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                                                          Exhibit 10.14


                             FIELDCREST CANNON, INC.
                        KANNAPOLIS, NORTH CAROLINA 28081

                                  July 15, 1996






RE:  1996 Amendment to Employee Retention Agreement

Dear:

     Fieldcrest Cannon, Inc. (the "Company") and you entered into
an Employee Retention Agreement effective July 9, 1993.  The
Company now deems it appropriate to amend the Agreement as
follows:

      1.   Delete Section 7 and substitute the following therefor:

           SALE OF BUSINESS OR ASSETS.

           If the Company sells all or substantially all of its business or
      assets or if the Company sells all or substantially all of its business or
      assets of a Division of which you are an employee to an entity (the
      "Purchaser"), you will be entitled to receive the Change in Control
      Severance Benefits on the effective date of such sale. In determining such
      benefits, the hospitalization or medical reimbursement plan in effect
      immediately preceding such effective date shall be continued in effect
      without change (except any change that may be mandated by law) for the
      period for which you are entitled to coverage. Notwithstanding the
      foregoing, the Change in Control Severance Benefits shall not be payable
      if you enter the employment of the Purchaser, or if you fail to enter such
      employment but the Purchaser offers you the following: (i) employment in a
      senior executive position having authority and responsibility comparable
      to your authority and responsibility with the Company immediately
      preceding the sale, and (ii) compensation and benefits at least as great
      as provided to you by the Company immediately preceding the sale,
      including without limitation severance benefits in the event of your
      termination of employment with the Purchaser at least as great as herein
      provided (but not conditioned on a change in control of the Purchaser).
      Notwithstanding the preceding sentence, the vesting set forth in
      Subsection 5(d) shall be required on the effective date of the sale,
      regardless of any subsequent events.



                                                         Page 124


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      2.   Delete Section 9(a) and substitute the following therefor:

           SUCCESSORS; BINDING AGREEMENT.

           (a) The Company will require any successor (whether direct or
      indirect, by purchase, merger, consolidation or otherwise) to all or
      substantially all of the business or assets of the Company or all or
      substantially all of the business or assets of a Division expressly to
      assume and agree to perform this Agreement to the same extent that the
      Company would be required to perform it if no such succession had taken
      place. Failure of the Company to obtain an assumption of this Agreement
      prior to the effectiveness of any succession shall be a breach of this
      Agreement and shall entitle you to compensation from the Company in the
      same amount and on the same terms as you would be entitled hereunder if
      you had terminated your employment for Good Reason immediately after a
      Change in Control of the Company, except that for purposes of implementing
      the foregoing, the date on which any such succession becomes effective
      shall be deemed the Date of Termination. As used in this Agreement,
      "Company" shall mean the Company as defined above and any successor to its
      business or assets or to its business or assets of a Division as aforesaid
      which assumes and agrees to perform this Agreement by operation of law, or
      otherwise.

      Kindly sign and return this letter to the Company, which signature will
then constitute our agreement on this subject.

                                                     Sincerely,

                                                FIELDCREST CANNON, INC.



                                                By:
                                                   James M. Fitzgibbons
                                                   Chairman and
                                                   Chief Executive Officer



Agreed    to this ____ day of , 1996:


      Signature


      Print Name

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