Page 1 of 59
                                          Index to Exhibits - Pages 19-31

                          FORM 10-Q

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


(Mark One)
[ X ]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
            THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 1, 2001
                               -------------

                        OR

[   ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

For the Transition period from       to
                               ------   -------

Commission file number:   1-3634
                         ---------

                          CONE MILLS CORPORATION
-----------------------------------------------------------------------
          (Exact name of registrant as specified in its charter)

    North Carolina                                    56-0367025
-----------------------------------------------       ------------------
(State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                        Identification No.)

3101 North Elm Street, Greensboro, North Carolina     27408
-------------------------------------------------     ------------
(Address of principal executive offices)             (Zip Code)

                              336.379.6220
------------------------------------------------------------------------
           (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X     No__

Number of shares of common stock outstanding as of April 24, 2001:
25,542,211 shares.

<PAGE>
                   CONE MILLS CORPORATION

                            INDEX


PART I.  FINANCIAL INFORMATION
                                                                 Page
                                                                Number

Item 1.  Financial Statements

         Consolidated Condensed Statements of Operations
         Thirteen weeks ended April 1, 2001 and
         April 2, 2000(Unaudited)....................................3

         Consolidated Condensed Balance Sheets
         April 1, 2001 and April 2, 2000 (Unaudited)
         and December 31, 2000.......................................4

         Consolidated Condensed Statements of Cash Flows
         Thirteen weeks ended April 1, 2001 and
         April 2, 2000 (Unaudited) ..................................5

         Notes to Consolidated Condensed Financial Statements
         (Unaudited).................................................6

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations..............12

Item 3.  Quantitative and Qualitative Disclosures about Market
         Risk ......................................................17


PART II. OTHER INFORMATION

Item 1.  Legal Proceedings..........................................18
Item 6.  Exhibits and Reports on Form 8-K...........................18

<PAGE>
                                     PART I
Item 1.
                        CONE MILLS CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                         (in thousands, except per share data)
<TABLE>
<S>                                                                <C>            <C>
                                                                       Thirteen       Thirteen
                                                                     Weeks Ended    Weeks Ended
                                                                       April 1,       April 2,
                                                                         2001           2000
                                                                    -----------------------------
                                                                     (Unaudited)    (Unaudited)

Net Sales                                                            $ 147,535      $ 141,677

Cost of Goods Sold                                                     136,002        124,576
                                                                       -------        -------
Gross Profit                                                            11,533         17,101

Selling and Administrative                                              11,462         13,426
Restructuring and Impairment of Assets                                       -           (332)
                                                                       -------        -------
Income from Operations                                                      71          4,007
                                                                       -------        -------
Other Income (Expense)
   Interest income                                                         124            370
   Interest expense                                                     (4,638)        (4,671)
   Other expense                                                          (560)          (807)
                                                                       -------         ------
                                                                        (5,074)        (5,108)
                                                                       -------         ------
Loss before Income Tax Benefit and Equity
   in Earnings of Unconsolidated Affiliates                             (5,003)        (1,101)
Income Tax Benefit                                                      (1,751)          (374)
                                                                        ------         ------

Loss before Equity in Earnings of Unconsolidated Affiliates             (3,252)          (727)
Equity in Earnings of Unconsolidated Affiliates                            349            450
                                                                        ------         ------

Net Loss                                                             $  (2,903)     $    (277)
                                                                        ------         ------
Loss Available to Common Stockholders                                $  (3,903)     $    (984)
                                                                        ------         ------
Loss Per Share - Basic and Diluted                                   $  ( 0.15)     $  ( 0.04)
                                                                        ------         ------
Weighted-Average Common Stock Outstanding, Basic and Diluted            25,518         25,425
                                                                        ------         ------
</TABLE>
See Notes to Consolidated Condensed Financial Statements.
<PAGE>
                         CONE MILLS CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED CONDENSED BALANCE SHEETS
                     (in thousands, except share and par value data)
<TABLE>
<S>                                                                  <C>          <C>          <C>
                                                                        April 1,     April 2,   December 31,
                                                                          2001         2000        2000
                                                                      -----------  -----------  ------------
                                                                      (Unaudited)  (Unaudited)    (Note)
ASSETS
   Current Assets
    Cash                                                               $   2,574   $   1,025    $  2,876
    Accounts receivable, less allowances of $4,705; 2000, $5,050          46,968      60,589      40,091
    Inventories                                                          103,717     116,892     106,308
    Other current assets                                                   6,733       7,167       6,270
                                                                         -------     -------     -------
      Total Current Assets                                               159,992     185,673     155,545

   Investments in and Advances to Unconsolidated Affiliates               57,411      47,843      56,265
   Other Assets                                                           17,775      38,118      18,505
   Property, Plant and Equipment                                         186,409     215,674     192,901
                                                                         -------     -------     -------
                                                                       $ 421,587   $ 487,308  $  423,216
                                                                         -------     -------     -------
LIABILITIES AND STOCKHOLDERS' EQUITY
   Current Liabilities
    Current maturities of long-term debt                               $  83,495    $ 80,714  $   73,495
    Accounts payable                                                      37,176      47,982      37,420
    Sundry accounts payable and accrued liabilities                       26,052      25,965      33,282
    Deferred income taxes                                                 11,067      12,091       9,434
                                                                         -------     -------     -------
      Total Current Liabilities                                          157,790     166,752     153,631

    Long-Term Debt                                                       106,176     119,227     108,582
    Deferred Income Taxes                                                 17,461      33,289      20,338
    Other Liabilities                                                     16,347      11,850      14,246

   Stockholders' Equity
    Class A preferred stock - $100 par value; authorized
      1,500,000 shares; issued and outstanding 367,339 shares;
      2000, 373,660 shares and 335,340 shares                             36,734      37,366      33,534
    Class B preferred stock - no par value; authorized
      5,000,000 shares                                                         -           -           -
    Common stock - $.10 par value; authorized 42,700,000 shares;
      issued and outstanding 25,542,211 shares; 2000, 25,479,717
      shares and 25,522,211 shares                                         2,554       2,548       2,552
    Capital in excess of par                                              57,695      57,435      57,630
    Retained earnings                                                     35,669      67,594      42,512
    Deferred compensation - restricted stock                                 (33)       (236)        (40)
    Accumulated other comprehensive loss                                  (8,806)     (8,517)     (9,769)
                                                                         -------     -------     -------
      Total Stockholders' Equity                                         123,813     156,190     126,419
                                                                         -------     -------     -------
                                                                       $ 421,587   $ 487,308  $  423,216
                                                                         -------     -------     -------
</TABLE>
Note:  The balance sheet at December 31, 2000, has been derived from
       the financial statements at that date.

See Notes to Consolidated Condensed Financial Statements.

<PAGE>
                        CONE MILLS CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                    (in thousands)
<TABLE>
<S>                                                               <C>           <C>
                                                                    Thirteen      Thirteen
                                                                   Weeks Ended   Weeks Ended
                                                                     April 1,      April 2,
                                                                       2001          2000
                                                                   -----------   -----------
                                                                   (Unaudited)   (Unaudited)

CASH PROVIDED BY (USED IN)OPERATIONS                                $  (7,480)    $   1,571
                                                                      -------       -------
INVESTING
   Investments in and advances to unconsolidated affiliates              (797)      (   578)
   Proceeds from sale of property, plant and equipment                  2,199         1,815
   Capital expenditures                                                (1,337)       (1,025)
                                                                      -------       -------
    Cash provided by investing                                             65           212
                                                                      -------       -------
FINANCING
   Decrease in checks issued in excess of deposits                     (2,214)       (1,922)
   Principal borrowings on long-term debt                              10,000         1,000
   Proceeds from issuance of common stock                                  67             -
   Dividends paid - Class A Preferred                                       -           (60)
   Redemption of Class A Preferred stock                                 (740)       (1,043)
                                                                      -------       -------
     Cash provided by (used in) financing                               7,113        (2,025)
                                                                      -------       -------
     Net change in cash                                                  (302)         (242)

Cash at Beginning of Period                                             2,876         1,267
                                                                      -------       -------
Cash at End of Period                                               $   2,574     $   1,025
                                                                      -------       -------
Supplemental Disclosures of Additional Cash Flow Information:
Cash payments for:
   Interest                                                         $   6,618     $   7,573
                                                                      -------       -------
   Income taxes, net of refunds                                     $     169     $    (408)
                                                                      -------       -------
Supplemental Schedule of Noncash Financing Activities:
   Stock dividend - Class A Preferred Stock                         $   3,881     $   2,845
                                                                      -------       -------
</TABLE>
See Notes to Consolidated Condensed Financial Statements.

<PAGE>
                   CONE MILLS CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Note 1.  Basis of Financial Statement Preparation

The Cone Mills Corporation ("Cone") consolidated condensed
financial statements for April 1, 2001 and April 2, 2000 are
unaudited, but in the opinion of management reflect all
adjustments necessary to present fairly the consolidated
condensed balance sheets of Cone Mills Corporation and
Subsidiaries at April l, 2001, April 2, 2000, and December
31, 2000, and the related consolidated condensed statements
of operations and cash flows for the thirteen weeks ended
April 1, 2001 and April 2, 2000. All adjustments are of a
normal recurring nature. The results are not necessarily
indicative of the results to be expected for the full year.

These statements should be read in conjunction with the
audited financial statements and related notes included in
Cone's annual report on Form 10-K for fiscal year 2000.

Inventories are stated at the lower of cost or market. The
last-in, first-out (LIFO) method is used to determine cost
of most domestically produced goods. The first-in, first-out
(FIFO) or average cost methods are used to determine cost of
all other inventories. Because amounts for inventories under
the LIFO method are based on an annual determination of
quantities as of the year-end, the inventories at April 1,
2001 and April 2, 2000 and related consolidated condensed
statements of operations for the thirteen weeks then ended
are based on certain estimates relating to quantities and
cost as of the end of the fiscal year.

Note 2.  Securitization of Accounts Receivable

As of April 1, 2001 and April 2, 2000, the total amount
outstanding under the Accounts Receivable Facility was $50.2
million and $45.5 million, respectively. The table below
summarizes certain cash flows received and paid under the
securitization for the fiscal quarters ended April 1, 2001
and April 2, 2000:(in thousands)
<TABLE>
<S>                                    <C>         <C>
                                          4/1/01      4/2/00
Proceeds from securitizations           $  8,610    $  9,323
Repayments on securitizations            (14,153)    (12,914)
Daily yield paid                            (877)       (774)
Servicing fees paid                         (199)       (169)
Servicing fees received                      220         174
</TABLE>
On April 23, 2001, Cone amended the securitization
agreements to reflect changes in certain financial
covenants. This amendment also waives the failure of Cone to
comply with the minimum fixed charge coverage ratio covenant
for the fiscal quarter ended April 1, 2001.

<PAGE>
Note 3.  Inventories
<TABLE>
<S>                                   <C>        <C>         <C>
(in thousands)                            4/1/01     4/2/00    12/31/00
                                        --------    -------    --------

Greige and finished goods              $  67,642  $  80,286   $  69,991
Work in process                            6,755      5,263       6,463
Raw materials                             18,574     20,418      18,717
Supplies and other                        10,746     10,925      11,137
                                         -------    -------     -------
                                       $ 103,717  $ 116,892   $ 106,308
                                         -------    -------     -------

Note 4.  Long-Term Debt

(in thousands)                            4/1/01     4/2/00    12/31/00
                                        --------    -------     --------

Senior Note                            $  28,946  $  32,144   $  28,946
Revolving Credit Agreement                65,000     70,000      55,000
8-1/8% Debentures                         95,725     97,797      98,131
                                         -------    -------     -------
                                         189,671    199,941     182,077
Less current maturities                   83,495     80,714      73,495
                                         -------    -------     -------
                                       $ 106,176  $ 119,227   $ 108,582
                                         -------    -------     -------
</TABLE>
Cone adopted  Statement of  Financial  Accounting  Standards
("SFAS") No. 133, "Accounting for Derivative Instruments and
Hedging  Activities,"  and SFAS  No.  138,  "Accounting  for
Certain   Derivative   Instruments   and   Certain   Hedging
Activities,"   as  of   January   1,   2001  (see  Note  10,
"Derivatives,"  to  the  Notes  to  Consolidated   Condensed
Financial Statements).

On April 24, 2001, Cone terminated its plans to exchange new
securities for its outstanding 8-1/8% Debentures due March
15, 2005.

Note 5.  Class A Preferred Stock

On February 8, 2001, Cone declared a 11.75% stock dividend
on Cone's Class A Preferred Stock, which was paid on March
31, 2001. The dividend was charged to retained earnings in
the amount of approximately $3.9 million.

<PAGE>

Note 6.  Depreciation and Amortization

The following table presents depreciation and amortization
included in the consolidated condensed statements of
operations.
<TABLE>
<S>                                       <C>              <C>
(in thousands)                              Thirteen         Thirteen
                                           Weeks Ended      Weeks Ended
                                             4/1/01           4/2/00
                                           -----------      ------------
Depreciation                                   $ 5,556        $ 5,966
Amortization                                        31            454
                                                 -----          -----
                                               $ 5,587        $ 6,420
                                                 -----          -----
</TABLE>
Note 7. Loss Per Share

The following table sets forth the computation of basic and
diluted loss per share ("EPS").
<TABLE>
<S>                                        <C>            <C>
(in thousands, except                        Thirteen        Thirteen
  per share data)                           Weeks Ended     Weeks Ended
                                               4/1/01          4/2/00
                                            -----------     -----------

Net loss                                      $ (2,903)     $ (   277)
Preferred stock dividends                       (1,000)       (   707)
                                                ------         ------
Basic EPS - loss available to common
  stockholders                                  (3,903)       (   984)
Effect of dilutive securities                        -              -
                                                ------         ------
Diluted EPS - loss available to common
  stockholders after assumed conversions      $ (3,903)     $ (   984)
                                                ------         ------
Determination of shares:
Weighted-average shares                         25,533         25,480
Contingently issuable (unvested
  restricted shares)                           (    15)       (    55)
                                                ------         ------
Basic EPS - weighted-average shares             25,518         25,425
Effect of dilutive securities                        -              -
                                                ------         ------
Diluted EPS - adjusted weighted-average
  shares after assumed conversions              25,518         25,425
                                                ------         ------
Loss per share - basic and diluted           $ (  0.15)     $ (  0.04)
                                                ------         ------
</TABLE>
There were no potentially dilutive common stock options
outstanding at April 1, 2001 and April 2, 2000.

Note 8.  Segment Information

Cone has three principal business segments which are based
upon organizational structure: 1) denim and khaki; 2)
commission finishing; and 3) decorative fabrics.

<PAGE>
Operating income (loss) for each segment is total revenue
less operating expenses applicable to the segment.
Intersegment revenue relates to the commission finishing
segment. Equity in earnings of unconsolidated affiliates is
included in the denim and khaki segment. Restructuring and
impairment of asset expenses, unallocated expenses, interest
and income tax benefits are not included in segment
operating income (loss).

Net sales and income (loss) from operations for Cone's
operating segments are as follows:
<TABLE>
<S>                                      <C>             <C>
(in thousands)                              Thirteen        Thirteen
                                           Weeks Ended     Weeks Ended
                                             4/1/01          4/2/00
                                          -----------     ------------
Net Sales
Denim and Khaki                             $ 115,326       $ 104,262
Commission Finishing                           19,349          20,803
Decorative Fabrics                             16,836          19,549
Other                                             119             293
                                              -------         -------
                                              151,630         144,907
Less Intersegment Sales                         4,095           3,230
                                              -------         -------
                                            $ 147,535       $ 141,677
                                              -------         -------
Income (Loss) from Operations
Denim and Khaki                             $   3,209       $   5,336
Commission Finishing                          (   613)        (   839)
Decorative Fabrics                            ( 1,363)        (   216)
Other                                         (    80)            632
Unallocated Expenses                          (   733)        (   788)
                                              -------         -------
                                                  420           4,125
Restructuring and Impairment of Assets              -             332
                                              -------         -------
                                                  420           4,457
Less Equity in Earnings of
  Unconsolidated Affiliates                       349             450
                                              -------         -------
                                                   71           4,007
Other Expense, Net                            ( 5,074)        ( 5,108)
                                              -------         -------
Loss before Income Tax Benefit and
  Equity in Earnings of Unconsolidated
  Affiliates                                $  (5,003)      $ ( 1,101)
                                              -------         -------
</TABLE>
<PAGE>
Note 9. Comprehensive Income (Loss)

Comprehensive income (loss) is the total of net loss and
other changes in equity, except those resulting from
investments by owners and distributions to owners not
reflected in net loss. Total comprehensive income (loss) for
the periods was as follows: (in thousands)
<TABLE>
<S>                                    <C>           <C>
                                         Thirteen      Thirteen
                                        Weeks Ended   Weeks Ended
                                          4/1/01        4/2/00

Net loss                                  $(2,903)     $  (277)
Other comprehensive income,
  cotton derivatives gains                    963            -
                                           ------         -----
                                          $(1,940)     $  (277)
                                           ------        -----
</TABLE>
Cotton derivatives gains reflected above in other
comprehensive income (loss) will be recognized in results of
operations over the next twelve months.

Note 10.  Derivatives

Cone adopted SFAS No. 133 and SFAS No. 138 as of January 1,
2001. Cone has determined that its interest rate swap
agreement is an ineffective hedge under the new standards.
Because of the transition provision of SFAS No. 133, Cone
did not recognize a cumulative effect of an accounting
change affecting results of operations related to its
interest rate swap agreement at January 1, 2001. The
adjustment to the carrying value of debt in the amount of
approximately $2.7 million on January 1, 2001, recorded
under the transition provisions of the new standards, will
be amortized to results of operations over the period to
debt maturity. Cone recognized approximately $0.2 million in
expense related to amortization of this adjustment to the
carrying value of debt for the fiscal quarter ended April 1,
2001, which is reflected in the "Other expense" caption on
the consolidated condensed statements of operations. Changes
in the fair value of the interest rate swap agreement after
transition will be recorded in the statements of operations
in the period of change. For the fiscal quarter ended April
1, 2001, Cone recognized a gain on the change in the fair
value of this derivative instrument of $0.5 million, which
is reflected in the "Other expense" caption on the
consolidated condensed statements of operations. As of April
1, 2001, the interest rate swap had an estimated fair market
value of $2.2 million and was recorded in other long-term
liabilities on the Consolidated Condensed Balance Sheet.

Cash Flow Hedging Strategy

Cotton is the primary raw material for Cone's fabric
manufacturing operations. Cone has an established cotton
purchasing program, administered in conformance with
policies approved by the Board of Directors, to ensure an
uninterrupted supply of appropriate quality and quantities
<PAGE>
of cotton, to cover committed and anticipated fabric sales
and to manage margin risks associated with price
fluctuations on anticipated cotton purchases. Cone primarily
uses forward purchase contracts and, to a lesser extent,
futures and option contracts. Cone considers its cotton
derivatives to be primarily cash flow hedges of anticipated
future transactions under SFAS No. 133. The effective
portion of derivative gains and losses for these hedges is
initially reported as a component of other comprehensive
income (outside results of operations) and subsequently
reclassified into results of operations when the forecasted
transactions being hedged affect results of operations. The
ineffective portion of derivative gains and losses is
reported in results of operations immediately. Hedge
ineffectiveness for the fiscal quarter ended April 1, 2001,
was immaterial.

For the fiscal quarter ended April 1, 2001, Cone recorded in
other comprehensive income cotton derivative gains of
approximately $1.5 million, net of deferred taxes of $0.5
million (see Note 9, "Comprehensive Income (Loss)" to the
Notes to Consolidated Condensed Financial Statements).

Note 11.  Restructuring and Impairment of Assets

A roll-forward of the activity related to Cone's
restructuring charges for the quarters ended April 1, 2001
and April 2, 2000 follows:
<TABLE>
<S>                               <C>            <C>            <C>          <C>         <C>
                                    Corporate &
                                     Apparel      Salisbury &
                                     Products      Yarn Dyed
                                      Group         Products     Carlisle       Raytex      Total

Balance, December 31, 2000           $      -     $      -       $      -     $    964    $    964

Deductions:
Terminal leave and related benefits         -            -              -        ( 248)     (  248)
                                        -----        -----          -----        -----      ------

Balance, April 1, 2001               $      -     $      -        $     -     $    716    $    716
                                        -----        -----          -----        -----      ------


Balance, January 2, 2000             $    718     $    191        $   939     $      -    $  1,848

Deductions:
Terminal leave and related benefits     ( 710)       ( 191)         ( 494)           -      (1,395)
                                        -----        -----          -----        -----      ------

Balance, April 2, 2000               $      8     $      -        $   445     $      -   $     453
                                        -----        -----          -----        -----      ------
</TABLE>
<PAGE>
Item 2.

                   MANAGEMENT'S DISCUSSION
             AND ANALYSIS OF FINANCIAL CONDITION
                  AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

First Quarter Ended April 1, 2001 Compared with First Quarter
Ended April 2, 2000

     For the first quarter of 2001, Cone had sales of $147.5
million, an increase of 4.1% over sales of $141.7 million
for the first quarter of 2000. The increase in sales from
first quarter 2000 was the result of a 10.6% sales increase
in the denim and khaki segment and a 3.3% increase in
Carlisle sales, partially offset by a 13.9% sales decrease
in the decorative fabrics segment and the closing of the
Raytex plant in the first quarter of 2001.

Gross profit for the first quarter of 2001 declined to 7.8% of
sales, as compared with 12.1% for the previous year. The decrease
was primarily due to higher wages and higher energy, chemical
and raw material costs, as compared with year-ago levels.

     Segment Information.  Cone has three principal business
segments: 1) denim and khaki; 2) commission  finishing;  and
3) decorative fabrics.  (See Note 8 to Notes to Consolidated
Condensed Financial Statements included in Part I, Item 1.)

      Denim and Khaki. Denim and khaki segment sales
      revenues for the first quarter of 2001 were $115.3
      million, up 10.6% from the first quarter of 2000 sales
      of $104.3 million. Sales yards were 5.8% higher, as
      compared with the first quarter of 2000. Revenues were
      positively affected by a more value-added product mix
      although denim prices were flat to marginally down for
      the quarter, as compared to the 2000 quarter.
      Operating income for the denim and khaki segment was
      $3.2 million, or 2.8% of sales for the most recent
      quarter, as compared with $5.3 million, or 5.1% of
      sales for the first quarter of 2000. The decline
      resulted primarily from higher denim operating costs
      and losses in the khaki business driven by closeouts
      that resulted from a distressed market for these
      goods. Excluding khaki, denim reported operating
      income of $5.0 million for the most recent quarter, as
      compared with $6.9 million for the previous year.
      Futures for cotton, Cone's major raw material, have
      declined during the first quarter, but, because of
      Cone's practices of buying cotton forward, Cone does
      not expect to benefit from reduced cotton costs before
      the fourth quarter of 2001. Operating income for the
      segment includes the equity in earnings from the
      Parras Cone joint venture plant, which are down from
      the first quarter of 2000 because of lower sales at
      Parras Cone in the first quarter of 2001.
<PAGE>
      Commission Finishing. Outside sales of the commission
      finishing segment, which consisted of the Carlisle and
      Raytex plants, were $15.3 million for the first
      quarter of 2001, down 13.2% from the first quarter of
      2000. All of this sales decline was due to the closing
      of the Raytex plant in the first quarter of 2001.
      Carlisle sales to outside customers increased by 3.3%
      primarily driven by market consolidation. For the
      first quarter of 2001 the segment had an operating
      loss of $0.6 million, all of which related to the
      Raytex closure and associated run-out costs, as
      compared with a loss of $0.8 million for the first
      quarter of 2000. Carlisle was profitable in the first
      quarter of 2001.

      Decorative Fabrics. For the first quarter of 2001,
      sales of the decorative fabrics segment were $16.8
      million, down 13.9% from sales of $19.5 million for
      the same quarter of the previous year because of weak
      furniture market conditions. Both the jacquard and
      converting operations were negatively impacted. The
      decorative fabrics segment had a loss of $1.4 million
      in the first quarter of 2001, as compared with a loss
      of $0.2 million for the first quarter of 2000. During
      the quarter, staffing reductions and product mix
      changes at the jacquard operation were effected, which
      should benefit future periods. Quarter-end backlogs
      for the decorative fabrics segment were up from
      year-end 2000.

Selling and administrative expenses for the first quarter of
2001 were $11.5 million, or 7.8% of sales, as compared with
$13.4 million, or 9.5% of sales, in the first quarter of
2000. The lower expenses in the first quarter of 2001 were
due to lower staffing levels, lower headquarters rental
expense and a reduction in related expenses as a result of
Cone's exit from its Ashima alliance.

For the first quarter of 2001, EBITDA, defined as income
(loss) from operations before depreciation and amortization,
was $5.7 million. For comparison, EBITDA for the first
quarter of 2000 was $10.1 million. Excluding the Raytex
operating results, Cone had a pro forma EBITDA in the first
quarter of 2001 of $6.4 million. The inclusion of Cone's pro
rata share of Parras Cone's EBITDA would result in an EBITDA
for Cone of $7.3 million for the first quarter of 2001.
<PAGE>
Interest expense for the first quarter of 2001 was $4.6
million, as compared with $4.7 million for the first quarter
of 2000. Other expenses of $0.6 million in the first quarter
of 2001 include the ongoing expense of the accounts
receivable securitization program, amortization of the
transition amount related to recording the interest rate
swap and the valuation adjustment of the interest rate swap
derivative instrument.

In the first quarters of 2001 and 2000, the income tax
benefit as a percent of taxable loss was 35% and 34%,
respectively.

Equity in earnings of Parras Cone, Cone's joint venture
plant in Mexico, was $0.3 million for the first quarter of
2001, as compared with $0.5 million for the first quarter of
2000.

For the first quarter of 2001, Cone had a net loss of $2.9
million, or $.15 per share after preferred dividends.
Included in the $2.9 million loss were run-out expenses of
approximately $0.6 million pre-tax or $.02 per share related
to the Raytex plant closure. For comparison, for the first
quarter of 2000, Cone reported a net loss of $0.3 million,
or $.04 per share after preferred dividends.

LIQUIDITY AND CAPITAL RESOURCES

Cone's principal long-term capital components consist of
debt outstanding under its Senior Note, its 8-1/8%
Debentures and stockholders' equity. Primary sources of
liquidity are internally generated funds, a $73 million
Revolving Credit Facility ("Revolving Credit Facility") of
which $8 million was available on April 1, 2001, and a $60
million Receivables Purchase and Servicing Agreement (the
"Receivables Agreement").
<PAGE>
During the first quarter of 2001, Cone used cash in
operations of $7.5 million, as compared with cash provided
by operations of $1.6 million in the first quarter of 2000.
Included in the cash provided by (used in) operating
activities, working capital increased by $7.6 million in the
first quarter of 2001, as compared with a $4.9 million
increase in the first quarter of 2000. Other sources of cash
flow included $2.2 million in proceeds from sales of
property and equipment for the first quarter of 2001, as
compared with $1.8 million in the first quarter of 2000.
Uses of cash in the first quarter of 2001 included $1.3
million for capital expenditures and $0.8 million of
advances to the joint venture industrial park in Tamaulipas,
Mexico.

Financing agreements of Cone prohibit Cone from paying
dividends on its Common Stock.

The following is a summary of the Company's primary
financing agreements as of April 1, 2001.
<TABLE>
<S>                      <C>         <C>            <C>        <C>
                                                     Interest/
($ Amounts in Millions)    Facility      Amount      Discount      Maturity
Financing Agreement       Commitment  Outstanding      Rate         Date

8-1/8% Debenture           $100.0       $100.0         8.125%    Mar 15, 2005
Senior Note                  28.9         28.9        11.700     Aug 13, 2002
Revolving Credit             73.0         65.0         9.820     Aug  7, 2001
Receivables Agreement        60.0         50.2         6.714     Sept 1, 2004
</TABLE>
Cone believes that internally generated operating funds and
funds available under its Revolving Credit Facility
currently in effect are sufficient to meet its needs for
working capital and domestic capital spending permitted
under the terms of the Revolving Credit Facility. However,
by August 2001, Cone must either refinance or replace the
Revolving Credit Facility and make a scheduled principal
reduction of $18.5 million on its Senior Note. While
management believes that it will be able to obtain the
appropriate financings there is no assurance that Cone will
be able to replace its Revolving Credit Facility or
<PAGE>
otherwise obtain financing on terms and conditions
acceptable to Cone. Along with its strategic advisor, J.P.
Morgan, Cone is in the process of exploring its alternatives
related to financing its business in both the U.S. and
Mexico. In the case of Mexico there are two separate
financing initiatives. The first financing initiative
concerns the Parras Cone joint venture expansion. This
expansion will increase production capacity by approximately
10.0 million yards and will require approximately $18.0
million in financing. Cone believes that Parras Cone will be
able to raise these funds during 2001 based upon the
strength of Parras Cone's financial position. The second
Mexican financing initiative is the construction of a new
denim manufacturing plant in Tamaulipas, Mexico for which
the funding will be needed by Cone. Based upon present
economic conditions and capital markets, Cone terminated its
plan to exchange new securities for Cone's outstanding
8-1/8% Debentures due March 15, 2005, which would have
enabled Cone to pursue asset-based financing for the
Tamaulipas project. Therefore, it is not likely that Cone
will be able to start construction of this facility in 2001.
However, Cone will continue to analyze all possible
financing opportunities that would allow Cone to start
construction this year. These alternatives may include the
restructuring or replacing of the Revolving Credit Facility
and funding from nontraditional sources of capital.

On April 1, 2001, Cone's long-term capital structure
consisted of $189.7 million of long-term debt (including
current maturities) and $123.8 million of stockholders'
equity. For comparison, on April 2, 2000, Cone had $199.9
million of long-term debt (including current maturities) and
$156.2 million of stockholders' equity. Long-term debt
(including current maturities) as a percentage of long-term
debt and stockholders' equity was 61% at April 1, 2001, as
compared with 56% at April 2, 2000.

Accounts receivable on April 1, 2001, were $47.0 million, as
compared with $60.6 million at April 2, 2000. Receivables,
including those sold pursuant to the Receivables Agreement,
represented 62 days of sales outstanding at April 1, 2001
and 70 days at April 2, 2000. The decrease in days of sales
outstanding primarily reflects a change in customer sales
mix with more customers paying in advance of due date.
<PAGE>
Inventories on April 1, 2001, were $103.7 million, down
$13.2 million from $116.9 million at April 2, 2000. This
reduction is due primarily to lower denim inventories.

For the first quarter of 2001, domestic capital spending was
$1.3 million compared to $1.0 million for the 2000 period.
Domestic capital spending in 2001 is expected to be
approximately $7-10 million.

OTHER MATTERS

Federal, state and local regulations relating to the
workplace and the discharge of materials into the
environment continue to change and, consequently, it is
difficult to gauge the total future impact of such
regulations on Cone. Existing government regulations are not
expected to cause a material change in Cone's competitive
position, operating results or planned capital expenditures.
Cone has an active environmental committee, which fosters
protection of the environment and compliance with laws.

From time to time, Cone is a party to various legal claims
and actions. Management believes that none of these claims
or actions, either individually or in the aggregate, will
have a material adverse effect on the financial condition
and liquidity of Cone. Due to Cone's recent operating
results, management believes that the effects of any
litigation, no matter how small or insignificant, could be
considered material to Cone's future results of operations.
As of April 1, 2001, no significant litigation exists.

"Safe Harbor" Statement under Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended.
<PAGE>
      Except for the historical information presented, the
      matters disclosed in the foregoing discussion and
      analysis and other parts of this report include
      forward-looking statements. These statements represent
      Cone's current judgment on the future and are subject
      to risks and uncertainties that could cause actual
      results to differ materially. Such factors include,
      without limitation: (i) the demand for textile
      products, including Cone's products, will vary with
      the U.S. and world business cycles, imbalances between
      consumer demand and inventories of retailers and
      manufacturers and changes in fashion trends, (ii) the
      highly competitive nature of the textile industry and
      the possible effects of reduced import protection and
      free-trade initiatives, (iii) the unpredictability of
      the cost and availability of cotton, Cone's principal
      raw material, and other manufacturing costs, (iv)
      Cone's relationships with Levi Strauss as its major
      customer, (v) Cone's ability to attract and maintain
      adequate capital to fund operations and strategic
      initiatives, (vi) increases in prevailing interest
      rates, and (vii) Cone's inability to continue the cost
      savings associated with its restructuring initiatives.
      For a further description of these risks see Cone's
      2000 Form 10-K, "Item 1. Business -Competition, -Raw
      Materials and -Customers" and "Item 7. Management's
      Discussion and Analysis of Results of Operations and
      Financial Condition -- Overview" of the Form 10-K.
      Other risks and uncertainties may be described from
      time to time in Cone's other reports and filings with
      the Securities and Exchange Commission.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

Cone is exposed to market risks relating to fluctuations in
interest rates and commodity prices. There has been no
material change in Cone's market risks that would
significantly affect the disclosures made in the Form 10-K
for the year ended December 31, 2000.
<PAGE>

                           PART II

Item 1.  Legal Proceedings

From time to time, Cone is a party to various legal claims
and actions. Management believes that none of these claims
or actions, either individually or in the aggregate, will
have a material adverse effect on the financial condition
and liquidity of Cone. Due to Cone's recent operating
results, management believes that the effects of any
litigation, no matter how small or insignificant, could be
considered material to Cone's future results of operations.
As of April 1, 2001, no significant litigation exists.

Item 6.  Exhibits and Reports on Form 8-K

(a)   The exhibits to this Form 10-Q are listed in the
      accompanying Index to Exhibits.
(b)   Reports on Form 8-K.
      None

<PAGE>
Exhibit                                                       Sequential
  No.          Description                                     Page No.
-------        -----------                                   -----------

*2.1       Receivables Purchase and Servicing
           Agreement dated as of September 1, 1999,
           by and among Cone Receivables II LLC,
           as Seller, Redwood Receivables
           Corporation, as Purchaser, the Registrant,
           as Servicer, and General Electric Capital
           Corporation, as Operating Agent and
           Collateral Agent, filed as Exhibit 2.1(h)
           to Registrant's report on Form 10-Q
           for the quarter ended October 3, 1999.

*2.2       Receivables Transfer Agreement dated as
           of September 1, 1999, by and among the
           Registrant, any other Originator Party hereto,
           and Cone Receivables II LLC, filed as Exhibit
           2.1(i) to Registrant's report on Form 10-Q for
           the quarter ended October 3, 1999.

*2.3.1     First Amendment and Waiver to Securitization
           Agreements dated as of November 16, 1999, by
           and between Cone Receivables II LLC, the
           Registrant, Redwood Receivables Corporation
           and General Electric Capital Corporation,
           together with all exhibits thereto, filed as
           Exhibit 2.1(c) to Registrant's report on Form
           10-K for the fiscal year ending January 2, 2000.

*2.3.2     Second Amendment to Securitization Agreements
           dated as of January 28, 2000, by and between
           Cone Receivables II LLC, the Registrant, Redwood
           Receivables Corporation, and General Electric
           Capital Corporation, together will all exhibits
           thereto, filed as Exhibit 2.1(d) to Registrant's
           report on Form 10-K for the fiscal year ending
           January 2, 2000.

*2.3.3     Third Amendment to Securitization Agreements
           dated as of March 31, 2000, by and between
           Cone Receivables II LLC, the Registrant,
           Redwood Receivables Corporation, and General
           Electric Capital Corporation, together with all
           Exhibits thereto, filed as Exhibit 2.1(e) to
           Registrant's report on Form 10-Q for the quarter
           ended April 2, 2000.

*2.3.4     Fourth Amendment to Securitization
           Agreements dated as of April 24, 2000 by and
           between Cone Receivables II LLC, the Registrant,
           Cone Foreign
<PAGE>
 Exhibit                                                       Sequential
 No.       Description                                          Page No.
------     -----------                                         ----------

           Trading LLC, Redwood Receivables Corporation, and
           General Electric Capital Corporation, together
           with all exhibits thereto, filed as Exhibit
           2.1(f) to Registrant's report on Form 10-Q for
           the quarter ended April 2, 2000, filed as Exhibit
           2.3.4 to the Registrant's Registration Statement
           on Form S-4 (File No. 333-43014).

*2.3.5     Fifth Amendment to Securitization
           Agreements dated as of June 30, 2000 by and
           between Cone Receivables II LLC, the Registrant,
           Cone Foreign Trading LLC, Redwood Receivables
           Corporation, and General Electric Capital
           Corporation, filed as Exhibit 2.3.5 to
           Registrant's Registration Statement on Form S-4
           (File No. 333-43014).

*2.3.6     Sixth Amendment to Securitization
           Agreements dated as of December 12, 2000 by and
           between Cone Receivables II LLC, the Registrant,
           Cone Foreign Trading LLC, Redwood Receivables
           Corporation and General Electric Capital
           Corporation, filed as Exhibit 2.3.6 to the
           Registrant's Registration Statement on Form S-4
           (File No. 333-43014).

*2.4       Investment Agreement dated as of June 18, 1993,
           among Compania Industrial de Parras, S.A. de C.V.,
           Sr. Rodolfo Garcia Muriel, and the Registrant,
           filed as Exhibit 2.2(a) to Registrant's report
           on Form 10-Q for the quarter ended July 4, 1993.

*2.5       Commercial Agreement dated as of July 1, 1999,
           among Compania Industrial de Parras, S.A. de C.V.,
           the Registrant, and Parras Cone de Mexico, S.A.,
           filed as Exhibit 2.2(b) to Registrant's report on
           Form 10-K for the fiscal year ending January 2,
           2000.

*2.5.1     Amended and Restated Commercial Agreement, dated
           as of December 12, 2000, among Compania Industrial
           de Parras, S.A. de C.V., the Registrant and
           Parras Cone de Mexico, S.A., filed as Exhibit
           2.5.1 to the Registrant's Registration Statement
           on Form S-4 (File No. 333-43014).

*2.6       Guaranty Agreement dated as of June 25, 1993,
           between the Registrant and Compania Industrial
           de Parras, S.A. de C.V., filed as Exhibit 2.2(c)
           to Registrant's report on Form 10-Q for the
           quarter ended July 4, 1993.
<PAGE>
 Exhibit                                                        Sequential
  No.      Description                                           Page No.
-------    -----------                                          ----------

*2.7       Joint Venture Agreement dated as of June 25,
           1993, between Compania Industrial de Parras,
           S.A. de C.V., and Cone Mills (Mexico), S.A. de
           C.V., filed as Exhibit 2.2(d) to Registrant's
           report on Form 10-Q for the quarter ended July
           4, 1993.

*2.7.1     First Amendment to Joint Venture Agreement dated
           as of June 14, 1995, between Compania Industrial
           de Parras, S.A. de C.V., and Cone Mills (Mexico),
           S.A. de C.V., filed as Exhibit 2.2(e) to the
           Registrant's report on Form 10-Q for the quarter
           ended July 2, 1995.

*2.8       Joint Venture Registration Rights Agreement dated
           as of  June 25, 1993, among Parras Cone de Mexico,
           S.A., Compania Industrial de Parras, S.A. de
           C.V. and Cone Mills (Mexico), S.A. de C.V.,
           filed as Exhibit 2.2(e) to Registrant's report
           on Form 10-Q for the quarter ended July 4, 1993.

*2.9       Parras Registration Rights Agreement
           dated as of June 25, 1993, between Compania
           Industrial de Parras, S.A. de C.V. and
           the Registrant, filed as Exhibit
           2.2(f) to the Registrant's report on Form
           10-Q for the quarter ended July 4, 1993.

*2.10      Support Agreement dated as of June 25,
           1993, among the Registrant, Sr. Rodolfo L.
           Garcia, Sr. Rodolfo Garcia Muriel and certain
           other persons listed therein ("private
           stockholders"), filed as Exhibit 2.2(g) to
           Registrant's report on Form 10-Q for the quarter
           ended July 4, 1993.

*3.1       Restated Articles of Incorporation of the
           Registrant effective August 25, 1993, filed as
           Exhibit 4.1 to Registrant's report on Form 10-Q
           for the quarter ended October 3, 1993.

*3.1.1     Articles of Amendment of the Articles of
           Incorporation of the Registrant effective
           October 22, 1999, to fix the designation,
           preferences, limitations, and relative
<PAGE>
Exhibit                                                        Sequential
  No.      Description                                          Page No.
-------    -----------                                         ----------

           rights of a series of its Class B Preferred
           Stock, filed as Exhibit 4.1(a) to Registrant's
           report on Form 10-Q for the quarter ended October
           3, 1999.

*3.2       Amended and Restated Bylaws of Registrant,
           effective June 18, 1992, filed as Exhibit
           3.5 to the Registrant's Registration
           Statement on Form S-1 (File No. 33-46907).

*4.1       Rights Agreement dated as of October 14,
           1999, between the Registrant and First
           Union National Bank, as Rights Agent,
           with Form of Articles of Amendment with
           respect to the Class B Preferred Stock
           (Series A), the Form of Rights Certificate,
           and Summary of Rights attached, filed as
           Exhibit 1 to the Registrant's report on Form
           8-A dated October 29, 1999.

*4.2       Note Agreement dated as of August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, with form of 8%
           promissory note attached, filed as Exhibit 4.01
           to the Registrant's report on Form 8-K dated
           August 13, 1992.

*4.2.1     Letter Agreement dated September 11, 1992,
           amending the Note Agreement dated August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.2 to the Registrant's report on Form 8-K dated
           March 1, 1995.

*4.2.2     Letter Agreement dated July 19, 1993,
           amending the Note Agreement dated August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.3 to the Registrant's report on Form 8-K dated
           March 1, 1995.

*4.2.3     Letter Agreement dated June 30, 1994,
           amending the Note Agreement dated August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.4 to the Registrant's report on Form 8-K dated
           March 1, 1995.
<PAGE>
 Exhibit                                                         Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*4.2.4     Letter Agreement dated November 14, 1994,
           amending the Note Agreement dated August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.5 to the Registrant's report on Form 8-K dated
           March 1, 1995.

*4.2.5     Letter Agreement dated as of June 30, 1995,
           amending the Note Agreement dated August 13,
           1992, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.3(e) to the Registrant's report on Form 10-Q
           for the quarter ended July 2, 1995.

*4.2.6     Letter Agreement dated as of June 30, 1995,
           between the Registrant and The Prudential
           Insurance Company of America superseding Letter
           Agreement, filed as Exhibit 4.3(e) to the
           Registrant's report on Form 10-Q for the quarter
           ended July 2, 1995.

*4.2.7     Letter Agreement dated as of March 30,
           1996, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.3(g) to the Registrant's report on Form 10-Q
           for the quarter ended March 31, 1996.

*4.2.8     Letter Agreement dated as of January 31,
           1997, between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.3(h) to the Registrant's report on Form 10-K
           for the year ended December 29, 1996.

*4.2.9     Letter Agreement dated as of July 31, 1997,
           between the Registrant and The Prudential
           Insurance Company of America, filed as Exhibit
           4.3(i) to the Registrant's report on Form 10-Q
           for the quarter ended September 28, 1997.

*4.2.10    Modification to Note Agreement dated
           as of February 14, 1998, between the
<PAGE>
 Exhibit                                                         Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

           Registrant and The Prudential Insurance Company
           of America, filed as Exhibit 4.3(j) to
           Registrant's report on Form 10-Q for the quarter
           ended March 29, 1998.

*4.2.11    Letter Agreement dated as of September 1,
           1999, amending the Note Agreement dated August
           13, 1992, between the Registrant and The
           Prudential Insurance Company of America, filed as
           Exhibit 4.3(i) on Form 10-Q for the quarter ended
           October 3, 1999.

*4.2.12    Amendment of 1992 Note Agreement dated as of
           January 28, 2000, by and among the Registrant and
           The Prudential Insurance Company of America,
           together with all exhibits thereto, filed as
           Exhibit 9 to the Registrant's report on Form 8-K
           dated February 11, 2000.

*4.2.13    Waiver under Note Agreement dated as of July
           3, 2000, by and among the Registrant and The
           Prudential Insurance Company of America, filed as
           Exhibit 4.2.13 to Registrant's Registration
           Statement on Form S-4 (File 333-43014)

*4.2.14    Amendment of 1992 Note Agreement dated as of
           July 14, 2000, by and among the Registrant and
           The Prudential Insurance Company of America,
           filed as Exhibit 4.2.14 to Registrant's
           Registration Statement on Form S-4 (File
           333-43014)

*4.2.15    Amendment of 1992 Note Agreement dated as of
           December 12, 2000, by and among the Registrant
           and The Prudential Insurance Company of America,
           filed as Exhibit 4.2.15 to the Registrant's
           Registration Statement on Form S-4 (File No.
           333-43014).

*4.3       Credit Agreement dated as of January 28,
           2000, by and among the Registrant, as Borrower,
           Bank of America, N.A., as Agent and as Lender and
           the Lenders party thereto from time to time,
           together with all exhibits thereto, filed as
           Exhibit 1 to the Registrant's report on Form 8-K
           dated February 11, 2000.
<PAGE>
 Exhibit                                                         Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*4.3.1     Amendment No. 1 to Credit Agreement dated as
           of July 14, 2000, by and among the Registrant,
           as Borrower, Cone Global Finance Corp., CIPCO
           S.C. Inc. and Cone Foreign Trading LLC, as
           Guarantors, Bank of America, N.A., as Agent and
           as Lender, and the Lenders party thereto from
           time to time, filed as Exhibit 4.3.1 to
           Registrant's Registration Statement on Form S-4
           (File 333-43014).

*4.3.2     Amendment No. 2 to Credit Agreement dated as of
           December 12, 2000, by and among the Registrant,
           as Borrower, Cone Global Finance Corp., CIPCO S.C.
           Inc. and Cone Foreign Trading LLC, as Guarantors,
           Bank of America, N.A., as Agent and as Lender,
           and the Lenders party thereto from time to time,
           filed as Exhibit 4.3.2 to the Registrant's
           Registration Statement on Form S-4 (File No.
           333-43014).

*4.4       Guaranty Agreement dated as of January 28,
           2000, made by Cone Global Finance Corporation,
           CIPCO S.C., Inc. and Cone Foreign Trading
           LLC in favor of Bank of America, N.A.
           as Revolving Credit Agent for the Lenders,
           The Prudential Insurance Company of America,
           SunTrust Bank, Morgan Guaranty Trust
           Company of New York, Wilmington Trust
           Company, as General Collateral Agent,
           Bank of America, N.A., as Priority
           Collateral Agent, and Atlantic Financial
           Group, Ltd., together with all exhibits
           thereto, filed as Exhibit 2 to the
           Registrant's report on Form 8-K dated
           February 11, 2000.

*4.5       Priority Security Agreement dated as of
           January 28, 2000, by the Registrant and certain
           of its subsidiaries, as Grantors, and Bank of
           America, N.A., as Priority Collateral Agent,
           together with all exhibits thereto, filed as
           Exhibit 3 to the Registrant's report on Form 8-K
           dated February 11, 2000.

*4.6       General Security Agreement dated as of January
           28,2000, by the Registrant and certain of its
           subsidiaries, as Grantors, and Wilmington Trust
<PAGE>
 Exhibit                                                         Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

           Company, as General Collateral Agent, together
           with all exhibits thereto, filed as Exhibit 4 to
           the Registrant's report on Form 8-K dated
           February 11, 2000.

*4.7       Securities Pledge Agreement dated as of
           January 28, 2000, by the Registrant in favor of
           Wilmington Trust Company, as General Collateral
           Agent, together with all exhibits thereto, filed
           as Exhibit 5 to the Registrant's report on Form
           8-K dated February 11, 2000.

*4.8       CMM Pledge Agreement dated as of January
           28, 2000, by the Registrant in favor of
           Wilmington Trust Company, as General Collateral
           Agent, together with all exhibits thereto, filed
           as Exhibit 6 to the Registrant's Report on Form
           8-K dated February 11, 2000.

*4.9       Deed of Trust, Security Agreement, Fixture
           Filing, Assignment of Leases and Rents and
           Financing Statement dated as of January 28,
           2000, between the Registrant, as Grantor,
           TIM, Inc., as Trustee, Wilmington Trust
           Company, as General Collateral Agent, and
           Bank of America, N.A., as Designated
           Collateral Subagent, together with all
           exhibits thereto, filed as Exhibit 7 to
           the Registrant's report on Form 8-K dated
           February 11, 2000.

*4.10      Deed of Trust, Security Agreement, Fixture
           Filing, Assignment of Leases and Rents and
           Financing Statement dated as of January 28,
           2000, between the Registrant, as Grantor,
           TIM, Inc., as Trustee, and Bank of America,
           N.A., as Priority Collateral Agent, together
           with all exhibits thereto, filed as Exhibit
           8 to the Registrant's report on Form 8-K dated
           February 11, 2000.

*4.11      Termination Agreement dated as of January
           28, 2000, between the Registrant and Morgan
           Guaranty Trust Company of New York, as Agent for
           various banks terminating the Credit Agent dated
           August 7, 1997, filed as Exhibit 4.4(h) to
           Registrant's report on Form 10-K for the fiscal
           year ending January 2, 2000.
<PAGE>
 Exhibit                                                        Sequential
  No.      Description                                           Page No.
-------    -----------                                          ----------

*4.12      Specimen Class A Preferred Stock Certificate,
           filed as Exhibit 4.5 to the Registrant's
           Registration Statement on Form S-1(File No.
           33-46907).

*4.13      Specimen Common Stock Certificate, effective
           June 18, 1992, filed as Exhibit 4.7 to the
           Registrant's Registration Statement on Form S-1
           (File No. 33-46907).

*4.14      Cone Mills Corporation 1983 ESOP as
           amended and restated effective December 1, 1994,
           filed as Exhibit 4.9 to the Registrant's report
           on Form 10-K for year ended January 1, 1995.

*4.14.1    First Amendment to the Cone Mills
           Corporation 1983 ESOP dated May 9, 1995, filed as
           Exhibit 4.9(a) to the Registrant's report on Form
           10-K for year ended December 31, 1995.

*4.14.2    Second Amendment to the Cone Mills
           Corporation 1983 ESOP dated December 5, 1995,
           filed as Exhibit 4.9(b) to the Registrant's
           report on Form 10-K for year ended December 31,
           1995.

*4.14.3    Third Amendment to the Cone Mills
           Corporation 1983 ESOP dated August 7, 1997, filed
           as Exhibit 4.8(c) to the Registrant's report on
           Form 10-Q for the quarter ended September 28,
           1997.

*4.14.4    Fourth Amendment to the Cone Mills
           Corporation 1983 ESOP dated December 4, 1997,
           filed as Exhibit 4.8(d) to the Registrant's
           report on Form 10-K for the year ended December
           28, 1997.

*4.15      Indenture dated as of February 14, 1995, between
           the Registrant and Wachovia Bank of North Carolina,
           N.A. as Trustee (The Bank of New York is successor
           Trustee), filed as Exhibit 4.1 to Registrant's
           Registration Statement on Form S-3 (File No.
           33-57713).

*10.1      Employees' Retirement Plan of Cone Mills
           Corporation as amended and restated effective
           December 1, 1994, filed as Exhibit 10.1 to the
           Registrant's report on Form 10-K for the year
           ended January 1, 1995.
<PAGE>
Exhibit                                                          Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*10.1.1    First Amendment to the Employees' Retirement
           Plan of Cone Mills Corporation dated May 9,1995,
           filed as Exhibit 10.1(a) to the Registrant's
           report on Form 10-K for the year ended December
           31, 1995.

*10.1.2    Second Amendment to the Employees'
           Retirement Plan of Cone Mills Corporation dated
           December 5, 1995, filed as Exhibit 10.1(b) to the
           Registrant's report on Form 10-K for the year
           ended December 31, 1995.

*10.1.3    Third Amendment to the Employees' Retirement
           Plan of Cone Mills Corporation dated August 16,
           1996, filed as Exhibit 10.1(c) to the
           Registrant's report on Form 10-K for the year
           ended December 29, 1996.

*10.1.4    Fourth Amendment to the Employees'
           Retirement Plan of Cone Mills Corporation, filed
           as Exhibit 10 to the Registrant's report on Form
           10-Q for the quarter ended September 28, 1997.

*10.1.5    Fifth Amendment to Employees' Retirement
           Plan of Cone Mills Corporation dated December 4,
           1997, filed as Exhibit 10.1(e) to the
           Registrant's report on Form 10-K for the year
           ended December 28, 1997.

*10.7      Cone Mills Corporation SERP as amended and
           restated as of December 5, 1995, filed as Exhibit
           10.2 to the Registrant's report on Form 10-K for
           the year ended December 31, 1995.

*10.8      Excess Benefit Plan of Cone Mills
           Corporation as amended and restated as of
           December 5, 1995, filed as Exhibit 10.3 to the
           Registrant's report on Form 10-K for the year
           ended December 31, 1995.

*10.9      1984 Stock Option Plan of Registrant filed as
           Exhibit 10.7 to the Registrant's Registration
           Statement on Form S-1 (File No. 33-28040).
<PAGE>
Exhibit                                                          Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*10.10     Form of Nonqualified Stock Option Agreement under
           1984 Stock Option Plan of Registrant, filed as
           Exhibit 10.8 to the Registrant's Registration
           Statement on Form S-1 (File No. 33-28040).

*10.11     Form of Incentive Stock Option Agreement under
           1984 Stock Option Plan of Registrant, filed as
           Exhibit 10.9 to the Registrant's Registration
           Statement on Form S-1 (File No. 33-28040).

*10.12     1992 Stock Option Plan of Registrant, filed
           as Exhibit 10.9 to the Registrant's report on
           Form 10-K for the year ended December 29, 1991.

*10.12.1   Amended and Restated 1992 Stock Plan, filed
           as Exhibit 10.1 to Registrant's report on Form
           10-Q for the quarter ended March 31, 1996.

*10.13     Form of Incentive Stock Option Agreement
           under 1992 Stock Option Plan, filed as Exhibit
           10.10 to the Registrant's report on Form 10-K for
           the year ended January 3, 1993.

*10.14     Form of Nonqualified Stock Option Agreement
           under 1992 Stock Option Plan, filed as Exhibit
           10.8(a) to the Registrant's report on Form 10-K
           for the year ended December 29,1996.

*10.14.1   Form of Nonqualified Stock Option Agreement
           under 1992 Amended and Restated Stock Plan, filed
           as Exhibit 10.8(b) to the Registrant's report on
           Form 10-K for the year ended December 29, 1996.

*10.15     Form of Restricted Stock Award Agreement
           under 1992 Amended and Restated Stock Plan, filed
           as Exhibit 10.8(c) to the Registrant's report on
           Form 10-K for the year ended December 28, 1997.

*10.16     1994 Stock Option Plan for Non-Employee
           Directors of Registrant, filed as Exhibit 10.9 to
           Registrant's report on Form 10-K for the year
           ended January 2, 1994.

*10.17     Form of Non-Qualified Stock Option
           Agreement under 1994 Stock Option Plan for
           Non-Employee Directors of Registrant, filed as
           Exhibit 10.10 to Registrant's report on Form 10-K
           for the year Ended January 2, 1994.
<PAGE>
Exhibit                                                          Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*10.18     Management Incentive Plan of the
           Registrant, filed as Exhibit 10.11(b) to
           Registrant's report on Form 10-K for the year
           ended January 3, 1993.

*10.19     1997 Senior Management Incentive
           Compensation Plan, filed as Exhibit 10.2 to
           Registrant's report on Form 10-Q for the quarter
           ended March 31, 1996.

*10.20     1997 Senior Management Discretionary Bonus
           Plan, filed as Exhibit 10.13 to the Registrant's
           report on Form 10-K for the year ended December
           29, 1996.

*10.21     2000 Stock Compensation Plan for
           Non-Employee Directors of Registrant dated as of
           May 9, 2000, filed as Exhibit 10.18 to
           Registrant's report on Form 10-Q for the quarter
           ended April 7, 2000.

*10.22     Form of Agreement between the Registrant and
           Levi Strauss dated as of March 30, 1992, filed as
           Exhibit 10.14 to the Registrant's Registration
           Statement on Form S-1 (File No. 33-46907).

*10.23     First Amendment to Supply Agreement dated
           as of April 15, 1992, between the Registrant and
           Levi Strauss dated as of March 30, 1992, filed as
           Exhibit 10.15 to Registrant's Registration
           Statement on Form S-1 (No. 33-46907).

*10.24     Agreement dated January 1, 1999, between
           the Registrant and Parkdale Mills, Inc., filed as
           Exhibit 10.17 to Registrant's report on Form 10-K
           for the year ended January 2, 2000.

*10.25     Tenth Amendment to Master Lease dated as of
           January 28, 2000, between Atlantic Financial
           Group, Ltd. and the Registrant, together with all
           exhibits thereto, filed as Exhibit 10 to
           Registrant's report on Form 8-K dated February
           11, 2000.

*10.25.1   Eleventh Amendment to Master Lease dated as
           of July 14, 2000 between Atlantic Financial
           Group, Ltd. and the Registrant, filed as
           Exhibit 10.25.1 to Registrant's Registration
           Statement on Form S-4 (File No. 333-43014).
<PAGE>
Exhibit                                                          Sequential
  No.      Description                                            Page No.
-------    -----------                                           ----------

*10.25.2   Assignment and Termination Agreement dated
           as of August 31, 2000, among Atlantic
           Financial Group, Ltd., Suntrust Bank, and
           the Registrant.

10.26      2001 Stock Incentive Plan                                 33

------------------------------------------------------------------
*Incorporated by reference to the statement or report
indicated.


     The Registrant will provide any Shareholder or
participant in the Company Stock Fund in the 401(k) Programs
copies of any of the foregoing exhibits upon written request
addressed to Corporate Secretary, Cone Mills Corporation,
3101 North Elm Street, Greensboro, NC 27408.

<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 thereunto duly
authorized.


                                          CONE MILLS CORPORATION
                                          ----------------------
                                          (Registrant)




Date:   May 14, 2001                      /s/ Gary L. Smith
      ----------------                    -----------------
                                          Gary L. Smith
                                          Executive Vice President and
                                          Chief Financial Officer