FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
STEPP J MICHAEL

(Last) (First) (Middle)
C/O COLLINS & AIKMAN
250 STEPHENSON HWY

(Street)
TROY MI 48083

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COLLINS & AIKMAN CORP [ CKC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Vice Chairman and C.F.O.
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Buy)(1) $8 06/30/2004 D 440,000 (2) 01/15/2012 Common Stock 440,000 (3) 0 D
Explanation of Responses:
1. Options were granted pursuant to the Company's 2002 Employee Stock Option Plan.
2. Options were exercisable 1/5 on 1/1/03, 2/5 on 1/1/04 and 3/5 on 1/1/05; the final 2/5 to vest on 1/1/12, subject to earlier vesting in cumulative increments on specified dates if specified target stock prices or annual compound rates of return on the Company's common stock were achieved.
3. On June 30, 2004, pursuant to a voluntary stock option exchange program, the Company canceled all options previously granted to the reporting person. In exchange, subject to continuing eligibility, the reporting person received: 1) the right to receive, on December 31, 2004, new vested options for shares equal to 98% of the shares underlying the canceled options, with an exercise price equal to the fair market value of the Company's common stock on that date and otherwise subtantially similar to the canceled options; and 2) one restricted stock unit ("RSU") for every 50 shares underlying canceled options, with each RSU representing the right to receive: a) one share of stock on June 30, 2007, subject to optional deferral, and b) 49 vested reload options exercisable for 90 days in the event a Change in Control occurs on or before December 30, 2004.
Jayne M. Holland, by Power of Attorney 07/08/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.