NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

1.    Overview

Description of business

Cooper-Standard Holdings Inc. (the "Company"), through its wholly-owned subsidiary Cooper-Standard Automotive Inc., is a leading global manufacturer of body sealing, fluid handling, and noise, vibration and harshness control ("NVH") components, systems, subsystems and modules, primarily for use in passenger vehicles and light trucks for global original equipment manufacturers ("OEMs") and replacement markets. The Company conducts substantially all of its activities through its subsidiaries.

Change in ownership

The Company acquired the Automotive segment of Cooper Tire & Rubber Company ("Cooper Tire") on December 23, 2004 for a cash purchase price of $1,165 million, subject to adjustment based on the amount of cash and cash equivalents less debt obligations and the difference between targeted working capital and working capital at the closing date (hereafter, the "Acquisition"). Additionally, the Company incurred approximately $24 million of direct acquisition costs, principally for investment banking, legal and other professional services, for a total purchase price of $1,250 million. The consolidated balance sheet at December 31, 2004 includes a deferred purchase price payment of $53 million related to the estimated settlement of a post-closing working capital adjustment. Final settlement of the working capital adjustment resulted in a payment of $54 million in April 2005.

At closing, the Company funded the Acquisition through $318 million of equity contributions, $200 million of senior notes (the "Senior Notes"), $350 million of senior subordinated notes (the "Senior Subordinated Notes") and revolving credit and term loan facilities (the "Senior Secured Credit Facilities") of $350 million. The Company incurred approximately $28 million of issuance costs associated with these borrowings, which are included in other assets on the consolidated balance sheet. The Company amortizes such costs over the terms of the related borrowings.

Basis of presentation

The accompanying unaudited combined and consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial information and should be read in conjunction with the combined and consolidated financial statements and notes thereto included in the Company's Registration Statement on Form S-4 as of December 31, 2004, as filed with the SEC. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements include all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation of the financial position and results of operations of the Company. Operating results for the three and six months ended June 30, 2005 are not necessarily indicative of results that may be expected for the year ending December 31, 2005. As a result of the Acquisition on December 23, 2004, the consolidated financial statements of the Company reflect the Acquisition under the purchase method of accounting, in accordance with Financial Accounting Standards Board ("FASB") Statement of Financial Accounting Standards No. 141, "Business Combinations" ("SFAS 141").

The following provides a description of the basis of presentation during all periods presented:

Predecessor:    Represents the combined financial position, results of operations and cash flows of the Automotive segment of Cooper Tire for all periods prior to the Acquisition on December 23, 2004. This presentation reflects the historical basis of accounting without any application of purchase accounting for the Acquisition.

Successor:    Represents our consolidated financial position and our consolidated results of operations and cash flows for periods following the Acquisition. The financial position as of June 30,

5

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

2005, results of operations for the three and six months ended June 30, 2005 and cash flows for the six months then ended reflect the preliminary application of purchase accounting relating to the Acquisition and the adjustments required to reflect the assets and liabilities not acquired in the Acquisition and the adjustments for domestic pension liabilities previously held by Cooper Tire.

The combined statements of operations include expenses recorded by the Predecessor or directly charged to the Predecessor by Cooper Tire for periods prior to the Acquisition. In addition, the combined statements of operations include an allocation of certain general and administrative corporate expenses from Cooper Tire. These services primarily consisted of compensation and benefits administration, payroll processing, legal services, purchasing, auditing, income tax planning and compliance, treasury services and general corporate management. These allocations totaled $3,719 and $7,438 in the three and six months ended June 30, 2004, respectively. The allocations were determined based on specific services being provided or were allocated based on net sales, headcount, assets or a combination of these factors and are reported in cost of products sold and selling, administration and engineering expenses in the combined statements of income. In addition, Cooper Tire charged the Predecessor market rate interest expense on net intercompany advances of $654 and $1,907 in the three and six months ended June 30, 2004, respectively.

The domestic operations of the Predecessor were included in the United States consolidated tax returns of Cooper Tire with current taxes refundable and payable reported in advances from Cooper Tire through the date of the Acquisition. The Predecessor's provisions for income taxes were computed on a basis consistent with separate returns.

Stock-based compensation

The Company accounts for employee stock option plans in accordance with Accounting Principles Board Opinion ("APB") No. 25, "Accounting for Stock Issued to Employees." The following table illustrates the effect on net income as if the fair value recognition provisions of SFAS No. 123, "Accounting for Stock-Based Compensation," had been applied. Amounts related to the Predecessor period represent stock options granted by Cooper Tire to employees of the Predecessor. Amounts related to the Successor period relate to stock options granted by the Company.

				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Net income, as reported				$	30,977			$	7,668			$	57,520			$	7,190
Add:    Stock-based compensation, as reported					—				—				—				—
Deduct:    Stock-based compensation under SFAS 123 fair value method, net of tax					(178	)			(133	)			(358	)			(266	)
Pro forma net income				$	30,799			$	7,535			$	57,162			$	6,924

6

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

The fair value for options awarded was estimated at the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions:

				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Risk-free interest rate					2.2	%			3.7	%			2.2	%			3.7	%
Dividend yield					2.1	%			0.0	%			2.1	%			0.0	%
Expected volatility					34.0	%			0.0	%			34.0	%			0.0	%
Expected life (in years)					4.7				6.0				4.7				6.0

Reclassifications

Certain prior period amounts have been reclassified to conform to the current year presentation. As a result of changing to a net presentation of cash held in our global cash management vehicle, which we use to pool cash funds from foreign subsidiaries, cash and debt payable within one year both decreased by $79,230 at December 31, 2004 as compared to the previous classification. Additionally, we reclassified our presentation of the statement of cash flows related to non-cash restructuring charges and proceeds from the sale of certain assets. This reclassification increased net cash provided by operating activities by $2,418 for the six months ended June 30, 2004 as compared to the previous classification with a corresponding decrease to net cash used in investing activities.

Recent accounting pronouncements

In December 2004, the FASB issued a FASB Staff Position ("FSP") 109-2 "Accounting and Disclosure Guidance for the Foreign Earnings Repatriation Provision within the American Jobs Creation Act of 2004", which provides accounting and disclosure guidance for the foreign earnings repatriation provision within the American Jobs Creation Act of 2004. The Act provides a special one-time dividends received deduction on the repatriation of certain foreign earnings to a U.S. taxpayer. FSP 109-2 provides for a period of time beyond the financial reporting period of enactment for a company to evaluate the effect of the Act on its plan for reinvestment or repatriation of foreign earnings. The Company is in the process of evaluating the effects of one-time repatriation opportunities provided by the Act. At the time of filing these statements, the Company cannot reasonably estimate the income tax effects of such repatriation under the Act.

2.    Goodwill and Intangibles

In connection with the Acquisition, the Company recorded goodwill totaling $402,598 at December 31, 2004. The Company increased goodwill by $1,368 during the six months ended June 30, 2005 as a result of the settlement of the post-closing working capital adjustment and other purchase price allocation adjustments to recorded assets and liabilities. Due to the close proximity of the Acquisition to the reporting period and the pending completion of the purchase price allocation, goodwill has not been allocated to the applicable reporting units as of June 30, 2005. Such allocation will occur upon completion of the purchase price allocation in 2005.

7

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

The following table presents intangible assets and accumulated amortization balances of the Successor as of June 30, 2005:

				Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount
Customer contracts				$	141,000			$	(9,355	)		$	131,645
Customer relationships					153,000				(3,987	)			149,013
Developed technology					18,200				(1,196	)			17,004
				$	312,200			$	(14,538	)		$	297,662

Amortization expense totaled $6,976 and $311 for the three months ended June 30, 2005 and 2004, respectively, and $13,946 and $628 for the six months ended June 30, 2005 and 2004, respectively. Estimated amortization expense will total approximately $28,000 for the year ending December 31, 2005.

3.    Restructuring

The following table summarizes the activity for these initiatives:

				Employee Severance Costs				Other Exit Costs				Asset Impairments				Total
Balance at January 1, 2004				$	3,300			$	—			$	—			$	3,300
Expense incurred					5,400				2,922				600				8,922
Cash payments					(3,300	)			(2,922	)			—				(6,222	)
Utilization of reserve					—				—				(600	)			(600	)
Balance at June 30, 2004				$	5,400			$	—			$	—			$	5,400
Balance at January 1, 2005				$	—			$	—			$	—			$	—
Expense incurred					274				4				122				400
Cash payments					(274	)			(4	)			—				(278	)
Utilization of reserve					—				—				(122	)			(122	)
Balance at June 30, 2005				$	—			$	—			$	—			$	—

The Predecessor had an accrual of $700 at January 1, 2004 for employee severance costs related to the closure of a plastics manufacturing facility in Cleveland, OH. This closure was completed in 2004 at a total cost of approximately $4,000 and affected approximately 190 hourly and salaried employees. During the six months ended June 30, 2004, the Predecessor recorded $225 in employee severance costs and $500 of other exit costs related to this closure. The Predecessor also had an accrual of $2,600 at January 1, 2004 for employee severance costs related to the closure of two manufacturing facilities in the United Kingdom. This initiative was completed in 2004 at a total cost of $18,900 and affected approximately 515 hourly and salaried employees. During the six months ended June 30, 2004, $3,600 of severance costs were recorded representing amounts to be paid to employees upon their termination. These costs were recorded over the remaining work life of the employees. The Predecessor also recorded asset impairments of $600 and other exit costs of $2,400 related to this initiative during the six months ended June 30, 2004.

8

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

In addition to the Cleveland and United Kingdom closures included in the above table, the Predecessor incurred costs of $1,575 during the six months ended June 30, 2004, related to workforce reductions and other costs associated with closed facilities, primarily in Europe and North America.

During the first quarter of 2005, the Successor initiated a restructuring initiative in Australia. This initiative is expected to be completed in the fourth quarter of 2005 and to affect approximately 30 employees, of which 21 were terminated as of June 30, 2005.

4.    Inventories

Inventories are comprised of the following:

				December 31, 2004				June 30, 2005
Finished goods				$	45,572			$	33,595
Work in process					21,423				15,817
Raw materials and supplies					50,864				48,192
				$	117,859			$	97,604

Inventory at December 31, 2004 includes a $9,806 fair value write-up related to the Acquisition. Such inventory was liquidated as of March 31, 2005 and recorded as an increase to cost of products sold.

5.    Debt

Outstanding debt consisted of the following at December 31, 2004 and June 30, 2005:

				December 31, 2004				June 30, 2005
Senior Notes				$	200,000			$	200,000
Senior Subordinated Notes					350,000				350,000
Term Loan A					51,320				47,702
Term Loan B					115,000				114,425
Term Loan C					185,000				184,075
Revolving Credit facility					—				—
Capital leases and other borrowings					11,397				8,578
Total debt					912,717				904,780
Less: debt payable within one year					(13,145	)			(11,520	)
Total long-term debt				$	899,572			$	893,260

As of June 30, 2005, the Company had $12,566 of standby letters of credit outstanding under the Revolving Credit facility leaving $112,434 of availability.

9

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

6.    Pension and Postretirement Benefits other than Pensions

The following tables disclose the amount of net periodic benefit costs for the three and six month periods ended June 30, 2004 and 2005 for the Company's defined benefit plans and other postretirement benefit plans:

				Pension Benefits
				Predecessor								Successor
				Three Months Ended June 30,
				2004								2005
				U.S.				Non-U.S.				U.S.				Non-U.S.
Service cost				$	2,246			$	585			$	2,171			$	812
Interest cost					2,946				931				2,842				915
Expected return on plan assets					(3,393	)			(956	)			(3,171	)			(827	)
Amortization of prior service cost and recognized actuarial loss					777				459				—				—
Net periodic benefit cost				$	2,576			$	1,019			$	1,842			$	900

				Pension Benefits
				Predecessor								Successor
				Six Months Ended June 30,
				2004								2005
				U.S.				Non-U.S.				U.S.				Non-U.S.
Service cost				$	4,491			$	1,187			$	4,343			$	1,637
Interest cost					5,891				1,884				5,684				1,847
Expected return on plan assets					(6,786	)			(1,933	)			(6,340	)			(1,667	)
Amortization of prior service cost and recognized actuarial loss					1,554				923				—				—
Net periodic benefit cost				$	5,150			$	2,061			$	3,687			$	1,817

				Other Postretirement Benefits								Other Postretirement Benefits
				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Service cost				$	720			$	768			$	1,442			$	1,537
Interest cost					1,572				1,395				3,147				2,791
Amortization of prior service cost and recognized actuarial loss					425				—				851				—
Net periodic benefit cost				$	2,717			$	2,163			$	5,440			$	4,328

7.    Income Taxes

Under Accounting Principles Board Opinion No. 28, Interim Financial Reporting, the Company is required to compute its effective tax rate each quarter based upon its estimated annual effective tax rate. The effective tax rates for the three and six months ended June 30, 2004, were 29% and 29%, respectively, as compared to 13% and 12%, respectively, for the three and six months ended June 30, 2005. The income tax rate for the three and six months ended June 30, 2005 varies from the United States statutory income tax rate due primarily to lower than United States statutory effective income tax rates in certain foreign jurisdictions, the effect of losses in certain foreign jurisdictions for which valuation allowances are recorded, and the benefit of tax credits, primarily in the U.S.

10

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

8.    Comprehensive Income

On an annual basis, disclosure of comprehensive income is incorporated into the statement of stockholders' equity, which is not presented on a quarterly basis. The components of comprehensive income (loss), net of related tax, are as follows:

				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Net income (loss)				$	30,977			$	7,668			$	57,520			$	7,190
Currency translation adjustment					(24,304	)			(7,037	)			(29,287	)			(12,397	)
Minimum pension liability					(104	)			—				(73	)			—
Change in the fair value of derivatives and					—				—
unrealized gain on marketable securities					(5,242	)			—				(3,244	)			—
Comprehensive income (loss)				$	1,327			$	631			$	24,916			$	(5,207	)

9.    Other Income (Expense)

The components of other income (expense) are as follows:

				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Foreign currency gains (losses)				$	(428	)		$	(2,879	)		$	(812	)		$	(5,536	)
Minority interest					(230	)			(412	)			(348	)			(417	)
Gains (losses) on fixed assets disposals					(3	)			16				(3	)			16
Other income (expense)				$	(661	)		$	(3,275	)		$	(1,163	)		$	(5,937	)

Included in foreign currency gains (losses) in the three and six months ended June 30, 2005 are unrealized losses of $1,815 and $4,142, respectively, related to indebtedness used to finance the Acquisition, including $1,528 and $2,487, respectively, related to Term Loan B, a U.S. dollar-denominated obligation of our Canadian subsidiary.

10.    Related Party Transactions

The Predecessor had transactions in the normal course of business with Cooper Tire, including the purchase of raw materials which totaled $6,195 and $12,213 during the three and six months ended June 30, 2004, respectively. Such purchases are no longer considered related party transactions for periods subsequent to the Acquisition. Additionally, as part of the Acquisition, the Company executed a Transition Services Agreement with Cooper Tire whereby Cooper Tire agreed to provide a number of transitional services to the Company, including payroll, travel and employee benefits administration, treasury, purchasing, employee training, and information technology. The Company agreed to pay Cooper Tire specified amounts for certain of these services on a specific period or an as-needed basis. Cooper Tire's obligation to provide such services generally terminated by June 30, 2005, though payroll services are scheduled to continue through September 30, 2005. The Company incurred approximately $300 and $600 of expenses related to these services in the three and six months ended June 30, 2005, respectively.

Sales to NISCO, a 50% owned joint venture, totaled $3,240 and $4,730 in the three months ended June 30, 2004 and 2005, respectively, and $6,960 and $9,631 in the six months ended June 30, 2004 and 2005, respectively.

11

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in thousands except per share amounts)

In connection with the Acquisition, the Company paid one of its primary stockholders transaction advisory fees totaling $8,000 in January 2005. Such amount is reflected on the consolidated balance sheet as of December 31, 2004 as a payable to stockholder.

11.    Business Segments

The Company evaluates segment performance based on segment profit before tax. The following table details information on the Company's business segments:

				Predecessor				Successor				Predecessor				Successor
				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2005				2004				2005
Sales to external customers
Sealing				$	226,786			$	240,294			$	453,288			$	470,481
Fluid					165,921				166,596				338,245				326,953
NVH					92,258				82,160				190,666				161,625
Eliminations and other					5				91				(245	)			223
Consolidated					484,970				489,141				981,954				959,282
Intersegment sales
Sealing					2				4				48				23
Fluid					—				—				—				—
NVH					8,965				8,964				18,319				18,528
Eliminations and other					(8,967	)			(8,968	)			(18,367	)			(18,551	)
Consolidated					—				—				—				—
Segment profit
Sealing					13,611				692				15,316				(1,366	)
Fluid					19,078				10,686				41,257				14,035
NVH					11,266				(2,614	)			25,151				(4,480	)
Other					(286	)			—				(637	)			—
Income before income taxes				$	43,669			$	8,764			$	81,087			$	8,189

Restructuring costs included in segment profit for Sealing, Fluid and NVH totaled $3,734, $768 and $0, respectively, for the three months ended June 30, 2004, $7,131, $1,791 and $0, respectively, for the six months ended June 30, 2004, $95, $62 and $0, respectively, for the three months ended June 30, 2005, and $124, $276 and $0, respectively, for the six months ended June 30, 2005.

12.    Guarantor and Non-Guarantor Subsidiaries

In connection with the Acquisition, Cooper-Standard Automotive Inc. (the "Issuer"), a wholly-owned subsidiary, issued the Senior Notes and Senior Subordinated Notes with a total principal amount of $550,000. Cooper-Standard Holdings Inc. (the "Parent") and all wholly-owned domestic subsidiaries of Cooper-Standard Automotive Inc. (the "Guarantors") unconditionally guarantee the notes. The following condensed consolidating and combining financial data provides information regarding the financial position, results of operations and cash flows of the Guarantors. Separate financial statements of the Guarantors are not presented because management has determined that those would not be material to the holders of the notes. The Guarantors account for their investments in the non-guarantor subsidiaries on the equity method. The principal elimination entries are to eliminate the investments in subsidiaries and intercompany balances and transactions (dollars in millions).

12

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS

COMBINING STATEMENT OF INCOME
For the Three Months Ended June 30, 2004

				Predecessor
				Issuer				Guarantors				Non-Guarantors				Eliminations				Combined Totals
Sales				$	167.0			$	88.5			$	245.6			$	(16.2	)		$	484.9
Cost of products sold					146.2				69.9				192.1				(16.2	)			392.0
Selling, admin, & engineering expenses					28.7				4.8				10.8				—				44.3
Amortization of intangibles					0.1				—				—				—				0.1
Restructuring					0.4				—				4.1				—				4.5
Operating profit					(8.4	)			13.8				38.6				—				44.0
Interest expense, net of interest income					(0.1	)			—				(0.4	)			—				(0.5	)
Equity earnings (losses)					—				0.8				—				—				0.8
Other income (expense)					8.5				(4.3	)			(4.8	)			—				(0.6	)
Income (loss) before income taxes					—				10.3				33.4				—				43.7
Provision for income tax expense (benefit)					—				2.6				10.1				—				12.7
Income (loss) before equity in income (loss) of subsidiaries					—				7.7				23.3				—				31.0
Equity in net income (loss) of subsidiaries					31.0				—				—				(31.0	)			—
NET INCOME (LOSS)				$	31.0			$	7.7			$	23.3			$	(31.0	)		$	31.0

CONSOLIDATING STATEMENT OF INCOME
For the Three Months Ende d June 30, 2005

				Successor
				Parent				Issuer				Guarantors				Non-Guarantors				Eliminations				Consolidated Totals
Sales				$	—			$	153.6			$	84.8			$	266.6			$	(15.8	)		$	489.2
Cost of products sold					—				136.1				66.6				222.9				(15.8	)			409.8
Selling, admin, & engineering expenses					—				25.8				5.1				13.0				—				43.9
Amortization of intangibles					—				6.9				—				—				—				6.9
Restructuring					—				0.1				—				0.1				—				0.2
Operating profit					—				(15.3	)			13.1				30.6				—				28.4
Interest expense, net of interest income					—				(13.9	)			—				(2.9	)			—				(16.8	)
Equity earnings (losses)					—				—				0.5				—				—				0.5
Other income (expense)					—				7.1				—				(10.4	)			—				(3.3	)
Income (loss) before income taxes					—				(22.1	)			13.6				17.3				—				8.8
Provision for income tax expense (benefit)					—				(8.9	)			5.6				4.4				—				1.1
Income (loss) before equity in income (loss) of subsidiaries					—				(13.2	)			8.0				12.9				—				7.7
Equity in net income (loss) of subsidiaries					7.7				20.9				—				—				(28.6	)			—
NET INCOME (LOSS)				$	7.7			$	7.7			$	8.0			$	12.9			$	(28.6	)		$	7.7

13

---

NOTES TO COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS

COMBINING STATEMENT OF INCOME
For the Six Months Ended June 30, 2004

				Predecessor
				Issuer				Guarantors				Non-Guarantors				Eliminations				Combined Totals
Sales				$	337.6			$	178.4			$	498.3			$	(32.4	)