FORM 10-K                                          Page 45

Exhibit 2.1(f)

         AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT

     AMENDMENT dated as of December 31, 1995 (this
"Amendment") of a Receivables Purchase Agreement dated as of
August 11, 1992, previously amended (as previously amended,
the "Receivables Purchase Agreement") between CONE MILLS
CORPORATION (the "Seller")and DELAWARE FUNDING CORPORATION
(the "Buyer"). Terms defined in the Receivables Purchase
Agreement and not otherwise defined herein have the same
meaning when used herein.

                         WITNESSETH:

     WHEREAS, the Seller and the Buyer are parties to the
Receivables Purchase Agreement; and

     WHEREAS, the Seller and the Buyer desire to amend certain
covenants of the Seller in the Receivables Purchase Agreement.


     NOW, THEREFORE, the parties hereto, in consideration of
their mutual covenants hereinafter set forth and intending to
be legally bound hereby, agree as follows:

     ARTICLE I.     Amendment to the Receivable Purchase
                    Agreement.

     The Receivables Purchase Agreement shall be amended as
follows:

     a.   The definition "Consolidated Net Income" is hereby
          added to Section 1.01 of the Receivables Purchase
          Agreement and reads as follows:

          "Consolidated Net Income" shall mean, for any
          period, the net income of the Seller and its
          Consolidated Subsidiaries for such period,
          excluding non-cash equity earnings or losses from
          unconsolidated foreign affiliates.

     b.   The definition of "EBIT" in Section 6.02(j)(i) of
          the Receivables Purchase Agreement is hereby
          amended to read as follows:

          "EBIT" shall mean, for any period, the sum for the
          Seller and its Consolidated Subsidiaries
          (determined on a consolidated basis without



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FORM 10-K                                    Page 46

Exhibit 2.1(f)   (continued)


          duplication in accordance with GAAP) of (a)
          Consolidated Net Income for such period plus (b)
          the aggregate amount deducted in determining
          Consolidated Net Income in respect of Consolidated
          Interest Expense and income taxes for such period.

     c.   Section 6.02(j)(ii) of the Receivables Purchase
          Agreement is hereby amended as follows:

          (i)  The date "January 1, 1996" in the definition
               of "Debt Ratio" is deleted and such date is
               replaced  with the date "January 1, 1997."

          (ii) The definition of "Adjusted Cash Flow" is
               amended to read as follows:

               "Adjusted Cash Flow" shall mean, for any
               period, the sum for the Seller and its
               Consolidated Subsidiaries (determined on a
               consolidated basis without duplication in
               accordance with GAAP) of (a) Consolidated Net
               Income for such period determined before
               giving effect to any net gain or loss with
               respect to discontinued operations during such
               period, plus (b) the aggregate amount deducted
               in determining the amount determined pursuant
               to clause (a) for such period in respect of
               (1) depreciation and amortization and (2) any
               increase (or minus the aggregate amount added
               in respect of any decrease) in deferred tax
               liabilities.

     ARTICLE II.    Governing Law.

     This Amendment shall be governed by and construed in
accordance with the laws of the State of New York.

     ARTICLE III.   Counterparts.

     This Amendment may be executed in any number of
counterparts, all of which taken together shall constitute one
agreement, and any of the parties hereto may execute this
Amendment by signing such counterpart.

     IN WITNESS WHEREOF, each of the parties hereto have
caused a counterpart of this Amendment to be duly executed as
of the date first above written.


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FORM 10-K                                    Page 47

Exhibit 2.1(f)   (continued)



                         DELAWARE FUNDING CORPORATION

                         By:  J. P. Morgan Delaware,
                              as attorney-in-fact
                              for Delaware Funding Corporation

                         By:  /s/ Richard A. Burke           
                              Authorized signatory

                              Associate                      
                              Title

                         CONE MILLS CORPORATION

                         By:  /s/ David E. Bray              
                              Authorized signatory

                              Treasurer                      
                              Title

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