content: -------------------------------------------------------------------------------
  
  
                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549
  
                                     ---------
  
                                     Form 8-K
  
                                  CURRENT REPORT
  
                 Pursuant to Section 13 or 15(d) of the Securities
                               Exchange Act of 1934
  
                                   -------------
  
          Date of Report (Date of earliest event reported) August 27, 2002
  
                                     CULP, INC.
  
              (Exact name of registrant as specified in its charter)
  
  
  
          North Carolina                0-12781                 56-1001967
  (State or other jurisdiction    (Commission File No.)       (IRS Employer
        of incorporation)                                   Identification No.)
  
  
                               101 South Main Street
                         High Point, North Carolina  27260
                     (Address of principal executive offices)
                                  (336) 889-5161
               (Registrant's telephone number, including area code)
  
  
  
  
           -------------------------------------------------------------
           (Former name or former address, if changed since last report)
  
  
  
  
  
  -------------------------------------------------------------------------------
  
  
  
  <PAGE>
  
  
  Item 5. Other Events
  
  See  attached  Press  Release (3 pages) and  Financial  Information  Release (12
  pages),  both dated  August 27, 2002,  related to the fiscal 2003 first  quarter
  ended July 28, 2002.
  
  Forward  Looking  Information.  This  Report  contains  statements  that  may be
  deemed   "forward-looking   statements"   within  the  meaning  of  the  federal
  securities  laws,  including  the Private  Securities  Litigation  Reform Act of
  1995.  Such  statements  are  inherently  subject  to risks  and  uncertainties.
  Forward-looking    statements   are   statements   that   include   projections,
  expectations  or beliefs  about future  events or results or  otherwise  are not
  statements  of historical  fact.  Such  statements  are often  characterized  by
  qualifying words such as "expect,"  "believe,"  "estimate," "plan" and "project"
  and their  derivatives.  Factors that could  influence the matters  discussed in
  such  statements  include  the level of  housing  starts  and sales of  existing
  homes,  consumer  confidence,  trends in disposable income, and general economic
  conditions.  Decreases  in  these  economic  indicators  could  have a  negative
  effect  on  the  company's  business  and  prospects.   Likewise,  increases  in
  interest  rates,  particularly  home mortgage  rates,  and increases in consumer
  debt or the general  rate of  inflation,  could  affect the  company  adversely.
  Because of the  significant  percentage  of the  company's  sales  derived  from
  international  shipments,  strengthening  of  the U.  S.  dollar  against  other
  currencies  could make the company's  products less  competitive on the basis of
  price  in  markets  outside  the  United  States.  Additionally,   economic  and
  political  instability  in  international  areas could affect the demand for the
  company's  products.  Finally,   unanticipated  delays  or  costs  in  executing
  restructuring  actions  could  cause  the  cumulative  effect  of  restructuring
  actions to fail to meet the objectives set forth by management.
  
  
  
                                       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:    Franklin N. Saxon
                                       ----------------------------
                                       Executive Vice President and
                                       Chief Financial Officer
  
  
  
  
  
  Dated:  August 27, 2002
  
  <PAGE>
  Culp Reports First Quarter 2003 Results
  Page 3
  August 27, 2002
  --------------------------------------------------------------------------------
  
  FOR IMMEDIATE RELEASE
  
  
                CULP, INC. REPORTS FIRST QUARTER FISCAL 2003 RESULTS
                               ----------------------
                       ANNOUNCES NEW RESTRUCTURING INITATIVES
              EXPECTED TO RESULT IN OVER $12 MILLION IN ANNUAL SAVINGS
  
  HIGH POINT,  N. C. (August 27, 2002) -- Culp,  Inc.  (NYSE:  CFI) today reported
  financial  and  operating  results  for the first  quarter of fiscal  2003.  The
  company  also  announced  that  it  is  undertaking   additional   restructuring
  initiatives  that are  expected to lower  manufacturing  costs,  increase  asset
  utilization  and enhance  manufacturing  competitiveness  in its Culp Decorative
  Fabrics division.
  
        For the three  months  ended July 28,  2002,  Culp  reported  net sales of
  $85.9  million  compared  with  $86.5  million  for the same  period a year ago.
  Excluding the cumulative effect of accounting  change,  net income for the first
  quarter of fiscal 2003 was $915,000,  or $0.08 per share diluted,  compared with
  a  year-earlier  loss of $1.1  million,  or $0.10 per share  diluted,  excluding
  restructuring  and related  charges and  goodwill  amortization.  Including  the
  cumulative  effect of  accounting  change,  the company  reported a net loss for
  the  first  quarter  of  fiscal  2003 of  $23.2  million,  or  $2.04  per  share
  diluted.
  
        As a result of the adoption of a new  accounting  standard,  "Goodwill and
  Other Intangible  Assets," the company recorded a non-cash  goodwill  impairment
  charge,  net of income taxes, of $24.2 million,  or $2.12 per share diluted,  in
  the first quarter  related to the goodwill  associated  with its Culp Decorative
  Fabrics  division.  The charge,  recorded as  "cumulative  effect of  accounting
  change,"  has no effect on  operating  income or cash flow from  operations  and
  does  not  affect  the  company's  compliance  with  the  terms  of its  lending
  agreements.
  
        Robert G. Culp, III, chief  executive  officer of Culp,  Inc.,  commented,
  "The results for the first quarter of 2003  demonstrate the value of the actions
  Culp  has  taken  to  increase  sales,  lower   manufacturing   costs,   improve
  productivity,  and  achieve a more  profitable  sales mix across all  divisions.
  Excluding the effect of the wet printed  flock  business that we exited in April
  2002,  we  reported  a 3%  increase  in sales  compared  with  the  year-earlier
  period.  Our  considerable  progress is  primarily  attributed  to solid  margin
  gains  in  each  of the  upholstery  fabrics  divisions,  especially  from  Culp
  Decorative  Fabrics.  In  addition,  our ability to provide  attractive  fabrics
  that our  customers  demand,  and meet the delivery  terms that  today's  market
  requires, has contributed to the positive results.
  
        "During  the  first  quarter  we  generated  $5.4  million  in  cash  from
  operations,  allowing us to reduce our funded debt by $12.0  million and further
  strengthen  our balance  sheet.  At the end of the quarter we had $25.1  million
  in cash and cash  investments,  a significant  improvement  over $549,000 at the
  close of the  first  quarter  a year ago.  Having a solid  financial  foundation
  continues to be a high priority for Culp.
  
        "We have made  significant  progress over the past year due to the success
  of  our   restructuring   strategy  and  increased  focus  on  achieving  higher
  productivity  from our  current  asset  configuration,"  Culp  continued.  "As a
  result of this progress,  we have now identified  additional  opportunities  for
  improvement  within the Culp  Decorative  Fabrics  division that we believe will
  further  enhance our  competitive  position.  Our goal is to eliminate the least
  efficient and higher cost  elements of this  division's  manufacturing  base and
  realize greater  utilization of its most productive  assets.  This restructuring
  plan principally  involves  consolidation of the company's  weaving,  finishing,
  yarn-making   and   distribution   operations   by  closing   our   facility  in
  Chattanooga,  Tennessee and integrating  these  functions into other plants.  In
  addition  to  reducing  our overall  production  costs,  another key part of the
  restructuring  plan will be a  substantial  reduction in the  complexity  of our
  dobby  upholstery  product  line.  As a  result,  we expect  to  realize  annual
  savings of $12.0 to $15.0 million while  maintaining  the necessary  capacity to
  meet   anticipated   levels  of  demand   for  the   foreseeable   future.   The
  implementation  of these  initiatives will begin  immediately and is expected to
  be completed in the third quarter of fiscal 2003."
  
        Culp noted,  "The  restructuring  plan involves very  difficult  personnel
  decisions.  We recognize the  dedication  and  contributions  of the  associates
  employed  at the  Chattanooga  facility,  and we  regret  the  impact  of  these
  consolidation initiatives on our associates and the community."
  
        The  company  expects the  restructuring  actions to result in a charge of
  approximately  $15.0  million,  or $9.1 million on an after tax basis,  or $0.78
  per share.  Approximately  $4.3 million of the pre-tax  amount is expected to be
  non-cash  items.  The  majority  of the  charges  will be incurred in the second
  fiscal quarter ending October 27, 2002,  with  approximately  $750,000  incurred
  in the second half of the fiscal  year.  Management  will take steps to minimize
  disruptions  in  production as assets are being moved and  reconfigured,  but it
  is  anticipated  that the various  restructuring  actions will impact  operating
  earnings  (before  restructuring  charges) during the second quarter by $500,000
  to $900,000,  or $0.03 to $0.05 per share.  The company expects,  however,  that
  these  short-term  transition  costs will be recovered during the second half of
  the  current  fiscal  year.   Management   believes  that  the  long-term  gains
  resulting from this  restructuring  will outweigh any  short-term  costs and the
  restructuring and related charges.
  
        Looking  ahead,  Culp  concluded,  "Although  we remain  confident  in our
  ability to execute and compete  effectively in this environment,  we have seen a
  moderate  slowdown in sales throughout the home furnishings  industry  beginning
  in mid-July,  particularly  in furniture.  Overall  consumer  spending  patterns
  have been hesitant in this uncertain  economy,  and, as a result,  we expect our
  domestic  sales for the second  fiscal  quarter  will be flat to slightly  below
  sales for the same  period  last year.  However,  we remain  optimistic  that we
  will see more  favorable  trends in our business in the second half of the year,
  and expect that our domestic  sales for 2003 as a whole will  increase  over the
  prior  year.  Additionally,  we  believe we will meet our  objective  to achieve
  year-over-year  improvement  in quarterly  net income,  excluding  the impact of
  restructuring  charges.  We also expect to continue to make meaningful  progress
  in returning  Culp's profit  margins to their  historical  highs and to continue
  generating free cash flow."
  
        Culp, Inc. is one of the world's largest  marketers of upholstery  fabrics
  for  furniture  and mattress  fabrics for  bedding.  The  company's  fabrics are
  used  principally in the production of residential and commercial  furniture and
  bedding products.
  <PAGE>
  
  
        This  release  contains  statements  that may be  deemed  "forward-looking
  statements"  within the meaning of the federal  securities  laws,  including the
  Private   Securities   Litigation  Reform  Act  of  1995.  Such  statements  are
  inherently  subject to risks and uncertainties.  Forward-looking  statements are
  statements  that  include  projections,  expectations  or beliefs  about  future
  events or results or otherwise  are not  statements  of  historical  fact.  Such
  statements  are  often  characterized  by  qualifying  words  such as  "expect,"
  "believe,"  "estimate,"  "plan" and  "project"  and their  derivatives.  Factors
  that could  influence  the  matters  discussed  in such  statements  include the
  level of  housing  starts  and sales of  existing  homes,  consumer  confidence,
  trends in  disposable  income and  general  economic  conditions.  Decreases  in
  these  economic  indicators  could  have a  negative  effect  on  the  company's
  business and  prospects.  Likewise,  increases in interest  rates,  particularly
  home  mortgage  rates,  and  increases  in consumer  debt or the general rate of
  inflation,  could  affect the  company  adversely.  Because  of the  significant
  percentage  of  the  company's  sales  derived  from  international   shipments,
  strengthening  of the  U.S.  dollar  against  other  currencies  could  make the
  company's  products less  competitive  on the basis of price in markets  outside
  the  United  States.   Additionally,   economic  and  political  instability  in
  international  areas  could  affect  the  demand  for  the  company's  products.
  Finally,  unanticipated  delays  or costs  in  executing  restructuring  actions
  could cause the cumulative  effect of restructuring  actions to fail to meet the
  objectives set forth by management.
  
  
                                     CULP, INC.
                           Condensed Financial Highlights
  (Unaudited)
  <TABLE>
  <CAPTION>
  
                                                                   Three Months Ended
                                                             ---------------------------
                                                               July 28,       July 29,
                                                                 2002           2001
                                                             ------------   ------------
  <S>                                                        <C>            <C>
  Net sales                                                  $ 85,888,000   $ 86,463,000
  
  Net income (loss)                                               915,000     (2,882,000)
  Cumulative effect of accounting change, net of
     income taxes                                             (24,151,000)            --
                                                             ------------   ------------
  Net loss                                                   $(23,236,000)  $ (2,882,000)
                                                             ============   ============
  
  Basic income (loss) per share:
     Before cumulative effect of accounting change:          $      (0.08)         (0.26)
     Cumulative effect of accounting change                         (2.12)          0.00
                                                             -------------  ------------
     Net loss                                                $      (2.04)  $      (0.26)
                                                             =============  ============
  
  Diluted income (loss) per share:
     Before cumulative effect of accounting change:          $      (0.08) $       (0.26)
     Cumulative effect of accounting change                         (2.12)          0.00
                                                             -------------  ------------
     Net loss                                                $      (2.04) $       (0.26)
                                                             =============  ============
  
  Net income (loss) per share, excluding restructuring and
     related charges, goodwill amortization and cumulative
     effect of accounting change                            *$       0.08  $       (0.10)
  
  Average shares outstanding:
     Basic                                                     11,383,000     11,221,000
     Diluted                                                   11,765,000     11,221,000
  </TABLE>
  
  *  Excludes  cumulative  effect of accounting  change,  net of income taxes,  of
     $24.2 million  ($2.12 per share  diluted) for the three months ended July 28,
     2002.  Excludes  restructuring  and  related  charges of $2.3  million  ($1.5
     million,   or  $0.14  per  share   diluted,   after   taxes),   and  goodwill
     amortization  of  $350,000  ($230,000,  or $0.02  per  share  diluted,  after
     taxes) for the three months ended July 29, 2001.
  
                                         -END-
  
  
  <PAGE>
                                 CULP, INC. FINANCIAL INFORMATION RELEASE
                                     CONSOLIDATED STATEMENTS OF LOSS
                       FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  
                            (Amounts in Thousands, Except for Per Share Data)
  <TABLE>
  <CAPTION>
                                                            THREE MONTHS ENDED (UNAUDITED)
                                                --------------------------------------------------------
                                                      Amounts                         Percent of Sales
                                                ---------------------               ---------------------
                                                July 28,   July 29,     % Over
                                                  2002       2001      (Under)         2003        2002
                                                ---------- ----------  ---------    --------- -----------
  <S>                                        <C>             <C>         <C>         <C>         <C>
  Net sales                                  $     85,888     86,463      (0.7)%      100.0 %     100.0 %
  Cost of sales                                    72,034     75,674      (4.8)%       83.9 %      87.5 %
                                                ---------- ----------  ----------------------------------
        Gross profit                               13,854     10,789      28.4 %       16.1 %      12.5 %
  
  Selling, general and
    administrative expenses                        10,437     11,235      (7.1)%       12.2 %      13.0 %
  Restructuring expense                                 0      1,303    (100.0)%        0.0 %       1.5 %
                                                ---------- ----------  ----------------------------------
        Income (loss) from operations               3,417     (1,749)    295.4 %        4.0 %      (2.0)%
  
  Interest expense                                  1,903      2,068      (8.0)%        2.2 %       2.4 %
  Interest income                                    (150)       (23)    552.2 %       (0.2)%      (0.0)%
  Other expense (income), net                         211        572     (63.1)%        0.2 %       0.7 %
                                                ---------- ----------  ----------------------------------
        Income (loss) before income taxes           1,453     (4,366)    133.3 %        1.7 %      (5.0)%
  Income taxes *                                      538     (1,484)    136.3 %       37.0 %      34.0 %
                                                ---------- ----------  ----------------------------------
  Income (loss) before cumulative effect of
     accounting change                                915     (2,882)    131.7 %        1.1 %      (3.3)%
  
  Cumulative effect of accounting change,
     net of income taxes                          (24,151)         0
                                                ---------- ----------
        Net loss                              $   (23,236)    (2,882)
                                                ========== ==========
  
  Basic income (loss) per share:
        Income (loss) before cumulative
           effect of accounting change        $      0.08      (0.26)    131.3 %
        Cumulative effect of accounting change      (2.12)      0.00     100.0 %
                                                ---------- ----------  --------
        Net loss                                    (2.04)     (0.26)   (694.8)%
                                                ========== ==========  ========
  
  Diluted income (loss) per share:
        Income (loss) before cumulative
           effect of accounting change        $      0.08      (0.26)    129.9 %
        Cumulative effect of accounting change      (2.12)      0.00     100.0 %
                                                ---------- ----------  --------
        Net loss                                    (2.04)     (0.26)   (686.1)%
                                                ========== ==========  ========
  
  Net income (loss) per share, excluding
    restructuring and related charges,
    goodwill amortization and cumulative
    effect of accounting change (see
    proforma statement on page 7)                   $0.08     ($0.10)    180.0 %
  Average shares outstanding                       11,383     11,221       1.4 %
  Average shares outstanding, assuming dilution    11,765     11,221       4.8 %
  
  </TABLE>
  
  * Percent of sales column for income taxes is calculated as a % of income (loss)
  before income taxes.
  
  <PAGE>
                                 CULP, INC. FINANCIAL INFORMATION RELEASE
                                        CONSOLIDATED BALANCE SHEETS
                             JULY 28, 2002, JULY 29, 2001, AND APRIL 28, 2002
                                                 Unaudited
                                          (Amounts in Thousands)
  <TABLE>
  <CAPTION>
                                                   Amounts                    Increase
                                        ------------------------------       (Decrease)
                                           July 28,       July 29,    -------------------------  *April 28,
                                             2002           2001        Dollars       Percent      2002
                                        ---------------  ------------ ------------    ---------  ---------
  <S>                                 <C>                   <C>        <C>          <C>          <C>
  Current assets
        Cash and cash investments     $         25,071           549       24,522    4,466.7 %     31,993
        Accounts receivable                     34,719        52,353      (17,634)     (33.7)%     43,366
        Inventories                             59,721        59,006          715        1.2 %     57,899
        Other current assets                    13,698         9,893        3,805       38.5 %     13,413
                                        ---------------  ------------ ------------    ---------  ---------
              Total current assets             133,209       121,801       11,408        9.4 %    146,671
  
  Property, plant & equipment, net              89,201       109,417      (20,216)     (18.5)%     89,772
  Goodwill                                       9,503        48,129      (38,626)     (80.3)%     47,083
  Other assets                                   4,046         1,711        2,335      136.5 %      4,187
                                        ---------------  ------------ ------------    ---------  ---------
  
              Total assets            $        235,959       281,058      (45,099)     (16.0)%    287,713
                                        ===============  ============ ============    =========  =========
  
  Current liabilities
        Current maturities of
           long-term debt             $            455         2,130       (1,675)     (78.6)%      1,483
        Accounts payable                        23,678        24,773       (1,095)      (4.4)%     24,327
        Accrued expenses                        15,239        16,494       (1,255)      (7.6)%     18,905
                                        ---------------  ------------ ------------    -------    ---------
              Total current liabilities         39,372        43,397       (4,025)      (9.3)%     44,715
  
  
  Long-term debt                                96,078       108,522      (12,444)     (11.5)%    107,001
  
  Deferred income taxes                          3,502        10,330       (6,828)     (66.1)%     16,932
                                        ---------------  ------------ ------------    ---------  ---------
             Total liabilities                 138,952       162,249      (23,297)     (14.4)%    168,648
  
  Shareholders' equity                          97,007       118,809      (21,802)     (18.4)%    119,065
                                        ---------------  ------------ ------------    ---------  ---------
  
             Total liabilities and
             shareholders' equity     $        235,959       281,058      (45,099)     (16.0)%    287,713
                                        ===============  ============ ============    =========  =========
  
  Shares outstanding                            11,483        11,221          262        2.3 %     11,320
                                        ===============  ============ ============    =========  =========
  
  </TABLE>
  
  *  Derived from audited financial statements.
  
  <PAGE>
                       CULP, INC. FINANCIAL INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
                                      Unaudited
                               (Amounts in Thousands)
  
  <TABLE>
  <CAPTION>
                                                                             THREE MONTHS ENDED
                                                                          --------------------------
                                                                                   Amounts
                                                                          --------------------------
                                                                           July 28,      July 29,
                                                                             2002          2001
                                                                          ------------  ------------
  <S>                                                                  <C>               <C>
  Cash flows from operating activities:
      Net loss                                                         $      (23,236)       (2,882)
      Adjustments to reconcile net loss to net cash
         provided by operating activities:
            Cumulative effect of accounting change, net of income taxes        24,151             0
            Depreciation                                                        3,641         4,473
            Amortization of intangible assets                                     159           393
            Amortization of stock based compensation                               52           (13)
            Restructuring expense                                                   0         1,303
            Changes in assets and liabilities:
               Accounts receivable                                              8,647         5,496
               Inventories                                                     (1,822)          991
               Other current assets                                              (114)       (1,987)
               Other assets                                                       (18)           (3)
               Accounts payable                                                (2,366)         (123)
               Accrued expenses                                                (3,666)       (1,957)
               Income taxes payable                                                 0        (1,268)
                                                                          ------------  ------------
                  Net cash provided by operating activities                     5,428         4,423
                                                                          ------------  ------------
  Cash flows from investing activities:
      Capital expenditures                                                     (3,070)       (1,602)
                                                                          ------------  ------------
                  Net cash used in investing activities                        (3,070)       (1,602)
                                                                          ------------  ------------
  Cash flows from financing activities:
      Proceeds from issuance of long-term debt                                      0            16
      Principal payments of long-term debt                                    (11,951)       (1,020)
      Change in accounts payable-capital expenditures                           1,717        (2,475)
      Proceeds from common stock issued                                           954             0
                                                                          ------------  ------------
                  Net cash used in financing activities                        (9,280)       (3,479)
                                                                          ------------  ------------
  
  Decrease in cash and cash investments                                        (6,922)         (658)
  
  Cash and cash investments at beginning of period                             31,993         1,207
                                                                          ------------  ------------
  
  Cash and cash investments at end of period                          $        25,071           549
                                                                          ============  ============
  </TABLE>
  
  <PAGE>
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                    JULY 28, 2002
  <TABLE>
  <CAPTION>
  
                                                 FISCAL 02              FISCAL 03
                                               ------------   ------------------------------- -----------
                                                   Q1            Q1      Q2     Q3      Q4     LTM (3)
                                               ------------   ------------------------------- -----------
  <S>                                          <C>            <C>        <C>    <C>    <C>     <C>
  INVENTORIES
        Inventory turns                                5.1          4.9
  
  RECEIVABLES
        Days sales in receivables                       51           34
        Percent current & less than 30
          days past due                              91.9%        98.7%
  
  WORKING CAPITAL
        Current ratio                                  2.8          3.4
        Operating working capital turnover (2)         4.1          4.7
        Operating working capital (2)              $86,586      $70,762
  
  PROPERTY, PLANT & EQUIPMENT
        Depreciation rate                             7.2%         6.4%
        Percent property, plant &
          equipment are depreciated                  56.2%        60.6%
        Capital expenditures                        $4,729 (1)   $3,070
  
  PROFITABILITY
        Net income (loss) per share (5)            ($0.26)        $0.08                            $0.03
        Net income (loss) per share (diluted) (5)  ($0.26)        $0.08                            $0.03
        Net income (loss) per share (diluted) (6)  ($0.10)        $0.08                            $0.61
        Return on average total capital (6)           0.5%         3.5%                             5.3%
        Return on average equity (6)                (3.4%)         3.1%                             6.1%
  
  
  LEVERAGE
        Total liabilities/equity                    136.6%       143.2%
        Funded debt/equity                           93.1%        99.5%
        Funded debt/capital employed                 48.2%        49.9%
        Funded debt                               $110,652      $96,533
        Funded debt/EBITDA (LTM) (4)                  4.26         2.71
  
  OTHER
        Book value per share                        $10.59        $8.45
        Employees at quarter end                     3,018        2,900
        Sales per employee (annualized)           $113,000     $116,163
        Capital employed                          $229,461     $193,540
        Effective income tax rate                    34.0%        37.0%
        EBITDA (4)                                  $4,731       $7,356                          $35,601
        EBITDA/net sales (4)                          5.6%         8.6%                             9.3%
  </TABLE>
  
    (1) Expenditures for entire year
    (2) Working   capital  for  this   calculation  is  accounts   receivable,
        inventories and accounts payable
    (3) LTM represents "Latest Twelve Months"
    (4) EBITDA includes earnings before interest,  income taxes,  depreciation,
        amortization,  all restructuring  and related  charges,  certain  non-cash
        charges and  cumulative  effect of  accounting  change,  as defined by the
        company's credit agreement
    (5) Excludes cumulative effect of accounting change
    (6) Excludes restructuring and related  charges of $9.9  million ($5.9 million
        or $0.51  per share  diluted,  after taxes) for the  last  twelve  months,
        $2.3  million  ($1.5 million or $0.14 per share diluted, after taxes) for
        the first quarter of fiscal 2002 and  $24.1  million cumulative  effect of
        accounting  change for the first  quarter of fiscal  2003.  Also, goodwill
        amortization  expense of  $350,000  ($230,000  or $0.02 per share diluted,
        after taxes) and $1.1 million  ($690,000 or $0.06 per share diluted, after
        taxes)  was  excluded  for the first  quarter  of fiscal 2002 and the last
        twelve months, respectively
  
  
  <PAGE>
                     CULP, INC. FINANCIAL INFORMATION RELEASE
                              SALES BY SEGMENT/DIVISION
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  
  <TABLE>
  <CAPTION>
                                     (Amounts in thousands)
  
                                                 THREE MONTHS ENDED (UNAUDITED)
                                  ------------------------------------------------------------
                                         Amounts                        Percent of Total Sales
                                   ---------------------                -----------------------
                                   July 28,   July 29,      % Over
  Segment/Division                   2002       2001        (Under)        2003        2002
  ------------------------------   ---------  ----------  ------------  ----------   ----------
  <S>                           <C>             <C>         <C>          <C>          <C>
  Upholstery Fabrics
      Culp Decorative Fabrics   $    34,731      35,160      (1.2)%       40.4 %       40.7 %
      Culp Velvets/Prints            23,119      25,520      (9.4)%       26.9 %       29.5 %
      Culp Yarn                       2,100         967     117.2 %        2.4 %        1.1 %
                                   ---------  ----------  ------------  ----------   ----------
                                     59,950      61,647      (2.8)%       69.8 %       71.3 %
  
  Mattress Ticking
      Culp Home Fashions             25,938      24,816       4.5 %       30.2 %       28.7 %
                                   ---------  ----------  ------------  ----------   ----------
  
                              * $    85,888      86,463      (0.7)%      100.0 %      100.0 %
                                   =========  ==========  ============  ==========   ==========
  
  </TABLE>
  
  * U.S.  sales were $75,464 and $71,800 for the first  quarter of fiscal 2003 and
  fiscal 2002, respectively.
  The percentage increase in U.S. sales was 5.1% for the first quarter of
  fiscal 2003.
  
  
  <PAGE>
  
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  
                               (Amounts in thousands)
  <TABLE>
  <CAPTION>
  
                                                   THREE MONTHS ENDED (UNAUDITED)
                                  ------------------------------------------------------------------
                                          Amounts                           Percent of Total Sales
                                  -------------------------                -------------------------
                                   July 28,      July 29,      % Over
        Geographic Area              2002          2001        (Under)        2003          2002
  ----------------------------    ------------  -----------  ------------  -----------    ----------
  <S>                            <C>               <C>       <C>            <C>           <C>
  North America (Excluding USA)  $      7,550        8,052     (6.2)%         72.4 %        54.9 %
  Europe                                  123          705    (82.6)%          1.2 %         4.8 %
  Middle East                             887        2,903    (69.4)%          8.5 %        19.8 %
  Far East & Asia                       1,331        2,570    (48.2)%         12.8 %        17.5 %
  South America                           243          159     52.8 %          2.3 %         1.1 %
  All other areas                         289          274      5.5 %          2.8 %         1.9 %
                                  ------------  -----------  ------------  -----------    ----------
  
                                 $     10,423       14,663    (28.9)%        100.0 %       100.0 %
                                  ============  ===========  ============  ===========    ==========
  
  </TABLE>
  
  International  sales,  and the  percentage of total sales,  for each of the last
  three fiscal years follows:  fiscal 2000 - $111,104 (23%); fiscal 2001 - $77,824
  (19%) and fiscal 2002 - $53,501 (14%). International sales for the first quarter
  represented 12.1% and 17.0% for 2003 and 2002, respectively.
  
  
  <PAGE>
  
  
  
                                     CULP, INC.
                  PROFORMA CONSOLIDATED STATEMENTS OF INCOME (LOSS)
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
                  (Amounts in Thousands, Except for Per Share Data)
  <TABLE>
  <CAPTION>
                                                                  THREE MONTHS ENDED (UNAUDITED)
                                         ---------------------------------------------------------------------------------
                                          As Reported                   JULY 28, 2002             JULY 29, 2001
                                            JULY 28,  Reclassification  Proforma Net     % of      Proforma Net    % of      % Over
                                             2002      & Adjustments   of Adjustments  Net Sales  of Adjustments  Net Sales  (Under)
                                           -----------   ----------    -------------    ------    -------------    ------   ---------
  <S>                                   <C>              <C>           <C>             <C>         <C>            <C>          <C>
  Net sales                             $     85,888            0          85,887       100.0%       86,463        100.0%        -0.7%
  Cost of sales                               72,034                       72,033        83.9%       74,695         86.4% (4)    -3.6%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Gross profit                         13,854            0          13,854        16.1%       11,768         13.6%        17.7%
  
  Selling, general and
    administrative expenses                   10,437            0          10,437        12.2%       11,235         13.0%        -7.1%
  Restructuring expense                            0            0               0         0.0%            0          0.0% (6)     0.0%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Income  from operations               3,417            0           3,417         4.0%          533          0.6%       541.1%
  
  Interest expense                             1,903            0           1,903         2.2%        2,068          2.4%        -8.0%
  Interest income                               (150)           0            (150)       -0.2%          (23)         0.0%       552.2%
  Other expense (income), net                    211            0             211         0.2%          222          0.3% (5)    -5.0%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Income (loss) before income taxes     1,453            0           1,453         1.7%       (1,734)        -2.0%       183.8%
  
  Income taxes  (1)                              538            0             538        37.0%         (590)        34.0% (2)   191.2%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
  Income (loss) before cumulative
     effect of accounting change        $        915            0             915         1.1%       (1,144)        -1.3%       180.0%
                                          ===========   ==========     =============    ======    =============    ======    =========
  
  Net income (loss) per share                  $0.08        $0.00           $0.08                    ($0.10)
  Net income (loss) per share,
     assuming dilution                         $0.08        $0.00           $0.08                    ($0.10)
  Average shares outstanding                  11,383            0          11,383                    11,221
  Average shares outstanding,
     assuming dilution                        11,765            0          11,765 (3)                11,221
  </TABLE>
  
  Notes:
  
  (1)  Percent of sales  column for income  taxes is  calculated  as a % of income
       (loss) before income taxes
  (2)  Pre-restructuring income tax rate was 34%
  (3)  Incremental  shares of 382,000  for fiscal 2003  included in fully  diluted
       calculation
  (4)  Excludes $1.0 million  (660,000 or $0.06 per share diluted, after taxes) of
       Culp Decorative Fabrics (CDF) and Culp Yarn (CYN) restructuring related
       charges from the cost of sales total
  (5)  Excludes  $350,000  ($230,000 or $0.02 per share  diluted,  after taxes) of
       goodwill amortization
  (6)  Excludes  CDF and CYN  restructuring  charges of $1.3  million ($860,000 or
       $0.08 per share diluted, after taxes)
  
  <PAGE>
                      CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
             for the three months ended July 28, 2002 and July 29, 2001
  
  
  OVERVIEW
  
       GENERAL - For the first quarter,  net sales decreased .7% to $85.9 million;
  and the  company  reported  net  income,  excluding  the  cumulative  effect  of
  accounting change, of $915,000,  or $0.08 per share diluted versus a net loss of
  $1.1  million,  or $0.10 per share  diluted in the first quarter of fiscal 2002,
  excluding  restructuring  and related charges,  and goodwill  amortization.  The
  earnings  improvement is attributable to gross profit dollar and margin gains in
  each of the divisions within the upholstery fabric segment,  particularly in the
  Culp Decorative  Fabrics division,  along with reductions in SG&A,  interest and
  other expenses. The company reported further improvement in its balance sheet by
  reducing  funded debt by $12.0 million during the quarter and ending the quarter
  with $25.1 million in cash and cash investments.
  
       ADOPTION OF SFAS No. 142 - As of April 29, 2002, Culp adopted SFAS No. 142,
  "Goodwill and Other  Intangible  Assets." SFAS No. 142  represents a substantial
  change in how goodwill is accounted  for. SFAS No. 142 requires that goodwill no
  longer be amortized and that goodwill be tested for  impairment by comparing the
  reporting unit's carrying value to its fair value as of April 29, 2002. SFAS No.
  142 requires that any goodwill impairment loss recognized as a result of initial
  application  be reported  as of the first  quarter of fiscal 2003 as a change in
  accounting  principle,  and that the income per share effects of the  accounting
  change be separately disclosed.
  
  For  initial  application  of SFAS No. 142, an  independent  business  valuation
  specialist  was engaged to assist the company in the  determination  of the fair
  market  value of Culp  Decorative  Fabrics  because of the  significance  of the
  goodwill  associated with the division and due to its operating  performance for
  fiscal 2001 and 2002. Although operating results improved during the second half
  of fiscal 2002,  they have been  significantly  below the division's  historical
  level of profitability. As a result of the adoption of SFAS No. 142, the company
  recorded a non-operating,  non-cash goodwill  impairment charge of $37.6 million
  ($24.1  million  net of taxes of $13.5  million),  or $2.12 per  share  diluted,
  related to the goodwill associated with the Culp Decorative Fabrics division.
  
       PROFORMA  CONSOLIDATED  STATEMENTS  OF  INCOME  (LOSS) -- The  company  has
  included,  within this financial information release, proforma income statements
  which  reconcile  the reported  income  statements  with proforma  results.  See
  PROFORMA  CONSOLIDATED  STATEMENTS OF INCOME (LOSS) on page 7 of this  financial
  information release.
  
       FISCAL 2003 RESTRUCTURING INITIATIVE IN CULP DECORATIVE FABRICS DIVISION --
  As a result of successful restructuring and productivity enhancement initiatives
  during the past year, the company has identified a significant  opportunity  for
  further  restructuring  within its Culp Decorative Fabrics ("CDF") division that
  is expected to:
  
       -     substantially lower manufacturing costs;
       -     dramatically simplify its dobby upholstery fabric product line;
       -     significantly increase asset utilization; and
       -     enhance the division's manufacturing competitiveness
  
       While the  company's  recent  profit  improvement  actions have resulted in
  substantial  gains in  productivity  and margins at certain CDF  locations,  the
  division's gross profit margins still have significant room for improvement, and
  are below management's  targeted levels. The progress made at certain CDF plants
  over the past year, however,  has allowed for higher production outputs at these
  locations  while using the same asset base. In addition,  management has focused
  attention within this division to materially reduce manufacturing complexity by:
  (1)  simplifying  raw material  components;  (2) eliminating low volume finished
  goods SKUs;  and (3)  configuring  manufacturing  for greater  flexibility.  The
  progress to date has resulted in the identification of additional  opportunities
  to eliminate  the least  efficient  and higher cost  elements of the  division's
  manufacturing  base and to make  higher use of the  division's  most  productive
  assets.  Based  upon these  considerations,  management  has  approved a plan to
  significantly  simplify dobby  upholstery  fabric  offerings and consolidate the
  operations  of the  division's  Chattanooga,  Tennessee  facility into other CDF
  plants,  mainly the weaving plant in Pageland,  South Carolina and the finishing
  plant in Burlington,  North Carolina.  The  restructuring  is expected to reduce
  annual  expenses  by $12 million to $15 million  when fully  implemented,  while
  still maintaining  capacity within the division's  manufacturing  assets to meet
  anticipated levels of demand for the foreseeable future. The benefit of the cost
  savings is expected to be partially  realized  beginning in the third quarter of
  fiscal 2003,  with most or all of the benefit  being  experienced  by the fourth
  quarter.
  
       The  restructuring  action  will  involve  the  closing of the  Chattanooga
  facility,  which  contains  weaving,  finishing,  yarn-making  and  distribution
  operations.  This facility incurred about $20 million in manufacturing labor and
  overhead costs during fiscal 2002.  Some of the newest  equipment  located there
  will be moved to Pageland and other CDF  facilities,  while other equipment will
  be sold or retired.  As an initial  step,  the forty most modern  weaving  looms
  located in  Chattanooga  will be moved to Pageland  during the company's  second
  quarter,  beginning in September. Also during the second quarter, the finishing,
  yarn-making and  distribution  operations  will be  consolidated  into other CDF
  facilities.
  
       As a further part of the  restructuring  plan, the company will construct a
  small  addition to the Pageland  plant to allow for the increased  output at the
  facility.  The  company  also plans to purchase  twenty (20) high speed  weaving
  machines to be located at the Pageland facility. Finally, certain jacquard looms
  located at CDF's  other  weaving  locations  will be  modified in ways that will
  allow them to produce some of the dobby  products  now produced at  Chattanooga.
  This will also aid production  during the transition  period while  equipment is
  being moved and installed.  Weaving  operations at the Chattanooga plant will be
  scaled back over time,  beginning in the second quarter,  and are expected to be
  completely terminated by the end of the third quarter.
  
       A  key  part  of  the  restructuring  is a  substantial  reduction  in  the
  complexity of the  company's  dobby  upholstery  fabric  product line,  which is
  expected to increase the efficiency of operations  and greatly  simplify the raw
  material  components for this category of fabrics.  As part of the changes being
  announced,  the  company  plans to  discontinue  approximately  70% of its stock
  keeping  units (SKUs) of dobby fabrics by the end of the second  quarter.  These
  discontinued SKUs represented only 10%, or $4 million, of the dobby product line
  sales for the twelve  months ended July 28, 2002.  To minimize the impact on its
  customers,  the  company  plans  to  offer  one  final  production  run  of  the
  discontinued products.
  
       The  construction  at the  Pageland  facility  and new loom  purchases  are
  expected to cost  approximately  $4 million,  and it is  anticipated  that these
  assets will be placed into production by the end of fiscal 2003. The Chattanooga
  plant currently has approximately 350 employees, and all of those positions will
  be  eliminated  in the  restructuring  initiative.  It is  anticipated  that the
  current actions will lead to the addition of approximately 50 positions in other
  CDF plants.  Therefore,  CDF expects to reduce its overall headcount by 25% with
  this plan.
  
       Once fully implemented, the restructuring plan is expected to significantly
  improve gross  margins  within CDF,  while  allowing the division the ability to
  meet  foreseeable  levels of  demand,  all on a  substantially  lower cost base.
  Management expects that the restructuring actions will reduce CDF's annual fixed
  manufacturing  costs by approximately  $8 million,  or 29%, from the $29 million
  spent in fiscal 2002.  The remaining cost savings of $4 - 7 million are expected
  to  come  from  reduced  variable  production  costs,  as a  result  of  greater
  utilization  of an asset  base  that has  significantly  better  efficiency  and
  employs  substantially  fewer people.  By consolidating the best assets from the
  Chattanooga  plant into other CDF locations,  in combination  with  transferring
  some  production to the additional  high speed looms that will be added to CDF's
  asset  base,  management  anticipates  that the  average  speed and the  average
  utilization of the weaving and finishing  equipment  within the division will be
  substantially increased.
  
       The actions  described  above are expected to result in  restructuring  and
  related charges of approximately $15.0 million, which amounts to $9.1 million on
  an after-tax  basis, or $0.78 per share.  The charges will be incurred mostly in
  the second quarter ending October 27, 2002, with approximately $750,000 expected
  to be incurred in the second half of fiscal 2003. These  restructuring  charges,
  of which $4.3  million  are  expected  to be non-cash  items,  will  principally
  involve  building  lease   termination   costs,   severance   costs,   equipment
  write-downs, inventory markdowns and equipment relocation costs.
  
       Management will take steps to minimize disruptions in production as the CDF
  assets  are  being  moved  and  re-configured,  but it is  anticipated  that the
  restructuring  actions  will impact  operating  earnings  (before  restructuring
  charges)  during the second  quarter by $500,000 to $900,000,  or $0.03 to $0.05
  per share. The company expects,  however, that these short-term transition costs
  will be  recovered  during the third and fourth  quarters of this  fiscal  year.
  Management  believes that the long-term gains resulting from this  restructuring
  will outweigh any short-term costs and the restructuring and related charges.
  
  INCOME STATEMENT COMMENTS
  
       NET SALES - Upholstery  fabric  sales for the first  quarter of fiscal 2003
  decreased  2.8% to $59.9  million  (see  sales by  Segment/Division  on page 5).
  Domestic  upholstery  fabric sales  increased  $2.8  million,  or 5.5%, to $53.0
  million,  while  international  sales of this category declined $4.5 million, or
  39.2%, due primarily to the exiting of the wet printed flock fabric product line
  as of April 28, 2002.
  
  Mattress  fabric sales for the first  quarter of fiscal 2003  increased  4.5% to
  $25.9  million.  Sales  to  U.S.  bedding  manufacturers  increased  4.1%  while
  international sales gained 7.3%.
  
  In line with apparent overall  furniture and bedding  industry trends,  domestic
  sales declined by 3.2% for the month of July after being ahead of the prior year
  through the first two months of the quarter by 8.8%.  It appears  that the sales
  softness,  which began in mid July, has continued  into August,  and the company
  now believes  domestic sales for the second quarter ending October 27, 2002 will
  be flat to slightly down in comparison with the second quarter of last year. The
  company believes that domestic sales for fiscal 2003, as a whole,  will increase
  over the fiscal 2002 total of $328.4 million.
  
       GROSS PROFIT - Gross profit increased $2.1 million, or 17.7%, compared with
  the  year-earlier  period,  excluding  restructuring  and related  charges,  and
  increased as a  percentage  of net sales to 16.1% from 13.6%.  This  significant
  improvement  reflects  gross  profit  dollar  and  margin  gains  in each of the
  upholstery  fabrics  divisions,  particularly Culp Decorative Fabrics (CDF). The
  key factors behind these gains were: (1) a more profitable  sales mix across the
  divisions;  (2) the  elimination  of the losses related to the wet printed flock
  business;   and  (3)  the  increasing   productivity   benefits  from  the  2001
  restructuring  actions  taken in CDF. The first quarter  represented  the second
  consecutive  quarter of higher  year-over-year  gross profit dollars and margins
  for CDF.  The  company is  optimistic  that gross  margin in CDF can be improved
  significantly  over the next one to two years. In order to continue the positive
  margin  trend and reach  targeted  margin  levels,  the company is focusing  its
  efforts to: (1) improve the  profitability  of the current  sales mix by several
  gross margin points; (2) substantially  improve asset utilization (i.e. the same
  or more  yards  produced  on a lower  asset  base);  (3)  improve  manufacturing
  performance,  in terms  of  productivity  and  inventory  obsolescence,  and (4)
  successfully implement the restructuring plan discussed above.
  
  Partially  offsetting these gains,  Culp Home Fashions  reported  slightly lower
  gross profit dollars and margins,  due solely to a supply  agreement under which
  products  are sourced in Europe,  both because of the higher  intrinsic  cost of
  these European  goods,  and because of the weakening of the U.S.  dollar against
  the euro (since the products purchased under the agreement are priced in euros).
  The division  entered into an agreement  with a European  supplier  last fall as
  part of the  termination  of a  long-term  supply  relationship.  The  agreement
  provided,  among  other  things,  that the company  maintain a certain  level of
  weekly purchases through October 31, 2002.  Therefore,  for the first and second
  quarters of this year,  the company has been  required to source  products  from
  this supplier that are significantly  more expensive than products  manufactured
  at the  company's  U.S.  or  Canadian  plants  in order to meet the  agreement's
  minimum  purchase  levels.  The margin impact of this European  sourcing will be
  substantially  completed in the second quarter, which ends October 27, 2002. The
  company estimates the impact for the second quarter will approximate $800,000 or
  $0.04 per share,  after  taxes.  The company had planned  during the last fiscal
  year for the  termination  of this  supply  agreement  by  initiating  a plan to
  increase capacity in the U.S. and Canadian plants beginning in the first quarter
  and ending by December  2002.  This  capacity  expansion  project  accounts  for
  approximately $4.5 million of the company's fiscal 2003 capital spending plan.
  
       SG&A EXPENSES - SG&A expenses for the first quarter declined  $798,000,  or
  7.1%, from the prior year, and as a percent of net sales, SG&A expenses declined
  to 12.2% from 13.0%. SG&A expenses in the first quarter include bad debt expense
  of $347,000 compared with $800,000 in the year-earlier period.
  
       INTEREST EXPENSE (INCOME)-  Interest expense for the first quarter declined
  to  $1.9  million  from  $2.1  million  due to  significantly  lower  borrowings
  outstanding,  offset somewhat by an increase in the interest rate on the private
  placement  debt.  Interest  income  increased  to $150,000  from  $23,000 due to
  significantly higher invested cash as compared with the prior year.
  
       OTHER EXPENSE (INCOME),  NET - Other expense (income) for the first quarter
  of fiscal 2003 totaled  $211,000  compared with $572,000 in the prior year.  The
  decrease was principally due to the adoption of SFAS No. 142, which discontinued
  the amortization of goodwill.  Goodwill amortization during first quarter fiscal
  2002 was  $350,000.  Also,  during first  quarter of fiscal 2003 debt issue cost
  totaling  $113,700  was  expensed  due to the  repayment  of  $10.9  million  in
  industrial revenue bonds (IRBs).
  
       INCOME TAXES - Excluding the  cumulative  effect of  accounting  change and
  restructuring and related charges,  the effective tax rate for the first quarter
  of fiscal 2003 was 37.0% compared to 34.0% the prior year.
  
       EBITDA - EBITDA  for the  first  quarter  of fiscal  2003 was $7.4  million
  compared with $4.7 million in the prior year.  EBITDA  includes  earnings before
  interest,  income  taxes,  depreciation,  amortization,  all  restructuring  and
  related charges,  certain  non-cash charges and cumulative  effect of accounting
  change, as defined by the company's credit agreement.
  
  BALANCE SHEET COMMENTS
  
       CASH AND CASH  INVESTMENTS - Cash and cash  investments as of July 28, 2002
  decreased  to $25.1  million from $32.0  million at fiscal year end,  reflecting
  cash flow from operations of $5.4 million, capital expenditures of $3.1 million,
  debt repayment of $12.0 million,  stock issuance of $1.0 million and an increase
  in accounts payable for capital expenditures of $1.7 million.
  
       WORKING  CAPITAL - Accounts  receivable as of July 28, 2002 decreased 33.7%
  from the  year-earlier  level,  due principally to the decline in  international
  sales with their related  longer credit terms,  and an increase in the number of
  customers  taking  the cash  discount  for  shorter  payment  terms.  Days sales
  outstanding  totaled 34 days at July 28, 2002 compared with 51 a year ago and 36
  at last fiscal year end. The aging of accounts  receivable was 98.7% current and
  less than 30 days past due versus 91.9% a year ago.  Inventories at the close of
  the first quarter increased 1.2% from a year ago.  Inventory turns for the first
  quarter  were 4.9  versus 5.1 for the  year-earlier  period.  Operating  working
  capital (comprised of accounts  receivable,  inventory and accounts payable) was
  $70.8 million at July 28, 2002, down from $86.6 million a year ago.
  
       PROPERTY,  PLANT AND EQUIPMENT - Capital  spending for the first quarter of
  fiscal 2003 was $3.1 million. The company's original budget for capital spending
  for all of fiscal 2003 was $8.5  million,  compared  with $4.7 million in fiscal
  2002.  As part of the  fiscal  2003  restructuring  plan in the Culp  Decorative
  Fabric's  division (see discussion  above),  the company increased the budget by
  $4.5 million to $13.0 million. Depreciation for the first quarter of fiscal 2003
  totaled $3.6  million,  and is  estimated  at $15.0  million for the full fiscal
  year.
  
       INTANGIBLE  ASSETS - Goodwill is the company's only intangible asset. As of
  July 28, 2002,  goodwill was $9.5 million, a decrease of $37.6 million from last
  fiscal year end due to the adoption of SFAS No. 142 (see discussion above).
  
       LONG-TERM DEBT - The company reduced funded debt by $12.0 million from last
  fiscal year end.  Funded debt equals  long-term  debt plus  current  maturities.
  Funded debt was $96.5 million at July 28, 2002,  compared with $108.5 million at
  fiscal 2002 year end. The company's  funded  debt-to-capital  ratio was 49.9% at
  July 28, 2002.
  
       The company  entered into a new loan agreement  during August 2002 with its
  principal  bank lender that  provides,  among other things,  for: (1) a two year
  $34.7 million credit facility,  which includes a $15.0 million  revolving credit
  line and $19.7  million  for  letters  of credit  for the  company's  industrial
  revenue bonds (IRB's), (2) lower interest rates based upon a pricing matrix, and
  (3) improved financial covenants. The agreement specifically allows for the Culp
  Decorative Fabrics restructuring and related charges (see discussion above). The
  company was in compliance  with all convenants  contained in its loan agreements
  as of July 28, 2002.
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "c8kq103.txt", "description": "CULP, INC.   8-K    7-28-02", "secsgml_size_bytes": 62306}]
metadata_filer: {"company-data": {"conformed-name": "CULP INC", "cik": "0000723603", "assigned-sic": "2211", "irs-number": "561001967", "state-of-incorporation": "NC", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12597", "film-number": "02749765"}, "business-address": {"street1": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27260", "phone": "3368895161"}, "mail-address": {"street1": "P O BOX 2686", "street2": "101 S MAIN ST", "city": "HIGH POINT", "state": "NC", "zip": "27261"}}
text: -------------------------------------------------------------------------------
  
                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549
  
                                     ---------
  
                                     Form 8-K
  
                                  CURRENT REPORT
  
                 Pursuant to Section 13 or 15(d) of the Securities
                               Exchange Act of 1934
  
                                   -------------
  
          Date of Report (Date of earliest event reported) August 27, 2002
  
                                     CULP, INC.
  
              (Exact name of registrant as specified in its charter)
  
          North Carolina                0-12781                 56-1001967
  (State or other jurisdiction    (Commission File No.)       (IRS Employer
        of incorporation)                                   Identification No.)
  
                               101 South Main Street
                         High Point, North Carolina  27260
                     (Address of principal executive offices)
                                  (336) 889-5161
               (Registrant's telephone number, including area code)
  
           -------------------------------------------------------------
           (Former name or former address, if changed since last report)
  
  -------------------------------------------------------------------------------
  Item 5. Other Events
  
  See  attached  Press  Release (3 pages) and  Financial  Information  Release (12
  pages),  both dated  August 27, 2002,  related to the fiscal 2003 first  quarter
  ended July 28, 2002.
  
  Forward  Looking  Information.  This  Report  contains  statements  that  may be
  deemed   "forward-looking   statements"   within  the  meaning  of  the  federal
  securities  laws,  including  the Private  Securities  Litigation  Reform Act of
  1995.  Such  statements  are  inherently  subject  to risks  and  uncertainties.
  Forward-looking    statements   are   statements   that   include   projections,
  expectations  or beliefs  about future  events or results or  otherwise  are not
  statements  of historical  fact.  Such  statements  are often  characterized  by
  qualifying words such as "expect,"  "believe,"  "estimate," "plan" and "project"
  and their  derivatives.  Factors that could  influence the matters  discussed in
  such  statements  include  the level of  housing  starts  and sales of  existing
  homes,  consumer  confidence,  trends in disposable income, and general economic
  conditions.  Decreases  in  these  economic  indicators  could  have a  negative
  effect  on  the  company's  business  and  prospects.   Likewise,  increases  in
  interest  rates,  particularly  home mortgage  rates,  and increases in consumer
  debt or the general  rate of  inflation,  could  affect the  company  adversely.
  Because of the  significant  percentage  of the  company's  sales  derived  from
  international  shipments,  strengthening  of  the U.  S.  dollar  against  other
  currencies  could make the company's  products less  competitive on the basis of
  price  in  markets  outside  the  United  States.  Additionally,   economic  and
  political  instability  in  international  areas could affect the demand for the
  company's  products.  Finally,   unanticipated  delays  or  costs  in  executing
  restructuring  actions  could  cause  the  cumulative  effect  of  restructuring
  actions to fail to meet the objectives set forth by management.
  
                                       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:    Franklin N. Saxon
                                       ----------------------------
                                       Executive Vice President and
                                       Chief Financial Officer
  
  Dated:  August 27, 2002
  Culp Reports First Quarter 2003 Results
  Page 3
  August 27, 2002
  --------------------------------------------------------------------------------
  
  FOR IMMEDIATE RELEASE
  
                CULP, INC. REPORTS FIRST QUARTER FISCAL 2003 RESULTS
                               ----------------------
                       ANNOUNCES NEW RESTRUCTURING INITATIVES
              EXPECTED TO RESULT IN OVER $12 MILLION IN ANNUAL SAVINGS
  
  HIGH POINT,  N. C. (August 27, 2002) -- Culp,  Inc.  (NYSE:  CFI) today reported
  financial  and  operating  results  for the first  quarter of fiscal  2003.  The
  company  also  announced  that  it  is  undertaking   additional   restructuring
  initiatives  that are  expected to lower  manufacturing  costs,  increase  asset
  utilization  and enhance  manufacturing  competitiveness  in its Culp Decorative
  Fabrics division.
  
        For the three  months  ended July 28,  2002,  Culp  reported  net sales of
  $85.9  million  compared  with  $86.5  million  for the same  period a year ago.
  Excluding the cumulative effect of accounting  change,  net income for the first
  quarter of fiscal 2003 was $915,000,  or $0.08 per share diluted,  compared with
  a  year-earlier  loss of $1.1  million,  or $0.10 per share  diluted,  excluding
  restructuring  and related  charges and  goodwill  amortization.  Including  the
  cumulative  effect of  accounting  change,  the company  reported a net loss for
  the  first  quarter  of  fiscal  2003 of  $23.2  million,  or  $2.04  per  share
  diluted.
  
        As a result of the adoption of a new  accounting  standard,  "Goodwill and
  Other Intangible  Assets," the company recorded a non-cash  goodwill  impairment
  charge,  net of income taxes, of $24.2 million,  or $2.12 per share diluted,  in
  the first quarter  related to the goodwill  associated  with its Culp Decorative
  Fabrics  division.  The charge,  recorded as  "cumulative  effect of  accounting
  change,"  has no effect on  operating  income or cash flow from  operations  and
  does  not  affect  the  company's  compliance  with  the  terms  of its  lending
  agreements.
  
        Robert G. Culp, III, chief  executive  officer of Culp,  Inc.,  commented,
  "The results for the first quarter of 2003  demonstrate the value of the actions
  Culp  has  taken  to  increase  sales,  lower   manufacturing   costs,   improve
  productivity,  and  achieve a more  profitable  sales mix across all  divisions.
  Excluding the effect of the wet printed  flock  business that we exited in April
  2002,  we  reported  a 3%  increase  in sales  compared  with  the  year-earlier
  period.  Our  considerable  progress is  primarily  attributed  to solid  margin
  gains  in  each  of the  upholstery  fabrics  divisions,  especially  from  Culp
  Decorative  Fabrics.  In  addition,  our ability to provide  attractive  fabrics
  that our  customers  demand,  and meet the delivery  terms that  today's  market
  requires, has contributed to the positive results.
  
        "During  the  first  quarter  we  generated  $5.4  million  in  cash  from
  operations,  allowing us to reduce our funded debt by $12.0  million and further
  strengthen  our balance  sheet.  At the end of the quarter we had $25.1  million
  in cash and cash  investments,  a significant  improvement  over $549,000 at the
  close of the  first  quarter  a year ago.  Having a solid  financial  foundation
  continues to be a high priority for Culp.
  
        "We have made  significant  progress over the past year due to the success
  of  our   restructuring   strategy  and  increased  focus  on  achieving  higher
  productivity  from our  current  asset  configuration,"  Culp  continued.  "As a
  result of this progress,  we have now identified  additional  opportunities  for
  improvement  within the Culp  Decorative  Fabrics  division that we believe will
  further  enhance our  competitive  position.  Our goal is to eliminate the least
  efficient and higher cost  elements of this  division's  manufacturing  base and
  realize greater  utilization of its most productive  assets.  This restructuring
  plan principally  involves  consolidation of the company's  weaving,  finishing,
  yarn-making   and   distribution   operations   by  closing   our   facility  in
  Chattanooga,  Tennessee and integrating  these  functions into other plants.  In
  addition  to  reducing  our overall  production  costs,  another key part of the
  restructuring  plan will be a  substantial  reduction in the  complexity  of our
  dobby  upholstery  product  line.  As a  result,  we expect  to  realize  annual
  savings of $12.0 to $15.0 million while  maintaining  the necessary  capacity to
  meet   anticipated   levels  of  demand   for  the   foreseeable   future.   The
  implementation  of these  initiatives will begin  immediately and is expected to
  be completed in the third quarter of fiscal 2003."
  
        Culp noted,  "The  restructuring  plan involves very  difficult  personnel
  decisions.  We recognize the  dedication  and  contributions  of the  associates
  employed  at the  Chattanooga  facility,  and we  regret  the  impact  of  these
  consolidation initiatives on our associates and the community."
  
        The  company  expects the  restructuring  actions to result in a charge of
  approximately  $15.0  million,  or $9.1 million on an after tax basis,  or $0.78
  per share.  Approximately  $4.3 million of the pre-tax  amount is expected to be
  non-cash  items.  The  majority  of the  charges  will be incurred in the second
  fiscal quarter ending October 27, 2002,  with  approximately  $750,000  incurred
  in the second half of the fiscal  year.  Management  will take steps to minimize
  disruptions  in  production as assets are being moved and  reconfigured,  but it
  is  anticipated  that the various  restructuring  actions will impact  operating
  earnings  (before  restructuring  charges) during the second quarter by $500,000
  to $900,000,  or $0.03 to $0.05 per share.  The company expects,  however,  that
  these  short-term  transition  costs will be recovered during the second half of
  the  current  fiscal  year.   Management   believes  that  the  long-term  gains
  resulting from this  restructuring  will outweigh any  short-term  costs and the
  restructuring and related charges.
  
        Looking  ahead,  Culp  concluded,  "Although  we remain  confident  in our
  ability to execute and compete  effectively in this environment,  we have seen a
  moderate  slowdown in sales throughout the home furnishings  industry  beginning
  in mid-July,  particularly  in furniture.  Overall  consumer  spending  patterns
  have been hesitant in this uncertain  economy,  and, as a result,  we expect our
  domestic  sales for the second  fiscal  quarter  will be flat to slightly  below
  sales for the same  period  last year.  However,  we remain  optimistic  that we
  will see more  favorable  trends in our business in the second half of the year,
  and expect that our domestic  sales for 2003 as a whole will  increase  over the
  prior  year.  Additionally,  we  believe we will meet our  objective  to achieve
  year-over-year  improvement  in quarterly  net income,  excluding  the impact of
  restructuring  charges.  We also expect to continue to make meaningful  progress
  in returning  Culp's profit  margins to their  historical  highs and to continue
  generating free cash flow."
  
        Culp, Inc. is one of the world's largest  marketers of upholstery  fabrics
  for  furniture  and mattress  fabrics for  bedding.  The  company's  fabrics are
  used  principally in the production of residential and commercial  furniture and
  bedding products.
  This  release  contains  statements  that may be  deemed  "forward-looking
  statements"  within the meaning of the federal  securities  laws,  including the
  Private   Securities   Litigation  Reform  Act  of  1995.  Such  statements  are
  inherently  subject to risks and uncertainties.  Forward-looking  statements are
  statements  that  include  projections,  expectations  or beliefs  about  future
  events or results or otherwise  are not  statements  of  historical  fact.  Such
  statements  are  often  characterized  by  qualifying  words  such as  "expect,"
  "believe,"  "estimate,"  "plan" and  "project"  and their  derivatives.  Factors
  that could  influence  the  matters  discussed  in such  statements  include the
  level of  housing  starts  and sales of  existing  homes,  consumer  confidence,
  trends in  disposable  income and  general  economic  conditions.  Decreases  in
  these  economic  indicators  could  have a  negative  effect  on  the  company's
  business and  prospects.  Likewise,  increases in interest  rates,  particularly
  home  mortgage  rates,  and  increases  in consumer  debt or the general rate of
  inflation,  could  affect the  company  adversely.  Because  of the  significant
  percentage  of  the  company's  sales  derived  from  international   shipments,
  strengthening  of the  U.S.  dollar  against  other  currencies  could  make the
  company's  products less  competitive  on the basis of price in markets  outside
  the  United  States.   Additionally,   economic  and  political  instability  in
  international  areas  could  affect  the  demand  for  the  company's  products.
  Finally,  unanticipated  delays  or costs  in  executing  restructuring  actions
  could cause the cumulative  effect of restructuring  actions to fail to meet the
  objectives set forth by management.
  
                                     CULP, INC.
                           Condensed Financial Highlights
  (Unaudited)
  Three Months Ended
                                                             ---------------------------
                                                               July 28,       July 29,
                                                                 2002           2001
                                                             ------------   ------------
  Net sales                                                  $ 85,888,000   $ 86,463,000
  
  Net income (loss)                                               915,000     (2,882,000)
  Cumulative effect of accounting change, net of
     income taxes                                             (24,151,000)            --
                                                             ------------   ------------
  Net loss                                                   $(23,236,000)  $ (2,882,000)
                                                             ============   ============
  
  Basic income (loss) per share:
     Before cumulative effect of accounting change:          $      (0.08)         (0.26)
     Cumulative effect of accounting change                         (2.12)          0.00
                                                             -------------  ------------
     Net loss                                                $      (2.04)  $      (0.26)
                                                             =============  ============
  
  Diluted income (loss) per share:
     Before cumulative effect of accounting change:          $      (0.08) $       (0.26)
     Cumulative effect of accounting change                         (2.12)          0.00
                                                             -------------  ------------
     Net loss                                                $      (2.04) $       (0.26)
                                                             =============  ============
  
  Net income (loss) per share, excluding restructuring and
     related charges, goodwill amortization and cumulative
     effect of accounting change                            *$       0.08  $       (0.10)
  
  Average shares outstanding:
     Basic                                                     11,383,000     11,221,000
     Diluted                                                   11,765,000     11,221,000
  *  Excludes  cumulative  effect of accounting  change,  net of income taxes,  of
     $24.2 million  ($2.12 per share  diluted) for the three months ended July 28,
     2002.  Excludes  restructuring  and  related  charges of $2.3  million  ($1.5
     million,   or  $0.14  per  share   diluted,   after   taxes),   and  goodwill
     amortization  of  $350,000  ($230,000,  or $0.02  per  share  diluted,  after
     taxes) for the three months ended July 29, 2001.
  
                                         -END-
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                     CONSOLIDATED STATEMENTS OF LOSS
                       FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  
                            (Amounts in Thousands, Except for Per Share Data)
  THREE MONTHS ENDED (UNAUDITED)
                                                --------------------------------------------------------
                                                      Amounts                         Percent of Sales
                                                ---------------------               ---------------------
                                                July 28,   July 29,     % Over
                                                  2002       2001      (Under)         2003        2002
                                                ---------- ----------  ---------    --------- -----------
  Net sales                                  $     85,888     86,463      (0.7)%      100.0 %     100.0 %
  Cost of sales                                    72,034     75,674      (4.8)%       83.9 %      87.5 %
                                                ---------- ----------  ----------------------------------
        Gross profit                               13,854     10,789      28.4 %       16.1 %      12.5 %
  
  Selling, general and
    administrative expenses                        10,437     11,235      (7.1)%       12.2 %      13.0 %
  Restructuring expense                                 0      1,303    (100.0)%        0.0 %       1.5 %
                                                ---------- ----------  ----------------------------------
        Income (loss) from operations               3,417     (1,749)    295.4 %        4.0 %      (2.0)%
  
  Interest expense                                  1,903      2,068      (8.0)%        2.2 %       2.4 %
  Interest income                                    (150)       (23)    552.2 %       (0.2)%      (0.0)%
  Other expense (income), net                         211        572     (63.1)%        0.2 %       0.7 %
                                                ---------- ----------  ----------------------------------
        Income (loss) before income taxes           1,453     (4,366)    133.3 %        1.7 %      (5.0)%
  Income taxes *                                      538     (1,484)    136.3 %       37.0 %      34.0 %
                                                ---------- ----------  ----------------------------------
  Income (loss) before cumulative effect of
     accounting change                                915     (2,882)    131.7 %        1.1 %      (3.3)%
  
  Cumulative effect of accounting change,
     net of income taxes                          (24,151)         0
                                                ---------- ----------
        Net loss                              $   (23,236)    (2,882)
                                                ========== ==========
  
  Basic income (loss) per share:
        Income (loss) before cumulative
           effect of accounting change        $      0.08      (0.26)    131.3 %
        Cumulative effect of accounting change      (2.12)      0.00     100.0 %
                                                ---------- ----------  --------
        Net loss                                    (2.04)     (0.26)   (694.8)%
                                                ========== ==========  ========
  
  Diluted income (loss) per share:
        Income (loss) before cumulative
           effect of accounting change        $      0.08      (0.26)    129.9 %
        Cumulative effect of accounting change      (2.12)      0.00     100.0 %
                                                ---------- ----------  --------
        Net loss                                    (2.04)     (0.26)   (686.1)%
                                                ========== ==========  ========
  
  Net income (loss) per share, excluding
    restructuring and related charges,
    goodwill amortization and cumulative
    effect of accounting change (see
    proforma statement on page 7)                   $0.08     ($0.10)    180.0 %
  Average shares outstanding                       11,383     11,221       1.4 %
  Average shares outstanding, assuming dilution    11,765     11,221       4.8 %
  * Percent of sales column for income taxes is calculated as a % of income (loss)
  before income taxes.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                        CONSOLIDATED BALANCE SHEETS
                             JULY 28, 2002, JULY 29, 2001, AND APRIL 28, 2002
                                                 Unaudited
                                          (Amounts in Thousands)
  Amounts                    Increase
                                        ------------------------------       (Decrease)
                                           July 28,       July 29,    -------------------------  *April 28,
                                             2002           2001        Dollars       Percent      2002
                                        ---------------  ------------ ------------    ---------  ---------
  Current assets
        Cash and cash investments     $         25,071           549       24,522    4,466.7 %     31,993
        Accounts receivable                     34,719        52,353      (17,634)     (33.7)%     43,366
        Inventories                             59,721        59,006          715        1.2 %     57,899
        Other current assets                    13,698         9,893        3,805       38.5 %     13,413
                                        ---------------  ------------ ------------    ---------  ---------
              Total current assets             133,209       121,801       11,408        9.4 %    146,671
  
  Property, plant & equipment, net              89,201       109,417      (20,216)     (18.5)%     89,772
  Goodwill                                       9,503        48,129      (38,626)     (80.3)%     47,083
  Other assets                                   4,046         1,711        2,335      136.5 %      4,187
                                        ---------------  ------------ ------------    ---------  ---------
  
              Total assets            $        235,959       281,058      (45,099)     (16.0)%    287,713
                                        ===============  ============ ============    =========  =========
  
  Current liabilities
        Current maturities of
           long-term debt             $            455         2,130       (1,675)     (78.6)%      1,483
        Accounts payable                        23,678        24,773       (1,095)      (4.4)%     24,327
        Accrued expenses                        15,239        16,494       (1,255)      (7.6)%     18,905
                                        ---------------  ------------ ------------    -------    ---------
              Total current liabilities         39,372        43,397       (4,025)      (9.3)%     44,715
  
  Long-term debt                                96,078       108,522      (12,444)     (11.5)%    107,001
  
  Deferred income taxes                          3,502        10,330       (6,828)     (66.1)%     16,932
                                        ---------------  ------------ ------------    ---------  ---------
             Total liabilities                 138,952       162,249      (23,297)     (14.4)%    168,648
  
  Shareholders' equity                          97,007       118,809      (21,802)     (18.4)%    119,065
                                        ---------------  ------------ ------------    ---------  ---------
  
             Total liabilities and
             shareholders' equity     $        235,959       281,058      (45,099)     (16.0)%    287,713
                                        ===============  ============ ============    =========  =========
  
  Shares outstanding                            11,483        11,221          262        2.3 %     11,320
                                        ===============  ============ ============    =========  =========
  *  Derived from audited financial statements.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
                                      Unaudited
                               (Amounts in Thousands)
  THREE MONTHS ENDED
                                                                          --------------------------
                                                                                   Amounts
                                                                          --------------------------
                                                                           July 28,      July 29,
                                                                             2002          2001
                                                                          ------------  ------------
  Cash flows from operating activities:
      Net loss                                                         $      (23,236)       (2,882)
      Adjustments to reconcile net loss to net cash
         provided by operating activities:
            Cumulative effect of accounting change, net of income taxes        24,151             0
            Depreciation                                                        3,641         4,473
            Amortization of intangible assets                                     159           393
            Amortization of stock based compensation                               52           (13)
            Restructuring expense                                                   0         1,303
            Changes in assets and liabilities:
               Accounts receivable                                              8,647         5,496
               Inventories                                                     (1,822)          991
               Other current assets                                              (114)       (1,987)
               Other assets                                                       (18)           (3)
               Accounts payable                                                (2,366)         (123)
               Accrued expenses                                                (3,666)       (1,957)
               Income taxes payable                                                 0        (1,268)
                                                                          ------------  ------------
                  Net cash provided by operating activities                     5,428         4,423
                                                                          ------------  ------------
  Cash flows from investing activities:
      Capital expenditures                                                     (3,070)       (1,602)
                                                                          ------------  ------------
                  Net cash used in investing activities                        (3,070)       (1,602)
                                                                          ------------  ------------
  Cash flows from financing activities:
      Proceeds from issuance of long-term debt                                      0            16
      Principal payments of long-term debt                                    (11,951)       (1,020)
      Change in accounts payable-capital expenditures                           1,717        (2,475)
      Proceeds from common stock issued                                           954             0
                                                                          ------------  ------------
                  Net cash used in financing activities                        (9,280)       (3,479)
                                                                          ------------  ------------
  
  Decrease in cash and cash investments                                        (6,922)         (658)
  
  Cash and cash investments at beginning of period                             31,993         1,207
                                                                          ------------  ------------
  
  Cash and cash investments at end of period                          $        25,071           549
                                                                          ============  ============
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL ANALYSIS
                                    JULY 28, 2002
  FISCAL 02              FISCAL 03
                                               ------------   ------------------------------- -----------
                                                   Q1            Q1      Q2     Q3      Q4     LTM (3)
                                               ------------   ------------------------------- -----------
  INVENTORIES
        Inventory turns                                5.1          4.9
  
  RECEIVABLES
        Days sales in receivables                       51           34
        Percent current & less than 30
          days past due                              91.9%        98.7%
  
  WORKING CAPITAL
        Current ratio                                  2.8          3.4
        Operating working capital turnover (2)         4.1          4.7
        Operating working capital (2)              $86,586      $70,762
  
  PROPERTY, PLANT & EQUIPMENT
        Depreciation rate                             7.2%         6.4%
        Percent property, plant &
          equipment are depreciated                  56.2%        60.6%
        Capital expenditures                        $4,729 (1)   $3,070
  
  PROFITABILITY
        Net income (loss) per share (5)            ($0.26)        $0.08                            $0.03
        Net income (loss) per share (diluted) (5)  ($0.26)        $0.08                            $0.03
        Net income (loss) per share (diluted) (6)  ($0.10)        $0.08                            $0.61
        Return on average total capital (6)           0.5%         3.5%                             5.3%
        Return on average equity (6)                (3.4%)         3.1%                             6.1%
  
  LEVERAGE
        Total liabilities/equity                    136.6%       143.2%
        Funded debt/equity                           93.1%        99.5%
        Funded debt/capital employed                 48.2%        49.9%
        Funded debt                               $110,652      $96,533
        Funded debt/EBITDA (LTM) (4)                  4.26         2.71
  
  OTHER
        Book value per share                        $10.59        $8.45
        Employees at quarter end                     3,018        2,900
        Sales per employee (annualized)           $113,000     $116,163
        Capital employed                          $229,461     $193,540
        Effective income tax rate                    34.0%        37.0%
        EBITDA (4)                                  $4,731       $7,356                          $35,601
        EBITDA/net sales (4)                          5.6%         8.6%                             9.3%
  (1) Expenditures for entire year
    (2) Working   capital  for  this   calculation  is  accounts   receivable,
        inventories and accounts payable
    (3) LTM represents "Latest Twelve Months"
    (4) EBITDA includes earnings before interest,  income taxes,  depreciation,
        amortization,  all restructuring  and related  charges,  certain  non-cash
        charges and  cumulative  effect of  accounting  change,  as defined by the
        company's credit agreement
    (5) Excludes cumulative effect of accounting change
    (6) Excludes restructuring and related  charges of $9.9  million ($5.9 million
        or $0.51  per share  diluted,  after taxes) for the  last  twelve  months,
        $2.3  million  ($1.5 million or $0.14 per share diluted, after taxes) for
        the first quarter of fiscal 2002 and  $24.1  million cumulative  effect of
        accounting  change for the first  quarter of fiscal  2003.  Also, goodwill
        amortization  expense of  $350,000  ($230,000  or $0.02 per share diluted,
        after taxes) and $1.1 million  ($690,000 or $0.06 per share diluted, after
        taxes)  was  excluded  for the first  quarter  of fiscal 2002 and the last
        twelve months, respectively
  CULP, INC. FINANCIAL INFORMATION RELEASE
                              SALES BY SEGMENT/DIVISION
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  (Amounts in thousands)
  
                                                 THREE MONTHS ENDED (UNAUDITED)
                                  ------------------------------------------------------------
                                         Amounts                        Percent of Total Sales
                                   ---------------------                -----------------------
                                   July 28,   July 29,      % Over
  Segment/Division                   2002       2001        (Under)        2003        2002
  ------------------------------   ---------  ----------  ------------  ----------   ----------
  Upholstery Fabrics
      Culp Decorative Fabrics   $    34,731      35,160      (1.2)%       40.4 %       40.7 %
      Culp Velvets/Prints            23,119      25,520      (9.4)%       26.9 %       29.5 %
      Culp Yarn                       2,100         967     117.2 %        2.4 %        1.1 %
                                   ---------  ----------  ------------  ----------   ----------
                                     59,950      61,647      (2.8)%       69.8 %       71.3 %
  
  Mattress Ticking
      Culp Home Fashions             25,938      24,816       4.5 %       30.2 %       28.7 %
                                   ---------  ----------  ------------  ----------   ----------
  
                              * $    85,888      86,463      (0.7)%      100.0 %      100.0 %
                                   =========  ==========  ============  ==========   ==========
  * U.S.  sales were $75,464 and $71,800 for the first  quarter of fiscal 2003 and
  fiscal 2002, respectively.
  The percentage increase in U.S. sales was 5.1% for the first quarter of
  fiscal 2003.
  CULP, INC. FINANCIAL INFORMATION RELEASE
                       INTERNATIONAL SALES BY GEOGRAPHIC AREA
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
  
                               (Amounts in thousands)
  THREE MONTHS ENDED (UNAUDITED)
                                  ------------------------------------------------------------------
                                          Amounts                           Percent of Total Sales
                                  -------------------------                -------------------------
                                   July 28,      July 29,      % Over
        Geographic Area              2002          2001        (Under)        2003          2002
  ----------------------------    ------------  -----------  ------------  -----------    ----------
  North America (Excluding USA)  $      7,550        8,052     (6.2)%         72.4 %        54.9 %
  Europe                                  123          705    (82.6)%          1.2 %         4.8 %
  Middle East                             887        2,903    (69.4)%          8.5 %        19.8 %
  Far East & Asia                       1,331        2,570    (48.2)%         12.8 %        17.5 %
  South America                           243          159     52.8 %          2.3 %         1.1 %
  All other areas                         289          274      5.5 %          2.8 %         1.9 %
                                  ------------  -----------  ------------  -----------    ----------
  
                                 $     10,423       14,663    (28.9)%        100.0 %       100.0 %
                                  ============  ===========  ============  ===========    ==========
  International  sales,  and the  percentage of total sales,  for each of the last
  three fiscal years follows:  fiscal 2000 - $111,104 (23%); fiscal 2001 - $77,824
  (19%) and fiscal 2002 - $53,501 (14%). International sales for the first quarter
  represented 12.1% and 17.0% for 2003 and 2002, respectively.
  CULP, INC.
                  PROFORMA CONSOLIDATED STATEMENTS OF INCOME (LOSS)
             FOR THE THREE MONTHS ENDED JULY 28, 2002 AND JULY 29, 2001
                  (Amounts in Thousands, Except for Per Share Data)
  THREE MONTHS ENDED (UNAUDITED)
                                         ---------------------------------------------------------------------------------
                                          As Reported                   JULY 28, 2002             JULY 29, 2001
                                            JULY 28,  Reclassification  Proforma Net     % of      Proforma Net    % of      % Over
                                             2002      & Adjustments   of Adjustments  Net Sales  of Adjustments  Net Sales  (Under)
                                           -----------   ----------    -------------    ------    -------------    ------   ---------
  Net sales                             $     85,888            0          85,887       100.0%       86,463        100.0%        -0.7%
  Cost of sales                               72,034                       72,033        83.9%       74,695         86.4% (4)    -3.6%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Gross profit                         13,854            0          13,854        16.1%       11,768         13.6%        17.7%
  
  Selling, general and
    administrative expenses                   10,437            0          10,437        12.2%       11,235         13.0%        -7.1%
  Restructuring expense                            0            0               0         0.0%            0          0.0% (6)     0.0%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Income  from operations               3,417            0           3,417         4.0%          533          0.6%       541.1%
  
  Interest expense                             1,903            0           1,903         2.2%        2,068          2.4%        -8.0%
  Interest income                               (150)           0            (150)       -0.2%          (23)         0.0%       552.2%
  Other expense (income), net                    211            0             211         0.2%          222          0.3% (5)    -5.0%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
         Income (loss) before income taxes     1,453            0           1,453         1.7%       (1,734)        -2.0%       183.8%
  
  Income taxes  (1)                              538            0             538        37.0%         (590)        34.0% (2)   191.2%
                                          -----------   ----------     -------------    ------    -------------    ------    ---------
  Income (loss) before cumulative
     effect of accounting change        $        915            0             915         1.1%       (1,144)        -1.3%       180.0%
                                          ===========   ==========     =============    ======    =============    ======    =========
  
  Net income (loss) per share                  $0.08        $0.00           $0.08                    ($0.10)
  Net income (loss) per share,
     assuming dilution                         $0.08        $0.00           $0.08                    ($0.10)
  Average shares outstanding                  11,383            0          11,383                    11,221
  Average shares outstanding,
     assuming dilution                        11,765            0          11,765 (3)                11,221
  Notes:
  
  (1)  Percent of sales  column for income  taxes is  calculated  as a % of income
       (loss) before income taxes
  (2)  Pre-restructuring income tax rate was 34%
  (3)  Incremental  shares of 382,000  for fiscal 2003  included in fully  diluted
       calculation
  (4)  Excludes $1.0 million  (660,000 or $0.06 per share diluted, after taxes) of
       Culp Decorative Fabrics (CDF) and Culp Yarn (CYN) restructuring related
       charges from the cost of sales total
  (5)  Excludes  $350,000  ($230,000 or $0.02 per share  diluted,  after taxes) of
       goodwill amortization
  (6)  Excludes  CDF and CYN  restructuring  charges of $1.3  million ($860,000 or
       $0.08 per share diluted, after taxes)
  CULP, INC. FINANCIAL INFORMATION RELEASE
                                 FINANCIAL NARRATIVE
             for the three months ended July 28, 2002 and July 29, 2001
  
  OVERVIEW
  
       GENERAL - For the first quarter,  net sales decreased .7% to $85.9 million;
  and the  company  reported  net  income,  excluding  the  cumulative  effect  of
  accounting change, of $915,000,  or $0.08 per share diluted versus a net loss of
  $1.1  million,  or $0.10 per share  diluted in the first quarter of fiscal 2002,
  excluding  restructuring  and related charges,  and goodwill  amortization.  The
  earnings  improvement is attributable to gross profit dollar and margin gains in
  each of the divisions within the upholstery fabric segment,  particularly in the
  Culp Decorative  Fabrics division,  along with reductions in SG&A,  interest and
  other expenses. The company reported further improvement in its balance sheet by
  reducing  funded debt by $12.0 million during the quarter and ending the quarter
  with $25.1 million in cash and cash investments.
  
       ADOPTION OF SFAS No. 142 - As of April 29, 2002, Culp adopted SFAS No. 142,
  "Goodwill and Other  Intangible  Assets." SFAS No. 142  represents a substantial
  change in how goodwill is accounted  for. SFAS No. 142 requires that goodwill no
  longer be amortized and that goodwill be tested for  impairment by comparing the
  reporting unit's carrying value to its fair value as of April 29, 2002. SFAS No.
  142 requires that any goodwill impairment loss recognized as a result of initial
  application  be reported  as of the first  quarter of fiscal 2003 as a change in
  accounting  principle,  and that the income per share effects of the  accounting
  change be separately disclosed.
  
  For  initial  application  of SFAS No. 142, an  independent  business  valuation
  specialist  was engaged to assist the company in the  determination  of the fair
  market  value of Culp  Decorative  Fabrics  because of the  significance  of the
  goodwill  associated with the division and due to its operating  performance for
  fiscal 2001 and 2002. Although operating results improved during the second half
  of fiscal 2002,  they have been  significantly  below the division's  historical
  level of profitability. As a result of the adoption of SFAS No. 142, the company
  recorded a non-operating,  non-cash goodwill  impairment charge of $37.6 million
  ($24.1  million  net of taxes of $13.5  million),  or $2.12 per  share  diluted,
  related to the goodwill associated with the Culp Decorative Fabrics division.
  
       PROFORMA  CONSOLIDATED  STATEMENTS  OF  INCOME  (LOSS) -- The  company  has
  included,  within this financial information release, proforma income statements
  which  reconcile  the reported  income  statements  with proforma  results.  See
  PROFORMA  CONSOLIDATED  STATEMENTS OF INCOME (LOSS) on page 7 of this  financial
  information release.
  
       FISCAL 2003 RESTRUCTURING INITIATIVE IN CULP DECORATIVE FABRICS DIVISION --
  As a result of successful restructuring and productivity enhancement initiatives
  during the past year, the company has identified a significant  opportunity  for
  further  restructuring  within its Culp Decorative Fabrics ("CDF") division that
  is expected to:
  
       -     substantially lower manufacturing costs;
       -     dramatically simplify its dobby upholstery fabric product line;
       -     significantly increase asset utilization; and
       -     enhance the division's manufacturing competitiveness
  
       While the  company's  recent  profit  improvement  actions have resulted in
  substantial  gains in  productivity  and margins at certain CDF  locations,  the
  division's gross profit margins still have significant room for improvement, and
  are below management's  targeted levels. The progress made at certain CDF plants
  over the past year, however,  has allowed for higher production outputs at these
  locations  while using the same asset base. In addition,  management has focused
  attention within this division to materially reduce manufacturing complexity by:
  (1)  simplifying  raw material  components;  (2) eliminating low volume finished
  goods SKUs;  and (3)  configuring  manufacturing  for greater  flexibility.  The
  progress to date has resulted in the identification of additional  opportunities
  to eliminate  the least  efficient  and higher cost  elements of the  division's
  manufacturing  base and to make  higher use of the  division's  most  productive
  assets.  Based  upon these  considerations,  management  has  approved a plan to
  significantly  simplify dobby  upholstery  fabric  offerings and consolidate the
  operations  of the  division's  Chattanooga,  Tennessee  facility into other CDF
  plants,  mainly the weaving plant in Pageland,  South Carolina and the finishing
  plant in Burlington,  North Carolina.  The  restructuring  is expected to reduce
  annual  expenses  by $12 million to $15 million  when fully  implemented,  while
  still maintaining  capacity within the division's  manufacturing  assets to meet
  anticipated levels of demand for the foreseeable future. The benefit of the cost
  savings is expected to be partially  realized  beginning in the third quarter of
  fiscal 2003,  with most or all of the benefit  being  experienced  by the fourth
  quarter.
  
       The  restructuring  action  will  involve  the  closing of the  Chattanooga
  facility,  which  contains  weaving,  finishing,  yarn-making  and  distribution
  operations.  This facility incurred about $20 million in manufacturing labor and
  overhead costs during fiscal 2002.  Some of the newest  equipment  located there
  will be moved to Pageland and other CDF  facilities,  while other equipment will
  be sold or retired.  As an initial  step,  the forty most modern  weaving  looms
  located in  Chattanooga  will be moved to Pageland  during the company's  second
  quarter,  beginning in September. Also during the second quarter, the finishing,
  yarn-making and  distribution  operations  will be  consolidated  into other CDF
  facilities.
  
       As a further part of the  restructuring  plan, the company will construct a
  small  addition to the Pageland  plant to allow for the increased  output at the
  facility.  The  company  also plans to purchase  twenty (20) high speed  weaving
  machines to be located at the Pageland facility. Finally, certain jacquard looms
  located at CDF's  other  weaving  locations  will be  modified in ways that will
  allow them to produce some of the dobby  products  now produced at  Chattanooga.
  This will also aid production  during the transition  period while  equipment is
  being moved and installed.  Weaving  operations at the Chattanooga plant will be
  scaled back over time,  beginning in the second quarter,  and are expected to be
  completely terminated by the end of the third quarter.
  
       A  key  part  of  the  restructuring  is a  substantial  reduction  in  the
  complexity of the  company's  dobby  upholstery  fabric  product line,  which is
  expected to increase the efficiency of operations  and greatly  simplify the raw
  material  components for this category of fabrics.  As part of the changes being
  announced,  the  company  plans to  discontinue  approximately  70% of its stock
  keeping  units (SKUs) of dobby fabrics by the end of the second  quarter.  These
  discontinued SKUs represented only 10%, or $4 million, of the dobby product line
  sales for the twelve  months ended July 28, 2002.  To minimize the impact on its
  customers,  the  company  plans  to  offer  one  final  production  run  of  the
  discontinued products.
  
       The  construction  at the  Pageland  facility  and new loom  purchases  are
  expected to cost  approximately  $4 million,  and it is  anticipated  that these
  assets will be placed into production by the end of fiscal 2003. The Chattanooga
  plant currently has approximately 350 employees, and all of those positions will
  be  eliminated  in the  restructuring  initiative.  It is  anticipated  that the
  current actions will lead to the addition of approximately 50 positions in other
  CDF plants.  Therefore,  CDF expects to reduce its overall headcount by 25% with
  this plan.
  
       Once fully implemented, the restructuring plan is expected to significantly
  improve gross  margins  within CDF,  while  allowing the division the ability to
  meet  foreseeable  levels of  demand,  all on a  substantially  lower cost base.
  Management expects that the restructuring actions will reduce CDF's annual fixed
  manufacturing  costs by approximately  $8 million,  or 29%, from the $29 million
  spent in fiscal 2002.  The remaining cost savings of $4 - 7 million are expected
  to  come  from  reduced  variable  production  costs,  as a  result  of  greater
  utilization  of an asset  base  that has  significantly  better  efficiency  and
  employs  substantially  fewer people.  By consolidating the best assets from the
  Chattanooga  plant into other CDF locations,  in combination  with  transferring
  some  production to the additional  high speed looms that will be added to CDF's
  asset  base,  management  anticipates  that the  average  speed and the  average
  utilization of the weaving and finishing  equipment  within the division will be
  substantially increased.
  
       The actions  described  above are expected to result in  restructuring  and
  related charges of approximately $15.0 million, which amounts to $9.1 million on
  an after-tax  basis, or $0.78 per share.  The charges will be incurred mostly in
  the second quarter ending October 27, 2002, with approximately $750,000 expected
  to be incurred in the second half of fiscal 2003. These  restructuring  charges,
  of which $4.3  million  are  expected  to be non-cash  items,  will  principally
  involve  building  lease   termination   costs,   severance   costs,   equipment
  write-downs, inventory markdowns and equipment relocation costs.
  
       Management will take steps to minimize disruptions in production as the CDF
  assets  are  being  moved  and  re-configured,  but it is  anticipated  that the
  restructuring  actions  will impact  operating  earnings  (before  restructuring
  charges)  during the second  quarter by $500,000 to $900,000,  or $0.03 to $0.05
  per share. The company expects,  however, that these short-term transition costs
  will be  recovered  during the third and fourth  quarters of this  fiscal  year.
  Management  believes that the long-term gains resulting from this  restructuring
  will outweigh any short-term costs and the restructuring and related charges.
  
  INCOME STATEMENT COMMENTS
  
       NET SALES - Upholstery  fabric  sales for the first  quarter of fiscal 2003
  decreased  2.8% to $59.9  million  (see  sales by  Segment/Division  on page 5).
  Domestic  upholstery  fabric sales  increased  $2.8  million,  or 5.5%, to $53.0
  million,  while  international  sales of this category declined $4.5 million, or
  39.2%, due primarily to the exiting of the wet printed flock fabric product line
  as of April 28, 2002.
  
  Mattress  fabric sales for the first  quarter of fiscal 2003  increased  4.5% to
  $25.9  million.  Sales  to  U.S.  bedding  manufacturers  increased  4.1%  while
  international sales gained 7.3%.
  
  In line with apparent overall  furniture and bedding  industry trends,  domestic
  sales declined by 3.2% for the month of July after being ahead of the prior year
  through the first two months of the quarter by 8.8%.  It appears  that the sales
  softness,  which began in mid July, has continued  into August,  and the company
  now believes  domestic sales for the second quarter ending October 27, 2002 will
  be flat to slightly down in comparison with the second quarter of last year. The
  company believes that domestic sales for fiscal 2003, as a whole,  will increase
  over the fiscal 2002 total of $328.4 million.
  
       GROSS PROFIT - Gross profit increased $2.1 million, or 17.7%, compared with
  the  year-earlier  period,  excluding  restructuring  and related  charges,  and
  increased as a  percentage  of net sales to 16.1% from 13.6%.  This  significant
  improvement  reflects  gross  profit  dollar  and  margin  gains  in each of the
  upholstery  fabrics  divisions,  particularly Culp Decorative Fabrics (CDF). The
  key factors behind these gains were: (1) a more profitable  sales mix across the
  divisions;  (2) the  elimination  of the losses related to the wet printed flock
  business;   and  (3)  the  increasing   productivity   benefits  from  the  2001
  restructuring  actions  taken in CDF. The first quarter  represented  the second
  consecutive  quarter of higher  year-over-year  gross profit dollars and margins
  for CDF.  The  company is  optimistic  that gross  margin in CDF can be improved
  significantly  over the next one to two years. In order to continue the positive
  margin  trend and reach  targeted  margin  levels,  the company is focusing  its
  efforts to: (1) improve the  profitability  of the current  sales mix by several
  gross margin points; (2) substantially  improve asset utilization (i.e. the same
  or more  yards  produced  on a lower  asset  base);  (3)  improve  manufacturing
  performance,  in terms  of  productivity  and  inventory  obsolescence,  and (4)
  successfully implement the restructuring plan discussed above.
  
  Partially  offsetting these gains,  Culp Home Fashions  reported  slightly lower
  gross profit dollars and margins,  due solely to a supply  agreement under which
  products  are sourced in Europe,  both because of the higher  intrinsic  cost of
  these European  goods,  and because of the weakening of the U.S.  dollar against
  the euro (since the products purchased under the agreement are priced in euros).
  The division  entered into an agreement  with a European  supplier  last fall as
  part of the  termination  of a  long-term  supply  relationship.  The  agreement
  provided,  among  other  things,  that the company  maintain a certain  level of
  weekly purchases through October 31, 2002.  Therefore,  for the first and second
  quarters of this year,  the company has been  required to source  products  from
  this supplier that are significantly  more expensive than products  manufactured
  at the  company's  U.S.  or  Canadian  plants  in order to meet the  agreement's
  minimum  purchase  levels.  The margin impact of this European  sourcing will be
  substantially  completed in the second quarter, which ends October 27, 2002. The
  company estimates the impact for the second quarter will approximate $800,000 or
  $0.04 per share,  after  taxes.  The company had planned  during the last fiscal
  year for the  termination  of this  supply  agreement  by  initiating  a plan to
  increase capacity in the U.S. and Canadian plants beginning in the first quarter
  and ending by December  2002.  This  capacity  expansion  project  accounts  for
  approximately $4.5 million of the company's fiscal 2003 capital spending plan.
  
       SG&A EXPENSES - SG&A expenses for the first quarter declined  $798,000,  or
  7.1%, from the prior year, and as a percent of net sales, SG&A expenses declined
  to 12.2% from 13.0%. SG&A expenses in the first quarter include bad debt expense
  of $347,000 compared with $800,000 in the year-earlier period.
  
       INTEREST EXPENSE (INCOME)-  Interest expense for the first quarter declined
  to  $1.9  million  from  $2.1  million  due to  significantly  lower  borrowings
  outstanding,  offset somewhat by an increase in the interest rate on the private
  placement  debt.  Interest  income  increased  to $150,000  from  $23,000 due to
  significantly higher invested cash as compared with the prior year.
  
       OTHER EXPENSE (INCOME),  NET - Other expense (income) for the first quarter
  of fiscal 2003 totaled  $211,000  compared with $572,000 in the prior year.  The
  decrease was principally due to the adoption of SFAS No. 142, which discontinued
  the amortization of goodwill.  Goodwill amortization during first quarter fiscal
  2002 was  $350,000.  Also,  during first  quarter of fiscal 2003 debt issue cost
  totaling  $113,700  was  expensed  due to the  repayment  of  $10.9  million  in
  industrial revenue bonds (IRBs).
  
       INCOME TAXES - Excluding the  cumulative  effect of  accounting  change and
  restructuring and related charges,  the effective tax rate for the first quarter
  of fiscal 2003 was 37.0% compared to 34.0% the prior year.
  
       EBITDA - EBITDA  for the  first  quarter  of fiscal  2003 was $7.4  million
  compared with $4.7 million in the prior year.  EBITDA  includes  earnings before
  interest,  income  taxes,  depreciation,  amortization,  all  restructuring  and
  related charges,  certain  non-cash charges and cumulative  effect of accounting
  change, as defined by the company's credit agreement.
  
  BALANCE SHEET COMMENTS
  
       CASH AND CASH  INVESTMENTS - Cash and cash  investments as of July 28, 2002
  decreased  to $25.1  million from $32.0  million at fiscal year end,  reflecting
  cash flow from operations of $5.4 million, capital expenditures of $3.1 million,
  debt repayment of $12.0 million,  stock issuance of $1.0 million and an increase
  in accounts payable for capital expenditures of $1.7 million.
  
       WORKING  CAPITAL - Accounts  receivable as of July 28, 2002 decreased 33.7%
  from the  year-earlier  level,  due principally to the decline in  international
  sales with their related  longer credit terms,  and an increase in the number of
  customers  taking  the cash  discount  for  shorter  payment  terms.  Days sales
  outstanding  totaled 34 days at July 28, 2002 compared with 51 a year ago and 36
  at last fiscal year end. The aging of accounts  receivable was 98.7% current and
  less than 30 days past due versus 91.9% a year ago.  Inventories at the close of
  the first quarter increased 1.2% from a year ago.  Inventory turns for the first
  quarter  were 4.9  versus 5.1 for the  year-earlier  period.  Operating  working
  capital (comprised of accounts  receivable,  inventory and accounts payable) was
  $70.8 million at July 28, 2002, down from $86.6 million a year ago.
  
       PROPERTY,  PLANT AND EQUIPMENT - Capital  spending for the first quarter of
  fiscal 2003 was $3.1 million. The company's original budget for capital spending
  for all of fiscal 2003 was $8.5  million,  compared  with $4.7 million in fiscal
  2002.  As part of the  fiscal  2003  restructuring  plan in the Culp  Decorative
  Fabric's  division (see discussion  above),  the company increased the budget by
  $4.5 million to $13.0 million. Depreciation for the first quarter of fiscal 2003
  totaled $3.6  million,  and is  estimated  at $15.0  million for the full fiscal
  year.
  
       INTANGIBLE  ASSETS - Goodwill is the company's only intangible asset. As of
  July 28, 2002,  goodwill was $9.5 million, a decrease of $37.6 million from last
  fiscal year end due to the adoption of SFAS No. 142 (see discussion above).
  
       LONG-TERM DEBT - The company reduced funded debt by $12.0 million from last
  fiscal year end.  Funded debt equals  long-term  debt plus  current  maturities.
  Funded debt was $96.5 million at July 28, 2002,  compared with $108.5 million at
  fiscal 2002 year end. The company's  funded  debt-to-capital  ratio was 49.9% at
  July 28, 2002.
  
       The company  entered into a new loan agreement  during August 2002 with its
  principal  bank lender that  provides,  among other things,  for: (1) a two year
  $34.7 million credit facility,  which includes a $15.0 million  revolving credit
  line and $19.7  million  for  letters  of credit  for the  company's  industrial
  revenue bonds (IRB's), (2) lower interest rates based upon a pricing matrix, and
  (3) improved financial covenants. The agreement specifically allows for the Culp
  Decorative Fabrics restructuring and related charges (see discussion above). The
  company was in compliance  with all convenants  contained in its loan agreements
  as of July 28, 2002.