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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   ---------

                                   Form 8-K

                                CURRENT REPORT

               Pursuant to Section 13 or 15(d) of the Securities
                             Exchange Act of 1934

                                 -------------

        Date of Report (Date of earliest event reported) May 12, 2004

                                   CULP, INC.

            (Exact name of registrant as specified in its charter)


         North Carolina                  0-12781                56-1001967
(State or other jurisdiction of   (Commission File No.)       (IRS Employer
         incorporation)                                    Identification No.)



                             101 South Main Street
                       High Point, North Carolina  27260
                   (Address of principal executive offices)
                                (336) 889-5161
             (Registrant's telephone number, including area code)





         (Former name or former address, if changed since last report)





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Item 7 -- Exhibits

Exhibit 99 - News Release dated May 12, 2004


Item 12 - Results of Operations and Financial Condition

On May 12, 2004, the Registrant issued a press release to disclose  management's
estimates of its earnings for the fourth quarter of the Registrant's fiscal year
that ended May 2, 2004.  The press release is attached  hereto as Exhibit 99 and
is incorporated herein by reference.

The press release contains management's estimate of earnings per share excluding
a credit to  restructuring  reserves  to be  reported  in  mid-June,  which is a
non-GAAP  performance measure that management believes provides investors with a
more  accurate  picture  of the  results  of  the  Registrant's  operations  for
comparative  purposes.  Management uses this  performance  measure to assess its
progress toward internal  operating  goals.  Also,  earnings per share excluding
restructuring  and related charges and credits is the  performance  measure used
internally  by the  Registrant  to set  benchmarks  to determine the payment and
levels of bonuses for senior management.

Forward Looking Information

This report contains statements that may be deemed "forward-looking  statements"
within  the  meaning of the  federal  securities  laws,  including  the  Private
Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
forward-looking  statements  are  intended to speak only as of the date on which
they  are  made.   Forward-looking   statements  are  statements   that  include
projections, expectations or beliefs about future events or results or otherwise
are not statements of historical  fact. Such statements are often but not always
characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
"plan" and "project" and their  derivatives,  and include but are not limited to
statements about  expectations for the company's future  operations,  production
levels, sales, expenses, profit margins, earnings or other performance measures.
Factors that could influence the matters  discussed in such  statements  include
the level of housing starts and sales of existing  homes,  consumer  confidence,
trends in disposable income, and general economic conditions. Decreases in these
economic  indicators could have a negative effect on the company's  business and
prospects.  Likewise,  increases in interest rates,  particularly  home mortgage
rates,  and increases in consumer  debt or the general rate of inflation,  could
affect the company  adversely.  In addition,  strengthening  of the U.S.  dollar
against other currencies  could make the company's  products less competitive on
the basis of price in markets  outside the United  States.  Also,  economic  and
political   instability  in  international  areas  could  affect  the  company's
operations  or sources of goods in those  areas.  Other risk  factors that could
have an impact on the company's  activities in China  include  uncertainties  in
connection  with operating in a geographic  area and business  culture where the
company does not have extensive experience, foreign language barriers, potential
delays  caused by the distance  between the China  operations  and the company's
traditional  geographic  base and similar  risks  associated  with  establishing
business  operations  in a remote and  unfamiliar  location.  Other factors that
could affect the matters discussed in forward-looking statements are included in
the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
Commission.


Exhibit 99
                                  NEWS RELEASE


Investor Contact:  Kathy J. Hardy         Media Contact:  Kenneth M. Ludwig
                   Corporate Secretary                    Senior Vice President,
                   336-888-6209                           Human Resources
                                                          336-889-5161


                CULP ANNOUNCES PRELIMINARY FOURTH QUARTER RESULTS


HIGH POINT,  NC (May 12, 2004) - Culp,  Inc.  (NYSE:CFI)  today  announced that,
based on  preliminary  information  and estimates,  it expects  earnings for the
fourth  fiscal  quarter  ended May 2, 2004, to be in the range of $0.27 to $0.30
per diluted  share.  The results for the fourth  fiscal  quarter  will include a
credit of  approximately  $0.03  per  diluted  share  related  to the  company's
restructuring reserves.  Excluding this amount, the company expects earnings for
the  quarter  to be  approximately  $0.24  to $0.27  per  diluted  share.  These
projected results are lower than the company's previously announced  expectation
of $0.31 to $0.35 per diluted share for the period.

Commenting  on the  announcement,  Robert  G.  Culp,  III,  chairman  and  chief
executive  officer of Culp, Inc., said, "Our preliminary  results for the fourth
fiscal  quarter  primarily  reflect  weaker-than-expected  demand for upholstery
fabrics.  The  slowdown  in orders in this  segment  is  attributed  to both the
current  consumer  preference  for  leather  and  suede  furniture  and to  more
competition from imported fabrics, mostly from Asia. While sales in our mattress
ticking segment have continued to trend higher,  our consolidated  sales for the
quarter were lower than anticipated.

"Our  results  for fiscal 2004 will show  improvement  in our  mattress  ticking
business as well as considerable  progress in strengthening  our balance sheet,"
Culp continued. "Mattress ticking sales have continued to be a key driver of our
profitability,  with sales up nearly 10.0% for the quarter and over 7.0% for the
fiscal year. We expect the mattress ticking business will continue to contribute
significantly to the company's  overall  profitability in fiscal 2005. And while
the  furniture  industry  appears to be  stabilizing,  we  anticipate  continued
competitive  pressure on demand for upholstery  fabrics.  We are focusing on our
offshore sourcing initiatives, including our China operations, to increase sales
of  upholstery  fabrics  produced  outside of the company's  U.S.  manufacturing
plants.



"Maintaining  a strong  financial  position  has been a top  priority for fiscal
2004.  With the  prepayment  of $25 million in debt during the third  quarter of
fiscal 2004, we have reduced our  long-term  debt by a total of $86 million over
the past four years.  As such,  we have  considerably  strengthened  our balance
sheet  and  have  greater   financial   flexibility   to  pursue  our  strategic
initiatives,"  added Culp.

The company  expects to announce  financial  results for the fourth  quarter and
fiscal year ended May 2, 2004, on or about June 16, 2004.

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

This release contains statements that may be deemed "forward-looking statements"
within  the  meaning of the  federal  securities  laws,  including  the  Private
Securities  Litigation  Reform Act of 1995 (Section 27A of the Securities Act of
1933  and  Section  27A of the  Securities  and  Exchange  Act  of  1934).  Such
statements  are  inherently  subject  to  risks  and   uncertainties.   Further,
forward-looking  statements  are  intended to speak only as of the date on which
they  are  made.   Forward-looking   statements  are  statements   that  include
projections, expectations or beliefs about future events or results or otherwise
are not statements of historical  fact. Such statements are often but not always
characterized  by  qualifying  words such as  "expect,"  "believe,"  "estimate,"
"plan" and "project" and their  derivatives,  and include but are not limited to
statements about  expectations for the company's future  operations,  production
levels, sales, expenses, profit margins, earnings or other performance measures.
Factors that could influence the matters  discussed in such  statements  include
the level of housing starts and sales of existing  homes,  consumer  confidence,
trends in disposable income, and general economic conditions. Decreases in these
economic  indicators could have a negative effect on the company's  business and
prospects.  Likewise,  increases in interest rates,  particularly  home mortgage
rates,  and increases in consumer  debt or the general rate of inflation,  could
affect the company  adversely.  In addition,  strengthening  of the U.S.  dollar
against other currencies  could make the company's  products less competitive on
the basis of price in markets  outside the United  States.  Also,  economic  and
political   instability  in  international  areas  could  affect  the  company's
operations  or sources of goods in those  areas.  Other risk  factors that could
have an impact on the company's  activities in China  include  uncertainties  in
connection  with operating in a geographic  area and business  culture where the
company does not have extensive experience, foreign language barriers, potential
delays  caused by the distance  between the China  operations  and the company's
traditional  geographic  base and similar  risks  associated  with  establishing
business  operations  in a remote and  unfamiliar  location.  Other factors that
could affect the matters discussed in forward-looking statements are included in
the  company's   periodic   reports  filed  with  the  Securities  and  Exchange
Commission.

                                            -END-