content: --------------------------------------------------------------------------------
  
  
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      ---------
  
                                      Form 8-K
  
                                   CURRENT REPORT
  
                  Pursuant to Section 13 or 15(d) of the Securities
                                Exchange Act of 1934
  
                                    -------------
  
          Date of Report (Date of earliest event reported) August 18, 1999
  
                                     CULP, INC.
  
               (Exact name of registrant as specified in its charter)
  
  
         North Carolina                  0-12781                   56-1001967
  (State or other jurisdiction of   (Commission File No.)        (IRS Employer
       incorporation)                                         Identification No.)
  
  
  
                                101 South Main Street
                          High Point, North Carolina 27260
                      (Address of principal executive offices)
                                   (336) 889-5161
                (Registrant's telephone number, including area code)
  
  
  
  
  
            (Former name or former address, if changed since last report)
  
  
  
  
  
  --------------------------------------------------------------------------------
  
  <PAGE>
  
  
  Item 5. Other Events
  
  See  attached  Press  Release (2 pages) and  Financial  Information  Release (10
  pages),  both dated  August 18, 1999,  related to the fiscal 2000 first  quarter
  ended August 1, 1999.
  
  Forward  Looking  Information.  This Report  contains  statements  that could be
  deemed "forward-looking statements" within the meaning of the federal securities
  laws.  Such  statements  are  inherently  subject  to risks  and  uncertainties.
  Forward-looking statements are statements that include projections, expectations
  or beliefs  about future  events or results or otherwise  are not  statements of
  historical  fact. Such statements are often  characterized  by qualifying  words
  such  as  "expect,"  "believe,"  "estimate,"  "plan"  and  "project"  and  their
  derivatives.  Factors  that  could  influence  the  matters  discussed  in  such
  statements  include  the level of housing  starts and sales of  existing  homes,
  consumer   confidence,   trends  in  disposable   income  and  general  economic
  conditions.  Decreases in these economic indicators could have a negative effect
  on the Company's business and prospects.  Likewise, increases in interest rates,
  particularly  home mortgage rates, and increases in consumer debt or the general
  rate  of  inflation,  could  affect  the  Company  adversely.   Because  of  the
  significant  percentage  of  the  Company's  sales  derived  from  international
  shipments, strengthening of the U. S. dollar against other currencies could make
  the Company's products less competitive on the basis of price in markets outside
  the  United  States.   Additionally,   economic  and  political  instability  in
  international areas could affect the demand for the Company's products.
  
  
  
                                                        SIGNATURE
  
  
  Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
  Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
  undersigned hereunto duly authorized.
  
  
                                                CULP, INC.
                                                (Registrant)
  
                                      By:       Phillip W. Wilson
                                                Vice President and
                                                Chief Financial Officer
  
  
  
  
  
  
  Dated:   August 18, 1999
  
  
  
  
  <PAGE>
  
  
  
  FOR IMMEDIATE RELEASE
  
                                         CULP REPORTS FIRST QUARTER NET INCOME
  
  HIGH POINT, N. C. (Aug. 18, 1999) - Culp,  Inc.  (NYSE:  CFI) today reported net
  income of $1.6 million for the first quarter of its 2000 fiscal year.
  
  For the three months ended August 1, 1999,  Culp reported net sales increased to
  $115.9 million compared with $110.7 million a year ago. The company reported net
  income for the quarter of $1.6  million,  or $0.13 per share  diluted,  compared
  with a net loss of $2.6 million, or $0.20 per share diluted, in the year-earlier
  quarter.
  
  "The  favorable  year-to-year  comparisons  for the  first  quarter  extend  the
  positive  momentum that we achieved as fiscal 1999  progressed,"  said Robert G.
  Culp, III, chief executive officer.  "A primary goal for us in fiscal 2000 is to
  sustain  this pattern of  improvement.  We are pleased with the recovery to date
  and are confident about realizing further gains in our level of profitability."
  
  Culp noted,  "The first fiscal quarter is historically  not the strongest period
  for our industry due to planned  vacations  and seasonal  plant  closings.  That
  makes it  difficult  to gauge the  underlying  trend in demand.  The backdrop of
  consumer  spending  on home  furnishings  still  appears  favorable,  and we are
  optimistic  about the  success of the new  patterns  and  textures  that will be
  introduced  to  retailers  this fall.  Much of the  improvement  in our  results
  relates directly to the changes we made in our management  structure a year ago.
  We are  continuing to refine our new  organizational  framework and believe that
  this realignment has strengthened our ability to capitalize on the trends within
  the home  furnishings  industry.  Probably  the most  significant  change is the
  ongoing   consolidation   at  all  levels   within  the  supply  chain   linking
  manufacturers with consumers. Culp's vertical integration and broad product line
  equip us to develop strong  working  relationships  with these larger  companies
  that are seeking true corporate  partners.  Our objective is to provide not only
  the volume of fabrics and  mattress  ticking that these  accounts  need but also
  consistently high product quality and customer service."
  
  Culp indicated that the company is maintaining its stock repurchase  program. He
  said,  "During  the  first  quarter,  we  invested  an  additional  $393,000  to
  repurchase  our  shares.  We  currently  have  authorization  from the  Board of
  Directors to invest an additional $4.1 million in this program. Culp's financial
  position is enabling us to execute this  program and still make the  appropriate
  investments to expand and modernize our capacity. We believe that the repurchase
  of our shares at attractive market levels will prove to be a sound investment of
  the company's capital."
  <PAGE>
  
  Culp,  Inc. is one of the world's  largest  marketers of upholstery  fabrics for
  furniture  and is a leading  marketer  of  mattress  ticking  for  bedding.  The
  Company's  fabrics are used  principally in the  production of  residential  and
  commercial furniture and bedding products.
  
                                     CULP, INC.
                           Condensed Financial Highlights
                                     (Unaudited)
  <TABLE>
  <CAPTION>
  
                                                Three Months Ended
                                    ---------------------------------------------
                                         August 1,                 August 2,
                                           1999                      1998
                                    -------------------      --------------------
  <S>                              <C>                       <C>
  Net sales                        $        115,937,000      $       110,667,000
  Net income (loss)                $          1,597,000      $        (2,640,000)
  Net income (loss) per share:
     Basic                         $               0.13      $             (0.20)
     Diluted                       $               0.13      $             (0.20)
  Average shares outstanding:
     Basic                                   12,063,000               13,000,000
     Diluted                                 12,219,000               13,203,000
  </TABLE>
  
  This  release  contains   statements  that  could  be  deemed   "forward-looking
  statements"  within the meaning of the federal  securities laws. Such statements
  are inherently  subject to risks and uncertainties.  Forward-looking  statements
  are statements  that include  projections,  expectations or beliefs about future
  events or results or otherwise  are not  statements  of  historical  fact.  Such
  statements  are  often  characterized  by  qualifying  words  such as  "expect,"
  "believe," "estimate," "plan" and "project" and their derivatives.  Factors that
  could influence the matters  discussed in such  statements  include the level of
  housing  starts and sales of  existing  homes,  consumer  confidence,  trends in
  disposable income and general economic  conditions.  Decreases in these economic
  indicators could have a negative effect on the company's business and prospects.
  Likewise,  increases in interest rates,  particularly  home mortgage rates,  and
  increases in consumer  debt or the general rate of  inflation,  could affect the
  company adversely.  Because of the significant percentage of the company's sales
  derived from international  shipments,  strengthening of the U.S. dollar against
  other currencies could make the company's products less competitive on the basis
  of price in  markets  outside  the United  States.  Additionally,  economic  and
  political  instability  in  international  areas could affect the demand for the
  company's products.
  
                                                          -END-
  
  
  <PAGE>
  
  
  
  
                     CULP, INC. FINANCIAL INFORMATION RELEASE
                      CONSOLIDATED STATEMENTS OF INCOME (LOSS)
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  <TABLE>
  <CAPTION>
  
                 (Amounts in Thousands, Except for Per Share Data)
  
                                                                         THREE MONTHS ENDED (UNAUDITED)
                                                ----------------------------------------------------------------------------------
  
                                                           Amounts                                          Percent of Sales
                                                ------------------------------                        ------------------------------
                                                  August 1,       August 2,         % Over
                                                    1999            1998           (Under)               2000            1999
                                                --------------  --------------   -------------        --------------  --------------
  <S>                                       <C>                    <C>               <C>                 <C>             <C>
  Net sales                                 $         115,937         110,667           4.8 %               100.0 %         100.0 %
  Cost of sales                                        95,525          97,056          (1.6)%                82.4 %          87.7 %
                                                --------------  --------------   -------------        --------------  --------------
           Gross profit                                20,412          13,611          50.0 %                17.6 %          12.3 %
  
  Selling, general and
    administrative expenses                            15,038          14,473           3.9 %                13.0 %          13.1 %
                                                --------------  --------------   -------------        --------------  --------------
           Income (loss) from operations                5,374            (862)        723.4 %                 4.6 %          (0.8)%
  
  Interest expense                                      2,416           2,361           2.3 %                 2.1 %           2.1 %
  Interest income                                         (17)            (53)        (67.9)%                (0.0)%          (0.0)%
  Other expense (income), net                             555             770         (27.9)%                 0.5 %           0.7 %
                                                --------------  --------------   -------------        --------------  --------------
           Income (loss) before income taxes            2,420          (3,940)        161.4 %                 2.1 %          (3.6)%
  
  Income taxes  *                                         823          (1,300)        163.3 %                34.0 %          33.0 %
                                                --------------  --------------   -------------        --------------  --------------
  
           Net income (loss)                $           1,597          (2,640)        160.5 %                 1.4 %          (2.4)%
                                                ==============  ==============   =============        ==============  ==============
  
  Net income (loss) per share                           $0.13          ($0.20)        165.0 %
  Net income (loss) per share, assuming dilution        $0.13          ($0.20)        165.0 %
  Dividends per share                                  $0.035          $0.035           0.0 %
  Average shares outstanding                           12,063          13,000          (7.2)%
  Average shares outstanding, assuming dilution        12,219          13,203          (7.5)%
  
  
  </TABLE>
  
  
  * Percent of sales column is  calculated  as a % of income  (loss) before income
  taxes.
  <PAGE>
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                             CONSOLIDATED BALANCE SHEETS
                   AUGUST 1, 1999, AUGUST 2, 1998 AND MAY 2, 1999
                                      Unaudited
                               (Amounts in Thousands)
  <TABLE>
  <CAPTION>
  
                                                                  Amounts                        Increase
                                                   -----------------------------------           (Decrease)
                                                     August 1,          August 2,      --------------------------------    * May 2,
                                                       1999                1998            Dollars         Percent           1999
                                                   -----------------  ---------------  ----------------    -------------  ------------
  <S>                                            <C>                       <C>               <C>           <C>              <C>
  Current assets
         Cash and cash investments               $            1,097            1,520              (423)       (27.8)%             509
         Accounts receivable                                 61,984           63,833            (1,849)        (2.9)%          70,503
         Inventories                                         75,337           79,358            (4,021)        (5.1)%          67,070
         Other current assets                                10,860            7,511             3,349         44.6 %           9,633
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total current assets                    149,278          152,222            (2,944)        (1.9)%         147,715
  
  Restricted investments                                      1,684            4,074            (2,390)       (58.7)%           3,340
  Property, plant & equipment, net                          120,971          127,287            (6,316)        (5.0)%         123,310
  Goodwill                                                   50,920           54,798            (3,878)        (7.1)%          51,269
  Other assets                                                4,969            4,317               652         15.1 %           4,978
                                                   -----------------  ---------------  ----------------    -------------  ------------
  
                    Total assets                 $          327,822          342,698           (14,876)        (4.3)%         330,612
                                                   =================  ===============  ================    =============  ============
  
  
  
  Current liabilities
         Current maturities of long-term debt    $            1,678            3,250            (1,572)       (48.4)%           1,678
         Accounts payable                                    26,099           31,710            (5,611)       (17.7)%          25,687
         Accrued expenses                                    20,309           13,856             6,453         46.6 %          21,026
         Income taxes payable                                   798                0               798        100.0 %               0
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total current liabilities                48,884           48,816                68          0.1 %          48,391
  
  
  Long-term debt                                            136,228          154,383           (18,155)       (11.8)%         140,312
  
  Deferred income taxes                                      14,583           11,227             3,356         29.9 %          14,583
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total liabilities                       199,695          214,426           (14,731)        (6.9)%         203,286
  
  Shareholders' equity                                      128,127          128,272              (145)        (0.1)%         127,326
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total liabilities and
                    shareholders' equity         $          327,822          342,698           (14,876)        (4.3)%         330,612
                                                   =================  ===============  ================    =============  ============
  
  Shares outstanding                                         12,040           12,995              (955)        (7.3)%          12,079
                                                   =================  ===============  ================    =============  ============
  
  
  *  Derived from audited financial statements.
  </TABLE>
  <PAGE>
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR THE THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
                                      Unaudited
                               (Amounts in Thousands)
  <TABLE>
  <CAPTION>
  
                                                                                               THREE MONTHS ENDED
                                                                                          --------------------------------
                                                                                                      Amounts
                                                                                          --------------------------------
                                                                                            August 1,        August 2,
                                                                                               1999             1998
                                                                                          ---------------  ---------------
  <S>                                                                                <C>                      <C>
  Cash flows from operating activities:
       Net income (loss)                                                             $             1,597           (2,640)
       Adjustments to reconcile net income (loss) to net
          cash provided by operating activities:
              Depreciation                                                                         4,759            4,376
              Amortization of intangible assets                                                      399              398
              Changes in assets and liabilities:
                  Accounts receivable                                                              8,519            9,940
                  Inventories                                                                     (8,267)            (764)
                  Other current assets                                                            (1,227)             297
                  Other assets                                                                       (41)             (11)
                  Accounts payable                                                                   270           (3,017)
                  Accrued expenses                                                                  (717)          (4,080)
                  Income taxes payable                                                               798           (1,282)
                                                                                          ---------------  ---------------
                      Net cash provided by operating activities                                    6,090            3,217
                                                                                          ---------------  ---------------
  Cash flows from investing activities:
       Capital expenditures                                                                       (2,420)          (2,858)
       Purchases of restricted investments                                                           (15)             (53)
       Sale of restricted investments                                                              1,671                0
                                                                                          ---------------  ---------------
                      Net cash used in investing activities                                         (764)          (2,911)
                                                                                          ---------------  ---------------
  Cash flows from financing activities:
       Proceeds from issuance of long-term debt                                                    3,333            2,071
       Principal payments on long-term debt                                                       (7,417)             (75)
       Change in accounts payable-capital expenditures                                               142           (2,487)
       Dividends paid                                                                               (423)            (455)
       Payments to acquire common stock                                                             (393)            (160)
       Proceeds from common stock issued                                                              20                8
                                                                                          ---------------  ---------------
                      Net cash used in financing activities                                       (4,738)          (1,098)
                                                                                          ---------------  ---------------
  
  Increase (decrease) in cash and cash investments                                                   588             (792)
  
  Cash and cash investments at beginning of period                                                   509            2,312
                                                                                          ---------------  ---------------
  
  Cash and cash investments at end of period                                         $             1,097            1,520
                                                                                          ===============  ===============
  
  </TABLE>
  <PAGE>
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                   AUGUST 1, 1999
  
  
  <TABLE>
  <CAPTION>
                                             FISCAL 99                            FISCAL 00
                                           -------------   ---------------------------------------------------------   ---------------
                                                Q1              Q1             Q2            Q3            Q4               LTM
                                           -------------   ---------------------------------------------------------   ---------------
  <S>                                       <C>              <C>            <C>           <C>            <C>             <C>
  INVENTORIES
          Inventory turns                           4.9              5.4
  
  RECEIVABLES
          Days sales in receivables                 48               45
          Percent current & less than 30
            days past due                         93.8%            93.2%
  
  WORKING CAPITAL
          Current  ratio                            3.1              3.1
          Working capital turnover (4)              4.5              4.4
          Operating working capital (4)        $111,481         $111,222
  
  PROPERTY, PLANT & EQUIPMENT
          Depreciation rate                        7.7%             8.0%
          Percent property,
            plant & equipment are depreciated     43.8%            49.0%
          Capital expenditures                  $10,689 (1)       $2,420
  
  PROFITABILITY
          Return on average total capital        (1.6%)             4.8%                                                         5.1%
          Return on average equity               (8.1%)             5.0%                                                         5.7%
          Net income (loss) per share           ($0.20)            $0.13                                                        $0.58
          Net income (loss) per share (diluted) ($0.20)            $0.13                                                        $0.58
  
  LEVERAGE (3)
          Total liabilities/equity               167.2%           155.9%
          Funded debt/equity                     119.7%           106.3%
          Funded debt/capital employed            54.5%            51.5%
          Funded debt                          $153,559         $136,222
          Funded debt/EBITDA (LTM) (6)             3.75             3.33
          EBITDA/Interest expense, net (LTM)        4.9              4.3
  
  OTHER
          Book value per share                    $9.87           $10.64
          Employees at quarter end                4,230            4,050
          Sales per employee (annualized)      $103,000         $116,000
          Capital employed (3)                 $281,831         $264,349
          Effective income tax rate               33.0%            34.0%
          EBITDA (2)                             $3,142           $9,977                                                      $40,682
          EBITDA/net sales                         2.8%             8.6%                                                         8.3%
  
    (1) Expenditures for entire year
    (2) Earnings before interest, income taxes, and depreciation & amortization.
    (3) Long-term debt, funded debt and capital employed are all net of restricted
        investments.
    (4) Working capital for this calculation is accounts receivable, inventories
        and accounts payable.
    (5) LTM represents "Latest Twelve Months"
    (6) EBITDA includes capitalized interest and pro forma amounts for
        acquisitions.
  
  </TABLE>
  <PAGE>
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                              SALES BY SEGMENT/DIVISION
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  
  <TABLE>
  <CAPTION>
  
                               (Amounts in thousands)
  
                                                              THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
                                          August 1,     August 2,         % Over
  Segment/Division                          1999          1998           (Under)        2000            1999
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  <S>                                 <C>                <C>           <C>             <C>             <C>
  Upholstery Fabrics
      Culp Decorative Fabrics         $       50,516        51,445        (1.8)%          43.6 %          46.5 %
      Culp Velvets/Prints                     36,209        29,994        20.7 %          31.2 %          27.1 %
      Culp Yarn                                4,129         6,596       (37.4)%           3.6 %           6.0 %
                                         ------------  ------------   ---------------  -------------   ------------
                                              90,854        88,035         3.2 %          78.4 %          79.5 %
  
  Mattress Ticking
      Culp Home Fashions                      25,083        22,632        10.8 %          21.6 %          20.5 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      115,937       110,667         4.8 %         100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  
  </TABLE>
  
  
  * U.S.  sales were  $92,124 and $84,310 for the three  months of fiscal 2000 and
  fiscal 1999, respectively.The percentage increase in U.S. sales was 9.3% for the
  three months.
  <PAGE>
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  
  
                               (Amounts in thousands)
  <TABLE>
  <CAPTION>
  
                                                                 THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
                                           August 1,        August 2,        % Over
           Geographic Area                    1999            1998           (Under)         2000             1999
  ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  <S>                               <C>                         <C>          <C>             <C>              <C>
  North America (Excluding USA)     $             7,676           7,253        5.8 %           32.2 %           27.5 %
  Europe                                          2,929           3,683      (20.5)%           12.3 %           14.0 %
  Middle East                                     6,992           8,300      (15.8)%           29.4 %           31.5 %
  Far East & Asia                                 4,309           4,868      (11.5)%           18.1 %           18.5 %
  South America                                     620           1,000      (38.0)%            2.6 %            3.8 %
  All other areas                                 1,287           1,253        2.7 %            5.4 %            4.8 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $            23,813          26,357       (9.7)%          100.0 %          100.0 %
                                         ===============  ==============  ==============   =============     ============
  
  </TABLE>
  
  
  International  sales,  and the  percentage of total sales,  for each of the last
  five fiscal years follows: fiscal 1995-$57,971 (19%); fiscal 1996-$77,397 (22%);
  fiscal 1997-$101,571 (25%); fiscal 1998-$137,223 (29%); and fiscal 1999-$113,354
  (23%). International sales for the first quarter represented 20.5% and 23.8% for
  2000 and 1999, respectively.
  
  <PAGE>
  
  
  
  
  
                                     Culp, Inc.
                     SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                                1998 vs 1999 vs 2000
                                      Unaudited
                               (Amounts in thousands)
  <TABLE>
  <CAPTION>
  
                                              Fiscal 1998                                     Fiscal 1999
                             ----------------------------------------------  ----------------------------------------------
      Segment/Division          Q1       Q2        Q3       Q4     TOTAL        Q1       Q2       Q3       Q4      TOTAL
  -------------------------
  <S>                          <C>       <C>      <C>      <C>     <C>          <C>     <C>      <C>      <C>      <C>
  Upholstery Fabrics
      Culp Decorative Fabrics  39,814    56,781   53,415   60,155  210,165      51,445  59,573   50,520   60,520   222,058
      Culp Velvets/Prints      38,397    43,928   44,020   45,044  171,389      29,994  38,728   34,949   40,402   144,073
      Culp Yarn                     -         -      761    7,115    7,876       6,596   6,367    4,088    4,462    21,513
                             ----------------------------------------------  ----------------------------------------------
                               78,211   100,709   98,196  112,314  389,430      88,035 104,668   89,557  105,384   387,644
  
  Mattress Ticking
      Culp Home Fashions       21,287    22,217   20,261   23,520   87,285      22,632  23,491   22,536   26,781    95,440
                             ----------------------------------------------  ----------------------------------------------
  
                               99,498   122,926  118,457  135,834  476,715     110,667 128,159  112,093  132,165   483,084
                             ==============================================  ==============================================
  
  
                                   Percent increase(decrease) from prior year:
      Segment/Division
  -------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics     2.2      24.2     35.8     37.7     25.3        29.2     4.9     (5.4)     0.6       5.7
      Culp Velvets/Prints        10.1       9.2      9.0      9.9      9.5       (21.9)  (11.8)   (20.6)   (10.3)    (15.9)
      Culp Yarn                     -         -    100.0    100.0    100.0       100.0   100.0    437.2    (37.3)    173.1
                             ----------------------------------------------  ----------------------------------------------
                                  5.9      17.2     23.2     32.6     20.1        12.6     3.9     (8.8)    (6.2)     (0.5)
  
  Mattress Ticking
      Culp Home Fashions         27.5      15.4     14.2     12.0     16.9         6.3     5.7     11.2     13.9       9.3
                             ----------------------------------------------  ----------------------------------------------
  
                                  9.9      16.8     21.5     28.5     19.5        11.2     4.3     (5.4)    (2.7)       1.3
                             ==============================================  ==============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions) 9.9       6.6      9.2     11.6      9.3        (4.6)   (0.9)    (8.5)    (2.7)     (4.1)
  
  External
                                    -      10.2     12.3     16.9     10.2        15.8     5.2      3.1        -       5.4
                             ----------------------------------------------  ----------------------------------------------
  
                                  9.9      16.8     21.5     28.5     19.5        11.2     4.3     (5.4)    (2.7)      1.3
                             ==============================================  ==============================================
  
  </TABLE>
  
  <PAGE>
  
  
                                     Culp, Inc.
                     SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                                1998 vs 1999 vs 2000
                                      Unaudited
                               (Amounts in thousands)
  
  <TABLE>
  <CAPTION>
                                                 Fiscal 2000
                              -----------------------------------------------
      Segment/Division             Q1        Q2        Q3        Q4     TOTAL
  -------------------------
  <S>                           <C>                                  <C>
  Upholstery Fabrics
      Culp Decorative Fabrics    50,516                               50,516
      Culp Velvets/Prints        36,209                               36,209
      Culp Yarn                   4,129                                4,129
                              -----------------------------------------------
                                 90,854                               90,854
  
  Mattress Ticking
      Culp Home Fashions         25,083                               25,083
                              -----------------------------------------------
  
                                115,937                              115,937
                              ===============================================
  
  
                                    Percent increase(decrease) from prior year:
      Segment/Division
  -------------------------
  
  Upholstery Fabrics
      Culp Decorative Fabrics      (1.8)                                (1.8)
      Culp Velvets/Prints          20.7                                 20.7
      Culp Yarn                   (37.4)                               (37.4)
                              -----------------------------------------------
                                    3.2                                  3.2
  
  Mattress Ticking
      Culp Home Fashions           10.8                                 10.8
                              -----------------------------------------------
                                    4.8                                  4.8
                              ===============================================
  
    Overall Growth Rate
  Internal (without acquisitions)   4.8                                  4.8
  External                           -                                    -
                              ===============================================
                                    4.8                                  4.8
                              ===============================================
  
  </TABLE>
  
  <PAGE>
  
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  
  INCOME STATEMENT COMMENTS
  
  GENERAL - For the first quarter, net sales increased 4.8% to $115.9 million; and
  net income  amounted to $1.6 million,  or $0.13 per share diluted,  versus a net
  loss a year ago of $2.6 million, or $0.20 per share diluted.
  
  The company's strategic plan encompasses several competitive initiatives:
  
  Broad Product  Offering - continuing to market one of the broadest product lines
  in upholstery fabrics and mattress ticking.  Through its extensive manufacturing
  capabilities, the company competes in every major category except leather;
  
  Diverse  Global  Customer Base - increasing its  penetration  into other end-use
  markets  in  addition   to  U.S.   residential   furniture,   such  as  bedding,
  international,  commercial  furniture  and juvenile  furniture.  The company has
  long-standing  relationships with most major upholstery furniture manufacturers,
  but is not reliant on a single customer or a small group of dominant  customers.
  No one customer accounted for more than 9% of net sales during the first quarter
  of fiscal 2000;
  
  Design Innovation - continuing to invest in the design of upholstery fabrics and
  ticking with appealing patterns and textures. An integral component of the value
  Culp provides to customers is supplying  fabrics that are  fashionable  and meet
  current  consumer  preferences.  The company's  principal  design  resources are
  consolidated  in a single  facility  that  provides  advanced  CAD  systems  and
  promotes a sharing of innovative designs among the divisions;
  
  Vertical  Integration - operating as a vertically  integrated  manufacturer  and
  taking  advantage of economies  that can be gained by producing the raw material
  components that are used in the manufacture of its products; and
  
  Additional  Acquisitions - investing in selective acquisitions  complementary to
  existing segments/divisions.
  
  NET SALES - Compared  with the first  quarter of last  year,  upholstery  fabric
  sales increased 3.2% to $90.8 million and mattress ticking sales increased 10.8%
  to $25.1 million (See Sales by Segment/Division  schedule on Page 5 and Sales by
  Segment/Division - Trend Analysis on Page 7). International sales were down 9.7%
  for the quarter compared to a year ago. The first fiscal quarter is historically
  not the  strongest  period  of the year for Culp due to  planned  vacations  and
  seasonal industry-wide plant closings.
  
  During  the first  quarter  of fiscal  1999,  the  company  implemented  a major
  reorganization  from six business  units to four  divisions.  This new corporate
  alignment  grouped  related  operations  together and was accompanied by several
  changes in managerial  positions.  The company believes that this move is aiding
  its growth  through  improved  customer  service,  more  effective use of design
  resources and increased manufacturing efficiency.  Results for the first quarter
  of  fiscal  2000  include  a 3.2%  increase  in  sales  of  upholstery  fabrics,
  reflecting  higher sales of  upholstery  fabrics to  U.S.-based  customers  that
  offset some further  softness in  international  sales. The trend of weakness in
  international  sales,  which  the  company  believes  has  also  affected  other
  manufacturers  of upholstery  fabrics,  has persisted  since the close of fiscal
  1998.  During fiscal 1999, the company took steps to mitigate the impact of this
  industry-wide trend by significantly curtailing production schedules for certain
  international-targeted  fabrics,  introducing  a  new  line  of  printed  cotton
  upholstery  fabrics and shifting its marketing  focus to geographic  areas where
  demand  appears more  favorable.  The company has a  diversified  global base of
  customers  and is seeking to  broaden  that  further  to  minimize  exposure  to
  economic uncertainties in any geographic area.
  
  <PAGE>
  
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  
  
  The company also  benefited in the first  quarter from  increased  sales by Culp
  Home Fashions  (primarily  mattress ticking) which has experienced a longer-term
  pattern of expansion.  Culp's growth in mattress ticking  continues to be driven
  by the  introduction  of new  designs  and fabric  constructions  as well as the
  advantages of the company's vertical integration.  In particular, the ability to
  manufacture the jacquard  greige (or unfinished)  goods that are then printed to
  produce mattress ticking has aided Culp in meeting faster delivery schedules and
  providing improved overall customer service.
  
  
  GROSS  PROFIT - Gross  profit  for the first  quarter  increased  50.0% to $20.4
  million and  increased  as a  percentage  of net sales from 12.3% to 17.6%.  The
  increase was due  principally to the actions that the company took during fiscal
  1999,  including a  significant  reduction  in the  capacity  for  manufacturing
  printed flock  fabrics and an intense  effort to reduce  operating  expenses and
  raise productivity.
  
  
  S,G&A EXPENSES - S,G&A  expenses for the first quarter  declined as a percentage
  of sales to 13.0% from 13.1% for the year-earlier  period. The decrease reflects
  improved  economies of scale as a result of the  increased  net sales as well as
  programs throughout the company to contain operating expenses.
  
  
  INTEREST  EXPENSE - Interest  expense of $2.4 million for the first  quarter was
  unchanged  from a year ago even though the company had lower average  borrowings
  outstanding.  The lower level of  borrowings  were  offset by lower  capitalized
  interest related to capital expenditures and higher average interest rates.
  
  
  OTHER EXPENSE (INCOME),  NET - Other expense (income)  decreased to $555,000 for
  the first  quarter  versus  $770,000  a year  ago.  The prior  year  included  a
  non-recurring charge to write-off certain fixed assets.
  
  INCOME  TAXES - The  effective  tax rate for the quarter was 34.0%,  up slightly
  from 33.0% for the same quarter of last year.
  
  EBITDA - Due  principally to the increase in net income from a year ago,  EBITDA
  for the first quarter  increased to $10.0  million  compared with $3.1 million a
  year ago.
  
  
  BALANCE SHEET COMMENTS
  
  WORKING  CAPITAL - Accounts  receivable as of August 1, 1999 decreased 2.9% from
  the year-earlier level. Days sales outstanding decreased to 45 days at August 1,
  1999 compared with 48 a year ago. Additionally, the aging of accounts receivable
  was 93.2% current and less than 30 days past due versus 93.8% at August 2, 1998.
  Inventories  at the close of the first  quarter  decreased  $4.0 million or 5.1%
  from August 2, 1998.  Inventory  turns for the first quarter were 5.4 versus 4.9
  for  the  first  quarter  of  fiscal  1999.  The  reduction  in  inventories  is
  attributable  to the increased  focus  management has placed on controlling  the
  level  of  inventories.   Operating  working  capital   (comprised  of  accounts
  receivable,  inventory  and accounts  payable)  was $111.2  million at August 1,
  1999, as compared with $111.5 million a year ago. The balance at May 2, 1999 was
  $111.9 million.
  
  
  
  
  <PAGE>
  
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  
  
  
  
  PROPERTY,  PLANT AND EQUIPMENT - For fiscal 2000, the company's budgeted capital
  spending is $20 million.  The major projects planned for upholstery  fabrics are
  new dobby and velvet looms.  The projects are intended to increase  capacity for
  the woven velvet  product line and improve  efficiencies  for the dobby  product
  line  as  part of the  company's  continuing  modernization  effort.  The  major
  projects for mattress  ticking are for weaving  expansions  intended to increase
  the capacity for jacquard greige goods.  Depreciation expense for fiscal 2000 is
  currently estimated to be approximately $20 million.
  
  LONG-TERM DEBT - The company's funded  debt-to-capital ratio was 51.5% at August
  1, 1999,  compared with 54.5% at August 2, 1998 and 52.1% at May 2, 1999. Funded
  debt was $136.2 million at August 1, 1999, down from $153.6 million at August 2,
  1998 and $138.7  million at May 2, 1999.  Funded  debt  equals  long-term  debt,
  including  current  maturities,  less  restricted  investments,  which represent
  unspent  IRB  funds.  The  decrease  in funded  debt  from May 2, 1999  resulted
  primarily  from an  operating  cash  flow of $6.1  million,  offset  by  capital
  expenditures  of $2.4  million,  dividends  paid of $423,000 and  repurchases of
  common stock of $393,000.
  
  
  STOCK REPURCHASE
  
  In separate  authorizations  in June 1998 and March 1999, the Board of Directors
  authorized  the use of a total of $10.0  million  to  repurchase  the  company's
  common stock.  During fiscal 1999, the company  repurchased 938,600 shares at an
  average  price of $5.90 per share under these  authorizations.  During the first
  quarter of fiscal  2000,  the company  repurchased  46,000  shares at an average
  price of $8.55 per share.
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "CULP INC. 8-K 8/1/99", "secsgml_size_bytes": 48252}]
metadata_filer: {"company-data": {"conformed-name": "CULP INC", "cik": "0000723603", "assigned-sic": "2211", "irs-number": "561001967", "state-of-incorporation": "NC", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12597", "film-number": "99695584"}, "business-address": {"street1": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27261-2686", "phone": "3368895161"}, "mail-address": {"street1": "P O BOX 2686", "street2": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27261"}}
text: --------------------------------------------------------------------------------
  
                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                      ---------
  
                                      Form 8-K
  
                                   CURRENT REPORT
  
                  Pursuant to Section 13 or 15(d) of the Securities
                                Exchange Act of 1934
  
                                    -------------
  
          Date of Report (Date of earliest event reported) August 18, 1999
  
                                     CULP, INC.
  
               (Exact name of registrant as specified in its charter)
  
         North Carolina                  0-12781                   56-1001967
  (State or other jurisdiction of   (Commission File No.)        (IRS Employer
       incorporation)                                         Identification No.)
  
                                101 South Main Street
                          High Point, North Carolina 27260
                      (Address of principal executive offices)
                                   (336) 889-5161
                (Registrant's telephone number, including area code)
  
            (Former name or former address, if changed since last report)
  
  --------------------------------------------------------------------------------
  Item 5. Other Events
  
  See  attached  Press  Release (2 pages) and  Financial  Information  Release (10
  pages),  both dated  August 18, 1999,  related to the fiscal 2000 first  quarter
  ended August 1, 1999.
  
  Forward  Looking  Information.  This Report  contains  statements  that could be
  deemed "forward-looking statements" within the meaning of the federal securities
  laws.  Such  statements  are  inherently  subject  to risks  and  uncertainties.
  Forward-looking statements are statements that include projections, expectations
  or beliefs  about future  events or results or otherwise  are not  statements of
  historical  fact. Such statements are often  characterized  by qualifying  words
  such  as  "expect,"  "believe,"  "estimate,"  "plan"  and  "project"  and  their
  derivatives.  Factors  that  could  influence  the  matters  discussed  in  such
  statements  include  the level of housing  starts and sales of  existing  homes,
  consumer   confidence,   trends  in  disposable   income  and  general  economic
  conditions.  Decreases in these economic indicators could have a negative effect
  on the Company's business and prospects.  Likewise, increases in interest rates,
  particularly  home mortgage rates, and increases in consumer debt or the general
  rate  of  inflation,  could  affect  the  Company  adversely.   Because  of  the
  significant  percentage  of  the  Company's  sales  derived  from  international
  shipments, strengthening of the U. S. dollar against other currencies could make
  the Company's products less competitive on the basis of price in markets outside
  the  United  States.   Additionally,   economic  and  political  instability  in
  international areas could affect the demand for the Company's products.
  
                                                        SIGNATURE
  
  Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
  Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
  undersigned hereunto duly authorized.
  
                                                CULP, INC.
                                                (Registrant)
  
                                      By:       Phillip W. Wilson
                                                Vice President and
                                                Chief Financial Officer
  
  Dated:   August 18, 1999
  FOR IMMEDIATE RELEASE
  
                                         CULP REPORTS FIRST QUARTER NET INCOME
  
  HIGH POINT, N. C. (Aug. 18, 1999) - Culp,  Inc.  (NYSE:  CFI) today reported net
  income of $1.6 million for the first quarter of its 2000 fiscal year.
  
  For the three months ended August 1, 1999,  Culp reported net sales increased to
  $115.9 million compared with $110.7 million a year ago. The company reported net
  income for the quarter of $1.6  million,  or $0.13 per share  diluted,  compared
  with a net loss of $2.6 million, or $0.20 per share diluted, in the year-earlier
  quarter.
  
  "The  favorable  year-to-year  comparisons  for the  first  quarter  extend  the
  positive  momentum that we achieved as fiscal 1999  progressed,"  said Robert G.
  Culp, III, chief executive officer.  "A primary goal for us in fiscal 2000 is to
  sustain  this pattern of  improvement.  We are pleased with the recovery to date
  and are confident about realizing further gains in our level of profitability."
  
  Culp noted,  "The first fiscal quarter is historically  not the strongest period
  for our industry due to planned  vacations  and seasonal  plant  closings.  That
  makes it  difficult  to gauge the  underlying  trend in demand.  The backdrop of
  consumer  spending  on home  furnishings  still  appears  favorable,  and we are
  optimistic  about the  success of the new  patterns  and  textures  that will be
  introduced  to  retailers  this fall.  Much of the  improvement  in our  results
  relates directly to the changes we made in our management  structure a year ago.
  We are  continuing to refine our new  organizational  framework and believe that
  this realignment has strengthened our ability to capitalize on the trends within
  the home  furnishings  industry.  Probably  the most  significant  change is the
  ongoing   consolidation   at  all  levels   within  the  supply  chain   linking
  manufacturers with consumers. Culp's vertical integration and broad product line
  equip us to develop strong  working  relationships  with these larger  companies
  that are seeking true corporate  partners.  Our objective is to provide not only
  the volume of fabrics and  mattress  ticking that these  accounts  need but also
  consistently high product quality and customer service."
  
  Culp indicated that the company is maintaining its stock repurchase  program. He
  said,  "During  the  first  quarter,  we  invested  an  additional  $393,000  to
  repurchase  our  shares.  We  currently  have  authorization  from the  Board of
  Directors to invest an additional $4.1 million in this program. Culp's financial
  position is enabling us to execute this  program and still make the  appropriate
  investments to expand and modernize our capacity. We believe that the repurchase
  of our shares at attractive market levels will prove to be a sound investment of
  the company's capital."
  Culp,  Inc. is one of the world's  largest  marketers of upholstery  fabrics for
  furniture  and is a leading  marketer  of  mattress  ticking  for  bedding.  The
  Company's  fabrics are used  principally in the  production of  residential  and
  commercial furniture and bedding products.
  
                                     CULP, INC.
                           Condensed Financial Highlights
                                     (Unaudited)
  Three Months Ended
                                    ---------------------------------------------
                                         August 1,                 August 2,
                                           1999                      1998
                                    -------------------      --------------------
  Net sales                        $        115,937,000      $       110,667,000
  Net income (loss)                $          1,597,000      $        (2,640,000)
  Net income (loss) per share:
     Basic                         $               0.13      $             (0.20)
     Diluted                       $               0.13      $             (0.20)
  Average shares outstanding:
     Basic                                   12,063,000               13,000,000
     Diluted                                 12,219,000               13,203,000
  This  release  contains   statements  that  could  be  deemed   "forward-looking
  statements"  within the meaning of the federal  securities laws. Such statements
  are inherently  subject to risks and uncertainties.  Forward-looking  statements
  are statements  that include  projections,  expectations or beliefs about future
  events or results or otherwise  are not  statements  of  historical  fact.  Such
  statements  are  often  characterized  by  qualifying  words  such as  "expect,"
  "believe," "estimate," "plan" and "project" and their derivatives.  Factors that
  could influence the matters  discussed in such  statements  include the level of
  housing  starts and sales of  existing  homes,  consumer  confidence,  trends in
  disposable income and general economic  conditions.  Decreases in these economic
  indicators could have a negative effect on the company's business and prospects.
  Likewise,  increases in interest rates,  particularly  home mortgage rates,  and
  increases in consumer  debt or the general rate of  inflation,  could affect the
  company adversely.  Because of the significant percentage of the company's sales
  derived from international  shipments,  strengthening of the U.S. dollar against
  other currencies could make the company's products less competitive on the basis
  of price in  markets  outside  the United  States.  Additionally,  economic  and
  political  instability  in  international  areas could affect the demand for the
  company's products.
  
                                                          -END-
  CULP, INC. FINANCIAL INFORMATION RELEASE
                      CONSOLIDATED STATEMENTS OF INCOME (LOSS)
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  (Amounts in Thousands, Except for Per Share Data)
  
                                                                         THREE MONTHS ENDED (UNAUDITED)
                                                ----------------------------------------------------------------------------------
  
                                                           Amounts                                          Percent of Sales
                                                ------------------------------                        ------------------------------
                                                  August 1,       August 2,         % Over
                                                    1999            1998           (Under)               2000            1999
                                                --------------  --------------   -------------        --------------  --------------
  Net sales                                 $         115,937         110,667           4.8 %               100.0 %         100.0 %
  Cost of sales                                        95,525          97,056          (1.6)%                82.4 %          87.7 %
                                                --------------  --------------   -------------        --------------  --------------
           Gross profit                                20,412          13,611          50.0 %                17.6 %          12.3 %
  
  Selling, general and
    administrative expenses                            15,038          14,473           3.9 %                13.0 %          13.1 %
                                                --------------  --------------   -------------        --------------  --------------
           Income (loss) from operations                5,374            (862)        723.4 %                 4.6 %          (0.8)%
  
  Interest expense                                      2,416           2,361           2.3 %                 2.1 %           2.1 %
  Interest income                                         (17)            (53)        (67.9)%                (0.0)%          (0.0)%
  Other expense (income), net                             555             770         (27.9)%                 0.5 %           0.7 %
                                                --------------  --------------   -------------        --------------  --------------
           Income (loss) before income taxes            2,420          (3,940)        161.4 %                 2.1 %          (3.6)%
  
  Income taxes  *                                         823          (1,300)        163.3 %                34.0 %          33.0 %
                                                --------------  --------------   -------------        --------------  --------------
  
           Net income (loss)                $           1,597          (2,640)        160.5 %                 1.4 %          (2.4)%
                                                ==============  ==============   =============        ==============  ==============
  
  Net income (loss) per share                           $0.13          ($0.20)        165.0 %
  Net income (loss) per share, assuming dilution        $0.13          ($0.20)        165.0 %
  Dividends per share                                  $0.035          $0.035           0.0 %
  Average shares outstanding                           12,063          13,000          (7.2)%
  Average shares outstanding, assuming dilution        12,219          13,203          (7.5)%
  * Percent of sales column is  calculated  as a % of income  (loss) before income
  taxes.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                             CONSOLIDATED BALANCE SHEETS
                   AUGUST 1, 1999, AUGUST 2, 1998 AND MAY 2, 1999
                                      Unaudited
                               (Amounts in Thousands)
  Amounts                        Increase
                                                   -----------------------------------           (Decrease)
                                                     August 1,          August 2,      --------------------------------    * May 2,
                                                       1999                1998            Dollars         Percent           1999
                                                   -----------------  ---------------  ----------------    -------------  ------------
  Current assets
         Cash and cash investments               $            1,097            1,520              (423)       (27.8)%             509
         Accounts receivable                                 61,984           63,833            (1,849)        (2.9)%          70,503
         Inventories                                         75,337           79,358            (4,021)        (5.1)%          67,070
         Other current assets                                10,860            7,511             3,349         44.6 %           9,633
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total current assets                    149,278          152,222            (2,944)        (1.9)%         147,715
  
  Restricted investments                                      1,684            4,074            (2,390)       (58.7)%           3,340
  Property, plant & equipment, net                          120,971          127,287            (6,316)        (5.0)%         123,310
  Goodwill                                                   50,920           54,798            (3,878)        (7.1)%          51,269
  Other assets                                                4,969            4,317               652         15.1 %           4,978
                                                   -----------------  ---------------  ----------------    -------------  ------------
  
                    Total assets                 $          327,822          342,698           (14,876)        (4.3)%         330,612
                                                   =================  ===============  ================    =============  ============
  
  Current liabilities
         Current maturities of long-term debt    $            1,678            3,250            (1,572)       (48.4)%           1,678
         Accounts payable                                    26,099           31,710            (5,611)       (17.7)%          25,687
         Accrued expenses                                    20,309           13,856             6,453         46.6 %          21,026
         Income taxes payable                                   798                0               798        100.0 %               0
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total current liabilities                48,884           48,816                68          0.1 %          48,391
  
  Long-term debt                                            136,228          154,383           (18,155)       (11.8)%         140,312
  
  Deferred income taxes                                      14,583           11,227             3,356         29.9 %          14,583
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total liabilities                       199,695          214,426           (14,731)        (6.9)%         203,286
  
  Shareholders' equity                                      128,127          128,272              (145)        (0.1)%         127,326
                                                   -----------------  ---------------  ----------------    -------------  ------------
                    Total liabilities and
                    shareholders' equity         $          327,822          342,698           (14,876)        (4.3)%         330,612
                                                   =================  ===============  ================    =============  ============
  
  Shares outstanding                                         12,040           12,995              (955)        (7.3)%          12,079
                                                   =================  ===============  ================    =============  ============
  
  *  Derived from audited financial statements.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR THE THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
                                      Unaudited
                               (Amounts in Thousands)
  THREE MONTHS ENDED
                                                                                          --------------------------------
                                                                                                      Amounts
                                                                                          --------------------------------
                                                                                            August 1,        August 2,
                                                                                               1999             1998
                                                                                          ---------------  ---------------
  Cash flows from operating activities:
       Net income (loss)                                                             $             1,597           (2,640)
       Adjustments to reconcile net income (loss) to net
          cash provided by operating activities:
              Depreciation                                                                         4,759            4,376
              Amortization of intangible assets                                                      399              398
              Changes in assets and liabilities:
                  Accounts receivable                                                              8,519            9,940
                  Inventories                                                                     (8,267)            (764)
                  Other current assets                                                            (1,227)             297
                  Other assets                                                                       (41)             (11)
                  Accounts payable                                                                   270           (3,017)
                  Accrued expenses                                                                  (717)          (4,080)
                  Income taxes payable                                                               798           (1,282)
                                                                                          ---------------  ---------------
                      Net cash provided by operating activities                                    6,090            3,217
                                                                                          ---------------  ---------------
  Cash flows from investing activities:
       Capital expenditures                                                                       (2,420)          (2,858)
       Purchases of restricted investments                                                           (15)             (53)
       Sale of restricted investments                                                              1,671                0
                                                                                          ---------------  ---------------
                      Net cash used in investing activities                                         (764)          (2,911)
                                                                                          ---------------  ---------------
  Cash flows from financing activities:
       Proceeds from issuance of long-term debt                                                    3,333            2,071
       Principal payments on long-term debt                                                       (7,417)             (75)
       Change in accounts payable-capital expenditures                                               142           (2,487)
       Dividends paid                                                                               (423)            (455)
       Payments to acquire common stock                                                             (393)            (160)
       Proceeds from common stock issued                                                              20                8
                                                                                          ---------------  ---------------
                      Net cash used in financing activities                                       (4,738)          (1,098)
                                                                                          ---------------  ---------------
  
  Increase (decrease) in cash and cash investments                                                   588             (792)
  
  Cash and cash investments at beginning of period                                                   509            2,312
                                                                                          ---------------  ---------------
  
  Cash and cash investments at end of period                                         $             1,097            1,520
                                                                                          ===============  ===============
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                   AUGUST 1, 1999
  FISCAL 99                            FISCAL 00
                                           -------------   ---------------------------------------------------------   ---------------
                                                Q1              Q1             Q2            Q3            Q4               LTM
                                           -------------   ---------------------------------------------------------   ---------------
  INVENTORIES
          Inventory turns                           4.9              5.4
  
  RECEIVABLES
          Days sales in receivables                 48               45
          Percent current & less than 30
            days past due                         93.8%            93.2%
  
  WORKING CAPITAL
          Current  ratio                            3.1              3.1
          Working capital turnover (4)              4.5              4.4
          Operating working capital (4)        $111,481         $111,222
  
  PROPERTY, PLANT & EQUIPMENT
          Depreciation rate                        7.7%             8.0%
          Percent property,
            plant & equipment are depreciated     43.8%            49.0%
          Capital expenditures                  $10,689 (1)       $2,420
  
  PROFITABILITY
          Return on average total capital        (1.6%)             4.8%                                                         5.1%
          Return on average equity               (8.1%)             5.0%                                                         5.7%
          Net income (loss) per share           ($0.20)            $0.13                                                        $0.58
          Net income (loss) per share (diluted) ($0.20)            $0.13                                                        $0.58
  
  LEVERAGE (3)
          Total liabilities/equity               167.2%           155.9%
          Funded debt/equity                     119.7%           106.3%
          Funded debt/capital employed            54.5%            51.5%
          Funded debt                          $153,559         $136,222
          Funded debt/EBITDA (LTM) (6)             3.75             3.33
          EBITDA/Interest expense, net (LTM)        4.9              4.3
  
  OTHER
          Book value per share                    $9.87           $10.64
          Employees at quarter end                4,230            4,050
          Sales per employee (annualized)      $103,000         $116,000
          Capital employed (3)                 $281,831         $264,349
          Effective income tax rate               33.0%            34.0%
          EBITDA (2)                             $3,142           $9,977                                                      $40,682
          EBITDA/net sales                         2.8%             8.6%                                                         8.3%
  
    (1) Expenditures for entire year
    (2) Earnings before interest, income taxes, and depreciation & amortization.
    (3) Long-term debt, funded debt and capital employed are all net of restricted
        investments.
    (4) Working capital for this calculation is accounts receivable, inventories
        and accounts payable.
    (5) LTM represents "Latest Twelve Months"
    (6) EBITDA includes capitalized interest and pro forma amounts for
        acquisitions.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                              SALES BY SEGMENT/DIVISION
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  (Amounts in thousands)
  
                                                              THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
                                          August 1,     August 2,         % Over
  Segment/Division                          1999          1998           (Under)        2000            1999
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  Upholstery Fabrics
      Culp Decorative Fabrics         $       50,516        51,445        (1.8)%          43.6 %          46.5 %
      Culp Velvets/Prints                     36,209        29,994        20.7 %          31.2 %          27.1 %
      Culp Yarn                                4,129         6,596       (37.4)%           3.6 %           6.0 %
                                         ------------  ------------   ---------------  -------------   ------------
                                              90,854        88,035         3.2 %          78.4 %          79.5 %
  
  Mattress Ticking
      Culp Home Fashions                      25,083        22,632        10.8 %          21.6 %          20.5 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      115,937       110,667         4.8 %         100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  * U.S.  sales were  $92,124 and $84,310 for the three  months of fiscal 2000 and
  fiscal 1999, respectively.The percentage increase in U.S. sales was 9.3% for the
  three months.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
              FOR THREE MONTHS ENDED AUGUST 1, 1999 AND AUGUST 2, 1998
  
                               (Amounts in thousands)
  THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
                                           August 1,        August 2,        % Over
           Geographic Area                    1999            1998           (Under)         2000             1999
  ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  North America (Excluding USA)     $             7,676           7,253        5.8 %           32.2 %           27.5 %
  Europe                                          2,929           3,683      (20.5)%           12.3 %           14.0 %
  Middle East                                     6,992           8,300      (15.8)%           29.4 %           31.5 %
  Far East & Asia                                 4,309           4,868      (11.5)%           18.1 %           18.5 %
  South America                                     620           1,000      (38.0)%            2.6 %            3.8 %
  All other areas                                 1,287           1,253        2.7 %            5.4 %            4.8 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $            23,813          26,357       (9.7)%          100.0 %          100.0 %
                                         ===============  ==============  ==============   =============     ============
  International  sales,  and the  percentage of total sales,  for each of the last
  five fiscal years follows: fiscal 1995-$57,971 (19%); fiscal 1996-$77,397 (22%);
  fiscal 1997-$101,571 (25%); fiscal 1998-$137,223 (29%); and fiscal 1999-$113,354
  (23%). International sales for the first quarter represented 20.5% and 23.8% for
  2000 and 1999, respectively.
  Culp, Inc.
                     SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                                1998 vs 1999 vs 2000
                                      Unaudited
                               (Amounts in thousands)
  Fiscal 1998                                     Fiscal 1999
                             ----------------------------------------------  ----------------------------------------------
      Segment/Division          Q1       Q2        Q3       Q4     TOTAL        Q1       Q2       Q3       Q4      TOTAL
  -------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics  39,814    56,781   53,415   60,155  210,165      51,445  59,573   50,520   60,520   222,058
      Culp Velvets/Prints      38,397    43,928   44,020   45,044  171,389      29,994  38,728   34,949   40,402   144,073
      Culp Yarn                     -         -      761    7,115    7,876       6,596   6,367    4,088    4,462    21,513
                             ----------------------------------------------  ----------------------------------------------
                               78,211   100,709   98,196  112,314  389,430      88,035 104,668   89,557  105,384   387,644
  
  Mattress Ticking
      Culp Home Fashions       21,287    22,217   20,261   23,520   87,285      22,632  23,491   22,536   26,781    95,440
                             ----------------------------------------------  ----------------------------------------------
  
                               99,498   122,926  118,457  135,834  476,715     110,667 128,159  112,093  132,165   483,084
                             ==============================================  ==============================================
  
                                   Percent increase(decrease) from prior year:
      Segment/Division
  -------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics     2.2      24.2     35.8     37.7     25.3        29.2     4.9     (5.4)     0.6       5.7
      Culp Velvets/Prints        10.1       9.2      9.0      9.9      9.5       (21.9)  (11.8)   (20.6)   (10.3)    (15.9)
      Culp Yarn                     -         -    100.0    100.0    100.0       100.0   100.0    437.2    (37.3)    173.1
                             ----------------------------------------------  ----------------------------------------------
                                  5.9      17.2     23.2     32.6     20.1        12.6     3.9     (8.8)    (6.2)     (0.5)
  
  Mattress Ticking
      Culp Home Fashions         27.5      15.4     14.2     12.0     16.9         6.3     5.7     11.2     13.9       9.3
                             ----------------------------------------------  ----------------------------------------------
  
                                  9.9      16.8     21.5     28.5     19.5        11.2     4.3     (5.4)    (2.7)       1.3
                             ==============================================  ==============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions) 9.9       6.6      9.2     11.6      9.3        (4.6)   (0.9)    (8.5)    (2.7)     (4.1)
  
  External
                                    -      10.2     12.3     16.9     10.2        15.8     5.2      3.1        -       5.4
                             ----------------------------------------------  ----------------------------------------------
  
                                  9.9      16.8     21.5     28.5     19.5        11.2     4.3     (5.4)    (2.7)      1.3
                             ==============================================  ==============================================
  Culp, Inc.
                     SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                                1998 vs 1999 vs 2000
                                      Unaudited
                               (Amounts in thousands)
  Fiscal 2000
                              -----------------------------------------------
      Segment/Division             Q1        Q2        Q3        Q4     TOTAL
  -------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics    50,516                               50,516
      Culp Velvets/Prints        36,209                               36,209
      Culp Yarn                   4,129                                4,129
                              -----------------------------------------------
                                 90,854                               90,854
  
  Mattress Ticking
      Culp Home Fashions         25,083                               25,083
                              -----------------------------------------------
  
                                115,937                              115,937
                              ===============================================
  
                                    Percent increase(decrease) from prior year:
      Segment/Division
  -------------------------
  
  Upholstery Fabrics
      Culp Decorative Fabrics      (1.8)                                (1.8)
      Culp Velvets/Prints          20.7                                 20.7
      Culp Yarn                   (37.4)                               (37.4)
                              -----------------------------------------------
                                    3.2                                  3.2
  
  Mattress Ticking
      Culp Home Fashions           10.8                                 10.8
                              -----------------------------------------------
                                    4.8                                  4.8
                              ===============================================
  
    Overall Growth Rate
  Internal (without acquisitions)   4.8                                  4.8
  External                           -                                    -
                              ===============================================
                                    4.8                                  4.8
                              ===============================================
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  INCOME STATEMENT COMMENTS
  
  GENERAL - For the first quarter, net sales increased 4.8% to $115.9 million; and
  net income  amounted to $1.6 million,  or $0.13 per share diluted,  versus a net
  loss a year ago of $2.6 million, or $0.20 per share diluted.
  
  The company's strategic plan encompasses several competitive initiatives:
  
  Broad Product  Offering - continuing to market one of the broadest product lines
  in upholstery fabrics and mattress ticking.  Through its extensive manufacturing
  capabilities, the company competes in every major category except leather;
  
  Diverse  Global  Customer Base - increasing its  penetration  into other end-use
  markets  in  addition   to  U.S.   residential   furniture,   such  as  bedding,
  international,  commercial  furniture  and juvenile  furniture.  The company has
  long-standing  relationships with most major upholstery furniture manufacturers,
  but is not reliant on a single customer or a small group of dominant  customers.
  No one customer accounted for more than 9% of net sales during the first quarter
  of fiscal 2000;
  
  Design Innovation - continuing to invest in the design of upholstery fabrics and
  ticking with appealing patterns and textures. An integral component of the value
  Culp provides to customers is supplying  fabrics that are  fashionable  and meet
  current  consumer  preferences.  The company's  principal  design  resources are
  consolidated  in a single  facility  that  provides  advanced  CAD  systems  and
  promotes a sharing of innovative designs among the divisions;
  
  Vertical  Integration - operating as a vertically  integrated  manufacturer  and
  taking  advantage of economies  that can be gained by producing the raw material
  components that are used in the manufacture of its products; and
  
  Additional  Acquisitions - investing in selective acquisitions  complementary to
  existing segments/divisions.
  
  NET SALES - Compared  with the first  quarter of last  year,  upholstery  fabric
  sales increased 3.2% to $90.8 million and mattress ticking sales increased 10.8%
  to $25.1 million (See Sales by Segment/Division  schedule on Page 5 and Sales by
  Segment/Division - Trend Analysis on Page 7). International sales were down 9.7%
  for the quarter compared to a year ago. The first fiscal quarter is historically
  not the  strongest  period  of the year for Culp due to  planned  vacations  and
  seasonal industry-wide plant closings.
  
  During  the first  quarter  of fiscal  1999,  the  company  implemented  a major
  reorganization  from six business  units to four  divisions.  This new corporate
  alignment  grouped  related  operations  together and was accompanied by several
  changes in managerial  positions.  The company believes that this move is aiding
  its growth  through  improved  customer  service,  more  effective use of design
  resources and increased manufacturing efficiency.  Results for the first quarter
  of  fiscal  2000  include  a 3.2%  increase  in  sales  of  upholstery  fabrics,
  reflecting  higher sales of  upholstery  fabrics to  U.S.-based  customers  that
  offset some further  softness in  international  sales. The trend of weakness in
  international  sales,  which  the  company  believes  has  also  affected  other
  manufacturers  of upholstery  fabrics,  has persisted  since the close of fiscal
  1998.  During fiscal 1999, the company took steps to mitigate the impact of this
  industry-wide trend by significantly curtailing production schedules for certain
  international-targeted  fabrics,  introducing  a  new  line  of  printed  cotton
  upholstery  fabrics and shifting its marketing  focus to geographic  areas where
  demand  appears more  favorable.  The company has a  diversified  global base of
  customers  and is seeking to  broaden  that  further  to  minimize  exposure  to
  economic uncertainties in any geographic area.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  The company also  benefited in the first  quarter from  increased  sales by Culp
  Home Fashions  (primarily  mattress ticking) which has experienced a longer-term
  pattern of expansion.  Culp's growth in mattress ticking  continues to be driven
  by the  introduction  of new  designs  and fabric  constructions  as well as the
  advantages of the company's vertical integration.  In particular, the ability to
  manufacture the jacquard  greige (or unfinished)  goods that are then printed to
  produce mattress ticking has aided Culp in meeting faster delivery schedules and
  providing improved overall customer service.
  
  GROSS  PROFIT - Gross  profit  for the first  quarter  increased  50.0% to $20.4
  million and  increased  as a  percentage  of net sales from 12.3% to 17.6%.  The
  increase was due  principally to the actions that the company took during fiscal
  1999,  including a  significant  reduction  in the  capacity  for  manufacturing
  printed flock  fabrics and an intense  effort to reduce  operating  expenses and
  raise productivity.
  
  S,G&A EXPENSES - S,G&A  expenses for the first quarter  declined as a percentage
  of sales to 13.0% from 13.1% for the year-earlier  period. The decrease reflects
  improved  economies of scale as a result of the  increased  net sales as well as
  programs throughout the company to contain operating expenses.
  
  INTEREST  EXPENSE - Interest  expense of $2.4 million for the first  quarter was
  unchanged  from a year ago even though the company had lower average  borrowings
  outstanding.  The lower level of  borrowings  were  offset by lower  capitalized
  interest related to capital expenditures and higher average interest rates.
  
  OTHER EXPENSE (INCOME),  NET - Other expense (income)  decreased to $555,000 for
  the first  quarter  versus  $770,000  a year  ago.  The prior  year  included  a
  non-recurring charge to write-off certain fixed assets.
  
  INCOME  TAXES - The  effective  tax rate for the quarter was 34.0%,  up slightly
  from 33.0% for the same quarter of last year.
  
  EBITDA - Due  principally to the increase in net income from a year ago,  EBITDA
  for the first quarter  increased to $10.0  million  compared with $3.1 million a
  year ago.
  
  BALANCE SHEET COMMENTS
  
  WORKING  CAPITAL - Accounts  receivable as of August 1, 1999 decreased 2.9% from
  the year-earlier level. Days sales outstanding decreased to 45 days at August 1,
  1999 compared with 48 a year ago. Additionally, the aging of accounts receivable
  was 93.2% current and less than 30 days past due versus 93.8% at August 2, 1998.
  Inventories  at the close of the first  quarter  decreased  $4.0 million or 5.1%
  from August 2, 1998.  Inventory  turns for the first quarter were 5.4 versus 4.9
  for  the  first  quarter  of  fiscal  1999.  The  reduction  in  inventories  is
  attributable  to the increased  focus  management has placed on controlling  the
  level  of  inventories.   Operating  working  capital   (comprised  of  accounts
  receivable,  inventory  and accounts  payable)  was $111.2  million at August 1,
  1999, as compared with $111.5 million a year ago. The balance at May 2, 1999 was
  $111.9 million.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
         for the three month periods ended August 1, 1999 and August 2, 1998
  
  PROPERTY,  PLANT AND EQUIPMENT - For fiscal 2000, the company's budgeted capital
  spending is $20 million.  The major projects planned for upholstery  fabrics are
  new dobby and velvet looms.  The projects are intended to increase  capacity for
  the woven velvet  product line and improve  efficiencies  for the dobby  product
  line  as  part of the  company's  continuing  modernization  effort.  The  major
  projects for mattress  ticking are for weaving  expansions  intended to increase
  the capacity for jacquard greige goods.  Depreciation expense for fiscal 2000 is
  currently estimated to be approximately $20 million.
  
  LONG-TERM DEBT - The company's funded  debt-to-capital ratio was 51.5% at August
  1, 1999,  compared with 54.5% at August 2, 1998 and 52.1% at May 2, 1999. Funded
  debt was $136.2 million at August 1, 1999, down from $153.6 million at August 2,
  1998 and $138.7  million at May 2, 1999.  Funded  debt  equals  long-term  debt,
  including  current  maturities,  less  restricted  investments,  which represent
  unspent  IRB  funds.  The  decrease  in funded  debt  from May 2, 1999  resulted
  primarily  from an  operating  cash  flow of $6.1  million,  offset  by  capital
  expenditures  of $2.4  million,  dividends  paid of $423,000 and  repurchases of
  common stock of $393,000.
  
  STOCK REPURCHASE
  
  In separate  authorizations  in June 1998 and March 1999, the Board of Directors
  authorized  the use of a total of $10.0  million  to  repurchase  the  company's
  common stock.  During fiscal 1999, the company  repurchased 938,600 shares at an
  average  price of $5.90 per share under these  authorizations.  During the first
  quarter of fiscal  2000,  the company  repurchased  46,000  shares at an average
  price of $8.55 per share.