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) June 2, 1999
  
                                     CULP, INC.
  
               (Exact name of registrant as specified in its charter)
  
  
          North Carolina                                      0-12781
  (State or other jurisdiction                          (Commission File No.)
    of incorporation)
  
                                     56-1001967
                          (IRS Employer 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 June 2, 1999, related to the fiscal 1999 fourth quarter ended
  May 2, 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  by   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:   June 2, 1999
  
  
  
  <PAGE>
  
  
  
  FOR IMMEDIATE RELEASE
  
  
                                           CULP REPORTS FISCAL 1999 EARNINGS
  
  
  HIGH POINT, N. C. (June 2, 1999) -- Culp, Inc.  (NYSE:CFI)  today reported sales
  and earnings for the fourth quarter and fiscal year ended May 2, 1999.
  
  Net sales for the quarter totaled $132.2 million  compared with $135.8 million a
  year ago.  Net  income  for the  quarter  was $2.9  million,  or $0.23 per share
  diluted,  compared with $4.2 million,  or $0.31 per share diluted, in the fourth
  quarter of fiscal 1998.
  
  For the year, net sales increased to $483.1 million compared with $476.7 million
  in fiscal  1998.  Net income for the year was $3.1  million,  or $0.24 per share
  diluted,  compared with $15.5  million,  or $1.19 per share  diluted,  in fiscal
  1998.
  
  "The  results  for  the  fourth  quarter  signal  a  solid  continuation  of the
  improvement  that  began  earlier  this year as a result  of our  organizational
  restructuring,"  said Robert G. Culp,  III, chief executive  officer.  "Although
  earnings for both the final period and full year were lower than a year ago, the
  quarterly  pattern  for  fiscal  1999  as a  whole  was  encouraging.  Strategic
  acquisitions  and a high level of  capital  expenditures  over the past  several
  years significantly upgraded and expanded our marketing resources. During fiscal
  1999 we took steps to  capitalize  on these  assets more  effectively.  Aided by
  managerial changes and a realignment of our operating units, we are successfully
  building stronger working relationships with existing customers. We believe this
  is a vital  focus  for Culp  because  of the  continuing  consolidation  that is
  occurring in the home  furnishings  industry.  At the same time, we are pursuing
  opportunities  internationally to broaden our sales base. Economic  difficulties
  in several  important  export  markets for our fabrics  adversely  affected  our
  results in fiscal 1999,  but we believe that the longer term  potential for Culp
  internationally remains positive."
  
  Commenting on the company's ongoing stock repurchase program,  Culp noted, "Over
  the past year, we have invested $5.5 million to repurchase the company's  common
  stock. We currently have  authorization from the Board of Directors to invest an
  additional  $4.5 million in this program.  We are pleased that Culp's  financial
  position is enabling us to execute this program and 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 Reports Fiscal 1999 Earnings
  Page 2
  June 2, 1999
  
  
  Culp concluded,  "Initial  indications are that the momentum from fiscal 1999 is
  carrying over into the current year. The traditional economic factors that drive
  demand for furniture and bedding, such as employment levels,  mortgage rates and
  consumer confidence,  appear favorable. We believe this outlook favors Culp, but
  recognize  that our  ability to  maintain  the  improvement  in our  bottom-line
  performance  depends on the day-to-day  delivery of  consistently  high customer
  service."
  
  Culp is the world's largest  manufacturer and marketer of upholstery fabrics for
  furniture  and is a leading  producer  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
  <TABLE>
  <CAPTION>
  
                                               Three Months Ended                           Fiscal Year Ended
                                          --------------------------------         ---------------------------------
                                            May 2, 1999       May 3, 1998           May 2, 1999         May 3, 1998
                                          --------------    --------------         -------------       -------------
  <S>                                  <C>                 <C>                   <C>                 <C>
  Net sales                            $    132,165,000    $   135,834,000       $   483,084,000     $   476,715,000
  Net income                                  2,896,000          4,156,000             3,102,000          15,513,000
  Net income per share
     Basic                             $           0.23    $          0.32       $          0.24     $          1.22
     Diluted                           $           0.23    $          0.31       $          0.24     $          1.19
  Average shares outstanding
     Basic                                   12,645,000         12,993,000            12,909,000          12,744,000
     Diluted                                 12,742,000         13,284,000            13,064,000          13,042,000
  </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 by  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
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
                  (Amounts in Thousands, Except for Per Share Data)
  
                           THREE MONTHS ENDED (UNAUDITED)
   -------------------------------------------------------------------------------
  <TABLE>
  <CAPTION>
  
                                                          Amounts                                          Percent of Sales
                                               -------------------------------                       -----------------------------
                                                May 2, 1999      May 3, 1998    % Over (Under)             1999           1998
                                               --------------  ---------------  -------------        --------------  -------------
  <S>                                       <C>                       <C>            <C>                  <C>             <C>
  Net sales                                 $        132,165          135,834        (2.7) %              100.0 %         100.0 %
  Cost of sales                                      109,324          112,644        (2.9) %               82.7 %          82.9 %
                                               --------------  ---------------  -------------        --------------  -------------
           Gross profit                               22,841           23,190        (1.5) %               17.3 %          17.1 %
  
  Selling, general and
    administrative expenses                           15,921           15,277         4.2  %               12.0 %          11.2 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income from operations                      6,920            7,913       (12.5) %                5.2 %           5.8 %
  
  Interest expense                                     2,482            1,837        35.1  %                1.9 %           1.4 %
  Interest income                                       (113)             (69)       63.8  %               (0.1)%          (0.1)%
  Other expense (income), net                            546              753       (27.5) %                0.4 %           0.6 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income before income taxes                  4,005            5,392       (25.7) %                3.0 %           4.0 %
  
  Income taxes  *                                      1,109            1,236       (10.3) %               27.7 %          22.9 %
                                               --------------  ---------------  -------------        --------------  -------------
  
           Net income                       $          2,896            4,156       (30.3) %                2.2 %           3.1 %
                                               ==============  ===============  =============        ==============  =============
  
  Net income per share                                 $0.23            $0.32       (28.1) %
  Net income per share, assuming dilution              $0.23            $0.31       (25.8) %
  Dividends per share                                 $0.035           $0.035         0.0  %
  Average shares outstanding                          12,645           12,993        (2.7) %
  Average shares outstanding, assuming dilution       12,742           13,284        (4.1) %
  
  
  
                                                                             TWELVE MONTHS ENDED
                                               ---------------------------------------------------------------------------------
  
                                                          Amounts                                          Percent of Sales
                                               -------------------------------                       -----------------------------
                                                May 2, 1999      May 3, 1998    % Over (Under)             1999           1998
                                               --------------  ---------------  -------------        --------------  -------------
  Net sales                                 $        483,084          476,715          1.3 %              100.0 %         100.0 %
  Cost of sales                                      406,976          393,154          3.5 %               84.2 %          82.5 %
                                               --------------  ---------------  -------------        --------------  -------------
           Gross profit                               76,108           83,561         (8.9)%               15.8 %          17.5 %
  
  Selling, general and
    administrative expenses                           59,968           52,987         13.2 %               12.4 %          11.1 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income from operations                     16,140           30,574        (47.2)%                3.3 %           6.4 %
  
  Interest expense                                     9,615            7,117         35.1 %                2.0 %           1.5 %
  Interest income                                       (195)            (304)       (35.9)%               (0.0)%          (0.1)%
  Other expense (income), net                          2,412            1,912         26.2 %                0.5 %           0.4 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income before income taxes                  4,308           21,849        (80.3)%                0.9 %           4.6 %
  
  Income taxes  *                                      1,206            6,336        (81.0)%               28.0 %          29.0 %
                                               --------------  ---------------  -------------        --------------  -------------
           Net income                       $          3,102           15,513        (80.0)%                0.6 %           3.3 %
                                               ==============  ===============  =============        ==============  =============
  
  Net income per share                                 $0.24            $1.22        (80.3)%
  Net income per share, assuming dilution              $0.24            $1.19        (79.8)%
  Dividends per share                                  $0.14            $0.14          0.0 %
  Average shares outstanding                          12,909           12,744          1.3 %
  Average shares outstanding, assuming dilution       13,064           13,042          0.2 %
  
  </TABLE>
  
  
  * Percent of sales column is calculated as a % of income before income taxes.
  
  <PAGE>
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                             CONSOLIDATED BALANCE SHEETS
                             MAY 2, 1999 AND MAY 3, 1998
  
                               (Amounts in Thousands)
  
  <TABLE>
  <CAPTION>
                                                                     Amounts                          Increase (Decrease)
                                                        ----------------------------------
                                                           May 2,           May 3,         ---------------------------------
                                                             1999             1998           Dollars          Percent
                                                        ---------------  ---------------  ---------------     -------------
  
  Current assets
  <S>                                                 <C>                      <C>            <C>            <C>
         Cash and cash investments                    $            509            2,312          (1,803)        (78.0) %
         Accounts receivable                                    70,503           73,773          (3,270)         (4.4) %
         Inventories                                            67,070           78,594         (11,524)        (14.7) %
         Other current assets                                    9,633            7,808           1,825          23.4  %
                                                        ---------------  ---------------  ---------------     -------------
                    Total current assets                       147,715          162,487         (14,772)         (9.1) %
  
  Restricted investments                                         3,340            4,021            (681)        (16.9) %
  Property, plant & equipment, net                             123,310          128,805          (5,495)         (4.3) %
  Goodwill                                                      51,269           55,162          (3,893)         (7.1) %
  Other assets                                                   4,978            4,340             638          14.7  %
                                                        ---------------  ---------------  ---------------     -------------
  
                    Total assets                      $        330,612          354,815         (24,203)         (6.8) %
                                                        ===============  ===============  ===============     =============
  
  
  
  Current liabilities
         Current maturities of long-term debt         $          1,678            3,325          (1,647)        (49.5) %
         Accounts payable                                       25,687           37,214         (11,527)        (31.0) %
         Accrued expenses                                       21,026           17,936           3,090          17.2  %
         Income taxes payable                                        0            1,282          (1,282)       (100.0) %
                                                        ---------------  ---------------  ---------------     -------------
                    Total current liabilities                   48,391           59,757         (11,366)        (19.0) %
  
  Long-term debt                                               140,312          152,312         (12,000)         (7.9) %
  
  Deferred income taxes                                         14,583           11,227           3,356          29.9  %
                                                        ---------------  ---------------  ---------------     -------------
                    Total liabilities                          203,286          223,296         (20,010)         (9.0) %
  
  Shareholders' equity                                         127,326          131,519          (4,193)         (3.2) %
                                                        ---------------  ---------------  ---------------     -------------
                     Total liabilities and
                    shareholders' equity              $        330,612          354,815         (24,203)         (6.8) %
                                                        ===============  ===============  ===============     =============
  
  Shares  outstanding                                           12,079           13,007            (928)         (7.1) %
                                                        ===============  ===============  ===============     =============
  
  </TABLE>
  
  
  <PAGE>
                                CULP, INC. FINANCIAL
                                 INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
                               (Amounts in Thousands)
  
  <TABLE>
  <CAPTION>
                                                                                    TWELVE MONTHS ENDED
                                                                             ----------------------------------
  
                                                                                         Amounts
                                                                             --------------------------------
                                                                               May 2, 1999       May 3, 1998
                                                                             ---------------  ---------------
  Cash flows from operating activities:
  <S>                                                                   <C>                         <C>
       Net income                                                       $              3,102           15,513
       Adjustments to reconcile net income to net
          cash provided by operating activities:
              Depreciation                                                            18,549           14,808
              Amortization of intangible assets                                        1,570            1,371
              Provision for deferred income taxes                                      1,064            1,416
              Changes in assets and liabilities, net of effects of
                  businesses acquired:
                  Accounts receivable                                                  3,133          (13,207)
                  Inventories                                                         12,124          (17,684)
                  Other current assets                                                   522             (660)
                  Other assets                                                          (106)            (380)
                  Accounts payable                                                    (8,893)           6,477
                  Accrued expenses                                                     2,736            1,506
                  Income taxes payable                                                (1,282)            (298)
                                                                              ---------------  ---------------
                      Net cash provided by operating activities                       32,519            8,862
                                                                              ---------------  ---------------
  Cash flows from investing activities:
       Capital expenditures                                                          (10,689)         (35,879)
       Purchases of restricted investments                                              (119)          (8,770)
       Purchase of investments to fund deferred compensation liability                  (735)            (581)
       Sale of restricted investments                                                    800           15,767
       Payments for businesses acquired                                                    0          (42,966)
                                                                              ---------------  ---------------
                      Net cash used in investing activities                          (10,743)         (72,429)
                                                                              ---------------  ---------------
  Cash flows from financing activities:
       Proceeds from issuance of long-term debt                                        2,637           86,246
       Principal payments on long-term debt                                          (16,284)         (17,100)
       Change in accounts payable-capital expenditures                                (2,637)          (2,873)
       Dividends paid                                                                 (1,788)          (1,786)
       Payments to acquire common stock                                               (5,542)               0
       Proceeds from common stock issued                                                  35              562
                                                                              ---------------  ---------------
                      Net cash provided by (used in) financing activities            (23,579)          65,049
                                                                              ---------------  ---------------
  
  Increase (decrease) in cash and cash investments                                    (1,803)           1,482
  
  Cash and cash investments at beginning of period                                     2,312              830
                                                                              ---------------  ---------------
  
  Cash and cash investments at end of period                             $               509            2,312
                                                                              ===============  ===============
  </TABLE>
  
  <PAGE>
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                     MAY 2, 1999
  <TABLE>
  <CAPTION>
  
  
                                             FISCAL 98                            FISCAL 99
                                           -------------   ---------------------------------------------------------   ---------------
                                                Q4              Q1             Q2            Q3            Q4               LTM
                                           -------------   ---------------------------------------------------------   ---------------
  
  INVENTORIES
  <S>                                        <C>              <C>            <C>           <C>           <C>
          Inventory turns                           5.9              4.9            5.7           5.2           6.4
  
  RECEIVABLES
          Days sales in receivables                  49               48             52            47            49
          Percent current & less than 30
            days past due                         96.6%            93.8%          94.9%         94.1%         96.1%
  
  WORKING CAPITAL
          Current ratio                             2.7              3.1            3.0           3.1           3.1
          Working capital turnover (4)              4.7              4.5            4.4           4.4           4.3
          Operating working capital (4)        $115,153         $111,481       $112,750      $106,492      $111,886
  
  PROPERTY, PLANT & EQUIPMENT
          Depreciation rate                        7.4%             7.7%           8.4%          7.9%          8.1%
          Percent property,plant &
           equipment are depreciated              42.6%            43.8%          45.0%         46.1%         47.6%
          Capital expenditures                  $35,879 (1)       $2,858         $3,585        $2,057        $2,189
  
  PROFITABILITY
          Return on average total capital          7.7%           (1.6%)           4.2%          4.5%          6.8%              3.4%
          Return on average equity                13.1%           (8.1%)           4.1%          4.7%          9.0%              2.4%
          Net income (loss) per share             $0.32          ($0.20)          $0.10         $0.12         $0.23             $0.24
          Net income (loss) per share (diluted)   $0.31          ($0.20)          $0.10         $0.12         $0.23             $0.24
  
  LEVERAGE (3)
          Total liabilities/equity               169.8%           167.2%         164.9%        150.7%        159.7%
          Funded debt/equity                     115.3%           119.7%         115.0%        106.3%        108.9%
          Funded debt/capital employed            53.5%            54.5%          53.5%         51.5%         52.1%
          Funded debt                          $151,616         $153,559       $148,479      $138,472      $138,650
          Funded debt/EBITDA (LTM) (6)             3.21             3.75           3.95          3.91          4.02
          EBITDA/Interest expense, net (LTM)        6.6              4.9            4.2           3.9           3.6
  
  OTHER
          Book value per share                   $10.11            $9.87          $9.94        $10.02        $10.54
          Employees at quarter end                4,334            4,230          4,014         3,949         3,973
          Sales per employee (annualized)      $134,000         $103,000       $124,000      $113,000      $133,000
          Capital employed (3)                 $283,135         $281,831       $277,603      $268,680      $265,976
          Effective income tax rate               22.9%            33.0%          33.0%         32.9%         27.7%
          EBITDA (2)                            $11,796           $3,142         $9,649        $9,522       $11,534           $33,847
          EBITDA/net sales                         8.7%             2.8%           7.5%          8.5%          8.7%              7.0%
  
    (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 PRODUCT CATEGORY/BUSINESS UNIT
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
  <TABLE>
  <CAPTION>
  
                               (Amounts in thousands)
  
                                                              THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
  Product Category/Business Unit         May 2, 1999  May 3, 1998    % Over (Under)       1999            1998
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  Upholstery Fabrics
  <S>                                 <C>                 <C>           <C>             <C>             <C>
      Culp Decorative Fabrics         $       60,520        60,155         0.6 %          45.8 %          44.3 %
      Culp Velvets/Prints                     40,402        45,044       (10.3)%          30.6 %          33.2 %
                                         ------------  ------------   ---------------  -------------   ------------
                                             100,922       105,199        (4.1)%          76.4 %          77.4 %
  
  Mattress Ticking
      Culp Home Fashions                      26,781        23,520        13.9 %          20.3 %          17.3 %
  
  Yarn
     Culp Yarn                                 4,462         7,115       (37.3)%           3.4 %           5.2 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      132,165       135,834        (2.7) %        100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  
  
                                                                    TWELVE MONTHS ENDED
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
  Product Category/Business Unit          May 2, 1999    May 3, 1998   % Over (Under)      1999            1998
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  Upholstery Fabrics
      Culp Decorative Fabrics         $      222,058       210,165         5.7 %          46.0 %          44.1 %
      Culp Velvets/Prints                    144,073       171,389       (15.9)%          29.8 %          36.0 %
                                         ------------  ------------   ---------------  -------------   ------------
                                             366,131       381,554        (4.0)%          75.8 %          80.0 %
  
  Mattress Ticking
      Culp Home Fashions                      95,440        87,285         9.3 %          19.8 %          18.3 %
  
  Yarn
     Culp Yarn                                21,513         7,876       173.1 %           4.5 %           1.7 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      483,084       476,715         1.3 %         100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  </TABLE>
  
  
  * U.S. sales were $102,796 and $97,383 for the fourth quarter of fiscal 1999 and
  fiscal 1998,  respectively;  and $369,730 and $339,492 for the twelve  months of
  fiscal 1999 and fiscal 1998, respectively. The percentage increase in U.S. sales
  was 5.6% for the fourth quarter and an increase of 8.9% for the twelve months.
  <PAGE>
  
                    CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
  <TABLE>
  <CAPTION>
  
                               (Amounts in thousands)
  
                                                                 THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
           Geographic Area                 May 2, 1999      May 3, 1998   % Over (Under)      1999             1998
  ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  <S>                               <C>                     <C>            <C>               <C>              <C>
  North America (Excluding USA)     $             8,067           8,459      (4.6) %           27.5 %           22.0 %
  Europe                                          4,791           7,964     (39.8) %           16.3 %           20.7 %
  Middle East                                     8,925          10,960     (18.6) %           30.4 %           28.5 %
  Far East & Asia                                 6,075           8,542     (28.9) %           20.7 %           22.2 %
  South America                                     691           1,687     (59.0) %            2.4 %            4.4 %
  All other areas                                   820             839      (2.3) %            2.8 %            2.2 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $            29,369          38,451     (23.6) %          100.0 %          100.0 %
                                         ===============  ==============  ==============   =============     ============
  
  
                                                                       TWELVE MONTHS ENDED
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
           Geographic Area                  May 2, 1999      May 3, 1998   % Over (Under)        1999             1998
   ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  North America (Excluding USA)     $            31,102          31,160      (0.2) %           27.4 %           22.7 %
  Europe                                         19,578          30,775     (36.4) %           17.3 %           22.4 %
  Middle East                                    33,996          34,412      (1.2) %           30.0 %           25.1 %
  Far East & Asia                                21,371          32,344     (33.9) %           18.9 %           23.6 %
  South America                                   3,484           5,158     (32.5) %            3.1 %            3.8 %
  All other areas                                 3,823           3,374      13.3  %            3.4 %            2.5 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $           113,354         137,223     (17.4) %          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 fourth quarter  represented 22.2% and 28.3%
  for 1999 and 1998, respectively.
  
  <PAGE>
  
                                     Culp, Inc.
                       SALES BY BUSINESS UNIT - TREND ANALYSIS
                                1997 vs 1998 vs 1999
  
                               (Amounts in thousands)
  
  <TABLE>
  <CAPTION>
                                              Fiscal 1997                                     Fiscal 1998
                             ----------------------------------------------  ----------------------------------------------
  Product Category/Business     Q1       Q2        Q3       Q4     TOTAL        Q1       Q2       Q3       Q4      TOTAL
            Units
  ---------------------------
  Upholstery Fabrics
  <S>                         <C>       <C>      <C>      <C>     <C>          <C>     <C>      <C>      <C>      <C>
      Culp Decorative Fabrics  38,966    45,723   39,342   43,699  167,730      39,814  56,781   53,415   60,155   210,165
      Culp Velvets/Prints      34,867    40,233   40,387   40,980  156,467      38,397  43,928   44,020   45,044   171,389
                             ----------------------------------------------  ----------------------------------------------
                               73,833    85,956   79,729   84,679  324,197      78,211 100,709   97,435  105,199   381,554
  
  Mattress Ticking
      Culp Home Fashions       16,696    19,248   17,739   20,999   74,682      21,287  22,217   20,261   23,520    87,285
  
  Yarn
      Culp Yarn
                                    -         -        -        -        -           -       -      761    7,115     7,876
                             ----------------------------------------------  ----------------------------------------------
  
                               90,529   105,204   97,468  105,678  398,879      99,498 122,926  118,457  135,834   476,715
                             ==============================================  ==============================================
  
  
                     Percent increase(decrease) from prior year:
  Product Category/Business Units
  --------------------------------------------------------------------------------------------------------------------------
  
  Upholstery Fabrics
      Culp Decorative Fabrics     18.3      12.4      0.2     (4.4)     5.8         2.2    24.2     35.8     37.7      25.3
      Culp Velvets/Prints         48.2      25.4     26.9      7.1     24.5        10.1     9.2      9.0      9.9       9.5
                             ----------------------------------------------  ----------------------------------------------
                                  30.8      18.1     12.2      0.8     14.0         5.9    17.2     22.2     24.2      17.7
  
  Mattress Ticking
      Culp Home Fashions           5.1       7.4     15.3     15.5     10.8        27.5    15.4     14.2     12.0      16.9
  
  Yarn
      Culp Yarn
                                     -         -        -        -        -           -       -    100.0    100.0     100.0
                             ----------------------------------------------  ----------------------------------------------
  
                                  25.1      16.0     12.7      3.4     13.4         9.9    16.8     21.5     28.5      19.5
                             ==============================================  ==============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions) 25.1      16.0     12.7      3.4     13.4         9.9     6.6      9.2     11.6       9.3
  External                           -         -        -        -        -           -    10.2     12.3     16.9      10.2
                             ----------------------------------------------  ----------------------------------------------
  
                                  25.1      16.0     12.7      3.4     13.4         9.9    16.8     21.5     28.5      19.5
                             ==============================================  ==============================================
  
  </TABLE>
  
  <PAGE>
  
  
                                    Culp, Inc.
                       SALES BY BUSINESS UNIT - TREND ANALYSIS
                                1997 vs 1998 vs 1999
  
                               (Amounts in thousands)
  <TABLE>
  <CAPTION>
  
                                                Fiscal 1999
                               -----------------------------------------------
  Product Category/Business       Q1        Q2        Q3        Q4     TOTAL
            Units
  ---------------------------
  Upholstery Fabrics
  <S>                            <C>       <C>       <C>      <C>     <C>
      Culp Decorative Fabrics     51,445    59,573    50,520   60,520 222,058
      Culp Velvets/Prints         29,994    38,728    34,949   40,402 144,073
                               -----------------------------------------------
                                  81,439    98,301    85,469  100,922 366,131
  
  Mattress Ticking
      Culp Home Fashions          22,632    23,491    22,536   26,781  95,440
  
  Yarn
      Culp Yarn                    6,596     6,367     4,088    4,462  21,513
                               -----------------------------------------------
  
                                 110,667   128,159   112,093  132,165 483,084
                               ===============================================
  
  
                     Percent increase(decrease) from prior year:
  Product Category/Business Units
  ---------------------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics       29.2       4.9      (5.4)     0.6     5.7
      Culp Velvets/Prints          (21.9)    (11.8)    (20.6)   (10.3)  (15.9)
                               -----------------------------------------------
                                     4.1      (2.4)    (12.3)    (4.1)   (4.0)
  
  Mattress Ticking
      Culp Home Fashions             6.3       5.7      11.2     13.9     9.3
  
  Yarn
      Culp Yarn                    100.0     100.0     437.2    (37.3)  173.1
                               -----------------------------------------------
  
                                    11.2       4.3     (5.4)     (2.7)    1.3
                               ===============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions)   (4.6)     (0.9)     (8.5)    (2.7)   (4.1)
  External                          15.8       5.2       3.1        -     5.4
                               ===============================================
                                    11.2       4.3      (5.4)    (2.7)    1.3
                               ===============================================
  
  </TABLE>
  
  <PAGE>
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  
  INCOME STATEMENT COMMENTS
  
  GENERAL - For the fourth quarter, net sales decreased 2.7% to $132.2 million and
  net income decreased 30.3% to $2.9 million,  or $0.23 per share diluted,  versus
  the  year-earlier  period.  For the year ended May 2, 1999, net sales  increased
  1.3% compared with fiscal 1998 to $483.1 million, and net income decreased 80.0%
  to $3.1 million, or $0.24 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 the upholstery fabrics and mattress ticking industry.  Through its
       extensive manufacturing  capabilities,  the company competes in every major
       category of the industry 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 8% of net sales
       during fiscal 1999;
  
       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 now consolidated in a single facility that
       provides advanced CAD systems and promotes a sharing of innovative  designs
       among the business units;
  
       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 business units.
  
       NET SALES -  Compared  with the fourth  quarter  of last  year,  upholstery
       fabric sales  decreased  4.1% to $100.9  million;  mattress  ticking  sales
       increased 13.9% to $26.8 million;  and yarn sales  contributed $4.5 million
       for the quarter (See Sales by Business Unit schedule on Page 5 and Sales by
       Business Unit - Trend  Analysis on Page 7).  International  sales were down
       23.6% for the quarter.  For fiscal 1999,  upholstery fabric sales decreased
       4.0% to $366.1  million;  mattress  ticking sales  increased  9.3% to $95.4
       million; and yarn sales contributed $21.5 million.
  
       The  decline in sales of  upholstery  fabrics  for the fourth  quarter  and
       fiscal year was due principally to a pronounced  slowdown in  international
       sales of wet print and  heat-transfer  printed flock  fabrics.  This trend,
       which the company believes also affected other  manufacturers of upholstery
       fabrics,  became  apparent  after the close of  fiscal  1998 and  persisted
       throughout  fiscal 1999. A large  percentage of the company's sales of this
       product line were being shipped  directly or indirectly to customers in the
       emerging  consumer  markets of Russia,  other former  Soviet  countries and
       Eastern  Europe.  All of these areas have  encountered  very weak  economic
       conditions  which,  in turn,  have affected  demand for furniture and other
       home furnishings.  During fiscal 1999, the company significantly  curtailed
       production  schedules for these fabrics and has shifted its marketing focus
       for this product  category to  geographic  areas where demand  appears more
       favorable.  The  company  has  also  introduced  a line of  printed  cotton
       upholstery fabrics utilizing some of the same manufacturing  assets used to
       produce wet print and heat-transfer  printed flock fabrics.  The company is
       seeking  to  build a  diversified  global  base of  customers  to  minimize
       exposure to economic uncertainties in any geographic area.
  
  <PAGE>
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  
  
  The increased sales by Culp Home Fashions  (primarily  mattress  ticking) during
  the fourth  quarter  and fiscal 1999 marked a  continuation  of the  longer-term
  expansion  that this  business unit has  experienced.  Culp's growth in mattress
  ticking  has  been  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  declined 1.5% for the fourth  quarter versus a year
  ago, but increased as a percentage of net sales from 17.1% to 17.3%. The decline
  was due principally to lower sales volume at the Culp Velvets/Prints unit, which
  experienced a sharp decline in international  sales during fiscal 1999. Although
  this business unit has taken substantial steps to reduce operating expenses,  it
  continued to be affected by excess  manufacturing  capacity and lower absorption
  of fixed costs during the fourth quarter. Gross profit for fiscal 1999 decreased
  8.9% to $76.1 million.
  
  To help offset the pressure on gross margins, the company instituted a number of
  actions during fiscal 1999. A major change involved a reorganization from six to
  four  business  units during the first  quarter.  This new  corporate  alignment
  grouped  related  operations  together and was accompanied by several changes in
  managerial positions. Subsequent steps to improve profitability that are related
  to this  realignment  have included a significant  reduction in the capacity for
  manufacturing   printed  flock   fabrics,   comprehensive   programs  to  reduce
  inventories  and an  intense  effort  to  reduce  operating  expenses  and raise
  productivity.
  
  
  S,G&A  EXPENSES - S,G&A  expenses for the fourth quarter rose as a percentage of
  sales to 12.0% from  11.2% for the same  period of last year.  The  increase  is
  principally  related  to higher  marketing  costs  for new  fabric  designs  and
  severance  agreements  related to termination of an  international  sales agent,
  partially offset by lower accruals for incentive-based compensation plans.
  
  
  INTEREST EXPENSE - Interest  expense  increased 35.1% for the fourth quarter due
  to lower capitalized interest related to capital expenditures.  Interest expense
  also  increased  35.1%  for the  fiscal  year due to higher  average  borrowings
  outstanding.  The increased  borrowings related  principally to the acquisitions
  during 1998 of Phillips Mills and Artee Industries and the relatively high level
  of capital expenditures in fiscal 1998.
  
  OTHER EXPENSE  (INCOME),  NET - Other expense  (income)  increased 26.2% to $2.4
  million for fiscal 1999 due primarily to the incremental  goodwill  amortization
  related to acquired operations and loss on disposal of fixed assets.
  
  INCOME TAXES - The effective  tax rate for the quarter was 27.7%,  compared with
  22.9% for the same  quarter  of last  year.  The  unusually  low tax rate in the
  fourth  quarter of fiscal 1998  resulted  from higher than expected tax benefits
  related to the company's foreign sales corporation. The tax rate for fiscal 1999
  was 28.0% compared with 29.0% for fiscal 1998.
  
  EBITDA - Due  principally to the decrease in net income for fiscal 1999,  EBITDA
  for the fourth  quarter  decreased  2.2% to $11.5 million from the  year-earlier
  period and  represented  8.7% of net sales,  which was comparable  with the same
  period of last year. EBITDA for fiscal 1999 decreased 24.5% to $33.8 million and
  represented 7.0% of net sales compared with 9.4% of net sales for fiscal 1998.
  
  
  <PAGE>
  
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  
  
  
  
  BALANCE SHEET COMMENTS
  
  WORKING CAPITAL - Accounts  receivable as of May 2, 1999 decreased 4.4% from the
  year-earlier  level,  due principally to the decrease in net sales in the fourth
  quarter.  Days sales outstanding  represented 49 days at May 2, 1999,  unchanged
  from a year  ago.  Additionally,  the  aging of  accounts  receivable  was 96.1%
  current and less than 30 days past due versus 96.6% at May 3, 1998.  Inventories
  at the close of fiscal 1999  decreased  $11.5 million or 14.7% from May 3, 1998.
  Inventory  turns for the  fourth  quarter  were 6.4  versus  5.9 for the  fourth
  quarter of fiscal 1998.  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)  decreased to $111.9  million at May 2, 1999, for the reasons
  mentioned above, from $115.2 million at May 3, 1998.
  
  PROPERTY, PLANT AND EQUIPMENT - For fiscal 1999, the company reduced its capital
  spending to $10.7  million as compared  with $35.9 million spent in fiscal 1998.
  During fiscal 1999,  Culp focused on improving  the results of the  considerable
  investments  made during fiscal 1997 and fiscal 1998.  The two largest  projects
  completed  during  fiscal 1999 were an  additional  expansion  of  polypropylene
  extrusion  capacity and facility  expansion in the Culp Home  Fashions  business
  unit.  Depreciation  expense for fiscal 1999  increased to $18.5 million  versus
  $14.8  million  for  fiscal  1998.  Depreciation  for fiscal  2000 is  currently
  estimated to be approximately $20 million.
  
  LONG-TERM DEBT - The company's funded  debt-to-capital ratio was 52.1% at May 2,
  1999,  down from 53.5% at May 3, 1998.  Funded debt was $138.7 million at May 2,
  1999,  down from $151.6  million at May 3, 1998.  (Funded debt equals  long-term
  debt, including current maturities, less restricted investments, which represent
  unspent  IRB  funds.)  The  decrease  in funded  debt from May 3, 1998  resulted
  primarily  from an  operating  cash flow of $32.5  million,  offset  by  capital
  expenditures of $10.7 million, a decrease in accounts payable related to capital
  expenditures of $2.6 million and repurchase of common stock of $5.5 million.
  
  
  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 a total of 938,600
  shares at an average price of $5.90 per share under these authorizations.
  
  
  
  <PAGE>
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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) June 2, 1999
  
                                     CULP, INC.
  
               (Exact name of registrant as specified in its charter)
  
          North Carolina                                      0-12781
  (State or other jurisdiction                          (Commission File No.)
    of incorporation)
  
                                     56-1001967
                          (IRS Employer 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 June 2, 1999, related to the fiscal 1999 fourth quarter ended
  May 2, 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  by   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:   June 2, 1999
  FOR IMMEDIATE RELEASE
  
                                           CULP REPORTS FISCAL 1999 EARNINGS
  
  HIGH POINT, N. C. (June 2, 1999) -- Culp, Inc.  (NYSE:CFI)  today reported sales
  and earnings for the fourth quarter and fiscal year ended May 2, 1999.
  
  Net sales for the quarter totaled $132.2 million  compared with $135.8 million a
  year ago.  Net  income  for the  quarter  was $2.9  million,  or $0.23 per share
  diluted,  compared with $4.2 million,  or $0.31 per share diluted, in the fourth
  quarter of fiscal 1998.
  
  For the year, net sales increased to $483.1 million compared with $476.7 million
  in fiscal  1998.  Net income for the year was $3.1  million,  or $0.24 per share
  diluted,  compared with $15.5  million,  or $1.19 per share  diluted,  in fiscal
  1998.
  
  "The  results  for  the  fourth  quarter  signal  a  solid  continuation  of the
  improvement  that  began  earlier  this year as a result  of our  organizational
  restructuring,"  said Robert G. Culp,  III, chief executive  officer.  "Although
  earnings for both the final period and full year were lower than a year ago, the
  quarterly  pattern  for  fiscal  1999  as a  whole  was  encouraging.  Strategic
  acquisitions  and a high level of  capital  expenditures  over the past  several
  years significantly upgraded and expanded our marketing resources. During fiscal
  1999 we took steps to  capitalize  on these  assets more  effectively.  Aided by
  managerial changes and a realignment of our operating units, we are successfully
  building stronger working relationships with existing customers. We believe this
  is a vital  focus  for Culp  because  of the  continuing  consolidation  that is
  occurring in the home  furnishings  industry.  At the same time, we are pursuing
  opportunities  internationally to broaden our sales base. Economic  difficulties
  in several  important  export  markets for our fabrics  adversely  affected  our
  results in fiscal 1999,  but we believe that the longer term  potential for Culp
  internationally remains positive."
  
  Commenting on the company's ongoing stock repurchase program,  Culp noted, "Over
  the past year, we have invested $5.5 million to repurchase the company's  common
  stock. We currently have  authorization from the Board of Directors to invest an
  additional  $4.5 million in this program.  We are pleased that Culp's  financial
  position is enabling us to execute this program and believe that the  repurchase
  of our shares at attractive market levels will prove to be a sound investment of
  the company's capital."
  Culp Reports Fiscal 1999 Earnings
  Page 2
  June 2, 1999
  
  Culp concluded,  "Initial  indications are that the momentum from fiscal 1999 is
  carrying over into the current year. The traditional economic factors that drive
  demand for furniture and bedding, such as employment levels,  mortgage rates and
  consumer confidence,  appear favorable. We believe this outlook favors Culp, but
  recognize  that our  ability to  maintain  the  improvement  in our  bottom-line
  performance  depends on the day-to-day  delivery of  consistently  high customer
  service."
  
  Culp is the world's largest  manufacturer and marketer of upholstery fabrics for
  furniture  and is a leading  producer  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
  Three Months Ended                           Fiscal Year Ended
                                          --------------------------------         ---------------------------------
                                            May 2, 1999       May 3, 1998           May 2, 1999         May 3, 1998
                                          --------------    --------------         -------------       -------------
  Net sales                            $    132,165,000    $   135,834,000       $   483,084,000     $   476,715,000
  Net income                                  2,896,000          4,156,000             3,102,000          15,513,000
  Net income per share
     Basic                             $           0.23    $          0.32       $          0.24     $          1.22
     Diluted                           $           0.23    $          0.31       $          0.24     $          1.19
  Average shares outstanding
     Basic                                   12,645,000         12,993,000            12,909,000          12,744,000
     Diluted                                 12,742,000         13,284,000            13,064,000          13,042,000
  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 by  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
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
                  (Amounts in Thousands, Except for Per Share Data)
  
                           THREE MONTHS ENDED (UNAUDITED)
   -------------------------------------------------------------------------------
  Amounts                                          Percent of Sales
                                               -------------------------------                       -----------------------------
                                                May 2, 1999      May 3, 1998    % Over (Under)             1999           1998
                                               --------------  ---------------  -------------        --------------  -------------
  Net sales                                 $        132,165          135,834        (2.7) %              100.0 %         100.0 %
  Cost of sales                                      109,324          112,644        (2.9) %               82.7 %          82.9 %
                                               --------------  ---------------  -------------        --------------  -------------
           Gross profit                               22,841           23,190        (1.5) %               17.3 %          17.1 %
  
  Selling, general and
    administrative expenses                           15,921           15,277         4.2  %               12.0 %          11.2 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income from operations                      6,920            7,913       (12.5) %                5.2 %           5.8 %
  
  Interest expense                                     2,482            1,837        35.1  %                1.9 %           1.4 %
  Interest income                                       (113)             (69)       63.8  %               (0.1)%          (0.1)%
  Other expense (income), net                            546              753       (27.5) %                0.4 %           0.6 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income before income taxes                  4,005            5,392       (25.7) %                3.0 %           4.0 %
  
  Income taxes  *                                      1,109            1,236       (10.3) %               27.7 %          22.9 %
                                               --------------  ---------------  -------------        --------------  -------------
  
           Net income                       $          2,896            4,156       (30.3) %                2.2 %           3.1 %
                                               ==============  ===============  =============        ==============  =============
  
  Net income per share                                 $0.23            $0.32       (28.1) %
  Net income per share, assuming dilution              $0.23            $0.31       (25.8) %
  Dividends per share                                 $0.035           $0.035         0.0  %
  Average shares outstanding                          12,645           12,993        (2.7) %
  Average shares outstanding, assuming dilution       12,742           13,284        (4.1) %
  
                                                                             TWELVE MONTHS ENDED
                                               ---------------------------------------------------------------------------------
  
                                                          Amounts                                          Percent of Sales
                                               -------------------------------                       -----------------------------
                                                May 2, 1999      May 3, 1998    % Over (Under)             1999           1998
                                               --------------  ---------------  -------------        --------------  -------------
  Net sales                                 $        483,084          476,715          1.3 %              100.0 %         100.0 %
  Cost of sales                                      406,976          393,154          3.5 %               84.2 %          82.5 %
                                               --------------  ---------------  -------------        --------------  -------------
           Gross profit                               76,108           83,561         (8.9)%               15.8 %          17.5 %
  
  Selling, general and
    administrative expenses                           59,968           52,987         13.2 %               12.4 %          11.1 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income from operations                     16,140           30,574        (47.2)%                3.3 %           6.4 %
  
  Interest expense                                     9,615            7,117         35.1 %                2.0 %           1.5 %
  Interest income                                       (195)            (304)       (35.9)%               (0.0)%          (0.1)%
  Other expense (income), net                          2,412            1,912         26.2 %                0.5 %           0.4 %
                                               --------------  ---------------  -------------        --------------  -------------
           Income before income taxes                  4,308           21,849        (80.3)%                0.9 %           4.6 %
  
  Income taxes  *                                      1,206            6,336        (81.0)%               28.0 %          29.0 %
                                               --------------  ---------------  -------------        --------------  -------------
           Net income                       $          3,102           15,513        (80.0)%                0.6 %           3.3 %
                                               ==============  ===============  =============        ==============  =============
  
  Net income per share                                 $0.24            $1.22        (80.3)%
  Net income per share, assuming dilution              $0.24            $1.19        (79.8)%
  Dividends per share                                  $0.14            $0.14          0.0 %
  Average shares outstanding                          12,909           12,744          1.3 %
  Average shares outstanding, assuming dilution       13,064           13,042          0.2 %
  * Percent of sales column is calculated as a % of income before income taxes.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                             CONSOLIDATED BALANCE SHEETS
                             MAY 2, 1999 AND MAY 3, 1998
  
                               (Amounts in Thousands)
  Amounts                          Increase (Decrease)
                                                        ----------------------------------
                                                           May 2,           May 3,         ---------------------------------
                                                             1999             1998           Dollars          Percent
                                                        ---------------  ---------------  ---------------     -------------
  
  Current assets
  Cash and cash investments                    $            509            2,312          (1,803)        (78.0) %
         Accounts receivable                                    70,503           73,773          (3,270)         (4.4) %
         Inventories                                            67,070           78,594         (11,524)        (14.7) %
         Other current assets                                    9,633            7,808           1,825          23.4  %
                                                        ---------------  ---------------  ---------------     -------------
                    Total current assets                       147,715          162,487         (14,772)         (9.1) %
  
  Restricted investments                                         3,340            4,021            (681)        (16.9) %
  Property, plant & equipment, net                             123,310          128,805          (5,495)         (4.3) %
  Goodwill                                                      51,269           55,162          (3,893)         (7.1) %
  Other assets                                                   4,978            4,340             638          14.7  %
                                                        ---------------  ---------------  ---------------     -------------
  
                    Total assets                      $        330,612          354,815         (24,203)         (6.8) %
                                                        ===============  ===============  ===============     =============
  
  Current liabilities
         Current maturities of long-term debt         $          1,678            3,325          (1,647)        (49.5) %
         Accounts payable                                       25,687           37,214         (11,527)        (31.0) %
         Accrued expenses                                       21,026           17,936           3,090          17.2  %
         Income taxes payable                                        0            1,282          (1,282)       (100.0) %
                                                        ---------------  ---------------  ---------------     -------------
                    Total current liabilities                   48,391           59,757         (11,366)        (19.0) %
  
  Long-term debt                                               140,312          152,312         (12,000)         (7.9) %
  
  Deferred income taxes                                         14,583           11,227           3,356          29.9  %
                                                        ---------------  ---------------  ---------------     -------------
                    Total liabilities                          203,286          223,296         (20,010)         (9.0) %
  
  Shareholders' equity                                         127,326          131,519          (4,193)         (3.2) %
                                                        ---------------  ---------------  ---------------     -------------
                     Total liabilities and
                    shareholders' equity              $        330,612          354,815         (24,203)         (6.8) %
                                                        ===============  ===============  ===============     =============
  
  Shares  outstanding                                           12,079           13,007            (928)         (7.1) %
                                                        ===============  ===============  ===============     =============
  CULP, INC. FINANCIAL
                                 INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  
                               (Amounts in Thousands)
  TWELVE MONTHS ENDED
                                                                             ----------------------------------
  
                                                                                         Amounts
                                                                             --------------------------------
                                                                               May 2, 1999       May 3, 1998
                                                                             ---------------  ---------------
  Cash flows from operating activities:
  Net income                                                       $              3,102           15,513
       Adjustments to reconcile net income to net
          cash provided by operating activities:
              Depreciation                                                            18,549           14,808
              Amortization of intangible assets                                        1,570            1,371
              Provision for deferred income taxes                                      1,064            1,416
              Changes in assets and liabilities, net of effects of
                  businesses acquired:
                  Accounts receivable                                                  3,133          (13,207)
                  Inventories                                                         12,124          (17,684)
                  Other current assets                                                   522             (660)
                  Other assets                                                          (106)            (380)
                  Accounts payable                                                    (8,893)           6,477
                  Accrued expenses                                                     2,736            1,506
                  Income taxes payable                                                (1,282)            (298)
                                                                              ---------------  ---------------
                      Net cash provided by operating activities                       32,519            8,862
                                                                              ---------------  ---------------
  Cash flows from investing activities:
       Capital expenditures                                                          (10,689)         (35,879)
       Purchases of restricted investments                                              (119)          (8,770)
       Purchase of investments to fund deferred compensation liability                  (735)            (581)
       Sale of restricted investments                                                    800           15,767
       Payments for businesses acquired                                                    0          (42,966)
                                                                              ---------------  ---------------
                      Net cash used in investing activities                          (10,743)         (72,429)
                                                                              ---------------  ---------------
  Cash flows from financing activities:
       Proceeds from issuance of long-term debt                                        2,637           86,246
       Principal payments on long-term debt                                          (16,284)         (17,100)
       Change in accounts payable-capital expenditures                                (2,637)          (2,873)
       Dividends paid                                                                 (1,788)          (1,786)
       Payments to acquire common stock                                               (5,542)               0
       Proceeds from common stock issued                                                  35              562
                                                                              ---------------  ---------------
                      Net cash provided by (used in) financing activities            (23,579)          65,049
                                                                              ---------------  ---------------
  
  Increase (decrease) in cash and cash investments                                    (1,803)           1,482
  
  Cash and cash investments at beginning of period                                     2,312              830
                                                                              ---------------  ---------------
  
  Cash and cash investments at end of period                             $               509            2,312
                                                                              ===============  ===============
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                     MAY 2, 1999
  FISCAL 98                            FISCAL 99
                                           -------------   ---------------------------------------------------------   ---------------
                                                Q4              Q1             Q2            Q3            Q4               LTM
                                           -------------   ---------------------------------------------------------   ---------------
  
  INVENTORIES
  Inventory turns                           5.9              4.9            5.7           5.2           6.4
  
  RECEIVABLES
          Days sales in receivables                  49               48             52            47            49
          Percent current & less than 30
            days past due                         96.6%            93.8%          94.9%         94.1%         96.1%
  
  WORKING CAPITAL
          Current ratio                             2.7              3.1            3.0           3.1           3.1
          Working capital turnover (4)              4.7              4.5            4.4           4.4           4.3
          Operating working capital (4)        $115,153         $111,481       $112,750      $106,492      $111,886
  
  PROPERTY, PLANT & EQUIPMENT
          Depreciation rate                        7.4%             7.7%           8.4%          7.9%          8.1%
          Percent property,plant &
           equipment are depreciated              42.6%            43.8%          45.0%         46.1%         47.6%
          Capital expenditures                  $35,879 (1)       $2,858         $3,585        $2,057        $2,189
  
  PROFITABILITY
          Return on average total capital          7.7%           (1.6%)           4.2%          4.5%          6.8%              3.4%
          Return on average equity                13.1%           (8.1%)           4.1%          4.7%          9.0%              2.4%
          Net income (loss) per share             $0.32          ($0.20)          $0.10         $0.12         $0.23             $0.24
          Net income (loss) per share (diluted)   $0.31          ($0.20)          $0.10         $0.12         $0.23             $0.24
  
  LEVERAGE (3)
          Total liabilities/equity               169.8%           167.2%         164.9%        150.7%        159.7%
          Funded debt/equity                     115.3%           119.7%         115.0%        106.3%        108.9%
          Funded debt/capital employed            53.5%            54.5%          53.5%         51.5%         52.1%
          Funded debt                          $151,616         $153,559       $148,479      $138,472      $138,650
          Funded debt/EBITDA (LTM) (6)             3.21             3.75           3.95          3.91          4.02
          EBITDA/Interest expense, net (LTM)        6.6              4.9            4.2           3.9           3.6
  
  OTHER
          Book value per share                   $10.11            $9.87          $9.94        $10.02        $10.54
          Employees at quarter end                4,334            4,230          4,014         3,949         3,973
          Sales per employee (annualized)      $134,000         $103,000       $124,000      $113,000      $133,000
          Capital employed (3)                 $283,135         $281,831       $277,603      $268,680      $265,976
          Effective income tax rate               22.9%            33.0%          33.0%         32.9%         27.7%
          EBITDA (2)                            $11,796           $3,142         $9,649        $9,522       $11,534           $33,847
          EBITDA/net sales                         8.7%             2.8%           7.5%          8.5%          8.7%              7.0%
  
    (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 PRODUCT CATEGORY/BUSINESS UNIT
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  (Amounts in thousands)
  
                                                              THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
  Product Category/Business Unit         May 2, 1999  May 3, 1998    % Over (Under)       1999            1998
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  Upholstery Fabrics
  Culp Decorative Fabrics         $       60,520        60,155         0.6 %          45.8 %          44.3 %
      Culp Velvets/Prints                     40,402        45,044       (10.3)%          30.6 %          33.2 %
                                         ------------  ------------   ---------------  -------------   ------------
                                             100,922       105,199        (4.1)%          76.4 %          77.4 %
  
  Mattress Ticking
      Culp Home Fashions                      26,781        23,520        13.9 %          20.3 %          17.3 %
  
  Yarn
     Culp Yarn                                 4,462         7,115       (37.3)%           3.4 %           5.2 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      132,165       135,834        (2.7) %        100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  
                                                                    TWELVE MONTHS ENDED
                                         --------------------------------------------------------------------------
  
                                                  Amounts                                Percent of Total Sales
                                         --------------------------                    ----------------------------
  Product Category/Business Unit          May 2, 1999    May 3, 1998   % Over (Under)      1999            1998
  ------------------------------------   ------------  ------------   ---------------  -------------   ------------
  Upholstery Fabrics
      Culp Decorative Fabrics         $      222,058       210,165         5.7 %          46.0 %          44.1 %
      Culp Velvets/Prints                    144,073       171,389       (15.9)%          29.8 %          36.0 %
                                         ------------  ------------   ---------------  -------------   ------------
                                             366,131       381,554        (4.0)%          75.8 %          80.0 %
  
  Mattress Ticking
      Culp Home Fashions                      95,440        87,285         9.3 %          19.8 %          18.3 %
  
  Yarn
     Culp Yarn                                21,513         7,876       173.1 %           4.5 %           1.7 %
                                         ------------  ------------   ---------------  -------------   ------------
  
                                    * $      483,084       476,715         1.3 %         100.0 %         100.0 %
                                         ============  ============   ===============  =============   ============
  * U.S. sales were $102,796 and $97,383 for the fourth quarter of fiscal 1999 and
  fiscal 1998,  respectively;  and $369,730 and $339,492 for the twelve  months of
  fiscal 1999 and fiscal 1998, respectively. The percentage increase in U.S. sales
  was 5.6% for the fourth quarter and an increase of 8.9% for the twelve months.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
      FOR THE THREE MONTHS AND TWELVE MONTHS ENDED MAY 2, 1999 AND MAY 3, 1998
  (Amounts in thousands)
  
                                                                 THREE MONTHS ENDED (UNAUDITED)
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
           Geographic Area                 May 2, 1999      May 3, 1998   % Over (Under)      1999             1998
  ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  North America (Excluding USA)     $             8,067           8,459      (4.6) %           27.5 %           22.0 %
  Europe                                          4,791           7,964     (39.8) %           16.3 %           20.7 %
  Middle East                                     8,925          10,960     (18.6) %           30.4 %           28.5 %
  Far East & Asia                                 6,075           8,542     (28.9) %           20.7 %           22.2 %
  South America                                     691           1,687     (59.0) %            2.4 %            4.4 %
  All other areas                                   820             839      (2.3) %            2.8 %            2.2 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $            29,369          38,451     (23.6) %          100.0 %          100.0 %
                                         ===============  ==============  ==============   =============     ============
  
                                                                       TWELVE MONTHS ENDED
                                         --------------------------------------------------------------------------------
  
                                                    Amounts                                   Percent of Total Sales
                                         -------------------------------                   ------------------------------
           Geographic Area                  May 2, 1999      May 3, 1998   % Over (Under)        1999             1998
   ----------------------------------     ---------------  --------------  --------------   -------------     ------------
  North America (Excluding USA)     $            31,102          31,160      (0.2) %           27.4 %           22.7 %
  Europe                                         19,578          30,775     (36.4) %           17.3 %           22.4 %
  Middle East                                    33,996          34,412      (1.2) %           30.0 %           25.1 %
  Far East & Asia                                21,371          32,344     (33.9) %           18.9 %           23.6 %
  South America                                   3,484           5,158     (32.5) %            3.1 %            3.8 %
  All other areas                                 3,823           3,374      13.3  %            3.4 %            2.5 %
                                         ---------------  --------------  --------------   -------------     ------------
  
                                    $           113,354         137,223     (17.4) %          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 fourth quarter  represented 22.2% and 28.3%
  for 1999 and 1998, respectively.
  Culp, Inc.
                       SALES BY BUSINESS UNIT - TREND ANALYSIS
                                1997 vs 1998 vs 1999
  
                               (Amounts in thousands)
  Fiscal 1997                                     Fiscal 1998
                             ----------------------------------------------  ----------------------------------------------
  Product Category/Business     Q1       Q2        Q3       Q4     TOTAL        Q1       Q2       Q3       Q4      TOTAL
            Units
  ---------------------------
  Upholstery Fabrics
  Culp Decorative Fabrics  38,966    45,723   39,342   43,699  167,730      39,814  56,781   53,415   60,155   210,165
      Culp Velvets/Prints      34,867    40,233   40,387   40,980  156,467      38,397  43,928   44,020   45,044   171,389
                             ----------------------------------------------  ----------------------------------------------
                               73,833    85,956   79,729   84,679  324,197      78,211 100,709   97,435  105,199   381,554
  
  Mattress Ticking
      Culp Home Fashions       16,696    19,248   17,739   20,999   74,682      21,287  22,217   20,261   23,520    87,285
  
  Yarn
      Culp Yarn
                                    -         -        -        -        -           -       -      761    7,115     7,876
                             ----------------------------------------------  ----------------------------------------------
  
                               90,529   105,204   97,468  105,678  398,879      99,498 122,926  118,457  135,834   476,715
                             ==============================================  ==============================================
  
                     Percent increase(decrease) from prior year:
  Product Category/Business Units
  --------------------------------------------------------------------------------------------------------------------------
  
  Upholstery Fabrics
      Culp Decorative Fabrics     18.3      12.4      0.2     (4.4)     5.8         2.2    24.2     35.8     37.7      25.3
      Culp Velvets/Prints         48.2      25.4     26.9      7.1     24.5        10.1     9.2      9.0      9.9       9.5
                             ----------------------------------------------  ----------------------------------------------
                                  30.8      18.1     12.2      0.8     14.0         5.9    17.2     22.2     24.2      17.7
  
  Mattress Ticking
      Culp Home Fashions           5.1       7.4     15.3     15.5     10.8        27.5    15.4     14.2     12.0      16.9
  
  Yarn
      Culp Yarn
                                     -         -        -        -        -           -       -    100.0    100.0     100.0
                             ----------------------------------------------  ----------------------------------------------
  
                                  25.1      16.0     12.7      3.4     13.4         9.9    16.8     21.5     28.5      19.5
                             ==============================================  ==============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions) 25.1      16.0     12.7      3.4     13.4         9.9     6.6      9.2     11.6       9.3
  External                           -         -        -        -        -           -    10.2     12.3     16.9      10.2
                             ----------------------------------------------  ----------------------------------------------
  
                                  25.1      16.0     12.7      3.4     13.4         9.9    16.8     21.5     28.5      19.5
                             ==============================================  ==============================================
  Culp, Inc.
                       SALES BY BUSINESS UNIT - TREND ANALYSIS
                                1997 vs 1998 vs 1999
  
                               (Amounts in thousands)
  Fiscal 1999
                               -----------------------------------------------
  Product Category/Business       Q1        Q2        Q3        Q4     TOTAL
            Units
  ---------------------------
  Upholstery Fabrics
  Culp Decorative Fabrics     51,445    59,573    50,520   60,520 222,058
      Culp Velvets/Prints         29,994    38,728    34,949   40,402 144,073
                               -----------------------------------------------
                                  81,439    98,301    85,469  100,922 366,131
  
  Mattress Ticking
      Culp Home Fashions          22,632    23,491    22,536   26,781  95,440
  
  Yarn
      Culp Yarn                    6,596     6,367     4,088    4,462  21,513
                               -----------------------------------------------
  
                                 110,667   128,159   112,093  132,165 483,084
                               ===============================================
  
                     Percent increase(decrease) from prior year:
  Product Category/Business Units
  ---------------------------------------
  Upholstery Fabrics
      Culp Decorative Fabrics       29.2       4.9      (5.4)     0.6     5.7
      Culp Velvets/Prints          (21.9)    (11.8)    (20.6)   (10.3)  (15.9)
                               -----------------------------------------------
                                     4.1      (2.4)    (12.3)    (4.1)   (4.0)
  
  Mattress Ticking
      Culp Home Fashions             6.3       5.7      11.2     13.9     9.3
  
  Yarn
      Culp Yarn                    100.0     100.0     437.2    (37.3)  173.1
                               -----------------------------------------------
  
                                    11.2       4.3     (5.4)     (2.7)    1.3
                               ===============================================
  
    Overall Growth Rate
  
  Internal (without acquisitions)   (4.6)     (0.9)     (8.5)    (2.7)   (4.1)
  External                          15.8       5.2       3.1        -     5.4
                               ===============================================
                                    11.2       4.3      (5.4)    (2.7)    1.3
                               ===============================================
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  INCOME STATEMENT COMMENTS
  
  GENERAL - For the fourth quarter, net sales decreased 2.7% to $132.2 million and
  net income decreased 30.3% to $2.9 million,  or $0.23 per share diluted,  versus
  the  year-earlier  period.  For the year ended May 2, 1999, net sales  increased
  1.3% compared with fiscal 1998 to $483.1 million, and net income decreased 80.0%
  to $3.1 million, or $0.24 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 the upholstery fabrics and mattress ticking industry.  Through its
       extensive manufacturing  capabilities,  the company competes in every major
       category of the industry 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 8% of net sales
       during fiscal 1999;
  
       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 now consolidated in a single facility that
       provides advanced CAD systems and promotes a sharing of innovative  designs
       among the business units;
  
       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 business units.
  
       NET SALES -  Compared  with the fourth  quarter  of last  year,  upholstery
       fabric sales  decreased  4.1% to $100.9  million;  mattress  ticking  sales
       increased 13.9% to $26.8 million;  and yarn sales  contributed $4.5 million
       for the quarter (See Sales by Business Unit schedule on Page 5 and Sales by
       Business Unit - Trend  Analysis on Page 7).  International  sales were down
       23.6% for the quarter.  For fiscal 1999,  upholstery fabric sales decreased
       4.0% to $366.1  million;  mattress  ticking sales  increased  9.3% to $95.4
       million; and yarn sales contributed $21.5 million.
  
       The  decline in sales of  upholstery  fabrics  for the fourth  quarter  and
       fiscal year was due principally to a pronounced  slowdown in  international
       sales of wet print and  heat-transfer  printed flock  fabrics.  This trend,
       which the company believes also affected other  manufacturers of upholstery
       fabrics,  became  apparent  after the close of  fiscal  1998 and  persisted
       throughout  fiscal 1999. A large  percentage of the company's sales of this
       product line were being shipped  directly or indirectly to customers in the
       emerging  consumer  markets of Russia,  other former  Soviet  countries and
       Eastern  Europe.  All of these areas have  encountered  very weak  economic
       conditions  which,  in turn,  have affected  demand for furniture and other
       home furnishings.  During fiscal 1999, the company significantly  curtailed
       production  schedules for these fabrics and has shifted its marketing focus
       for this product  category to  geographic  areas where demand  appears more
       favorable.  The  company  has  also  introduced  a line of  printed  cotton
       upholstery fabrics utilizing some of the same manufacturing  assets used to
       produce wet print and heat-transfer  printed flock fabrics.  The company is
       seeking  to  build a  diversified  global  base of  customers  to  minimize
       exposure to economic uncertainties in any geographic area.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  The increased sales by Culp Home Fashions  (primarily  mattress  ticking) during
  the fourth  quarter  and fiscal 1999 marked a  continuation  of the  longer-term
  expansion  that this  business unit has  experienced.  Culp's growth in mattress
  ticking  has  been  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  declined 1.5% for the fourth  quarter versus a year
  ago, but increased as a percentage of net sales from 17.1% to 17.3%. The decline
  was due principally to lower sales volume at the Culp Velvets/Prints unit, which
  experienced a sharp decline in international  sales during fiscal 1999. Although
  this business unit has taken substantial steps to reduce operating expenses,  it
  continued to be affected by excess  manufacturing  capacity and lower absorption
  of fixed costs during the fourth quarter. Gross profit for fiscal 1999 decreased
  8.9% to $76.1 million.
  
  To help offset the pressure on gross margins, the company instituted a number of
  actions during fiscal 1999. A major change involved a reorganization from six to
  four  business  units during the first  quarter.  This new  corporate  alignment
  grouped  related  operations  together and was accompanied by several changes in
  managerial positions. Subsequent steps to improve profitability that are related
  to this  realignment  have included a significant  reduction in the capacity for
  manufacturing   printed  flock   fabrics,   comprehensive   programs  to  reduce
  inventories  and an  intense  effort  to  reduce  operating  expenses  and raise
  productivity.
  
  S,G&A  EXPENSES - S,G&A  expenses for the fourth quarter rose as a percentage of
  sales to 12.0% from  11.2% for the same  period of last year.  The  increase  is
  principally  related  to higher  marketing  costs  for new  fabric  designs  and
  severance  agreements  related to termination of an  international  sales agent,
  partially offset by lower accruals for incentive-based compensation plans.
  
  INTEREST EXPENSE - Interest  expense  increased 35.1% for the fourth quarter due
  to lower capitalized interest related to capital expenditures.  Interest expense
  also  increased  35.1%  for the  fiscal  year due to higher  average  borrowings
  outstanding.  The increased  borrowings related  principally to the acquisitions
  during 1998 of Phillips Mills and Artee Industries and the relatively high level
  of capital expenditures in fiscal 1998.
  
  OTHER EXPENSE  (INCOME),  NET - Other expense  (income)  increased 26.2% to $2.4
  million for fiscal 1999 due primarily to the incremental  goodwill  amortization
  related to acquired operations and loss on disposal of fixed assets.
  
  INCOME TAXES - The effective  tax rate for the quarter was 27.7%,  compared with
  22.9% for the same  quarter  of last  year.  The  unusually  low tax rate in the
  fourth  quarter of fiscal 1998  resulted  from higher than expected tax benefits
  related to the company's foreign sales corporation. The tax rate for fiscal 1999
  was 28.0% compared with 29.0% for fiscal 1998.
  
  EBITDA - Due  principally to the decrease in net income for fiscal 1999,  EBITDA
  for the fourth  quarter  decreased  2.2% to $11.5 million from the  year-earlier
  period and  represented  8.7% of net sales,  which was comparable  with the same
  period of last year. EBITDA for fiscal 1999 decreased 24.5% to $33.8 million and
  represented 7.0% of net sales compared with 9.4% of net sales for fiscal 1998.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
      for the three and twelve month periods ended May 2, 1999 and May 3, 1998
  
  BALANCE SHEET COMMENTS
  
  WORKING CAPITAL - Accounts  receivable as of May 2, 1999 decreased 4.4% from the
  year-earlier  level,  due principally to the decrease in net sales in the fourth
  quarter.  Days sales outstanding  represented 49 days at May 2, 1999,  unchanged
  from a year  ago.  Additionally,  the  aging of  accounts  receivable  was 96.1%
  current and less than 30 days past due versus 96.6% at May 3, 1998.  Inventories
  at the close of fiscal 1999  decreased  $11.5 million or 14.7% from May 3, 1998.
  Inventory  turns for the  fourth  quarter  were 6.4  versus  5.9 for the  fourth
  quarter of fiscal 1998.  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)  decreased to $111.9  million at May 2, 1999, for the reasons
  mentioned above, from $115.2 million at May 3, 1998.
  
  PROPERTY, PLANT AND EQUIPMENT - For fiscal 1999, the company reduced its capital
  spending to $10.7  million as compared  with $35.9 million spent in fiscal 1998.
  During fiscal 1999,  Culp focused on improving  the results of the  considerable
  investments  made during fiscal 1997 and fiscal 1998.  The two largest  projects
  completed  during  fiscal 1999 were an  additional  expansion  of  polypropylene
  extrusion  capacity and facility  expansion in the Culp Home  Fashions  business
  unit.  Depreciation  expense for fiscal 1999  increased to $18.5 million  versus
  $14.8  million  for  fiscal  1998.  Depreciation  for fiscal  2000 is  currently
  estimated to be approximately $20 million.
  
  LONG-TERM DEBT - The company's funded  debt-to-capital ratio was 52.1% at May 2,
  1999,  down from 53.5% at May 3, 1998.  Funded debt was $138.7 million at May 2,
  1999,  down from $151.6  million at May 3, 1998.  (Funded debt equals  long-term
  debt, including current maturities, less restricted investments, which represent
  unspent  IRB  funds.)  The  decrease  in funded  debt from May 3, 1998  resulted
  primarily  from an  operating  cash flow of $32.5  million,  offset  by  capital
  expenditures of $10.7 million, a decrease in accounts payable related to capital
  expenditures of $2.6 million and repurchase of common stock of $5.5 million.
  
  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 a total of 938,600
  shares at an average price of $5.90 per share under these authorizations.