content: --------------------------------------------------------------------------------
  
                                   UNITED STATES
                        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) May 12, 2004
  
                                     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 7 -- Exhibits
  
  Exhibit 99 - News Release dated May 12, 2004
  
  
  Item 12 - Results of Operations and Financial Condition
  
  On May 12, 2004, the Registrant issued a press release to disclose  management's
  estimates of its earnings for the fourth quarter of the Registrant's fiscal year
  that ended May 2, 2004.  The press release is attached  hereto as Exhibit 99 and
  is incorporated herein by reference.
  
  The press release contains management's estimate of earnings per share excluding
  a credit to  restructuring  reserves  to be  reported  in  mid-June,  which is a
  non-GAAP  performance measure that management believes provides investors with a
  more  accurate  picture  of the  results  of  the  Registrant's  operations  for
  comparative  purposes.  Management uses this  performance  measure to assess its
  progress toward internal  operating  goals.  Also,  earnings per share excluding
  restructuring  and related charges and credits is the  performance  measure used
  internally  by the  Registrant  to set  benchmarks  to determine the payment and
  levels of bonuses for senior management.
  
  Forward Looking Information
  
  This report contains statements that may be deemed "forward-looking  statements"
  within  the  meaning of the  federal  securities  laws,  including  the  Private
  Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
  1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
  statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
  forward-looking  statements  are  intended to speak only as of the date on which
  they  are  made.   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 but not always
  characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
  "plan" and "project" and their  derivatives,  and include but are not limited to
  statements about  expectations for the company's future  operations,  production
  levels, sales, expenses, profit margins, earnings or other performance measures.
  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.  In addition,  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.  Also,  economic  and
  political   instability  in  international  areas  could  affect  the  company's
  operations  or sources of goods in those  areas.  Other risk  factors that could
  have an impact on the company's  activities in China  include  uncertainties  in
  connection  with operating in a geographic  area and business  culture where the
  company does not have extensive experience, foreign language barriers, potential
  delays  caused by the distance  between the China  operations  and the company's
  traditional  geographic  base and similar  risks  associated  with  establishing
  business  operations  in a remote and  unfamiliar  location.  Other factors that
  could affect the matters discussed in forward-looking statements are included in
  the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
  Commission.
  
  <PAGE>
  Exhibit 99
                                    NEWS RELEASE
  
  
  Investor Contact:  Kathy J. Hardy         Media Contact:  Kenneth M. Ludwig
                     Corporate Secretary                    Senior Vice President,
                     336-888-6209                           Human Resources
                                                            336-889-5161
  
  
                  CULP ANNOUNCES PRELIMINARY FOURTH QUARTER RESULTS
  
  
  HIGH POINT,  NC (May 12, 2004) - Culp,  Inc.  (NYSE:CFI)  today  announced that,
  based on  preliminary  information  and estimates,  it expects  earnings for the
  fourth  fiscal  quarter  ended May 2, 2004, to be in the range of $0.27 to $0.30
  per diluted  share.  The results for the fourth  fiscal  quarter  will include a
  credit of  approximately  $0.03  per  diluted  share  related  to the  company's
  restructuring reserves.  Excluding this amount, the company expects earnings for
  the  quarter  to be  approximately  $0.24  to $0.27  per  diluted  share.  These
  projected results are lower than the company's previously announced  expectation
  of $0.31 to $0.35 per diluted share for the period.
  
  Commenting  on the  announcement,  Robert  G.  Culp,  III,  chairman  and  chief
  executive  officer of Culp, Inc., said, "Our preliminary  results for the fourth
  fiscal  quarter  primarily  reflect  weaker-than-expected  demand for upholstery
  fabrics.  The  slowdown  in orders in this  segment  is  attributed  to both the
  current  consumer  preference  for  leather  and  suede  furniture  and to  more
  competition from imported fabrics, mostly from Asia. While sales in our mattress
  ticking segment have continued to trend higher,  our consolidated  sales for the
  quarter were lower than anticipated.
  
  "Our  results  for fiscal 2004 will show  improvement  in our  mattress  ticking
  business as well as considerable  progress in strengthening  our balance sheet,"
  Culp continued. "Mattress ticking sales have continued to be a key driver of our
  profitability,  with sales up nearly 10.0% for the quarter and over 7.0% for the
  fiscal year. We expect the mattress ticking business will continue to contribute
  significantly to the company's  overall  profitability in fiscal 2005. And while
  the  furniture  industry  appears to be  stabilizing,  we  anticipate  continued
  competitive  pressure on demand for upholstery  fabrics.  We are focusing on our
  offshore sourcing initiatives, including our China operations, to increase sales
  of  upholstery  fabrics  produced  outside of the company's  U.S.  manufacturing
  plants.
  
  <PAGE>
  
  "Maintaining  a strong  financial  position  has been a top  priority for fiscal
  2004.  With the  prepayment  of $25 million in debt during the third  quarter of
  fiscal 2004, we have reduced our  long-term  debt by a total of $86 million over
  the past four years.  As such,  we have  considerably  strengthened  our balance
  sheet  and  have  greater   financial   flexibility   to  pursue  our  strategic
  initiatives,"  added Culp.
  
  The company  expects to announce  financial  results for the fourth  quarter and
  fiscal year ended May 2, 2004, on or about June 16, 2004.
  
  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.
  
  This release contains statements that may be deemed "forward-looking statements"
  within  the  meaning of the  federal  securities  laws,  including  the  Private
  Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
  1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
  statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
  forward-looking  statements  are  intended to speak only as of the date on which
  they  are  made.   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 but not always
  characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
  "plan" and "project" and their  derivatives,  and include but are not limited to
  statements about  expectations for the company's future  operations,  production
  levels, sales, expenses, profit margins, earnings or other performance measures.
  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.  In addition,  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.  Also,  economic  and
  political   instability  in  international  areas  could  affect  the  company's
  operations  or sources of goods in those  areas.  Other risk  factors that could
  have an impact on the company's  activities in China  include  uncertainties  in
  connection  with operating in a geographic  area and business  culture where the
  company does not have extensive experience, foreign language barriers, potential
  delays  caused by the distance  between the China  operations  and the company's
  traditional  geographic  base and similar  risks  associated  with  establishing
  business  operations  in a remote and  unfamiliar  location.  Other factors that
  could affect the matters discussed in forward-looking statements are included in
  the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
  Commission.
  
                                              -END-
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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": "04799995"}, "business-address": {"street1": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27260", "phone": "3368895161"}, "mail-address": {"street1": "P O BOX 2686", "street2": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27261"}}
text: --------------------------------------------------------------------------------
  
                                   UNITED STATES
                        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) May 12, 2004
  
                                     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 7 -- Exhibits
  
  Exhibit 99 - News Release dated May 12, 2004
  
  Item 12 - Results of Operations and Financial Condition
  
  On May 12, 2004, the Registrant issued a press release to disclose  management's
  estimates of its earnings for the fourth quarter of the Registrant's fiscal year
  that ended May 2, 2004.  The press release is attached  hereto as Exhibit 99 and
  is incorporated herein by reference.
  
  The press release contains management's estimate of earnings per share excluding
  a credit to  restructuring  reserves  to be  reported  in  mid-June,  which is a
  non-GAAP  performance measure that management believes provides investors with a
  more  accurate  picture  of the  results  of  the  Registrant's  operations  for
  comparative  purposes.  Management uses this  performance  measure to assess its
  progress toward internal  operating  goals.  Also,  earnings per share excluding
  restructuring  and related charges and credits is the  performance  measure used
  internally  by the  Registrant  to set  benchmarks  to determine the payment and
  levels of bonuses for senior management.
  
  Forward Looking Information
  
  This report contains statements that may be deemed "forward-looking  statements"
  within  the  meaning of the  federal  securities  laws,  including  the  Private
  Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
  1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
  statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
  forward-looking  statements  are  intended to speak only as of the date on which
  they  are  made.   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 but not always
  characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
  "plan" and "project" and their  derivatives,  and include but are not limited to
  statements about  expectations for the company's future  operations,  production
  levels, sales, expenses, profit margins, earnings or other performance measures.
  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.  In addition,  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.  Also,  economic  and
  political   instability  in  international  areas  could  affect  the  company's
  operations  or sources of goods in those  areas.  Other risk  factors that could
  have an impact on the company's  activities in China  include  uncertainties  in
  connection  with operating in a geographic  area and business  culture where the
  company does not have extensive experience, foreign language barriers, potential
  delays  caused by the distance  between the China  operations  and the company's
  traditional  geographic  base and similar  risks  associated  with  establishing
  business  operations  in a remote and  unfamiliar  location.  Other factors that
  could affect the matters discussed in forward-looking statements are included in
  the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
  Commission.
  Exhibit 99
                                    NEWS RELEASE
  
  Investor Contact:  Kathy J. Hardy         Media Contact:  Kenneth M. Ludwig
                     Corporate Secretary                    Senior Vice President,
                     336-888-6209                           Human Resources
                                                            336-889-5161
  
                  CULP ANNOUNCES PRELIMINARY FOURTH QUARTER RESULTS
  
  HIGH POINT,  NC (May 12, 2004) - Culp,  Inc.  (NYSE:CFI)  today  announced that,
  based on  preliminary  information  and estimates,  it expects  earnings for the
  fourth  fiscal  quarter  ended May 2, 2004, to be in the range of $0.27 to $0.30
  per diluted  share.  The results for the fourth  fiscal  quarter  will include a
  credit of  approximately  $0.03  per  diluted  share  related  to the  company's
  restructuring reserves.  Excluding this amount, the company expects earnings for
  the  quarter  to be  approximately  $0.24  to $0.27  per  diluted  share.  These
  projected results are lower than the company's previously announced  expectation
  of $0.31 to $0.35 per diluted share for the period.
  
  Commenting  on the  announcement,  Robert  G.  Culp,  III,  chairman  and  chief
  executive  officer of Culp, Inc., said, "Our preliminary  results for the fourth
  fiscal  quarter  primarily  reflect  weaker-than-expected  demand for upholstery
  fabrics.  The  slowdown  in orders in this  segment  is  attributed  to both the
  current  consumer  preference  for  leather  and  suede  furniture  and to  more
  competition from imported fabrics, mostly from Asia. While sales in our mattress
  ticking segment have continued to trend higher,  our consolidated  sales for the
  quarter were lower than anticipated.
  
  "Our  results  for fiscal 2004 will show  improvement  in our  mattress  ticking
  business as well as considerable  progress in strengthening  our balance sheet,"
  Culp continued. "Mattress ticking sales have continued to be a key driver of our
  profitability,  with sales up nearly 10.0% for the quarter and over 7.0% for the
  fiscal year. We expect the mattress ticking business will continue to contribute
  significantly to the company's  overall  profitability in fiscal 2005. And while
  the  furniture  industry  appears to be  stabilizing,  we  anticipate  continued
  competitive  pressure on demand for upholstery  fabrics.  We are focusing on our
  offshore sourcing initiatives, including our China operations, to increase sales
  of  upholstery  fabrics  produced  outside of the company's  U.S.  manufacturing
  plants.
  "Maintaining  a strong  financial  position  has been a top  priority for fiscal
  2004.  With the  prepayment  of $25 million in debt during the third  quarter of
  fiscal 2004, we have reduced our  long-term  debt by a total of $86 million over
  the past four years.  As such,  we have  considerably  strengthened  our balance
  sheet  and  have  greater   financial   flexibility   to  pursue  our  strategic
  initiatives,"  added Culp.
  
  The company  expects to announce  financial  results for the fourth  quarter and
  fiscal year ended May 2, 2004, on or about June 16, 2004.
  
  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.
  
  This release contains statements that may be deemed "forward-looking statements"
  within  the  meaning of the  federal  securities  laws,  including  the  Private
  Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
  1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
  statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
  forward-looking  statements  are  intended to speak only as of the date on which
  they  are  made.   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 but not always
  characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
  "plan" and "project" and their  derivatives,  and include but are not limited to
  statements about  expectations for the company's future  operations,  production
  levels, sales, expenses, profit margins, earnings or other performance measures.
  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.  In addition,  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.  Also,  economic  and
  political   instability  in  international  areas  could  affect  the  company's
  operations  or sources of goods in those  areas.  Other risk  factors that could
  have an impact on the company's  activities in China  include  uncertainties  in
  connection  with operating in a geographic  area and business  culture where the
  company does not have extensive experience, foreign language barriers, potential
  delays  caused by the distance  between the China  operations  and the company's
  traditional  geographic  base and similar  risks  associated  with  establishing
  business  operations  in a remote and  unfamiliar  location.  Other factors that
  could affect the matters discussed in forward-looking statements are included in
  the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
  Commission.
  
                                              -END-