SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                          ----------------------------

                                    FORM 10-K

{x} ANNUAL REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the fiscal year ended December 31, 1997

{ }TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
   ACT OF 1934 For transition period from................... to ................

                          Commission file number 1-6150


                              ALBA-WALDENSIAN, INC.
                              ---------------------
             (Exact name of registrant as specified in its charter)

                     DELAWARE                      56-0359780
                     ---------                     ----------
            (State or other jurisdiction of     (I.R.S. Employer
            incorporation or organization)     Identification No.)

                          201 St. Germain Avenue, S.W.
                   P.O. Box 100 Valdese, North Carolina     28690
                   ------------------------------------     -----
               (Address of principal executive offices)   (Zip Code)

        Registrant's telephone number, including area code: 704-879-6500

          Securities registered pursuant to Section 12 (b) of the Act:

        COMMON STOCK ($2.50 PAR VALUE)          AMERICAN STOCK EXCHANGE
        ------------------------------          -----------------------
               (Title of class)         (Name of exchange on which registered)

   Securities registered pursuant to Section to Section 12(g) of the Act: NONE

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 [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss..229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this form 10-K. [ ]

State the aggregate market value of the voting stock held by the non-affiliates
of the registrant: Approximately $4,381,000 as of March 16, 1998.

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date: 1,867,403 shares of Common
Stock ($2.50 par value) as of March 16, 1998.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company's Annual Report for the fiscal year ended December 31,
1997 are incorporated by reference into Parts I, II and IV.

Portions of the Company's Proxy Statement for the 1998 Annual Meeting of
Stockholders are incorporated by reference into Parts I and III.


<PAGE>


THIS ANNUAL REPORT ON FORM 1O-K, INCLUDING ANY INFORMATION INCORPORTATED THEREIN
BY REFERENCE, MAY CONTAIN, IN ADDITION TO HISTORICAL INFORMATION, CERTAIN
FORWARD-LOOKING STATEMENTS THAT INVOLVE SIGNIFICANT RISKS AND UNCERTAINTIES.
SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON MANAGEMENT'S BELIEF AS WELL AS
ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO, MANAGEMENT PURSUANT
TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995. FORWARD-LOOKING STATEMENTS CAN GENERALLY BE IDENTIFIED AS SUCH BECAUSE
THE CONTEXT OF THE STATEMENT USUALLY WILL INCLUDE WORDS SUCH AS "THE COMPANY
BELIEVES"; OR; "EXPECTS"; OR WORDS OF SIMILAR IMPORT. SIMILARLY, STATEMENTS THAT
DESCRIBE THE COMPANY'S FUTURE PLANS, OBJECTIVES, ESTIMATES OR GOALS ARE ALSO
FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS ADDRESS FUTURE EVENTS AND CONDITIONS
CONCERNING CAPITAL EXPENDITURES, EARNINGS, SALES, LIQUIDITY AND CAPITAL
RESOURCES, AND ACCOUNTING MATTERS.

THE COMPANY'S ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE EXPRESSED IN, OR
IMPLIED BY, THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN. FACTORS THAT COULD
CAUSE OR CONTRIBUTE TO SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO, THOSE
DISCUSSED IN ITEM 1 - DESCRIPTION OF BUSINESS; AND ELSEWHERE IN THE COMPANY'S
ANNUAL REPORT ON FORM 1O-K FOR THE YEAR ENDED DECEMBER 31, 1997, OR IN
INFORMATION INCORPORATED THERIN BY REFERENCE, AS WELL AS FACTORS SUCH AS FUTURE
ECONOMIC CONDITIONS, ACCEPTANCE BY CUSTOMERS OF THE COMPANY'S PRODUCTS, CHANGES
IN CUSTOMER DEMAND, LEGISLATIVE, REGULATORY AND COMPETITIVE DEVELOPMENTS IN
MARKETS IN WHICH THE COMPANY OPERATES AND OTHER CIRCUMSTANCES AFFECTING
ANTICIPATED REVENUES AND COSTS. THE COMPANY UNDERTAKES NO OBLIGATION TO RELEASE
PUBLICLY THE RESULT OF ANY REVISIONS TO THESE FORWARD LOOKING STATEMENTS THAT
MAY BE MADE TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE OF THIS ANNUAL
REPORT ON FORM 1O-K OR TO REFLECT THE OCCURRENCE OF OTHER ANTICIPATED EVENTS.



                                     PART I
ITEM 1.    BUSINESS.
GENERAL DEVELOPMENT OF BUSINESS
         Alba-Waldensian, Inc., (the "Company") manufactures a variety of
knitted apparel and health care products at two plants in Valdese, North
Carolina and one plant in Rockwood, TN and markets the products through three
divisions, the Consumer Products Division, the Health Products Division and the
Alba Direct Division.
         During 1997, the Company determined that it was able to obtain certain
covered yarn from outside suppliers at a quality level and cost such that
producing such yarn was no longer justified. Accordingly, the Company was able
to close its yarn production facilities and sell most of its yarn covering
machinery. The Company intends to sell or lease the idled production facilities
(the Alba plant).
         In order to focus its efforts in the seamless intimate apparel arena,
the Company in 1997 discontinued the production of the "old technology" full
fashion product line and severely curtailed


<PAGE>


production of the circular knit panty. This strategic move resulted in a loss of
approximately $600,000, representing the write-off of the full fashion
manufacturing equipment and certain raw materials and production supplies.
         Since its acquisition in 1992, the Byford menswear distribution
business had been unable to generate the volumes necessary to justify the
Company's investment of capital and management time. Accordingly, in 1997 the
Company discontinued the Byford business and began disposing of all remaining
Byford inventories.
         In order to maintain its competitive position, in 1997 the Company
established an outsourcing program in Mexico. The Company began importing
hosiery in late December and plans to gradually increase hosiery imports in 1998
with the addition of certain intimate apparel products in late 1998.


FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS

     The Company is in a single line of business: the manufacturing, processing,
importing and selling of knitted products, which consists of several classes.
Accordingly, no segment information is presented.


PRINCIPAL PRODUCTS
     The principal products of the Company's three Divisions are described
below. For additional discussion of the current status of each Division and its
products, please see the Company's 1997 Annual Report to Shareholders, which
contains information expressly incorporated herein by reference.


CONSUMER PRODUCTS DIVISION

     Products manufactured and sold by this Division include women's intimate
apparel and women's

<PAGE>

hosiery products. Intimate apparel includes stretch brassieres, briefs and
bodywear, as well as specially designed briefs for maternity wear. Women's
hosiery products include sheer stockings, pantyhose, and trouser socks,
primarily for large-size women and the maternity market.

     The Company has developed a process that makes it possible to knit bras,
briefs, tank tops and body suits on seamless knitting equipment. This design
technology, which is patented for the knit bra and various knit-in features for
all seamless products, has allowed the Company to significantly broaden its
product offerings. The seamless knit bra was introduced in 1994 and the tank
tops and body suits were introduced in 1995.

     The Company uses state of the art computer-controlled circular-knitting
technology. Such equipment produces apparel that management believes is better
fitting and therefore more comfortable.

 HEALTH PRODUCTS DIVISION

     Products manufactured and sold by this Division are designed to assist in
healthcare. They include anti-embolism stockings and compression therapy
systems, an intermittent pneumatic compression device, both of which are
designed to improve circulation and reduce the incidence of deep vein
thrombosis; sterile wound dressings such as pre-saturated gauze, petrolatum and
xeroform gauze, non-adhering dressings and gauze strips and XX-Span(R) dressing
retainers, an extensible net tubing designed to hold dressings in place without
the use of adhesive tape. All dressing products are used in wound care therapy,
particularly for the treatment of burns.

         In addition, this Division manufactures a knitted stockinette in a
variety of sizes, which is used under fracture casts or is sterile packaged for
use as a supplemental drape in surgical procedures. Heel and elbow pads are
XX-Span(R) sleeves with an inner soft foam pad used to reduce pressure and the
incidence of decubitus ulcers.


<PAGE>

    Other products include slip-resistant patient treads, which are knitted soft
patient footwear with slip resistant soles to help prevent patient falls while
keeping feet warm even while in bed; knitted arm sleeves, which provide
protection to the skin of patients with poor circulation; oversize socks for
diabetic patients; baby caps to retain body temperature; and knitted cuffs for
use on surgical gowns.


ALBA DIRECT DIVISION

     Alba Direct distributes products from the Consumer Products Division to the
independent specialty retail class of trade via telemarketing. Alba Direct has
developed export customers in Japan and Turkey and is the primary group
responsible for developing the Company's Consumer exporting business.


METHODS OF DISTRIBUTION

     The Company's products are sold throughout the United States through
salaried and commissioned salesmen. The Consumer Products Division markets its
products directly to chain store organizations, which sell them under their own
labels and to several companies that market nationally advertised brands.
Products of the Health Products Division for use in hospitals are marketed to
major distributors by the Company's sales representatives. These products are
sold both under private label and under the Company's own Life Span(R) Label.
Alba Direct distributes branded Consumer Products to the independent retail
trade through telemarketing. Sales offices are located in Valdese, North
Carolina and in New York City. Total expenses for marketing and selling of all
products from the Company's continuing operations were 8.2% of sales in 1997 and
9.7% of sales in 1996. (See "Management's Discussion and Analysis of Financial
Conditions and Results of Operations" in the Company's 1997 Annual Report to
Shareholders, which is incorporated herein by reference.)

<PAGE>

MANUFACTURING

 All Health Products manufacturing and distribution is located at the Rockwood,
Tennessee plant. The Rockwood plant is a 246,000 square foot building, with
space and available labor market for growth. All products are knitted on
circular knitting equipment. Most of this equipment has been purchased in the
past ten years. Automated seaming, printing and packaging are used in the
finishing process.

Consumer Products manufacturing and distribution is located at two plants in
Valdese, North Carolina. Products are knitted on circular knitting equipment.
Most of the circular knitting equipment is the latest equipment available.
Greige seaming and finishing is manual or automated, depending on product and
size of product.

The Company has an ongoing program for the outsourcing of production to augment
certain of its internal production capacities. Domestically, the Company obtains
manual sewing from outside contractors. In 1997, the Company established a
Mexican source for the production and finishing of women's sheer hosiery, with
the first imports being received in late December. The Company intends to
increase its Mexican imports of hosiery in 1998 with the addition of certain
intimate apparel styles in late 1998.

The Company continues to replace older equipment and automate where possible.
The Company expects capital expenditures for 1998 to be approximately
$3,700,000. The capital expenditures in 1998 will be for purchasing new and used
equipment, upgrading remaining older equipment and computer systems, automating,
renovating and improving plant facilities. Based upon anticipated increased
demand for the Company's seamless products in 1998, it may be necessary to
significantly increase expenditures for seamless knitting equipment. The Company
anticipates that it will be able to obtain adequate financing to allow for any
such increased capital expenditures.

<PAGE>

FINANCIAL INFORMATION ABOUT CLASSES OF SIMILAR PRODUCTS

     The Company is in a single line of business: manufacturing, processing and
selling knitted products consisting of several classes. The table below
illustrates sales as a percentage of net dollar volume from continuing
operations for each product class for each of the Company's last three years:

                                              1997       1996       1995
                                              ----       ------     ----
       Women's Intimate Apparel               29.3%      31.1%      30.7%
       Women's Hosiery Products               16.1       15.0       17.3
       Health Products                        54.6       53.9       52.0
                                          ---------      ----      -----
                                             100.0%     100.0%     100.0%

         Women's intimate apparel consists of regular size bras, briefs and
         bodywear as well as maternity and plus size briefs.
         Women's hosiery products consist of regular, maternity and plus-size
         panty hose, as well as trouser socks and tights.
         Health products consist of stockinettes, treads, arm sleeves,
         anti-embolism stockings, PAS(R), s sterile wound dressings, heel pads,
         elbow pads, oversize socks, baby caps, and knitted cuffs.

     Discontinued products are eliminated for the purpose of this table. The
remaining sales percentages of each class were restated after this elimination
to represent sales of each class as a percentage of net dollar volume from
continuing product lines.


NEW PRODUCTS

     The Company maintains an active research and development department that
continually evaluates


<PAGE>


new products and processes. Management also evaluates new products, business
opportunities, and acquisitions on an on-going basis and could encounter an
opportunity that would require substantial investment in the future. Such
investments occurred in 1995 with the acquisition of the Balfour Health Products
Division from Kayser-Roth Corporation. (See "Management 's Discussion and
Analysis of Financial Condition and Results of Operations" in the Company's 1997
Annual Report to Shareholders.)





SOURCES AND AVAILABILITY OF RAW MATERIALS

     The principal raw materials used by the Company in its manufacturing
processes include various types of yarn, chemicals for dyeing and finishing and
for impregnating medical products and packaging materials for all products. The
Company acquires these materials from a number of sources and is not dependent
on any one source for a significant amount of its raw materials. The Company
anticipates no material change in either the availability or the cost of its raw
materials.


PATENTS AND TRADEMARKS

     The only material patents held by the Company are (1) for a device used to
warm wet dressings, which expires in 2002; (2) for a process covering the
manufacture of dressings, which expires in 2002, and (3) a variety of patents
for processes which makes it possible to knit bras and various functional
features in bras and panties on seamless knitting equipment, which expire in
2014. Also, the Company acquired a co-exclusive License Agreement for a patented
process which makes it possible to knit briefs. The agreement is for the life of
the patent, which expires in 2012. The material trademarks held by the


<PAGE>



Company are: Alba(R), All Day Long(R), ComfortKnit(R), SomeBody(R), While You
Wait(R), Comfort Zone(R), Lady Alba(R), Occasionals(R), Ultimates(R),
XX-Span(R),Speed-Roll(R), Life Span(R), Coplex(R), PAS(R), Baby Bogan(R),
Balfour(R), Care-Steps(R), Case Sox(R), Body Makeup(R), Fashion Tread(R), Figure
Perfect(R) and Castmate(R). The Company or its subsidiary, Pilot Research
Corporation, holds numerous other patents and trademarks that, because of
obsolescence or other reasons, are not material to the Company's current
operations.


SEASONALITY
     Sales tend to be fairly even throughout the year. For a tabular
presentation of unaudited summary financial information on a quarterly basis,
see the Company's 1997 Annual Report to Shareholders, which information is
incorporated herein by reference.


WORKING CAPITAL

     Differences resulting from seasonal fluctuations have not materially
affected the Company's working capital requirements. The Company sells
merchandise on consignment only on a limited basis. Although returns are
permitted when the quality of merchandise sold is below acceptable standards or
when an error in completing an order occurs, the number and amounts of returns
did not have a material effect on working capital of the Company during fiscal
1997 or 1996. Due to the various approaches to manufacturing and distribution
used by the industry, the Company is not aware of any industry-wide norms
relating to sale and delivery requirements.


SIGNIFICANT CUSTOMERS
    Allegiance Healthcare Corporation (formerly Baxter Healthcare Corporation)
is the only customer that

<PAGE>


represents ten percent or greater of the Company's sales volume for the years
ended in 1997, 1996 and 1995.

<TABLE>
<CAPTION>
                                                     1997           1996           1995
                                                     ----           ----           ----
<S>                                               <C>           <C>             <C>
Allegiance Healthcare Corporation                 $13,937,424   $15,932,382     $16,601,252
(formerly Baxter  Healthcare Corporation)
         Percentage of sales                             23.3%         24.2%           26.1%
</TABLE>


      While the loss of Allegiance Healthcare Corporation would have a material
adverse effect on the business of the Company, management believes that, because
of the number of departments within Allegiance to which the Company sells, the
likelihood of a material amount of sales loss is reduced.


BACKLOG

     The Company's backlog of firm orders at December 31, 1997 and 1996 was
$3,825,000 and $2,867,901 respectively. A majority of the Company's orders are
for delivery within 5 to 60 days; therefore, backlogs are not normally
indicative of orders for the remainder of the year.


COMPETITION

   The Company encounters substantial competition in the sale of its products
from numerous competitors, a few of which are known to have larger sales and
capital resources than the Company. Management is unable to estimate the number
of the Company's competitors or its relative position among them. Management
believes that the principal methods of competition in the markets in which the
Company competes include price, delivery, performance, service and the ability
to bring to the market innovative products. Management believes that the Company
is competitive with respect to these factors but is

<PAGE>


unable to identify specific positive and negative aspects of the Company's
business pertaining to such factors. (See also "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in the Company's 1997
Annual Report to Shareholders.)


RESEARCH AND DEVELOPMENT

     The Company estimates that in 1997 it spent $512,900 on Company-sponsored
research and development projects through the Company's Research and Development
Department. This compares to $474,330 in 1996 and $490,824 in 1995.


ENVIRONMENTAL REGULATIONS

     In the opinion of management, the Company and its subsidiaries are in
substantial compliance with present federal, state and local regulations
regarding the discharge of materials into the environment. Capital expenditures
required to be made in order to achieve such compliance have had no material
effect upon the earnings or competitive position of the Company or its
subsidiaries. Management believes that continued compliance will require no
material expenditures.


GOVERNMENT REGULATION

     The Company is subject to various regulations relating to the maintenance
of safe working conditions and manufacturing practices. In addition, certain of
the products manufactured by the Health Products Division are subject to the
requirements of the Food and Drug Administration with respect to environmentally
controlled facilities. Management believes that it is currently in compliance
with all


<PAGE>


such regulations.


EMPLOYEES

     The Company had 692 employees as of December 31, 1997. None of the
Company's employees are covered by a collective bargaining agreement. The
Company considers its employee relations to be excellent.



<PAGE>



ITEM 2.  PROPERTIES.

     The Company's principal physical properties are listed below:

<TABLE>
<CAPTION>
                                       Approximate
                                         Square
Name              Location               Footage                         Use
----              --------               -------                         ---
<S>               <C>                    <C>                             <C>
Alba              Valdese, NC            157,000                         Not in Use (held for
                                                                         sale or lease)

John Louis        Valdese, NC            178,300                         Finishing (Consumer
                                                                         Products)

Pineburr          Valdese, NC             81,000                         Knitting  (Consumer
                                                                         Products)

Rockwood          Rockwood, TN           245,940                         Knitting, Yarn
                                                                         Processing  &
                                                                         Finishing (Health
                                                                         Products)

Office            Valdese, NC             52,000                         Corporate
                                                                         headquarters


Offices           New York City            3,200    Leased               Sales Offices and
                                                    $86,400 Annually     Showroom
                                                    Expires April 2000

</TABLE>


     All plants are of brick and steel construction, and most areas have been
air-conditioned. All have been maintained in working condition. The Company
leases its New York City office. The rest of the Company's physical properties
are held in fee simple, subject to encumbrances that are described in Note 4 and
5 of Notes to Consolidated Financial Statements in the Company's 1997 Annual
Report to Shareholders, which information is incorporated herein by reference.

<PAGE>

ITEM 3.  LEGAL PROCEEDINGS.
LITIGATION
There are no material pending legal proceedings, other than ordinary routine
litigation incidental to the business, to which the Company or any of its
subsidiaries or which any of its properties are subject.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     Not applicable.


<PAGE>



                                     PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.

     The information called for by this item appears beneath the heading "Stock
Prices and Dividend Information" in the Company's 1997 Annual Report to
Shareholders, which information is incorporated herein by reference. The
Company's $2.50 par value Common Stock is registered and traded on the American
Stock Exchange under the symbol "AWS". The Board of Directors has no formal
policy with respect to the payment of dividends and no such dividends have been
declared or paid during the past three fiscal years.


ITEM 6.  SELECTED FINANCIAL DATA.

    The information called for by this item appears beneath the heading
"Five-Year Selected Financial Data" in the Company's 1997 Annual Report to
Shareholders, which information is incorporated herein by reference.


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
OPERATIONS

     The information called for by this item appears beneath the heading
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" in the Company's 1997 Annual Report to Shareholders, which
information is incorporated herein by reference.

<PAGE>

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

     The information called for by this item appears in the Company's 1997
Annual Report to Shareholders, which information is incorporated herein by
reference.


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

  Not applicable.


<PAGE>



                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

     The information regarding Directors and Executive Officers called for by
this item appears beneath the heading "Information about Directors and Nominees
for Director" and "Executive Officers" in the Company's Proxy Statement for the
1998 Annual Meeting of Shareholders, which information is incorporated herein by
reference. Such Proxy Statement will be filed with the Securities and Exchange
Commission not later than 120 days after the Company's fiscal year end.


ITEM 11.  EXECUTIVE COMPENSATION.

     The information called for by this item appears under the heading
"Executive Compensation" in the Proxy Statement for the Company's 1998 Annual
Meeting of Shareholders, which information is incorporated by reference.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     The information called for by this item appears under the heading "Voting
Securities and Principal Security Holders" in the Company's Proxy Statement for
the 1998 Annual Meeting of Shareholders, which information is incorporated
herein by reference.

<PAGE>


ITEM 13.  CERTAIN RELATIONSHIPS AND TRANSACTIONS.

         The information called for by this item appears under the heading
"Information About Directors and Nominees for Directors" in the Proxy Statement
for the Company's 1998 Annual Meeting of Shareholders, which information is
incorporated by reference.


<PAGE>



                                     PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.

         (a) The following are filed as a part of this report:
                  (1) Financial statements filed:
                           (i) The following consolidated financial statements
                               of the Company and its subsidiaries included in
                               the Company's 1997 Annual Report to shareholders
                               are incorporated herein by reference to the
                               Annual Report as indicated:
                               Consolidated Balance Sheets - December 31, 1997
                               and 1996.
                               Consolidated Statements of Operations - Years
                               ended December 31, 1997, 1996, and 1995.
                               Consolidated Statements of Stockholders' Equity-
                               Years ended December 31, 1997, 1996, and 1995.
                               Consolidated Statements of Cash Flows - Years
                               ended December 31, 1997, 1996, and 1995.
                               Summary of Significant Accounting Policies
                               Notes to Consolidated Financial Statements.

                  (2) Financial Statement Schedules filed:

                           Report of Independent Certified Public Accountants on
                           Financial Statement Schedule (page S-1 of this
                           report)

                           Schedule II (Valuation and Qualifying Accounts) (page
                           S-2 of this report)

                           All other schedules are omitted as the required
                           information is inapplicable or is present in the
                           financial statements or related notes thereto.

                  (3) Exhibits filed:

                           3.1      Certificate of Incorporation, as amended,
                                    which is incorporated herein by reference to
                                    Exhibit 3.1 of the Company's 1986 Annual
                                    Report on Form 10-K.

                           3.1.1    Amendment to Certificate of Incorporation
                                    adopted by shareholders which is
                                    incorporated herein by reference to Exhibit
                                    3.1 of the Company's 1987 Annual Report on
                                    Form 10-K.

                           3.2      Bylaws, which are incorporated herein by
                                    reference to Exhibit 3.2 of the Company's
                                    1986 Annual Report on Form 10-K.

                           4.1      Specimen certificate of common stock, which
                                    is incorporated herein by reference to
                                    Exhibit 4 of the Company's Registration
                                    Statement on Form S-2 (No. 2-83186).

                           4.3      Undertaking of the Company to file exhibits
                                    pursuant to Item 601 (b) (4) (iii) (A) of
                                    Regulation S-K, which is incorporated herein
                                    by reference to Exhibit

<PAGE>


                                    28 of the Company's 1986 Annual Report on
                                    Form 10-K.

                           *10.10   1989 Non-Qualified Deferred Compensation
                                    Plan, which is incorporated herein by
                                    reference to Exhibit 10.10 of the Company's
                                    Annual Report on Form 10-K for the year
                                    ended December 31, 1988.

                           *10.11   1989 Management Incentive Plan which is
                                    incorporated herein by reference to Exhibit
                                    10.10 of the Company's Annual Report on Form
                                    10-K for the year ended December 31, 1988.

                           *10.13   1993 Long Term Performance Plan, which is
                                    incorporated herein by reference to Exhibit
                                    10.13 of the Company's Annual Report on Form
                                    10-K for the fiscal year ended December 31,
                                    1993.

                           13       1997 Annual Report to Shareholders

                           23.1     Consent of Independent Certified Public
                                    Accountants, BDO Seidman, LLP

                           27       Financial Data Schedule (filed in electronic
                                    format only). This schedule is furnished for
                                    the information of the Commission and is not
                                    deemed to be "filed".


*        Identifies compensation plans.


         (b)   Reports on Form 8-K: No reports on Form 8-K were filed during the
               last quarter of the year ended December 31, 1997.



<PAGE>



                                   SIGNATURES

  Pursuant to the requirements of Section 13 or 15(d) 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.

                              ALBA-WALDENSIAN, INC.

Date :   March 30, 1998                       By  /s/
         -------------------                      ------------------------------
                                                  Lee N. Mortenson
                                                  Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated

/s/                                      /s/
--------------------------------        ---------------------------------
Paul H. Albritton, Jr., Director        William M. Cousins, Jr., Director
March 30, 1998                          March 30, 1998

/s/                                      /s/
--------------------------------        ---------------------------------
Clyde Wm. Engle, Director               C. Alan Forbes, Director
March 30, 1998                          March 30, 1998

/s/                                      /s/
--------------------------------        ---------------------------------
James M. Fawcett, Jr., Director         Glenn J. Kennedy, Director and
March 30, 1998                          Chief Financial Officer (Chief
                                        Accounting Officer)
                                        March 30, 1998


/s/                                      /s/
--------------------------------        ---------------------------------
Joseph C. Minio, Director               Lee N. Mortenson , Director and
March 30, 1998                          Chief Executive Officer
                                        (Principal Executive Officer)
                                        March 30, 1998


<PAGE>



                              ALBA-WALDENSIAN, INC.

                                INDEX TO EXHIBITS



Annual Report on Form 10-K for the Fiscal Year ended         Commission File No.
December 31, 1997.                                                        1-6150

Exhibit Number                 Exhibit
--------------                 -------

         13                    Annual Report to Shareholders

         23.1                  Consent of Independent Certified Public
                                Accountants, BDO Seidman, LLP

         27                    Financial Data schedule (filed in electronic
                               format only)