CULP INC
8-K, 2000-11-15
BROADWOVEN FABRIC MILLS, COTTON
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                      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) November 15, 2000

                                   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 (9
pages),  both  dated  November  15,  2000,  related to the  fiscal  2001  second
quarter ended October 29, 2000.

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.



                                   SIGNATURE


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                    CULP, INC.
                                    (Registrant)


                              By:    Phillip W. Wilson
                                     Vice President and
                                     Chief Financial Officer






Dated:   November 15, 2000

<PAGE>


FOR IMMEDIATE RELEASE

                      CULP REPORTS SECOND QUARTER EARNINGS

HIGH POINT,  N. C. (Nov.  15,  2000) - Culp,  Inc.  (NYSE:  CFI) today  reported
results for the second quarter of its 2001 fiscal year.

      For the three months ended  October 29, 2000,  Culp  reported net sales of
$111.0  million  compared with $129.5  million a year ago. The company  reported
net income for the quarter of  $342,000,  or $0.03 per share  diluted,  compared
with  net  income  of  $3.2  million,   or  $0.27  per  share  diluted,  in  the
year-earlier period.

      The  results for the second  quarter  brought net sales for the first half
of fiscal 2001 to  $212.9 million  compared with $245.5  million a year ago. The
company  reported  a net loss for the first half of $1.4  million,  or $0.13 per
share  diluted,  compared  with net income of $4.8  million,  or $0.39 per share
diluted, in the year-earlier period.

      Robert  G.  Culp,  III,  chief  executive  officer,   commented,  "We  had
expected  a profit  recovery  for the second  fiscal  quarter,  and our  results
represent  a  definite   improvement  from  the  first  three  months.   We  are
encouraged  by the overall  placements  that we had at the most recent  industry
trade show,  but the benefit to Culp will depend  importantly on the strength of
retail sales during the  important  holiday  marketing  period for the furniture
and  bedding   offered  with   Culp-manufactured   fabrics  and   ticking.   The
relatively  high  consumer   confidence  and  employment   levels  are  positive
measures;  but retail demand  remains  sluggish,  especially in the  promotional
categories  of the home  furnishings  market,  and the  strength  of the  dollar
against  other  currencies  is having  an  adverse  impact on our  international
sales.

     "Our sales of fabrics to  customers  outside the United  States  during the
second quarter were down 26% from a year ago. The wide geographic breadth of our
international  business  makes it  difficult  to  generalize  about any economic
trends that may be affecting our business. Customer feedback endorses the appeal
of our designs,  and we believe that the long-term  dynamics  driving  demand in
these  markets  remain  favorable.  The  current  strength  in the U.S.  dollar,
however,  is a significant  factor that is likely to cause a further drop in our
international  sales in both the third and fourth quarters.  We have taken steps
to reduce  expenses  related to this  portion  of our  business.  These  actions
involved  severance costs in the second period,  but the resulting  savings will
benefit subsequent periods."

      Culp  added,  "The  current  weakness  in  international  sales  makes  us
especially  cautious  about the outlook for our results  over the  remainder  of
this fiscal year.  The  combination  of that trend and the  seasonal  decline in
net sales  normally  experienced  in the third  fiscal  quarter  may cause us to
report a modest  net loss for the third  period.  We expect to close the year on
a profitable  note in the final quarter,  but are uncertain at this time whether
the  expected  improvement  in the fourth  period will leave us in the black for
the year as a whole.  Through  the first half,  we  generated  $21.2  million in
cash  from  operations  and used  $16.8  million  to  reduce  debt and  payables
related to capital  expenditures.  Although a strategic  objective  is to reduce
our debt further,  we are  committing  the funds  necessary to maintain  modern,
efficient  manufacturing  capacity and effective  information systems. We remain
confident  about Culp's  fundamental  competitive  position and believe that our
capacity  and breadth of lines are  especially  important  attributes  within an
industry that is continuing to consolidate at all levels."


<PAGE>


      Culp, Inc. is one of the world's largest  marketers of upholstery  fabrics
for furniture  and is a leading  marketer of mattress  ticking for bedding.  The
Company's  fabrics are used  principally in the  production of  residential  and
commercial furniture and bedding products.

      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.





                                   CULP, INC.
                         Condensed Financial Highlights
                                  (Unaudited)

                                                   Three Months Ended
                                             -------------------------------
                                               October 29,       October 31,
                                                  2000              1999
                                             --------------    -------------
Net sales                                    $  110,981,000    $ 129,542,000
Net income                                   $      342,000    $   3,160,000
Net income per share:
  Basic                                      $         0.03    $        0.27
  Diluted                                    $         0.03    $        0.27
Average shares outstanding:
  Basic                                          11,209,000       11,749,000
  Diluted                                        11,270,000       11,868,000


                                                    Six Months Ended
                                             -------------------------------
                                               October 29,       October 31,
                                                  2000              1999
                                             --------------    -------------
Net sales                                    $  212,859,000    $ 245,479,000
Net income (loss)                            $  (1,414,000)    $   4,757,000
Net income (loss) per share:
  Basic                                      $       (0.13)    $        0.40
  Diluted                                    $       (0.13)    $        0.39
Average shares outstanding:
  Basic                                          11,209,000       11,906,000
  Diluted                                        11,282,000       12,044,000

                                      - END -

<PAGE>


                    CULP, INC. FINANCIAL INFORMATION RELEASE
                    CONSOLIDATED STATEMENTS OF INCOME (LOSS)
 FOR THE THREE MONTHS AND SIX MONTHS ENDED OCTOBER 29, 2000 AND OCTOBER 31, 1999

                (Amounts in Thousands, Except for Per Share Data)
<TABLE>
<CAPTION>

                                                               THREE MONTHS ENDED (UNAUDITED)
                                          --------------------------------------------------------------------------
                                                    Amounts                                     Percent of Sales
                                          ----------------------------                     ---------------------------
                                          October 29,    October 31,      % Over
                                              2000           1999         (Under)             2001          2000
                                          -------------  -------------  ------------       -------------  ------------
<S>                                    <C>                   <C>           <C>                  <C>           <C>
Net sales                              $       110,981        129,542       (14.3) %             100.0 %       100.0 %
Cost of sales                                   94,094        105,835       (11.1) %              84.8 %        81.7 %
                                          -------------  -------------  ------------       -------------  ------------
        Gross profit                            16,887         23,707       (28.8) %              15.2 %        18.3 %

Selling, general and
  administrative expenses                       13,491         16,035       (15.9) %              12.2 %        12.4 %
                                          -------------  -------------  ------------       -------------  ------------
        Income from operations                   3,396          7,672       (55.7) %               3.1 %         5.9 %

Interest expense                                 2,285          2,484        (8.0) %               2.1 %         1.9 %
Interest income                                    (15)           (16)       (6.3) %              (0.0)%        (0.0)%
Other expense (income), net                        575            416        38.2  %               0.5 %         0.3 %
                                          -------------  -------------  ------------       -------------  ------------
        Income before income taxes                 551          4,788       (88.5) %               0.5 %         3.7 %

Income taxes  *                                    209          1,628       (87.2) %              37.9 %        34.0 %
                                          -------------  -------------  ------------       -------------  ------------
        Net income                     $           342          3,160       (89.2) %               0.3 %         2.4 %
                                          =============  =============  ============       =============  ============

Net income per share                             $0.03          $0.27       (88.9) %
Net income per share, assuming dilution          $0.03          $0.27       (88.9) %
Dividends per share                             $0.035         $0.035         0.0  %
Average shares outstanding                      11,209         11,749        (4.6) %
Average shares outstanding, assuming dilution   11,270         11,868        (5.0) %



                                                                SIX MONTHS ENDED (UNAUDITED)
                                          --------------------------------------------------------------------------
                                                    Amounts                                     Percent of Sales
                                          ----------------------------                     ---------------------------
                                          October 29,    October 31,      % Over
                                              2000           1999         (Under)             2001          2000
                                          -------------  -------------  ------------       -------------  ------------
Net sales                              $       212,859        245,479       (13.3) %             100.0 %       100.0 %
Cost of sales                                  181,798        201,360        (9.7) %              85.4 %        82.0 %
                                          -------------  -------------  ------------       -------------  ------------
        Gross profit                            31,061         44,119       (29.6) %              14.6 %        18.0 %

Selling, general and
  administrative expenses                       27,269         31,073       (12.2) %              12.8 %        12.7 %
                                          -------------  -------------  ------------       -------------  ------------
        Income from operations                   3,792         13,046       (70.9) %               1.8 %         5.3 %

Interest expense                                 4,608          4,900        (6.0) %               2.2 %         2.0 %
Interest income                                    (22)           (33)      (33.3) %              (0.0)%        (0.0)%
Other expense (income), net                      1,316            971        35.5  %               0.6 %         0.4 %
                                          -------------  -------------  ------------       -------------  ------------
        Income (loss) before income taxes       (2,110)         7,208      (129.3) %              (1.0)%         2.9 %

Income taxes  *                                   (696)         2,451      (128.4) %              33.0 %        34.0 %
                                          -------------  -------------  ------------       -------------  ------------
        Net income (loss)              $        (1,414)         4,757      (129.7) %              (0.7)%         1.9 %
                                          =============  =============  ============       =============  ============

Net income (loss) per share                     ($0.13)         $0.40      (132.5) %
Net income (loss) per share, assuming dilution  ($0.13)         $0.39      (133.3) %
Dividends per share                              $0.07          $0.07         0.0  %
Average shares outstanding                      11,209         11,906        (5.9) %
Average shares outstanding, assuming dilution   11,282         12,044        (6.3) %
</TABLE>


 * Percent of sales column is calculated as a % of income (loss)
before income taxes.

<PAGE>
                    CULP, INC. FINANCIAL INFORMATION RELEASE
                           CONSOLIDATED BALANCE SHEETS
              OCTOBER 29, 2000, OCTOBER 31, 1999 AND APRIL 30, 2000
                                    Unaudited

                             (Amounts in Thousands)
<TABLE>
<CAPTION>
                                                              Amounts                         Increase
                                            -------------------------------------            (Decrease)
                                                 October 29,        October 31,   -----------------------------  * April 30,
                                                    2000              1999           Dollars        Percent         2000
                                            -------------------  --------------  --------------    -----------   ----------
<S>                                         <C>                       <C>            <C>           <C>             <C>
Current assets
       Cash and cash investments            $               744             790            (46)       (5.8)%          1,007
       Accounts receivable                               63,991          69,749         (5,758)       (8.3)%         75,223
       Inventories                                       72,967          78,234         (5,267)       (6.7)%         74,471
       Other current assets                              11,003           8,865          2,138        24.1 %         10,349
                                             -------------------  --------------  --------------    -----------   ----------
                 Total current assets                   148,705         157,638         (8,933)       (5.7)%        161,050

Restricted investments                                        0           1,085         (1,085)     (100.0)%              0
Property, plant & equipment, net                        120,023         124,318         (4,295)       (3.5)%        126,407
Goodwill                                                 49,176          50,571         (1,395)       (2.8)%         49,873
Other assets                                              5,406           5,064            342         6.8 %          5,548
                                             -------------------  --------------  --------------    -----------   ----------

                 Total assets               $           323,310         338,676        (15,366)       (4.5)%        342,878
                                             ===================  ==============  ==============    ===========   ==========



Current liabilities
       Current maturities of long-term debt $             1,678           1,678              0         0.0 %          1,678
       Accounts payable                                  30,351          38,427         (8,076)      (21.0)%         37,287
       Accrued expenses                                  22,404          22,947           (543)       (2.4)%         22,108
       Income taxes payable                                   0           1,786         (1,786)     (100.0)%              0
                                             -------------------  --------------  --------------    -----------   ----------
                 Total current liabilities               54,433          64,838        (10,405)      (16.0)%         61,073


Long-term debt                                          125,079         133,875         (8,796)       (6.6)%        135,808

Deferred income taxes                                    17,459          14,583          2,876        19.7 %         17,459
                                             -------------------  --------------  --------------    -----------   ----------
                 Total liabilities                      196,971         213,296        (16,325)       (7.7)%        214,340

Shareholders' equity                                    126,339         125,380            959         0.8 %        128,538
                                             -------------------  --------------  --------------    -----------   ----------
                 Total liabilities and
                 shareholders' equity      $            323,310         338,676        (15,366)       (4.5)%        342,878
                                             ===================  ==============  ==============    ===========   ==========

Shares outstanding                                       11,209          11,320           (111)       (1.0)%         11,209
                                             ===================  ==============  ==============    ===========   ==========
</TABLE>


*  Derived from audited financial statements.

<PAGE>
                                   CULP, INC.
                         FINANCIAL INFORMATION RELEASE
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
         FOR THE SIX MONTHS ENDED OCTOBER 29, 2000 AND OCTOBER 31, 1999
                                    Unaudited
                             (Amounts in Thousands)

<TABLE>
<CAPTION>
                                                                                 SIX MONTHS ENDED
                                                                         --------------------------------
                                                                                    Amounts
                                                                          -----------------------------
                                                                           October 29,    October 31,
                                                                              2000            1999
                                                                          --------------  -------------
<S>                                                                   <C>                 <C>
Cash flows from operating activities:
     Net income (loss)                                                $         (1,414)         4,757
     Adjustments to reconcile net income (loss) to net
        cash provided by operating activities:
           Depreciation                                                         10,043          9,516
           Amortization of intangible assets                                       798            798
           Changes in assets and liabilities:
               Accounts receivable                                              11,232            754
               Inventories                                                       1,504        (11,164)
               Other current assets                                               (654)           768
               Other assets                                                        241           (186)
               Accounts payable                                                   (859)         7,937
               Accrued expenses                                                    296          1,921
               Income taxes payable                                                  0          1,786
                                                                          --------------  -------------
                  Net cash provided by operating activities                     21,187         16,887
                                                                          --------------  -------------
Cash flows from investing activities:
     Capital expenditures                                                       (3,659)       (10,524)
     Purchases of restricted investments                                             0            (27)
     Purchase of investments to fund deferred compensation liability              (200)             0
     Sale of restricted investments                                                  0          2,282
                                                                          --------------  -------------
                  Net cash used in investing activities                         (3,859)        (8,269)
                                                                          --------------  -------------
Cash flows from financing activities:
     Proceeds from issuance of long-term debt                                        0          5,333
     Principal payments on long-term debt                                      (10,729)       (11,770)
     Change in accounts payable-capital expenditures                            (6,077)         4,803
     Dividends paid                                                               (785)          (822)
     Payments to acquire common stock                                                0         (5,901)
     Proceeds from common stock issued                                               0             20
                                                                          --------------  -------------
                  Net cash used in financing activities                        (17,591)        (8,337)
                                                                          --------------  -------------

Increase (decrease) in cash and cash investments                                  (263)           281

Cash and cash investments at beginning of period                                 1,007            509
                                                                          --------------  -------------
Cash and cash investments at end of period                           $             744            790
                                                                          ==============  =============

</TABLE>
<PAGE>
                    CULP, INC. FINANCIAL INFORMATION RELEASE
                               FINANCIAL ANALYSIS
                                OCTOBER 29, 2000
<TABLE>
<CAPTION>
                                        FISCAL 00                         FISCAL 01
                                      ------------   ----------------------------------------------------   --------------
                                          Q2              Q1           Q2           Q3           Q4            LTM (5)
                                      ------------   ----------------------------------------------------   --------------
<S>                                   <C>             <C>           <C>           <C>        <C>            <C>
INVENTORIES
       Inventory turns                         5.5             4.7          5.1

RECEIVABLES
       Days sales in receivables                49              49           52
       Percent current & less than 30
         days past due                        96.7%           91.5%       94.7%

WORKING CAPITAL
       Current ratio                           2.4             3.2          2.7
       Working capital turnover (4)            4.4             4.3          4.2
       Operating working capital (4)      $109,556        $108,509     $106,607

PROPERTY, PLANT & EQUIPMENT
       Depreciation rate                      7.8%            8.0%         7.9%
       Percent property, plant &
         equipment are depreciated           49.1%           51.1%        52.6%
       Capital expenditures                $22,559 (1)      $2,289       $1,370

PROFITABILITY
       Return on average total capital        7.3%          (0.3%)         2.7%                                       3.6%
       Return on average equity              10.0%          (5.5%)         1.1%                                       2.5%
       Net income (loss) per share           $0.27         ($0.16)        $0.03                                      $0.28
       Net income (loss) per share (diluted) $0.27         ($0.16)        $0.03                                      $0.28

LEVERAGE (3)
       Total liabilities/equity             170.1%          157.4%       155.9%
       Funded debt/equity                   107.2%          108.3%       100.3%
       Funded debt/capital employed          51.7%           52.0%        50.1%
       Funded debt                        $134,468        $136,828     $126,757
       Funded debt/EBITDA (LTM) (6)           3.08            3.46         3.59
       EBITDA/Interest expense, net (LTM)      4.6             4.2          3.8

OTHER
       Book value per share                 $11.08          $11.28       $11.27
       Employees at quarter end              3,962           3,722        3,623
       Sales per employee (annualized)    $129,000        $108,000     $121,000
       Capital employed (3)               $259,848        $263,218     $253,096
       Effective income tax rate             34.0%           34.0%        37.9%
       EBITDA (2)                          $12,412          $5,114       $8,203                                    $35,150
       EBITDA/net sales                       9.6%            5.0%         7.4%                                       7.7%

  (1) Expenditures for entire year.
  (2) Earnings before interest, income taxes, and depreciation & amortization.
  (3) Long-term debt, funded debt and capital employed are all net of restricted investments.
  (4) Working capital for this calculation is accounts receivable, inventories and accounts payable.
  (5) LTM represents "Latest Twelve Months"
  (6) EBITDA includes capitalized interest and pro forma amounts for acquisitions.

</TABLE>

<PAGE>

                    CULP, INC. FINANCIAL INFORMATION RELEASE
                            SALES BY SEGMENT/DIVISION
 FOR THE THREE MONTHS AND SIX MONTHS ENDED OCTOBER 29, 2000 AND OCTOBER 31, 1999

                           (Amounts in thousands)
<TABLE>
<CAPTION>
                                                       THREE MONTHS ENDED (UNAUDITED)
                                    ---------------------------------------------------------------------
                                            Amounts
                                    ------------------------                    Percent of Total Sales
                                     October 29,  October 31,     % Over       --------------------------
Segment/Division                       2000         1999          (Under)         2001          2000
---------------------------------   -----------  -----------   --------------  -----------   ------------
<S>                              <C>                <C>         <C>             <C>           <C>
Upholstery Fabrics
    Culp Decorative Fabrics      $      46,792       56,897      (17.8) %        42.2 %        43.9 %
    Culp Velvets/Prints                 32,073       41,783      (23.2) %        28.9 %        32.3 %
    Culp Yarn                            4,134        4,358       (5.1) %         3.7 %         3.4 %
                                    -----------  -----------   --------------  -----------   ------------
                                        82,999      103,038      (19.4) %        74.8 %        79.5 %

Mattress Ticking
    Culp Home Fashions                  27,982       26,504        5.6  %        25.2 %        20.5 %
                                    -----------  -----------   --------------  -----------   ------------
                               * $     110,981      129,542      (14.3) %       100.0 %       100.0 %
                                    ===========  ===========   ==============  ===========   ============


                                                        SIX MONTHS ENDED (UNAUDITED)
                                    ---------------------------------------------------------------------
                                            Amounts
                                    ------------------------                    Percent of Total Sales
                                     October 29,  October 31,      % Over      --------------------------
 Segment/Division                       2000         1999          (Under)        2001          2000
---------------------------------   -----------  -----------   --------------  -----------   ------------
Upholstery Fabrics
    Culp Decorative Fabrics      $      88,325      107,413      (17.8) %        41.5 %        43.8 %
    Culp Velvets/Prints                 62,147       77,992      (20.3) %        29.2 %        31.8 %
    Culp Yarn                            7,453        8,487      (12.2) %         3.5 %         3.5 %
                                    -----------  -----------   --------------  -----------   ------------
                                       157,925      193,892      (18.6) %        74.2 %        79.0 %

Mattress Ticking
    Culp Home Fashions                  54,934       51,587        6.5  %        25.8 %        21.0 %
                                    -----------  -----------   --------------  -----------   ------------
                               * $     212,859      245,479      (13.3) %       100.0 %       100.0 %
                                    ===========  ===========   ==============  ===========   ============


* U.S.  sales were $87,022 and $97,216 for the second quarter of fiscal 2001 and
fiscal  2000,  respectively;  and  $169,312  and  $189,340 for the six months of
fiscal 2001 and fiscal 2000, respectively. The percentage decrease in U.S. sales
was 10.5% for the second quarter and a decrease of 10.6% for the six months.

</TABLE>

<PAGE>

                    CULP, INC. FINANCIAL INFORMATION RELEASE
                     INTERNATIONAL SALES BY GEOGRAPHIC AREA
 FOR THE THREE MONTHS AND SIX MONTHS ENDED OCTOBER 29, 2000 AND OCTOBER 31, 1999

                             (Amounts in thousands)
<TABLE>
<CAPTION>

                                                         THREE MONTHS ENDED (UNAUDITED)
                                    --------------------------------------------------------------------------
                                              Amounts
                                    -----------------------------                   Percent of Total Sales
                                     October 29,    October 31,      % Over       ----------------------------
       Geographic Area                  2000            1999         (Under)          2001            2000
-------------------------------     --------------  -------------  ------------   -------------    -----------
<S>                            <C>                    <C>          <C>               <C>            <C>
North America (Excluding USA)  $            9,556          9,912      (3.6) %           39.9 %         30.7 %
Europe                                      1,807          6,069     (70.2) %            7.5 %         18.8 %
Middle East                                 5,489          8,960     (38.7) %           22.9 %         27.7 %
Far East & Asia                             5,590          5,357       4.3  %           23.3 %         16.6 %
South America                                 279            630     (55.7) %            1.2 %          1.9 %
All other areas                             1,238          1,398     (11.4) %            5.2 %          4.3 %
                                    --------------  -------------  ------------   -------------    -----------
                               $           23,959         32,326     (25.9) %          100.0 %        100.0 %
                                    ==============  =============  ============   =============    ===========


                                                          SIX MONTHS ENDED (UNAUDITED)
                                    --------------------------------------------------------------------------
                                              Amounts
                                    -----------------------------                   Percent of Total Sales
                                     October 29,    October 31,      % Over       ----------------------------
       Geographic Area                  2000            1999         (Under)        2001            2000
-------------------------------     --------------  -------------  ------------   -------------    -----------
North America (Excluding USA)  $           17,951         17,588       2.1  %           41.2 %         31.3 %
Europe                                      3,259          8,998     (63.8) %            7.5 %         16.0 %
Middle East                                10,532         15,952     (34.0) %           24.2 %         28.4 %
Far East & Asia                             8,826          9,666      (8.7) %           20.3 %         17.2 %
South America                                 585          1,250     (53.2) %            1.3 %          2.2 %
All other areas                             2,394          2,685     (10.8) %            5.5 %          4.8 %
                                    --------------  -------------  ------------   -------------    -----------
                               $           43,547         56,139     (22.4) %          100.0 %        100.0 %
                                    ==============  =============  ============   =============    ===========


International  sales,  and the  percentage of total sales,  for each of the last
five fiscal years  follows:  fiscal  1996-$77,397  (22%);  fiscal  1997-$101,571
(25%);  fiscal  1998-$137,223  (29%);  fiscal  1999-$113,354  (23%);  and fiscal
2000-$111,104  (23%).  International  sales for the second  quarter  represented
21.6%  and 25.0% for 2001 and  2000,  respectively.  Year-to-date  international
sales   represented   20.5%  and  22.9%  of  total  sales  for  2001  and  2000,
respectively.
</TABLE>
<PAGE>


                                   Culp, Inc.
                   SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                              1999 vs 2000 vs 2001

                             (Amounts in thousands)
<TABLE>
<CAPTION>
                                                     Fiscal 1999                                       Fiscal 2000
                                   -------------------------------------------------     -------------------------------------------
       Segment/Division                Q1       Q2         Q3        Q4      TOTAL          Q1      Q2       Q3       Q4     TOTAL
-------------------------------    --------  --------   --------   -------  -------      -------  -------  -------  -------  -------
<S>                                 <C>       <C>        <C>       <C>      <C>          <C>      <C>      <C>      <C>      <C>
Upholstery Fabrics
    Culp Decorative Fabrics          51,445    59,573     50,520    60,520  222,058       50,516   56,897   49,654   56,130  213,197
    Culp Velvets/Prints              29,994    38,728     34,949    40,402  144,073       36,209   41,783   34,050   39,501  151,543
    Culp Yarn                         6,596     6,367      4,088     4,462   21,513        4,129    4,358    4,274    4,809   17,570
                                   -------------------------------------------------     -------------------------------------------
                                     88,035   104,668     89,557   105,384  387,644       90,854  103,038   87,978  100,440  382,310

Mattress Ticking
    Culp Home Fashions               22,632    23,491     22,536    26,781   95,440       25,083   26,504   25,203   28,979  105,769
                                   -------------------------------------------------     -------------------------------------------
                                    110,667   128,159    112,093   132,165  483,084      115,937  129,542  113,181  129,419  488,079
                                   =================================================     ===========================================


                   Percent increase(decrease) from prior year:

       Segment/Division
-------------------------------
Upholstery Fabrics
    Culp Decorative Fabrics            29.2       4.9       (5.4)      0.6      5.7        (1.8)   (4.5)    (1.7)   (7.3)    (4.0)
    Culp Velvets/Prints               (21.9)    (11.8)     (20.6)    (10.3)   (15.9)       20.7     7.9     (2.6)   (2.2)     5.2
    Culp Yarn                         100.0     100.0      437.2     (37.3)   173.1       (37.4)  (31.6)     4.5     7.8    (18.3)
                                   -------------------------------------------------     -------------------------------------------
                                       12.6       3.9       (8.8)     (6.2)    (0.5)        3.2    (1.6)    (1.8)   (4.7)    (1.4)

Mattress Ticking
    Culp Home Fashions                  6.3       5.7       11.2      13.9      9.3        10.8    12.8     11.8     8.2     10.8
                                   -------------------------------------------------    -------------------------------------------
                                       11.2       4.3       (5.4)     (2.7)     1.3         4.8     1.1      1.0    (2.1)     1.0
                                   =================================================     ===========================================

     Overall Growth Rate

Internal (without acquisitions)        (4.6)     (0.9)      (8.5)     (2.7)    (4.1)        4.8     1.1      1.0    (2.1)     1.0
External                               15.8       5.2        3.1         -      5.4           -       -        -       -        -
                                   -------------------------------------------------     -------------------------------------------
                                       11.2       4.3       (5.4)     (2.7)     1.3         4.8     1.1      1.0    (2.1)     1.0
                                   =================================================     ===========================================
<PAGE>

                                   Culp, Inc.
                   SALES BY SEGMENT/DIVISION - TREND ANALYSIS
                              1999 vs 2000 vs 2001

                             (Amounts in thousands)

                                                   Fiscal 2001
                                    ----------------------------------------------
       Segment/Division                Q1          Q2          Q3      Q4    TOTAL
-------------------------------     --------    -------   -------  ------- -------
Upholstery Fabrics
    Culp Decorative Fabrics          41,533      46,792                     88,325
    Culp Velvets/Prints              30,074      32,073                     62,147
    Culp Yarn                         3,319       4,134                      7,453
                                    ----------------------------------------------
                                     74,926      82,999                    157,925

Mattress Ticking
    Culp Home Fashions               26,952      27,982                     54,934
                                    ----------------------------------------------
                                    101,878     110,981                    212,859
                                    ==============================================


       Segment/Division
-------------------------------
Upholstery Fabrics
    Culp Decorative Fabrics           (17.8)     (17.8)                     (17.8)
    Culp Velvets/Prints               (16.9)     (23.2)                     (20.3)
    Culp Yarn                         (19.6)      (5.1)                     (12.2)
                                    ----------------------------------------------
                                      (17.5)     (19.4)                     (18.6)

Mattress Ticking
    Culp Home Fashions                  7.5        5.6                        6.5
                                   ----------------------------------------------
                                      (12.1)     (14.3)                     (13.3)
                                   ===============================================

     Overall Growth Rate

Internal (without acquisitions)       (12.1)     (14.3)                     (13.3)
External                                  -          -                          -
                                   ===============================================
                                      (12.1)     (14.3)                     (13.3)
                                   ===============================================
</TABLE>
<PAGE>

                    CULP, INC. FINANCIAL INFORMATION RELEASE
                               FINANCIAL NARRATIVE
 for the three and six month periods ended October 29, 2000 and October 31, 1999

INCOME STATEMENT COMMENTS

     GENERAL  - For the  second  quarter,  net sales  decreased  14.3% to $111.0
million  compared to the same quarter of fiscal 2000;  and the company  reported
net income of $342,000,  or $0.03 per share diluted (based on 11,270,000 average
shares  outstanding) versus $0.27 per share diluted (based on 11,868,000 average
shares  outstanding).  For the  first  six  months  of  fiscal  2001,  net sales
decreased 13.3% to $212.9 million,  and the company  reported a net loss of $1.4
million,  or $0.13  per  share  diluted  (based  on  11,282,000  average  shares
outstanding),  versus net  income of $4.8  million,  or $0.39 per share  diluted
(based on 12,044,000 average shares outstanding during the period), a year ago.

      The company's strategic plan encompasses several competitive initiatives:

     Broad Product  Offering - continuing to market one of the broadest  product
     lines in  upholstery  fabrics and mattress  ticking.  Through its extensive
     manufacturing  capabilities,  the company  competes in every major category
     except leather;

     Diverse Global Customer Base - maintaining a diverse, global customer base.
     The  company has  long-standing  relationships  with most major  upholstery
     furniture  manufacturers.  One customer  accounted for approximately 10% of
     net sales  during  the  second  quarter of fiscal  2001.  Ownership  of the
     resources  in  the  home  furnishings  industry  is  becoming  increasingly
     concentrated,  and the company is seeking to increase its business  further
     with  existing  customers.  Culp is also  pursuing  opportunities  in other
     end-use markets in addition to U.S. residential furniture, such as bedding,
     international, commercial furniture and juvenile furniture;

     Design  Innovation - continuing to invest in personnel and other  resources
     for the design of upholstery  fabrics and ticking with  appealing  patterns
     and textures. An integral component of the value Culp provides to customers
     is  supplying  fabrics  that are  fashionable  and match  current  consumer
     preferences. The company's principal design resources are consolidated in a
     single  facility  that has  advanced  CAD systems and promotes a sharing of
     innovative designs among the divisions;

     Vertical  Integration - operating as a vertically  integrated  manufacturer
     and taking  advantage of economies  that can be gained by producing the raw
     material components that are used in the manufacture of its products; and

     Additional Acquisitions - investing in selective acquisitions complementary
     to existing segments.

     NET SALES - Compared  with the second  quarter of fiscal  2000,  upholstery
fabric  sales  decreased  19.4% to $83.0  million  and  mattress  ticking  sales
increased 5.6% to $28.0 million (See Sales by Segment/Division  schedule on Page
5 and Sales by Segment/Division - Trend Analysis on Page 7). International sales
were down 25.9% for the quarter and 22.4% for the first six months.

     The company had expected that results for the second  quarter would be down
from the  year-earlier  period but would represent an improvement  compared with
the first quarter.  Key factors  influencing the  year-to-year  comparisons were
further increases in the relative  strength of the dollar,  which affects Culp's
sales to  customers  outside  the United  States,  and a  continued  weakness in
consumer  spending on home  furnishings,  especially  in the  promotional  price
category.  Also affecting the promotional price category was the bankruptcy of a
major  furniture  retailer  which  impacted the domestic demand for  upholstered
furniture.  The  decline in sales of  upholstery  fabrics  was offset in part by
increased sales from Culp Home Fashions  (primarily  mattress  ticking).  Culp's
growth in mattress  ticking  continues to be driven by the  introduction  of new
designs and fabric  constructions  as well as the  advantages  of the  company's
vertical integration.

     Sales in the company's third fiscal quarter are typically lower than in the
second period due to holidays and scheduled,  seasonal plant shutdowns. Based on
that  historical  pattern and current trends,  the company  believes that it may
report a loss in the third  quarter.  The trend in results over the remainder of
this fiscal year will be determined by a number of factors including the overall
trend in consumer spending on home furnishings and the fluctuation of the dollar
relative to other currencies.

     GROSS PROFIT - Gross profit  declined 28.8% for the second quarter versus a
year ago and  decreased  as a percentage  of net sales from 18.3% to 15.2%.  The
decline was due  principally  to lower sales  volume for the period which led to
unfavorable cost variances in the company's  upholstery fabrics  operation.  The
company has taken steps to lower expenses by  consolidating  certain  operations
and reducing  personnel,  but these  actions were not  sufficient  to offset the
impact of the significantly lower sales.

     SG&A  EXPENSES  - SG&A  expenses  for the  second  quarter  decreased  as a
percentage  of sales from 12.4% to 12.2%.  The dollar  amount of these  expenses
declined  15.9%  from a year ago,  reflecting  the  company's  actions to reduce
expenses and the fact that a portion of these  expenses is variable based on the
level of sales.  Partially  offsetting  these  reductions  are higher  severance
costs.

     INTEREST  EXPENSE - Interest expense of $2.3 million for the second quarter
was down  slightly  from $2.5  million in the prior year due to  slightly  lower
average borrowings.

     OTHER EXPENSE (INCOME), NET - Other expense (income) for the second quarter
totaled  $575,000  compared  with  $416,000 in the prior year.  The  increase is
principally  due to lower  investment  income on assets related to the company's
nonqualified deferred compensation plan.

     INCOME TAXES - The  effective  tax rate for the six months was 33.0% versus
34.0% in the year-earlier period.

     EBITDA - Due  principally to the lower earnings for the period,  EBITDA for
the second quarter decreased 34% to $8.2 million from $12.4 million in the prior
year.

  BALANCE SHEET COMMENTS

     WORKING CAPITAL - Accounts receivable as of October 29, 2000 decreased 8.3%
from the year-earlier  level, due principally to the lower sales for the period.
Days sales outstanding increased to 52 days at October 29, 2000 compared with 49
a year ago. The aging of accounts  receivable was 94.7% current and less than 30
days past due versus  96.7% a year ago.  Inventories  at the close of the second
quarter  decreased 6.7% from a year ago.  Inventory turns for the second quarter
were 5.1 versus  5.5 for the  year-earlier  period.  Operating  working  capital
(comprised of accounts  receivable,  inventory and accounts  payable) was $106.6
million at October 29, 2000, down from $109.6 million a year ago.

     PROPERTY,  PLANT AND EQUIPMENT - During  fiscal 2000 the company's  capital
spending  increased to $22.6  million  compared  with $10.7 million in the prior
year.  The  level  of  capital  spending  in  fiscal  2001  is  budgeted  to  be
approximately $16 million. Spending through the first half totaled $3.7 million.
Depreciation for fiscal 2001 is estimated to be $20.5 million.

     LONG-TERM DEBT - The company's  funded  debt-to-capital  ratio was 50.1% at
October 29, 2000 compared with 51.7% a year ago.  Funded debt was $126.8 million
at October 29, 2000 compared with $134.5 million a year ago.  Funded debt equals
long-term debt, including current maturities, less restricted investments, which
represent unspent IRB funds.

STOCK REPURCHASE

     In separate  authorizations  in June 1998,  March 1999,  September 1999 and
December  1999,  the Board of Directors  authorized  the use of a total of $20.0
million to  repurchase  the  company's  common  stock.  Over the past two fiscal
years,  the company has  invested  $12.2  million to  repurchase  a total of 1.8
million  shares.  No  purchases  were made during the first six months of fiscal
2001.




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