PILLOWTEX CORP
8-K, 1996-10-24
MISCELLANEOUS FABRICATED TEXTILE PRODUCTS
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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): October 23, 1996


                                PILLOWTEX CORPORATION
               (Exact name of registrant as specified in its charter)


            Texas                       1-11756                  75-2147728
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(State or other jurisdiction       (Commission File            (IRS Employer
        of incorporation)               Number)              Identification No.)

               4111 Mint Way, Dallas, Texas              75237
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          (Address of principal executive offices)     (Zip Code)


Registrant's telephone number, including area code:    (214) 333-3225
                                                       --------------
                                   Not Applicable
          ------------------------------------------------------------
            (Former name or former address, if changed since last report)


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<PAGE>
Item 5.  Other Events
          The Registrant files herewith the exhibit listed in Item 7(c) below.

Item 7.   Exhibits
  (c)     The following exhibit is furnished in accordance with Item 601 of
          Regulation S-K:

          99   Press Release
<PAGE>
                                     SIGNATURES

  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.


(REGISTRANT)                  PILLOWTEX CORPORATION
BY (SIGNATURE)                /s/ T.R. Tunnell
(NAME AND TITLE)              T.R. Tunnell, Vice President - General Counsel
(DATE)                        October 24, 1996
<PAGE>
                                  INDEX TO EXHIBITS

<TABLE>
<CAPTION>

EXHIBIT                                                METHOD OF FILING     
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<S>       <C>                                <C>
  99      Press Release                      Filed herewith electronically
</TABLE>

PILLOWTEX
CORPORATION

News Release 

FOR IMMEDIATE RELEASE

Contact: Jeffrey D. Cordes
Chief Financial Officer
214/333-3225 ext. 344



              PILLOWTEX ANNOUNCES OFFERING OF SENIOR SUBORDINATED NOTES
                                          
Dallas, TX, October 23, 1996 - Pillowtex Corporation (NYSE:PTX) today announced
that it is proposing to make a private offering of $125 million aggregate
principal amount of senior subordinated notes due 2006 to certain qualified
institutional buyers.  The notes will be redeemable by the Company on or after
2001 at declining redemption prices.

The purpose of the offering is to retire the Company's outstanding term loan
with a group of banks led by NationsBank of Texas, N.A., finance the previously
announced acquisition of certain assets from the blanket division of Fieldcrest
Cannon, Inc. and temporarily reduce amounts outstanding under the Company's
existing revolving credit facility.  The revolving credit facility will also be
amended in connection with the offering to, among other things, reduce the
applicable interest rate and increase the borrowing capacity thereunder.

The senior subordinated notes to be offered by the Company in the private
placement have not been registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent such registration or
an applicable exemption from registration requirements.

Pillowtex Corporation is a leading marketer and manufacturer of top-of-the-bed
home textile furnishings.  The Company operates a network of manufacturing and
distribution facilities in the U.S. and Canada and services all major retailers.



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