, Reasonable and Necessary:

DAVIS POLK & WARDWELL Audit Committee and Independent Directors

September 1, 2006 through December 31, 2006

$760,289.50 (only the portion of this amount that has not yet been paid pursuant to a Monthly Fee Statement will actually be due, if the Court approves this Interim Fee Application)

Amount of Expense Reimbursement Sought as Actual, Reasonable and Necessary:

$127,771.63 (only the portion of this amount that has not yet been paid pursuant to a Monthly Fee Statement will actually be due, if the Court approves this Interim Fee Application) X Interim Fee Application

This is a(n) :

Monthly Fee Statement

_______ Final Fee Application Amount of Retainer Currently Held: $0.00

Includes $15,753.00 in fees for professional services that were omitted from Monthly Fee Statements prior to September 2006 and included in the September 2006 Monthly Fee Statement. Includes $3,583.06 in expenses that were omitted from Monthly Fee Statements prior to September 2006 and included in the September 2006 Monthly Fee Statement.

Summary of certain details of this Interim Fee Application and prior Monthly Fee Statements:
Date Filed 06/30/05 07/29/05 08/30/05 09/30/05 10/14/05 10/28/05 11/30/05 12/30/05 1/30/06 2/28/06 3/7/06 3/30/06 4/27/06 5/30/06 6/15/06 Type/Period Covered Monthly 05/17/05-05/31/05 Monthly 06/01/05-06/30/05 Monthly 07/01/05-07/31/05 Monthly 08/01/05-08/31/05 Interim 05/17/05-08/31/05 Monthly 09/01/05-09/30/05 Monthly 10/01/05-10/31/05 Monthly 11/01/05-11/30/05 Monthly 12/01/05-12/31/05 Monthly 01/01/06-01/31/06 Interim 09/01/05-01/31/06 Monthly 02/01/06-02/28/06 Monthly 03/01/06-03/31/06 Monthly 04/01/06-04/30/06 Interim 02/01/06-04/30/06 Requested Fees** $158,550.80 $423,351.60 $341,606.00 $354,313.20 $1,597,277.00 $256,514.80 $184,440.80 $307,451.20 $356,014.80 $515,001.20 $2,024,278.50 $480,370.00 $550,010.80 $573,247.20 $2,004,535.00 Approved Fees n/a n/a n/a n/a $1,597,277.00 n/a n/a n/a n/a n/a $2,024,278.50 n/a n/a n/a $2,004,535.00 Requested Expenses $15,002.08 $90,174.21 $30,547.05 $23,365.53 $159,088.87 $15,083.63 $31,313.61 $14,065.87 $40,328.37 $20,233.92 $121,025.40 $37,088.26 $143,228.17 $13,606.76 $193,923.19 Approved Expenses n/a n/a n/a n/a $159,088.87 n/a n/a n/a n/a n/a $121,025.40 n/a n/a n/a $193,923.19 Amount Received $173,552.88 $513,525.81 $372,153.05 $377,678.73 $1,756,366.10 $271,598.43 $215,754.41 $321,517.07 $396,343.17 $535,235.12 $2,145,303.90 $517,458.26 $693,238.97 $586,853.96 $2,198,458.19

(Chart contd on next page)

Under the Administrative Order, Monthly Fee Statements are not filed with the Court. Therefore, with respect to a Monthly Fee Statement, this date refers to the date it was served pursuant to the Administrative Order. With respect to Monthly Fee Statements, this amount represents 80% of actual fees for the period. For Interim Fee Applications, this amount equals 100% of the actual fees for the period. Under the Administrative Order, unless an objection is received, Court approval is not required for Monthly Fee Statements. Therefore, this amount is not given with respect to Monthly Fee Statements. This amount includes the application of a $16,486.29 retainer that had been held by DPW to the amount due under the Monthly Fee Statement for the period 05/17/05 05/31/05. Note that fees and expenses in an Interim Fee Application are simply the sum of the fees (plus the 20% fee holdback) and expenses in the Monthly Fee Statements for the same period. If the Court allows the fees and expenses in an Interim Fee Application, only those amounts for which payment has not been received in connection with a Monthly Fee Statement are actually due.
**

Date Filed 6/30/06 7/28/06 8/30/06 9/30/06 10/13/06 10/31/06 12/1/06 12/26/06 1/30/07 2/15/07

Type/Period Covered Monthly 05/01/06-05/31/06 Monthly 06/01/06-06/30/06 Monthly 07/01/06-07/31/06 Monthly 08/01/06-08/31/06 Interim*** 05/01/06-08/31/06 Monthly 09/01/06-09/30/06 Monthly 10/01/06-10/31/06 Monthly 11/01/06-11/30/06 Monthly 12/01/06-12/31/06 Interim*** 09/01/06-12/31/06

Requested Fees** $525,814.00 $439,010.80 $428,124.40 $544,677.60 $2,422,033.50 $318,614.00 $134,941.60 $63,058.00 $91,618.00 $760,289.50

Approved Fees n/a n/a n/a n/a $2,422,033.50 n/a n/a n/a n/a

Requested Expenses $164,706.19 $158,738.59 $39,765.95 $32,405.54 $395,616.27 $58,412.32 $38,893.69 $2,259.49 $28,206.13 $127,771.63

Approved Expenses n/a n/a n/a n/a $395,616.27 n/a n/a n/a n/a

Amount Received $690,520.19 $597,749.39 $467,890.35 $557,083.14 $2,817,649.77 $377,026.32 $173,835.29 $65,317.49 $0.00 $0.00

Note that fees and expenses in an Interim Fee Application are simply the sum of the fees (plus the 20% fee holdback) and expenses in the Monthly Fee Statements for the same period. If the Court allows the fees and expenses in an Interim Fee Application, only those amounts for which payment has not been received in connection with a Monthly Fee Statement are actually due. Includes $15,753.00 in fees for professional services that were omitted from Monthly Fee Statements prior to September 2006 but were included in the September 2006 Monthly Fee Statement. Includes $3,583.06 in expenses that were omitted from Monthly Fee Statements prior to September 2006 but were included in the September 2006 Monthly Fee Statement.

***

Summary of certain information regarding services provided from September 1, 2006 through December 31, 2006 by professionals and paraprofessionals for which compensation is sought by this Interim Fee Application:
Names of Professionals/ Paraprofessionals PARTNERS Dennis E. Glazer Marshall S. Huebner Martine M. Beamon Benjamin S. Kaminetzky William J. Fenrich COUNSEL TO THE FIRM Kimberley D. Harris ASSOCIATES Jared R. Winnick Daniel P. Chung Aimee Hector Daniel S. Kahn Edward Moss David A. Stier Ryan J. Hayward George A. Sirignano Alexis G. Stone PARAPROFESSIONALS Lysander Anastacio Renee H. Benner Jennifer Sharmila Candelario Leah K. Edwards Joseph A. Florio Laura Healy Maureen Holland Michael Merlo Nazanin N. Nour Jennifer L. Ruzicka Maria Sicuranza Avery P. Strickoff Catherine Taylor Stephanie Trager Carl Van Der Zandt Lorenz Wolffers John P. Denkowski David Brandewiede Andrew T. Coleman A. C. Esty 7.4 6.0 0.3 1.5 0.3 91.2 3.0 1.4 105.2 151.0 162.5 18.7 15.0 124.8 105.0 117.4 0.4 5.6 0.5 4.5 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $235 $195 $165 $165 $165 $1,739.00 $1,410.00 $70.50 $352.50 $70.50 $21,432.00 $705.00 $329.00 $24,722.00 $35,485.00 $38,187.50 $4,394.50 $3,525.00 $29,328.00 $24,675.00 $27,589.00 $78.00 $924.00 $82.50 $742.50 2002 2004 2005 2004 2004 2004 2005 2005 not yet admitted 22.9 382.2 62.9 0.9 86.8 246.8 46.6 36.0 83.2 $490 $420 $420 $420 $420 $420 $355 $355 $205 $11,221.00 $160,524.00 $26,418.00 $378.00 $36,456.00 $103,656.00 $16,543.00 $12,780.00 $17,056.00 1996 38.6 $595 $22,967.00 1980 1994 1993 1996 1999 2.5 1.0 12.1 8.2 2.5 $865 $735 $695 $695 $605 $2,162.50 $735.00 $8,409.50 $5,699.00 $1,512.50 Year Admitted to Practice Hours Billed for this Fee Statement in 2006 2006 Rate Total for this Fee Statement in 2006

Names of Professionals/ Paraprofessionals Christopher Rodriguez Felicia Williams Ellen M. Bandel Christina Farrell Luke Frankson Kaitlin Harvie Connor Thomas Kuratek Stephanie Neely Michael P. Thaler Cyrus Attia Kin Man Chau Drew Colbert Robert N. DAngelo Dean Kansky Gomatie Shirley Narayan Patricia Patamikakorn Tracy Patterson Charles Seidner Jeanne Barry Weber Derek Wikstrom

Year Admitted to Practice

Hours Billed for this Fee Statement in 2006 19.5 325.0 18.0 2.0 1.5 1.5 12.6 70.0 205.6 1.5 11.0 0.7 0.7 1.5 2.5 0.2 63.0 0.5 1.5 2.7 Total:

2006 Rate $165 $165 $125 $125 $125 $125 $125 $125 $125 $75 $75 $75 $75 $75 $75 $75 $75 $75 $75 $75

Total for this Fee Statement in 2006 $3,217.50 $53,625.00 $2,250.00 $250.00 $187.50 $187.50 $1,575.00 $8,750.00 $25,700.00 $112.50 $825.00 $52.50 $52.50 $112.50 $187.50 $15.00 $4,725.00 $37.50 $112.50 $202.50 $744,536.50

Total Blended Hourly Rate for this Interim Fee Application (excluding paraprofessionals): $412.81

Summary of certain information regarding services provided from May 17, 2005 through August 31, 2006 by professionals and paraprofessionals for which compensation is sought by this Interim Fee Application:
Names of Professionals/ Paraprofessionals PARTNERS Dennis E. Glazer Marshall S. Huebner SUMMER ASSOCIATES Rebecca Joy Kelly Danielle F. Tarantolo PARAPROFESSIONALS Maria Sicuranza Erin Hoppin (2006) Erin Hoppin (2005) Rachel Seebacher 33.0 1.5 3.0 7.0 Total: $235 $145 $115 $70 $7,755.00 $217.50 $345.00 $490.00 $15,753.00 not yet admitted not yet admitted 6.0 9.0 $155 $145 $930.00 $1,305.00 1980 1994 5.3 0.2 $865 $630 $4,584.50 $126.00 Year Admitted to Practice Hours Billed in this Fee Statement Rate Total for this Fee Statement

IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION __________________________________________ In re: : Chapter 11 : COLLINS & AIKMAN CORPORATION, et al. Case No. 05-55927 (SWR) : (Jointly Administered) Debtors. : : Honorable Steven W. Rhodes __________________________________________: FIFTH INTERIM APPLICATION OF DAVIS POLK & WARDWELL FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR SERVICES RENDERED AS SPECIAL COUNSEL TO THE AUDIT COMMITTEE AND INDEPENDENT DIRECTORS OF COLLINS & AIKMAN FOR THE PERIOD SEPTEMBER 1, 2006 THROUGH DECEMBER 31, 2006 Davis Polk & Wardwell (DPW) respectfully represents as follows: 1. DPW is special counsel to the Audit Committee**** and the Independent Directors of Collins & Aikman Corporation (C&A) with respect to the Rebate Investigation (as defined

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. 05-55991; 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. 0555980; 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. 05-55964; 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 not defined herein have the meaning ascribed to them in the Application of the Debtors for an Order Authorizing the Audit Committee and the Independent Directors of Collins & Aikman Corporation to Employ and Retain Davis Polk & Wardwell Nunc Pro Tunc as Special Counsel to the Audit Committee and the Independent Directors in Connection with an Investigation into Rebate Transactions Entered into by Collins & Aikman, Collins & Aikmans Forecasts for the First Quarter of 2005 and Related Matters, and Other Matters that Have Arisen in the Course of the Investigation, which was filed on June 3, 2005 (Docket No. 226) (the Retention Application) and in the First Supplemental Application for an Order Authorizing the Audit Committee of Collins & Aikman Corporation to Expand the Scope of its Retention of Davis Polk & Wardwell as Special Counsel to the Audit Committee to Include Services Related to a Grand
****

(continued)

below) and certain other matters, and is special counsel to the Audit Committee with respect to the Government Inquiries. 2. On May 17, 2005 (the Petition Date), the above-captioned debtors and debtors in possession (the Debtors) filed their voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code (the Bankruptcy Code). 3. By order dated June 9, 2005 (Docket No. 287), this Court authorized the Audit Committee and the Independent Directors to retain DPW as their special counsel with respect to the Rebate Investigation and certain other matters nunc pro tunc to the Petition Date. 4. By order dated January 6, 2006 (Docket No. 2027), this Court authorized the Audit Committee to expand the scope of its retention of DPW to include services related to the Government Inquiries. 5. By the Administrative Order Establishing Procedures for Monthly Compensation and Reimbursement of Expenses for Professionals and Official Committee Members entered on June 9, 2005 (Docket No. 290) (the Administrative Order), this Court has ordered each of the Professionals (as defined in the Administrative Order) to serve and file with the Court, approximately every 120 days, but not more than 150 days, an application for interim Court approval and allowance, pursuant to sections 330 and 331 of the Bankruptcy Code, of the compensation and reimbursement of expenses requested in the Monthly Fee Statements (as defined in the Administrative Order) of such Professional for the period covered by such interim application. Pursuant to the Administrative Order, DPW submits this interim application for the
(continued)
Jury Subpoena Received by Collins & Aikman Corporation from the United States Attorneys Office for the Southern District of New York, a Related Inquiry from the United States Securities and Exchange Commission, and Other Matters Involving Government Regulators and Law Enforcement Officials as May Arise, which was filed on December 19, 2005 (Docket No. 2027) (the First Supplemental Retention Application).

period September 1, 2006 through December 31, 2006, inclusive (the Interim Fee Application). 6. The professional services and expenses for which compensation and reimbursement are sought were rendered and expended on behalf of the Audit Committee and Independent Directors pursuant to chapter 11 of the Bankruptcy Code. DPW believes it is appropriate that it be compensated for the time spent and be reimbursed for the expenses incurred in connection with these matters. Total Amount of Compensation and Expenses Sought 7. For the period covered by this Interim Fee Application (the Interim Fee Application Period), DPW has provided professional services to the Audit Committee and the Independent Directors and billed fees for such services totaling $760,289.50. For the same period, DPW has incurred actual, reasonable and necessary expenses in connection therewith totaling $127,771.63. Pursuant to the Administrative Order, for each month composing this Interim Fee Application Period, DPW has already submitted to the Debtors a Monthly Fee Statement seeking compensation for 80% of the fees billed, and reimbursement of 100% of the expenses incurred, during that month. As payments on these Monthly Fee Statements, as of the date of this Interim Fee Application, DPW has received $616,179.10. Therefore, if the Court approves the fees and expenses for which allowance is sought by this Interim Fee Application, only $271,882.03 will actually be due.

Includes $15,753.00 in fees for professional services that were omitted from Monthly Fee Statements prior to September 2006 and included in the September 2006 Monthly Fee Statement. Includes $3,583.06 in expenses that were omitted from Monthly Fee Statements prior to September 2006 and included in the September 2006 Monthly Fee Statement.

Services Rendered and Benefit to the Estate Background 8. On or about March 17, 2005, C&A publicly announced that during the course of finalizing its financial statements for its fiscal year ended December 31, 2004, it had identified certain accounting for supplier rebates that led to premature or inappropriate revenue recognition or that was inconsistent with relevant accounting standards and C&As policies and practices. C&A further announced that it had initiated an internal review of these matters and that it expected that certain restatements of its financial results would be required. 9. As part of that announcement, C&A also stated that it would not be able to file its Annual Report on Form 10-K containing fiscal 2004 audited financial statements with the United States Securities and Exchange Commission (the SEC) on time. C&A stated that it required additional time to complete the review of the accounting issues described above, its financial reporting process, and its controls over financial reporting. On or about March 24, 2005, C&A publicly disclosed that the Audit Committee had determined to conduct an independent investigation into these matters and that the Audit Committee had retained DPW as independent counsel to assist it in the investigation. 10. On or about May 12, 2005, C&A announced, among other things, that the scope of the investigation would also include C&As forecasts for the first quarter of 2005 and related matters, as well as other matters that have arisen in the course of the investigation. In addition, DPW has been investigating other confidential matters at C&A at the request of the Audit

After DPW was originally retained by the Audit Committee to conduct the Rebate Investigation, the scope of DPWs representation was expanded to include advising the Independent Directors with respect to certain matters related to the Rebate Investigation.

Committee. (For ease of reference, the matters currently being investigated by DPW are referred to herein collectively as the Rebate Investigation.) 11. In connection with the Rebate Investigation, DPW has conducted extensive work related to the retrieval, archival, review and analysis of information, documents, and data from C&A, in both electronic and paper format. To date, approximately 3,500,000 pages of documents have been reviewed by DPW. 12. On or about August 12, 2005, C&A announced that it had received a grand jury subpoena from the United States Attorneys Office for the Southern District of New York (the Grand Jury Subpoena), seeking documents and information relating to C&As financial statements for the 2004 and 2005 fiscal years, and documents and information relating to, among other things, accounts receivable, and supplier and customer rebates. At the time of that announcement, C&A stated that it has been complying with similar requests from the SEC. 13. In light of its familiarity with and access to information, documents, and data collected from C&A, DPW has, as part of its representation of the Audit Committee, assisted C&A since August 12, 2005, or shortly thereafter, in connection with its response to the Grand Jury Subpoena and to the related SEC inquiry (the Government Inquiries). In order to avoid duplication of collection and review work that DPW has already performed, DPW has produced documents responsive to the Grand Jury Subpoena and to related requests by the SEC that it had already collected on behalf of the Audit Committee in the course of its work on the Rebate Investigation. 14. In assisting the Audit Committee, DPW, with the aid of forensic accountants from Ernst & Young, sought to determine the facts surrounding, the extent of and the cause of any accounting or other financial irregularities within the scope of the Rebate Investigation. The 5

ultimate goal of DPW in its work on the Rebate Investigation, with the assistance of Ernst & Young, has been to provide its findings to the Audit Committee, the Independent Directors, C&As auditors and certain government regulators to enable C&A both to generate accurate financial information to support business decisions and, if necessary, to obtain financial statements certified by an independent auditor. The findings related to the Rebate Investigation have also been intended to serve as the basis for the implementation of remedial measures and preventative practices and procedures. DPWs representation has also encompassed advice to the Audit Committee and the Independent Directors in connection with corporate governance and the bankruptcy process, as well as advice to the Audit Committee in connection with the Government Inquiries. One of the goals of DPWs work on behalf of the Audit Committee in connection with the Government Inquiries has been to facilitate C&As full cooperation with the SEC and the U.S. Attorneys Office. 15. During the fourth quarter of 2006, DPW learned that it was unlikely that C&A would emerge from bankruptcy as a reorganized entity, but would instead attempt to sell its assets in whole or in parts. Accordingly, DPW notified the SEC and the U.S. Attorneys Office that DPW would be concluding its work on behalf of the Audit Committee in connection with the Government Inquiries as soon as possible. As a result, DPWs fees and expenses dropped considerably through the fourth quarter of 2006: whereas fees and expenses for DPWs services averaged $637,684.33 from March through August of this year, they dropped to $207,570.69 for October 2006, $81,081.99 for November 2006, and $142,728.63 for December 2006.*****
*****

December 2006 fees increased from November fees as a result of DPWs transfer of a significant amount of materials to the SEC and the U.S. Attorneys Office in order to wrap-up the Companys obligations under the Government Inquiries.

Services Rendered 16. During the Interim Fee Application Period, DPW has performed numerous services in furtherance of its representation of the Audit Committee and Independent Directors. Specifically, in connection with the Government Inquiries, DPW has undertaken numerous measures toward continued cooperation with the U.S. Attorneys Office and SEC. For example, DPW has continued to coordinate and conduct the retrieval, archival, review and analysis of information, documents, and data from C&A, in both electronic and paper format, as necessary to respond on behalf of C&A to the Grand Jury Subpoena and the related SEC request. To date, approximately 3,500,000 pages of documents have been reviewed by DPW. Moreover, during the Interim Fee Application Period, DPW has, on behalf of the Audit Committee, responded to additional government requests for information and other materials in connection with the Government Inquiries. 17. DPW has also coordinated the transition of electronic and hard-copy documents in its possession to the government and ensured that upon the conclusion of its representation of the Company, the Company itself would be prepared to respond to any further requests or inquiries from the government. Benefit to the Estate 18. DPW submits that the services it has rendered during the Interim Fee Application Period have benefited the estate in multiple ways. Most importantly, DPWs assistance to C&A in its response to requests for information and documents from the U.S. Attorneys Office and the SEC has clearly benefited the estate by helping the company to maintain a cooperative relationship with government regulators, which is a factor that regulators consider in determining 7

whether to bring charges or impose fines against an organization that is under investigation. At this stage in the Companys bankruptcy, a charge or fine would pose significant obstacles to the Debtors efforts to sell certain of the Company's assets, which are crucial to maximizing recovery to the estate. DPWs assistance in this regard has included producing thousands of documents on behalf of the company in response to the Grand Jury Subpoena and the related SEC inquiry. By doing so, DPW has helped the Debtors to comply with their legal obligations. Moreover, DPW submits that its assistance in this regard has resulted in a lower overall cost to the Debtors by avoiding duplicative work as indicated above. 19. Moreover, in concluding its representation of C&A, DPW has reinforced the Companys continued cooperation with the SEC and U.S. Attorneys Office by ensuring that both government entities have all necessary documents and information to continue their investigations. Current Status of Bankruptcy Case 20. The Debtors filed a chapter 11 plan and disclosure statement in these cases on August 30, 2006 (Docket Nos. 3233 and 3234). No trustee or examiner has been appointed in these cases. To the best of DPWs knowledge, all quarterly fees have been paid to the United States Trustee, and all monthly operating reports have been filed. 21. Although DPWs work related to the Rebate Investigation and the Government Inquiries has largely concluded, DPW believes that it will continue to be called upon to assist the Company and the Audit Committee on a limited and as-needed basis, with respect to the Government Inquiries and the Rebate Investigation.

Services of Multiple Attorneys and Paralegals 22. Nearly all of the services provided by DPW during this Interim Fee Application Period have been the result of the joint efforts of many of the attorneys and paraprofessionals working on this matter. DPW submits that, in light of the complex issues encompassed by the Rebate Investigation, it is more than reasonable that multiple attorneys or paralegals would be called upon to assist in this endeavor. DPW has made every reasonable effort to ensure that, despite the size of its team, DPW attorneys and paraprofessionals have not duplicated the work of one another. Prior Fee Awards During Pendency of Debtors Cases 23. During the pendency of the Debtors bankruptcy cases, DPW has not received any compensation from the Debtors other than through the interim fee statement and application process established by the Administrative Order. Pursuant to the Administrative Order, a Professional, such as DPW, may submit Monthly Fee Statements to the Debtors seeking compensation for 80% of the fees billed, and reimbursement of 100% of the expenses incurred, during the month to which the Monthly Fee Statement relates. Further, every four to five months, a Professional must file an interim fee application with the Court that seeks allowance for the fees and expenses billed and incurred during that period. An interim fee application, such as this one, therefore seeks allowance for (i) the fees and expenses in the Monthly Fee Statements for the months composing that interim fee application period plus (ii) the 20% fee amount that was held back from each of those Monthly Fee Statements. To the extent the Court allows the fees and expenses in an interim fee application, only the amount that has not already been paid by the Debtors in connection with a Monthly Fee Statement is actually due.

24. DPW has submitted the following Monthly Fee Statements and Interim Fee Applications, and received payments thereon, as of the date of this Interim Fee Application, as follows:
Date Filed 06/30/05 07/29/05 08/30/05 09/30/05 10/14/05 10/28/05 11/30/05 12/30/05 1/30/06 Type/Period Covered Monthly 05/17/05-05/31/05 Monthly 06/01/05-06/30/05 Monthly 07/01/05-07/31/05 Monthly 08/01/05-08/31/05 Interim 05/17/05-08/31/05 Monthly 09/01/05-09/30/05 Monthly 10/01/05-10/31/05 Monthly 11/01/05-11/30/05 Monthly 12/01/05-12/31/05 Requested Fees $158,550.80 $423,351.60 $341,606.00 $354,313.20 $1,597,277.00 $256,514.80 $184,440.80 $307,451.20 $356,014.80 Approved Fees n/a n/a n/a n/a $1,597,277.00 n/a n/a n/a n/a Requested Expenses $15,002.08 $90,174.21 $30,547.05 $23,365.53 $159,088.87 $15,083.63 $31,313.61 $14,065.87 $40,328.37 Approved Expenses n/a n/a n/a n/a $159,088.87 n/a n/a n/a n/a Amount Received $173,552.88
******

$513,525.81 $372,153.05 $377,678.73 $1,756,366.10 $271,598.43 $215,754.41 $321,517.07 $396,343.17

(Chart contd on next page) 2/28/06 3/7/06 Monthly 01/01/06-01/31/06 Interim21 09/01/05-01/31/06 $515,001.20 $2,024,278.50 n/a $2,024,278.50 $20,233.92 $121,025.40 n/a $121,025.40 $535,235.12 $2,145,303.90

Under the Administrative Order, Monthly Fee Statements are not filed with the Court. Therefore, with respect to a Monthly Fee Statement, this date refers to the date it was served pursuant to the Administrative Order. With respect to Monthly Fee Statements, this amount represents 80% of actual fees for the period. For Interim Fee Applications, this amount equals 100% of the actual fees for the period. Under the Administrative Order, unless an objection is received, Court approval is not required for Monthly Fee Statements. Therefore, this amount is not given with respect to Monthly Fee Statements. This amount includes the application of a $16,486.29 retainer that had been held by DPW to the amount due under the Monthly Fee Statement for the period 05/17/05 05/31/05. Note that fees and expenses in an Interim Fee Application are simply the sum of the fees (plus the 20% fee holdback) and expenses in the Monthly Fee Statements for the same period. If the Court allows the fees and expenses in an Interim Fee Application, only those amounts for which payment has not been received in connection with a Monthly Fee Statement are actually due.
******

10

Date Filed 3/30/06 4/27/06 5/30/06 6/15/06 6/30/06 7/28/06 8/30/06 9/30/06 10/13/06 10/31/06 12/1/06 12/26/06 1/30/07 2/15/07

Type/Period Covered Monthly 02/01/06-02/28/06 Monthly 03/01/06-03/31/06 Monthly 04/01/06-04/30/06 Interim 02/01/06-04/30/06 Monthly 05/01/06-05/31/06 Monthly 06/01/06-06/30/06 Monthly 07/01/06-07/31/06 Monthly 08/01/06-08/31/06 Interim22 02/01/06-04/30/06 Monthly 09/01/06-09/30/06 Monthly 10/01/06-10/31/06 Monthly 11/01/06-11/30/06 Monthly 12/01/06-12/31/06 Interim22 09/01/06-12/31/06

Requested Fees $480,370.00 $550,010.80 $573,247.20 $2,004,535.00 $525,814.00 $439,010.80 $428,124.40 $544,677.60 $2,422,033.50 $318,614.00 $134,941.60 $63,058.00 $91,618.00 $760,289.50

Approved Fees n/a n/a n/a $2,004,535.00 n/a n/a n/a n/a $2,422,033.50 n/a n/a n/a n/a

Requested Expenses $37,088.26 $143,228.17 $13,606.76 $193,923.19 $164,706.19 $158,738.59 $39,765.95 $32,405.54 $395,616.27 $58,412.32 $38,893.69 $2,259.49 $28,206.13 $127,771.63
*******

Approved Expenses n/a n/a n/a $193,923.19 n/a n/a n/a n/a $395,616.27 n/a n/a n/a n/a

Amount Received $517,458.26 $693,238.97 $586,853.96 $2,198,458.19 $690,520.19 $597,749.39 $467,890.35 $557,083.14 $2,817,649.77 $377,026.32 $173,835.29 $65,317.49 $0.00 $0.00

Note that fees and expenses in an Interim Fee Application are simply the sum of the fees (plus the 20% fee holdback) and expenses in the Monthly Fee Statements for the same period. If the Court allows the fees and expenses in an Interim Fee Application, only those amounts for which payment has not been received in connection with a Monthly Fee Statement are actually due. Includes $15,753.00 in fees for professional services that were omitted from Monthly Fee Statements prior to September 2006 and were included in the September 2006 Monthly Fee Statement. Includes $3,583.06 in expenses that were omitted from Monthly Fee Statements prior to September 2006 and were included in the September 2006 Monthly Fee Statement.
*******

11

Exhibits 25. Pursuant to Rule 2016-1 of the Local Bankruptcy Rules for United States Bankruptcy Court in the Eastern District of Michigan, the following exhibits are attached to this Interim Fee Application: a. Exhibit A a copy of the order authorizing the retention of DPW as special counsel to the Audit Committee and the Independent Directors; b. Exhibit B a copy of the order authorizing the Audit Committee to expand the scope of its retention of DPW to include services related to the Government Inquiries; c. Exhibit C a summary statement of the number of hours rendered by each attorney and paraprofessional and the hourly rate of each for the Interim Fee Application Period; d. Exhibit D detailed time entries (in chronological order) for the time keepers for whom fees are sought for this Interim Fee Application Period; e. Exhibit E brief biographical statements of the professional expertise of each attorney for whom an award of compensation is sought; and
f. Exhibit F an itemized statement of the expenses incurred during the Interim

Fee Application Period for which reimbursement is sought. 26. DPW has endeavored to represent the Audit Committee and the Independent Directors in the most expeditious and economical manner possible. Tasks have been assigned to

Certain of the time entries and expense reports submitted with this Interim Fee Application have been redacted so as to preserve privileges and the investigative process. If the Court wishes, unredacted copies of the time entries and expense reports can be submitted to the Court in camera.

12

attorneys, paraprofessionals, and secretaries at DPW so that work has been performed by those most familiar with the particular matter or tasks and, where attorney or paraprofessional involvement was required, by the lowest hourly rate professional appropriate for a particular matter. Moreover, DPW has sought to coordinate with other professionals involved in these cases so as to minimize any duplication of effort and to minimize attorneys fees and expenses paid by the Debtors. 27. No agreement or understanding exists between DPW and any other person for the sharing of any compensation received for services rendered in or in connection with this case, other than agreements or understandings relating to the division of compensation among partners and employees of DPW in the normal course of its operations. 28. WHEREFORE, DPW respectfully requests the entry of an order, substantially in the form attached hereto as Exhibit G, (A) allowing Davis Polk & Wardwell (i) interim compensation in the sum of $760,289.50 for actual, reasonable and necessary professional services rendered on behalf of the Committee during the period from September 1, 2006 through December 31, 2006 and (ii) interim reimbursement in the amount of $127,771.63 for actual, reasonable and necessary expenses incurred during that period; and (B) authorizing and directing the Debtors to pay to DPW the outstanding amount of the sums set forth in the preceding clause (A), which, as of the date of this Interim Fee Application, equals $616,179.10 and represents 100% of the unpaid fees (including the 20% previously held back pursuant to the

Includes $15,753.00 in fees for professional services that were omitted from Monthly Fee Statements prior to September 2006 and included in the September 2006 Monthly Fee Statement. Includes $3,583.06 in expenses that were omitted from Monthly Fee Statements prior to September 2006 and were included in the September 2006 Monthly Fee Statement.

13

Administrative Order) and 100% of the unpaid expenses for the period of September 1, 2006 through December 31, 2006.

14

Dated: February 15, 2007 New York, New York

Respectfully submitted, DAVIS POLK & WARDWELL

/s/ Martine M. Beamon Martine M. Beamon 450 Lexington Avenue New York, NY 10017 (212) 450-4000 Special Counsel to the Audit Committee and the Independent Directors

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 FIFTH INTERIM APPLICATION OF DAVIS POLK & WARDWELL FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR SERVICES RENDERED AS SPECIAL COUNSEL TO THE AUDIT COMMITTEE AND INDEPENDENT DIRECTORS OF COLLINS & AIKMAN FOR THE PERIOD SEPTEMBER 1, 2006 THROUGH DECEMBER 31, 2006 PLEASE TAKE NOTICE THAT Davis Polk & Wardwell have filed their Fifth Interim Application of Davis Polk & Wardwell for Compensation and Reimbursement of Expenses for Services Rendered as Special Counsel to the Audit Committee and Independent Directors of Collins & Aikman for the Period September 1, 2006 through December 31, 2006 (the Application) pursuant to the Administrative Order Establishing Procedures for Monthly Compensation and
1

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. 05-55991; 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. 05-55964; 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 11632731.2

Reimbursement of Expenses for Professionals and Official Committee Members dated June 9, 2005 [Docket No. 290] (the Compensation Procedures Order). PLEASE TAKE FURTHER NOTICE THAT your rights may be affected. You may wish to review the Application and discuss it with your attorney, if you have one in these cases. (If you do not have an attorney, you may wish to consult one.) PLEASE TAKE FURTHER NOTICE THAT in accordance with the Compensation Procedures Order, if you wish to object to the Court granting the relief sought in the Application, or if you want the Court to otherwise consider your views on the Application, no later than March 12, 2007 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 (the Objection Deadline), 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 Objection Deadline. PLEASE TAKE FURTHER NOTICE THAT you must also serve the documents so that they are received on or before the Objection Deadline, in accordance with the Compensation Procedures Order, including to:

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

2
K&E 11632731.2

Martine Beamon Davis Polk & Wardwell 450 Lexington Avenue New York, New York 10017 PLEASE TAKE FURTHER NOTICE THAT if no responses to the Application are timely filed and served, the Court may grant the Application and enter the order without a hearing as set forth in Rule 2016-3 of the Local Rules for the United States Bankruptcy Court for the Eastern District of Michigan.

3
K&E 11632731.2

Dated: February 15, 2007

KIRKLAND & ELLIS LLP /s/ Marc J. Carmel 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

K&E 11632731.2

CERTIFICATE OF SERVICE I, Marc Carmel, an attorney, certify that no later than the 16th day of February, 2007, I caused to be served, by e-mail and by first class mail, in the manner and to the parties set forth on the attached service lists, a true and correct copy of the foregoing Fifth Interim Application of Davis Polk & Wardwell for Compensation and Reimbursement of Expenses for Services Rendered as Special Counsel to the Audit Committee and Independent Directors of Collins & Aikman for the Period September 1, 2006 through December 31, 2006. Dated: February 15, 2007 /s/ Marc J. Carmel Marc J. Carmel

K&E 11632731.2

Served via Electronic Mail

CREDITOR NAME A Freeman Acord Inc Adrian City Hall Alice B Eaton Athens City Tax Collector Basell USA Inc 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 Dow Chemical Company DuPont Earle I Erman Erin M Casey Frank Gorman Gail Perry Ge Capital GE Polymerland George E Schulman Gold Lange & Majoros PC 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

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

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CREDITOR NAME Mark Fischer Michael R Paslay Michael Stamer Michigan Department Of Treasury Mike O'Rourke 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 Schmidt 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

Tricia Sommers

Collector Of Revenue

State Of Michigan State Of Michigan Stephen E Spence Stephen S LaPlante T Pryce Tax Administrator 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

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Jim Cambio 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 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)

Page 2 of 2

Served via First Class Mail

CREDITOR NOTICE NAME Rob Morgan

ADDRESS2

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STATE OH IL SC TN MI PA IL IL MI ON ON MI NC OH MI OH NH NH MI CA MD TX CA AZ NC MI MI MI MI NC MO MI OH DE MI WI TX

ZIP 45365-8977 61820-2500 29606 37371-0849 48192 15205-9707 60602 60602 48846 P3A 5C2 K1A 1B1 48170-4394 28002-0190 44203 49014 44711-9951 3820 03820-0818 49631 92632 21078 75606 90012 85003 27573 49085-1355 48311-8009 48895 48060 28782 63301 48083 45403-2910 19898 48084-8084 53209-6023 77079-1305

Ga Dept Of Revenue Gaston County Ge Capital Ge Capital Ge Capital Ge Capital Comm Serv Astro Dye Harford County Revenue

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

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CREDITOR NAME co Highwoods Properties Llc co Highwoods Properties Llc co Rudolph libbe Properties Attn Lease Administration TN 37203

CREDITOR NOTICE NAME

ADDRESS1

STATE

ZIP

COUNTRY

Highwoods Forsyth Lp

of the City of Montgomery

Canada

SBSE Insolvency Unit Bill Weeks Tim Gorman Laura Kelly Lilia Roman C Garland Waller

Highwoods Forsyth Lp Hnk Michigan Properties Indiana Department Of Revenue Indiana Dept Of Revenue Industrial Development Board Industrial Leasing Company Industrial Truck Sales & Svc Inmet Division of Multimatic Internal Revenue Service Intertex World Resources Trintex Corp Invista ISP Elastomer Janesville Products Keith Milligan Lake Erie Products Lear Corp Manpower Meridian Magnesium Meridian Park Ministre Du Revenu Du Quebec Municipality Of Port Hope North Loop Partners Ltd Office of Finance of Los Angeles co Beer Wells Real Estate Bankruptcy Auditor Sara Eagle & Gail Perry Barb Krzywiecki Woody Ban

Attn Lease Administration 7255 Crossleigh Court Ste 108 100 N Senate Ave PO Box 7218 PO Box 4660 PO Box 1803 PO Box 1807 35 West Milmot St Box 330500 Stop 15 500 Wedowee St 601 S LA Salle St Ste 310 PO Box 4346 2700 Patterson Ave 3745 C Us Hwy 80 W 321 Foster Ave 21557 Telegraph Rd 30800 Northwestern Hwy 2001 Industrial Dr 2707 Meridian Dr 3800 Marly PO Box 117 PO Box 3449 3700 Wilshire Ste 310

NC OH IN IN AL MI NC ON MI GA IL TX MI AL IL MI MI MI NC QC ON TX CA

27604 43617 46204-2253 46207-7218 36103-4660 49501 27702-1807 L4B 1L7 48232 30108-1541 60605-1725 77210 49546 36870 60191 48034 48334 48827 27834 G1X 4A5 L1A 3V9 75606 90010

Canada Canada

Canada Canada

Pension Benefit Guaranty Corporation Pine River Plastics Inc PolyOne Corp Prestige Property Tax Special Princeton Properties Progressive Moulded Products Qrs 14 Paying Agent Qrs 14 Paying Agent Inc Railroad Drive Lp Dan Thiffault

1200 K St NW 1111 Fred W Moore Hwy 33587 Walker Rd 1025 King St East 678 Princeton Blvd 9024 Keele St Church St Station 50 Rockefeller Lobby 2 100 Vesper Executive Pk

ADDRESS2 CITY 3322 West End Ave Ste 600 Nashville 3100 Smoketree Ct Ste 600 Raleigh Toledo Indianapolis Indianapolis Montgomery Grand Rapids Durham Richmond Hill Detroit Bowdon Chicago Houston Grand Rapids Phenix Wood Dale Southfield Farmington Hills Eaton Rapids Greenville Ste Foy Port Hope Longview Los Angeles Office of the Chief Counsel Washington St Clair Avon Lake Cambridge Lowell Concord PO Box 6529 New York New York Tyngsboro DC MI OH ON MA ON NY NY MA 20005-4026 48079-4967 44012 N3H 3P5 1851 L4K 2N2 10249 10020-1605 01879-2710

Receiver General For Canada Receiver General For Canada Receiver General for Canada Receiver General For Canada Revenue Canada Revenue Canada Riverfront Plastic Products Inc Securities and Exchange Commission Select Industries Corp South Carolina Dept Of Revenue Southco Standard Federal Bank

Canada Customs & Rev Agency Technology Ctr 875 Heron Rd Industry Canada Als Financial Postal Station D Box 2330 700 Leigh Capreol 11 Station St 275 Pope Rd Ste 102 Ottawa Technology Centre George Tabry 780 Hillsdale St Midwest Regional Office 175 W Jackson Blvd Ste 900 Christine Brown 240 Detrick St Sales & Use Tax Division PO Box 125 Lorraine Zinar 210 N Brinton Lake Rd Daniel Watson 2600 West Big Beaver Rd

875 Heron Rd

Ottawa Ottawa Dorval Belleville Summerside Ottawa Wyandotte Chicago Dayton Columbia Concordville Troy

ON ON QC ON PE ON MI IL OH SC PA MI

K1A 1B1 K1P 6K1 H4Y 1G7 K8N 2S3 C1N 5Z7 K1A 9Z9 48192-7120 60604 45404-1699 292020101 19331-9331 48084

Canada Canada Canada Canada Canada Canada

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

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CREDITOR NOTICE NAME Dept Of Commerce & Nat Res Linda King Matthew Rick Asst Attorney General State Of Michigan Mc State Secondary Complex

CREDITOR NAME State Of Alabama State Of Michigan State Of Michigan State Of Michigan State Of Michigan State Of Michigan State of Michigan Jennifer Nelles First Plaza County Of Fresno Bruce B Galletly Raymond Soucie Of Ingersoll PO Box 67 PO Box 2228 PO Box 30744

ADDRESS1 Department Of Revenue PO Box 30004 PO Box 30457 PO Box 30754 Dept 77833 7150 Harris Dr PO Box 30015 430 W Allegan St

ADDRESS2 50 N Ripley St

CITY Montgomery Lansing Lansing Lansing Detroit Lansing Lansing

STATE AL MI MI MI MI MI MI

ZIP 36104 48909 48909-7957 48909 48277-0833 48909 48918-0001

COUNTRY

Canada

Canada

Farmville Downtown Partnership PO Box 100 PO Box 100

Canada

Fsia Inc

Randy Lueth Tom Tekieke

Office of Child Support 24901 Northwestern Hwy 302 1985 Blvd Se PO Box 1192 21 Albert St PO Box 538308 1400 Stephenson Hwy 130 Oxford St 2nd Fl 126 North Pearl St 1306 E Triumph Dr 356 Main St 3802 S Main 30 King St East 100 Old River Rd PO Box 520 PO Box 67 315 North Main St 200 E Big Beaver PO Box 33525 7201 W Friendly Ave 942 Brooks Ave 800 Standard Pkwy

Lansing Southfield Hickory Fresno Trenton Atlanta Troy Ingersoll Pageland Urbana Farmington Farmville Gananoque Lincoln Old Fort Pageland Troy Troy Detroit Greensboro Holland Auburn Hills

MI MI NC CA ON GA MI ON SC IL NH NC ON RI NC SC NC MI MI NC MI MI

48909-8244 48075 28602 937151192 K8V 5R1 30353 48083 N5C 2V5 29728 61802 3835 27828-1621 K7G 2T6 2865 28762 29728 27371 48083 48232 27410-6237 49423 48326-1415

Attn Civil Division Jerry Dittrich General Fax Terry Nardone Adriana Avila Blue Point Capital Bpv Lowell LLC 251 Industrial Dr 10 Livingston Pl 2nd Fl 205 Millersburg Rd 333 S Tanner One Village Center Dr co Lincoln Harris Llc

State of Michigan Central Functions Unit Summit Property Management Inc Tate Boulevard I Llc Tax Collector Tcs Realty Ltd Teknor Financial Corporation TG North America The Corporation Of The Town The Town Of Pageland Tom Heck Truck Service Town Of Farmington Town Of Farmville Town Of Gananoque Town Of Lincoln Finance Office Town Of Old Fort Town Of Pageland Town Of Troy Tr Associates Treasurer City Of Detroit Unifi Inc Uniform Color Co Unique Fabricating Inc United States Attorney for the Eastern District of Michigan Valeo Inc Valiant Tool & Mold Inc Vari Form Inc Vericorr Packaging fka CorrFlex Packaging Vespera Lowell Llc Village Of Holmesville Village Of Rantoul 211 W Fort St Ste 2001 3000 University Dr 6775 Hawthorne Dr 12341 E 9 Mile Rd Detroit Auburn Hills Windsor Warren MI MI ON MI MI CT OH IL MI 10101 Claude Freeman Dr Ste 200 N 31100 Telegraph Rd Ste 200 Charlotte Bingham Farms NC MI Evart Greenwichn PO Box 113 Holmesville Rantoul Van Buren Ste PO RFQ Office Township

48226 48326-2356 N8T 3B8 48089 49631-8517 6830 44633 61866 48111 28262-2337 48025

Canada

Visteon Climate Control

W9 Lws Real Estate Limited Wellington Green LLC

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EXHIBIT G

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 GRANTING FOURTH INTERIM APPLICATION OF DAVIS POLK & WARDWELL FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR SERVICES RENDERED AS SPECIAL COUNSEL TO THE AUDIT COMMITTEE AND INDEPENDENT DIRECTORS OF COLLINS & AIKMAN FOR THE PERIOD SEPTEMBER 1, 2006 THROUGH DECEMBER 31, 2006 Upon the Fifth Interim Application of Davis Polk & Wardwell (DPW) for Compensation and Reimbursement of Expenses for Services Rendered as Special Counsel to the Audit Committee and Independent Directors of Collins & Aikman for the Period September 1, 2006 through December 31, 2006 (the Interim Fee Application)2; it appearing that the relief

1 The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 0555949; 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. 05-55991; 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. 0555980; 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. 05-55964; 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. 2 Capitalized terms but not otherwise defined herein shall have the meanings set forth in the Interim Fee Application.

requested is in the best interest of the Debtors estates, their creditors and other parties in interest; 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 28 U.S.C. 157(b)(2); it appearing that venue of this proceeding and the Interim Fee Application in this District is proper pursuant to 28 U.S.C. 1408 and 1409; notice of the Interim Fee Application and the opportunity for a hearing on the Interim Fee Application was appropriate under the particular circumstances and that no other or further notice need by given; and after due deliberation and sufficient cause appearing therefor, it is hereby ORDERED 1. 2. The Interim Fee Application is granted in its entirety, on an interim basis. The Court allows an administrative expense claim for DPW in the amount of

$760,289.50 for necessary professional services rendered and $127,771.63 for expenses incurred during the Interim Fee Application Period. 3. The Debtors are hereby authorized and directed to pay to DPW the outstanding

amount of the sums described in paragraph 2 hereof in the amount of $616,179.10 representing 100% of the unpaid fees (including the 20% previously held back pursuant to the Administrative Order) and 100% of the unpaid expenses for the period of September 1, 2006 through December 31, 2006. 4. The Debtors are authorized to take all actions necessary to effectuate the relief

granted pursuant to this Order in accordance with the Interim Fee Application. 5. The terms and conditions of this Order shall be immediately effective and

enforceable upon its entry.

6.

The Court retains jurisdiction with respect to all matters arising from or related to

the implementation of this Order.