UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: COLLINS & AIKMAN CORP., et al.

, Debtors. U.S. District Court Appeal Case No. 2:07-cv-13714 Hon. Gerald E. Rosen On appeal from:

Case No. 05-55927 Chapter 11 Hon. Steven W. Rhodes _____________________________________________________________________________/ VISTEON CORP., Appellant, v. COLLINS & AIKMAN CORP., Appellee. _____________________________________________________________________________/ VISTEON CORPORATIONS DESIGNATION OF ITEMS TO BE INCLUDED IN THE RECORD ON APPEAL AND STATEMENT OF ISSUES TO BE PRESENTED Visteon Corporation, pursuant to Fed. R. Bankr. P. 8006, submits the following designation of items to be included in the record on appeal to the United States District Court and statement of the issues to be presented: DESIGNATION OF ITEMS TO BE INCLUDED IN THE RECORD ON APPEAL NUMBER DESCRIPTION 1 2 3 4 Stipulated Order re General Motors Setoff Motion for Relief from Stay to Effect Setoff Brief in Support of Motion for Relief From Stay to Effect Setoff Stipulation and Agreed to Order re Relief from Stay DOCKET NO. 63 328 329 532

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Stipulation and Agreed-to Order Between Visteon and C&A re Motion for Relief from Stay Second Stipulation and Agreed to Order Between Visteon and Motion for Relief From Stay, General Motors Motion for Relief from Stay to Effect Setoff Brief in Support of General Motor's Motion for Relief from Stay to Effect Setoff Amended Setoff Motion by General Motors Amended Setoff Brief by General Motors Limited Objection of JP Morgan Stipulated Order re General Electric Capital Corp. Setoff Official Committee of Unsecured Creditors Motion for Joinder in Debtors' Brief in Opposition to Visteon's Motion for Relief from Stay DaimlerChrysler Setoff Motion Brief in Support of DaimlerChrysler Setoff Motion Debtors' Response in Opposition to Motion for Relief from Stay to Effect Setoff Debtors' Brief in Opposition to Motion for Relief from Stay to Effect Setoff General Electric Capital Corp. Concurrence/Joinder in Debtors' Brief in Opposition to Motion for Relief from Stay to Effect Setoff Stipulated Order re DaimlerChrysler Setoff Stipulated Order re DaimlerChrysler Setoff Visteon Corporation's Reply Brief re Motion for Relief from Stay General Electric Capital Corp. Complaint Hayashi Corporation, Inc. Motion for Relief from Stay re Setoff Stipulation Between Visteon and C&A re Withdrawal of Motion for Relief from Stay Stipulation re Hayashi Setoff Order re Hayashi Setoff Stipulation Stipulation re Hayashi Setoff Order Approving Hayashi Stipulation Chapter 11 Plan First Amended Chapter 11 Plan H.P. Pelzer Objection to Plan GM Notice of Withdrawal of Setoff Motion Debtors' Brief in Response to Johnson Controls Setoff Motion

557 848 857 858 861 862 885 962

13 14 15 16 17

1038 1083 1084 1113 1114

18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33

1128 1199 1222 1225 1318 1510 1626 1693 1712 2005 2020 3234 3814 3935 4045 4393

34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55

Shawmut Objection to Plan H.P. Pelzer Objection to Plan Fireman's Fund Objection to Plan Objection by Becker Properties, LLC and Anchor Court, Heartland Industrial Objection to Plan Valiant Tool & Mold, Inc Objection to Plan Texas Comptroller Objection to Plan Objection to Confirmation of Plan Filed by Creditor David Stockman Dow Chemical Objection to Plan General Electric Capital Corp. Objection to Plan DaimlerChrysler Notice of Withdrawal re Setoff Motion Haartz Objection Pullman Industries Amended Objection to Plan First Amended Chapter 11 Plan Debtors Memorandum of Law in Support of Plan Order Confirming First Amended Chapter 11 Plan Transcript of Confirmation Hearing Visteon Corporations Motion to Reconsider Order Requiring Brief and Setting Hearing (Motion for Reconsideration) Stipulation re Adjourning Hearing Response to Motion for Reconsideration Order Denying Motion for Reconsideration Stipulation By and Between General Electric Capital Corporation, Collins & Aikman Corporation, Visteon Corporation and Carcorp (Adv. Proc. 05-05743-swr) Order Dismissing Adversary Proceeding (Adv. Proc. 0505743-swr)

4558 4620 4627 4629 4644 4647 4662 5273 6779 7264 7298 7308 7701 7731 7734 7827 7872 7916 7939 8020 8048 8059

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QUESTIONS PRESENTED (1) Did the Bankruptcy Court err as a matter of law by denying Visteon Corporations Motion for Reconsideration of its Order Confirming the Debtors First Amended Plan where the First Amended Plan was legally and procedurally improper because, among other reasons, the First Amended Plan failed to provide for Visteons right of setoff despite the Debtors previous stipulation with Visteon preserving Visteons right to seek a setoff? Did the Bankruptcy Court err as a matter of law by denying Visteon Corporations Motion for Reconsideration of its Order Confirming the Debtors First Amended Plan where the First Amended Plan was legally and procedurally improper because, among other reasons, the First Amended Plan failed to provide for Visteons right of setoff

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despite the Debtors subsequent assurances that Visteons setoff claim would be resolved amicably? (3) Did the Bankruptcy Court err as a matter of law by denying Visteon Corporations Motion for Reconsideration of its Order Confirming the Debtors First Amended Plan where the First Amended Plan was legally and procedurally improper because, among other reasons, the First Amended Plan failed to provide for Visteons right of setoff despite the fact that the setoff prohibition contained in the plan does not satisfy the requirements under 11 U.S.C. 1129 regarding the treatment of secured creditors? Did the Bankruptcy Court err as a matter of law by denying Visteon Corporations Motion for Reconsideration of its Order Confirming the Debtors First Amended Plan where Visteons failure to file an objection to the plan could be the result of excusable neglect attributable, inter alia, to the Debtors representations? Did the Bankruptcy Court err as a matter of law by denying Visteon Corporations Motion for Reconsideration of its Order Confirming the Debtors First Amended Plan in light of the cumulative effect of the errors noted above, as well as other legal and procedural errors? Respectfully submitted, DICKINSON WRIGHT PLLC By: /s/ Dawn R. Copley Michael C. Hammer (P41705) Dawn R. Copley (P53343) Trent B. Collier (P66448) Attorneys for Visteon Corp. 301 E. Liberty St., Suite 500 Ann Arbor, MI 48104 (734) 623-7075 dcopley@dickinsonwright.com Dated: September 10, 2007

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