UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION - DETROIT IN THE MATTER OF: COLLINS &

AIKMAN CORPORATION, Debtors. _________________________________/ Case No. 05-55927-SWR Honorable STEVEN W. RHODES Chapter 11 Jointly Administered

RESPONSE OF TOYOTA MOTOR CREDIT CORPORATION TO DEBTORS NINTH OMNIBUS OBJECTION TO CLAIMS (RECLASSIFY SECURED CLAIMS)

NOW COMES Creditor, Toyota Motor Credit Corporation (TMCC), by and through its counsel, KILPATRICK & ASSOCIATES, P.C., and for its Response to Debtors Ninth Omnibus Objection to Claims (Reclassify Secured Claims) (Ninth Omnibus Objection), states as follows: 1. On or about May 17, 2005, the Debtors filed a Voluntary Petition under Chapter 11, Title

11 of the U.S. Bankruptcy Code. 2. On the date of the filing of this case, the Debtors were indebted to TMCC and in

possession of 167 units of equipment (Equipment). 3. The Equipment was leased pursuant to a Master Lease Agreement dated November 1,

1999 and various Supplements for specific items of equipment dated thereafter (Agreement). TMCC held an ownership interest in the Equipment. 4. TMCC filed an individual Proof of Claim for each unit of Equipment, being Proof of

Claim Nos. 296, 299, 334, 376, 378, 383, 397, 411, 417, 420, 452, 623 631, 652 658, 660, 664 668, 679 689, 699 728, 738 750, 752 805, 869, 941, 942, 944, 982 1002, and 1087, some of which are included in the Ninth Omnibus Objection. 5. Counsel for TMCC filed Proof of Claim No. 8413 on behalf of TMCC to include all

Equipment, which is included in the Ninth Omnibus Objection. 6. On August 11, 2005, this Court entered the Stipulated Order Providing for Adequate

Protection Payments to Toyota Motor Credit Corporation [Docket 917] (Adequate Protection Order)

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requiring the Debtors to make payments to TMCC for the continued regular use of the Equipment pending assumption or rejection of the Leases. 7. On September 14, 2005, TMCC filed its Motion for Order Requiring Debtors to Assume

or Reject Leases on Equipment on Behalf of Toyota Motor Credit Corporation [Docket 1166]. 8. On November 22, 2005, the Court entered the Order Regarding Motion of Toyota Motor

Credit Corporation Requiring Debtors to Assume or Reject Certain Equipment Leases [Docket 1801] (Order to Assume or Reject). 9. On January 12, 2006, TMCC filed its Renewed Motion for Order Requiring Debtors to

Assume or Reject the Leases based on the Debtors usage of the Equipment in excess of the hours agreed to in the Leases [Docket 2048]. 10. On April 7, 2006, the Court entered the Order (A) Denying Renewed Motion for Order

Compelling Debtors to Assume or Reject Lease on Equipment on Behalf of Toyota Motor Credit Corporation; (B) Requiring Accounting of Post-Petition Over Usage and (C) Awarding Administrative Expense and Requiring Payment Thereon [Docket 2568] (Administrative Expense Order). 11. On May 10, 2006, the Debtors filed the Debtors Motion for Entry of an Order

Authorizing the Debtors to Reject Certain Executory Contracts with Toyota Motor Credit Corporation [Docket 2718] (Motion to Reject). 12. On July 14, 2006, the Court entered the Order Approving Stipulation By and Between the

Debtors and Toyota Motor Credit Corporation Resolving the Debtors Motion for Entry of an Order Authorizing Debtors to Reject Certain Executory Contracts with Toyota Motor Credit Corporation [Docket 3011] (Order Rejecting Leases) which incorporated the terms contained in the Stipulation By and Between the Debtors and Toyota Motor Credit Corporation Resolving the Debtors Motion for Entry of an Order Authorizing Debtors to Reject Certain Executory Contracts with Toyota Motor Credit Corporation [Docket 3006]. 13. The Debtors purchased nine units of Equipment.

14.

In compliance with the Order Rejecting Leases, the Debtors have surrendered all

remaining Equipment. 15. TMCC admits that the Debtors no longer have in its possession any property which

secures the remaining debt owed to TMCC. However, TMCC is owed monies by the Debtors, which are itemized below. 16. The Debtors have failed to pay TMCC the amount of $45,904.28 ($222,905.80 less

payments of $177,001.52) as required by the Administrative Expense Order, which amounts are entitled to administrative expense treatment. 17. The Debtors have failed to pay TMCC the amount of $41,846.09 for post petition rents,

$31,898.99 for post petition personal property taxes, and $33,589.15 for Post-petition Late fees as required by the Adequate Protection Order, which amounts are entitled to administrative expense treatment. 18. In addition, the Debtors owe TMCC the amount of $221,908.94 for pre petition rents,

pre-petition personal property taxes, pre-petition late charges, repossession charges and attorney fees and costs, which amounts are entitled to allowance as general unsecured claims. WHEREFORE, Toyota Motor Credit Corporation prays this Court deny the Debtors objection to its claims and grant Toyota Motor Credit Corporation the following relief: a) Allow an administrative expense claim for $45,904.28 for the unpaid amounts pursuant to the Administrative Expense Order; b) Require immediate payment by the Debtors in the amount of $45,904.28 to Toyota Motor Credit Corporation; c) Allow an administrative expense claim for $107,334.23 for the unpaid amounts pursuant to the Adequate Protection Order; d) Require the immediate payment by the Debtors in the amount of $107,334.23 to Toyota Motor Credit Corporation; e) Allow a general unsecured claim in the amount of $221,908.94; and

f)

Such other and further relief as the Court deems necessary. Respectfully submitted; KILPATRICK & ASSOCIATES, P.C.

Dated: February 7, 2007

/s/Leonora K. Baughman RICHARDO I. KILPATRICK (P35275) LEONORA K. BAUGHMAN (P33534) Attorneys for Creditor, Toyota Motor Credit Corporation 903 North Opdyke Road, Suite C Auburn Hills, MI 48326 ecf@kaalaw.com (248) 377 - 0700