Exhibit 10.18                                            May 9, 2000
                           CONE MILLS CORPORATION

                2000 STOCK COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS

     1.  Purpose.   The  purpose  of  the  2000  Stock   Compensation  Plan  For
Non-Employee Directors (the "Plan") of Cone Mills Corporation (the "Company") is
(a) to provide  for the  payment of  directors'  fees in Stock of the Company in
order to conserve the Company's  cash and more closely to align the interests of
the  directors  and the  Company's  shareholders  and (b) to permit  nonemployee
directors to defer payment of such fees.

     2. Definitions. Whenever used in this Plan, the following capitalized terms
shall mean the following:

     "Account" shall mean the bookkeeping  account established by the Company to
record a Participant's Deferred Stock Units.

     "Act" shall mean the Securities Act of 1933, as amended.

     "Administrator"  shall mean a director  other  than an  Eligible  Director,
appointed by the Board of Directors to administer  the Plan.  The  Administrator
shall not be eligible to participate in the Plan.

     "Beneficiary"  shall mean the  person(s)  to receive the Stock  following a
Participant's death, as most recently designated by the Participant in a written
instrument  delivered to the  Administrator  or,  absent such  designation,  the
Participant's  estate.  If  more  than  one  person  is  named  as  Beneficiary,
distributions  shall be made pro rata to such  persons,  except  when  otherwise
indicated by the Participant.

     "Deferred  Feature"  shall mean the  provisions  of the Plan that permit an
Eligible  Director  to defer  payment  of his  Director's  Fees on the terms and
conditions of the Plan.

     "Deferred  Stock Unit" shall mean the  equivalent of one share of Stock and
shall  evidence an  unsecured,  unfunded  right to receive  from the Company one
share of Stock, subject to the conditions contained in the Plan.

     "Determination  Date" shall mean the Trading Day that is five business days
following  the date on which the Company  announces  its  earnings  for the most
recently ended fiscal quarter through a generally disseminated press release.

     "Director's  Fees" shall mean for any period the sum of the amounts payable
in Stock to an Eligible Director as a retainer for serving as a director in that
period and as fees for attendance at regular or special meetings of the Board of
Directors or any committee of the Board for that period.  For this  purpose,  an
annual retainer shall be deemed earned in equal daily increments.
                                     51
<PAGE>
     "Distribution  Date" shall mean the first  Trading Day on or after the date
upon which the Participant ceases to be a director of the Company.

     "Eligible  Director"  shall mean a member of the Board of  Directors of the
Company who is not a full-time,  salaried  employee of the Company or any of its
affiliates or subsidiaries.

     "Fair Market  Value" for any date shall mean the average of the highest and
lowest prices of the Stock as reported for the New York Stock Exchange Composite
Transactions on that date.

     "Participant"  shall  mean  any  Eligible  Director  who  has  elected,  in
accordance  with paragraph 5 below,  to  participate in the Deferred  Feature of
this Plan.

     "Plan  Year"  shall mean the fiscal  year of the  Company,  except that the
initial  Plan Year  shall be the  period  beginning  April 3,  2000,  and ending
December 31, 2000.

     "Stock"  shall mean the Common  Stock,  par value  $0.10 per share,  of the
Company.

     "Trading  Day" shall mean a day on which the Common  Stock is traded on the
New York Stock Exchange.

     3. Payment of Director's  Fees. All Director's Fees shall be payable by the
Company by the issuance to the Directors of  certificates  evidencing  the Stock
issuable in payment of such  Director's  Fees on the  Determination  Date or the
Distribution  Date if the Eligible  Director elects to be a Participant,  except
that for the first  Plan  Year,  the  payment  will be made the later of (i) the
applicable  Determination Date or the Distribution Date if the Eligible Director
elects  to  be a  Participant  or  (ii)  within  five  business  days  following
shareholder  approval  of the Plan.  The number of shares of Stock  issuable  in
payment of  Director's  Fees (or, in the case of a  Participant  in the Deferred
Feature,  the number of Deferred  Stock Units credited to his Account) shall be,
as to each Eligible Director,  (i) the Director's Fees of that Eligible Director
during the previous fiscal quarter (or, if applicable, during the current fiscal
quarter  through the date the Eligible  Director  ceased to be a director of the
Company) divided by (ii) the Fair Market Value of the Stock on the Determination
Date immediately following the end of such fiscal quarter (or, if applicable, on
the  Distribution  Date for an Eligible  Director who ceased to be a director of
the Company).  Any fractional share of Stock (or fractional Deferred Stock Unit)
shall be rounded up to the next whole share (or Unit).
                                        52
<PAGE>
     4. Administration. The Plan shall be administered by the Administrator. The
interpretation and construction by the Administrator of the Plan shall be final.
The  Administrator  shall not be liable for any action or determination  made in
good faith with respect to the Plan.

     5. Participation. To participate in the Deferred Feature of the Plan during
the initial Plan Year,  an Eligible  Director must elect to become a Participant
within 30 days after the Plan is adopted by the Board of Directors and, to begin
participating  in the Deferred  Feature of the Plan for any other Plan Year,  an
Eligible  Director must elect to become a Participant  prior to the beginning of
that Plan  Year.  An  Eligible  Director  may elect to become a  Participant  by
completing  the election  form  attached as Exhibit A and  delivering  it to the
Administrator.  An Eligible  Director who assumes  office during a Plan Year may
elect to  participate  in the  Deferred  Feature  of the Plan for the  remaining
fiscal quarter(s) of that Plan Year by filing a completed election form with the
Administrator  prior to the  first day of the next full  fiscal  quarter  but no
later than 29 days following his becoming a director.  Once made, an election to
participate  in the Deferred  Feature of the Plan shall continue to be effective
for  each  successive  Plan  Year  until  terminated  as  provided  herein.  The
Participant shall have no right to receive any Director's Fees for any Plan Year
for which his election to participate in the Deferred  Feature of the Plan is in
effect,  regardless of any subsequent termination of such participation,  except
for  distributions  provided  for  under the Plan.  A  Participant  may elect to
terminate  his  participation  in  Deferred  Feature  by  written  notice to the
Administrator,  effective for the first Plan Year beginning following receipt of
the notice by the Administrator.  A Participant who terminates his participation
effective for any Plan Year may  participate  in the Plan for later Plan Year(s)
by making the above-described election.

     6.  Deferred  Stock  Units.  Deferred  Stock Units shall be credited to the
Account of each Participant automatically as of each Determination Date on which
the number of Deferred  Stock Units to be  credited  is  determined  pursuant to
paragraph  3 of this  Plan and as  provided  in  paragraphs  8 and 9 below.  The
Company shall prepare and send to each Participant a statement of his Account as
of the end of each Plan Year, as soon as practicable after that date.

     7. Payment of Deferred Stock Units. No Participant shall have any rights to
receive a distribution of the Deferred Stock Units credited to his Account until
his Distribution  Date. The distribution shall be made solely in shares of Stock
and shall consist of one share of Stock for each Deferred Stock Unit credited to
the Participant's  Account.  Distribution of the shares of Stock shall be to the
Participant,  if then living;  otherwise, the shares shall be distributed to the
Beneficiary.
                                         53
<PAGE>
     8. Cash  Dividends.  In the event of any cash dividends paid by the Company
on the Stock,  each  Participant's  Account  shall be adjusted as of the payment
date for the  dividend by adding to his  account  the number of  Deferred  Stock
Units  (rounded  up to the next whole  Unit)  equal to the  quotient  of (i) the
dividend per share of Stock times the number of Deferred Stock Units credited to
the Account on the record date of the dividend,  divided by (ii) the Fair Market
Value of the Stock as of the record date of the dividend.

     9.  Changes  in  Stock.  In the  event  of a stock  dividend,  split-up  or
combination  of shares,  recapitalization  or merger in which the Company is the
surviving  corporation or other similar capital change (other than a transaction
in which the  shareholders of the Company  exchange their shares of stock in the
Company),  an  appropriate  and  proportionate  adjustment  shall be made in the
maximum  number  and kind of  shares  as to which  Deferred  Stock  Units may be
credited  under the Plan.  A  corresponding  adjustment  shall  likewise be made
changing the number of Deferred  Stock Units credited to Accounts and the number
or kind of shares  distributable  with respect to such Deferred Stock Units.  In
the  event of a  consolidation,  merger  or other  reorganization  in which  the
Company is not the surviving corporation, or any other such transaction in which
the  shareholders of the Company  exchange their shares of stock in the Company,
or in the event of  complete  liquidation  of the  Company,  or in the case of a
tender offer  recommended by the Board of Directors,  each Participant  shall be
entitled to receive  the  consideration  he would have been  entitled to had his
Account been  distributed  immediately  prior to the effective  date of any such
event.

     10.  Effective  Date. The Plan shall be effective  beginning April 3, 2000,
and subject to approval by the Company's  shareholders  present, or represented,
and eligible to vote at the Company's  annual meeting of shareholders to be held
in 2000.  The Plan shall be submitted  for approval at such  meeting.  Until the
Plan is approved by the Company's shareholders as required above, no Stock shall
be issued to any Eligible  Director under this Plan and all Deferred Stock Units
shall be credited subject to such approval and no distribution of Stock shall be
made with  respect to any  Participant's  Account.  If not  approved as required
above, the Plan shall be void and all Directors' Fees deferred shall be promptly
disbursed in cash to each Eligible Director or his Beneficiary.

     11. Shares Subject to Plan. The maximum aggregate number of shares of Stock
available pursuant to the Plan, subject to adjustment as provided in paragraph 9
above, shall be 300,000 shares of Stock. Shares distributed pursuant to the Plan
may be authorized and unissued shares.
                                       54
<PAGE>
     12.  Compliance With  Securities  Laws. The Company shall cause to be filed
and maintained an effective  Registration Statement on Form S-8, or a comparable
successor form, to register the shares issuable  pursuant to this Plan under the
Act for so long as the  Company is  eligible  to do so, and it shall do all acts
required under  applicable  state  securities laws to permit the issuance of the
shares in  compliance  with those  laws;  provided,  that in no event  shall the
Company be obligated to qualify to do business in any  jurisdiction  where it is
not now so  qualified  or to take any action  that  would  subject it to general
service of process in any jurisdiction where it is not so subject.  If the Stock
is listed upon any stock  exchange  when shares of Stock are issued  pursuant to
this  Plan,  the  Company  shall take all action  necessary  to comply  with the
requirements of such exchange  relating to the issuance of those shares.  Shares
of Stock may be issued  under this Plan only if the  issuance  and  delivery  of
those shares shall comply with all relevant  provisions of state and federal law
including,  without limitation,  the Act, the rules and regulations  promulgated
requirements of any stock exchange upon which the shares may then be listed, and
shall be further subject to the approval of counsel for the Company with respect
to such compliance.  Each Eligible Director shall consent to the imposition of a
legend on the certificate representing the shares of Stock distributed to him or
her, restricting his or her transferability as required by law or by this Plan.

     13. Units Not Transferable.  Deferred Stock Units credited pursuant to this
Plan may not be sold, pledged, assigned, or transferred in any manner other than
by will or the laws of descent and  distribution  and no rights  under this Plan
may be exercised  during an Eligible  Director's  lifetime  except by him or his
guardian or legal representative.

     14. No Shareholder  Rights;  No Trust. No Participant shall have any rights
as a shareholder  with respect to Deferred  Stock Units credited to his Account.
Nothing in this Plan shall be deemed to create a trust of any kind or create any
fiduciary  relationship.  To the  extent  that any  person  acquires  a right to
receive Stock from the Company  under this Plan,  that right shall be no greater
than the right of any unsecured general creditor of the Company.

     15. Termination and Amendment of Plan. Subject to termination, modification
or  amendment  as   hereinafter   provided,   the  Plan  shall   continue  until
April 2, 2005.  No Deferred  Stock Units shall be credited  under the Plan after
the Plan is terminated (except for adjustments as provided in paragraphs 8 and 9
above),  but Stock may be distributed after that date as provided in paragraph 7
above. This Plan may at any time be terminated by the Board of Directors and may
be modified or amended  from time to time by the Board of  Directors,  provided,
however, that no modification or amendment to the Plan shall

                                        55
<PAGE>

become   effective   unless  and  until  is  approved   by  the   Company's
shareholders.  The amendment,  suspension,  or termination of the Plan shall not
alter or impair  any of a  Participant's  rights  under  the Plan  prior to such
amendment, suspension, or termination, without the consent of the Participant.

     16.  Notices.  Any notice  under the Plan shall be in writing  and shall be
effective when received.  Notices to the Participants,  and the certificates for
shares issued under the Plan, shall be sent to the applicable  address indicated
on the most recently  filed  election to participate in the Plan, or on the most
recent  written  notice  by  the  Participant   subsequently  delivered  to  the
Administrator.  Notices to the Administrator  shall be sent to the Administrator
for the Directors'  Deferred Stock  Compensation  Plan, Cone Mills  Corporation,
3101 N. Elm Street, Greensboro, North Carolina 27415-6540.

     17.  Miscellaneous.  Nothing in the Plan  shall  confer  upon any  Eligible
Director any right to be retained as a director.  As used in the Plan,  words in
the  singular  include the  plural,  and the  masculine  includes  the  feminine
genders, as appropriate.
                                         56
<PAGE>
                                      EXHIBIT A
                                      ELECTION

To:      Administrator for the
         2000 Stock Compensation Plan for Non-Employee Directors
         Cone Mills Corporation
         Greensboro, North Carolina

     I hereby  elect to  participate  in, and agree to be bound by the terms and
conditions  of, the Deferred  Feature of the Cone Mills  Corporation  2000 Stock
Compensation  Plan  For  Non-Employee  Directors  ("Plan"),  a copy of  which is
attached  hereto. I understand the Plan is unfunded and that this election shall
be  effective  for the next  Plan  Year (as  defined  in the  Plan) and for each
successive  Plan Year until my  participation  is  terminated as provided in the
Plan.

     In the event of my death, I hereby  designate as my Beneficiary (as defined
in the Plan) to receive distributions of my Account in accordance with the terms
of the Plan, the following person(s):

Name                                          Name

Address                                       Address

City       State         Zip                  City        State           Zip


Witness                  Date                 Director                Date

Address

City       State         Zip

RECEIPT ACKNOWLEDGED

CONE MILLS CORPORATION

By:

Date:

                                     57
<PAGE>