SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

For the quarterly period ended June 30, 1997
Commission file number 1-11438

                                 WORLDTEX, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                     56-1789271
(State or other jurisdiction of                     (I.R.S. Employer
incorporation or organization)                     Identification No.)

212 12th Avenue, N.E., Hickory, North Carolina            28601
  (Address of principal executive offices)              (Zip Code)

                                 (704) 328-5381
              (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

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date:

       Date                        Class                   Shares Outstanding
   -------------                ------------               ------------------
   June 30, 1997                Common Stock                    14,428,671



<PAGE>


                                 WORLDTEX, INC.

                                      INDEX
                                      -----
                                                                  PAGE NUMBER
                                                                  -----------
PART I - Financial Information

           Consolidated Balance Sheets at June 30, 1997                1-2
            (Unaudited) and December 31, 1996

           Consolidated Statements of Income (Unaudited)                3
            for the Six Months and Three Months Ended
            June 30, 1997 and 1996

           Consolidated Statements of Cash Flows (Unaudited)            4
            for the Six Months Ended June 30, 1997 and 1996

           Notes to Consolidated Financial Statements (Unaudited)       5

           Management's Discussion and Analysis of Financial           6-8
            Condition and Results of Operations

PART II - Other Information                                             9


<PAGE>

                                 WORLDTEX, INC.
                           CONSOLIDATED BALANCE SHEETS

                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                         June 30,   December 31,
                                                           1997         1996
                                                       -----------  ------------
                                                       (Unaudited)
                               ASSETS
Current assets:
     <S>                                                   <C>         <C>  
      Cash                                              $   7,754       2,117
      Accounts and notes receivable, less allowance
        for doubtful accounts of $2,589 in 1997 
        and $2,589 in 1996                                 38,204      39,868
      Inventories:
        Raw materials                                      12,312      12,614
        Work-in-process                                     7,009       6,428
        Finished goods                                     17,541      18,223
                                                           ------      ------
        Total inventories                                  36,862      37,265

      Prepaid expenses and other current assets             3,164       2,975
                                                           ------      ------
        Total current assets                               85,984      82,225

Property, plant and equipment, at cost:
        Land                                                2,245       2,471
        Buildings and leasehold improvements               29,329      31,181
        Machinery and equipment                            89,552      91,008
                                                          -------     -------
                                                          121,126     124,660  
        Less accumulated depreciation and amortization     35,766      34,378
                                                          -------     -------
        Property, plant and equipment - net                85,360      90,282

Other assets                                                4,279       5,147
Cost in excess of net assets of acquired businesses,
   net of accumulated amortization of $7,152 in 1997
   and $7,115 in 1996                                      25,963      28,378
                                                          -------     -------
                                                        $ 201,586     206,032
                                                          =======     =======
</TABLE>

           See accompanying notes to consolidated financial statements


<PAGE>

                                 WORLDTEX, INC.
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                         June 30,   December 31,
                                                           1997         1996
                                                           ----         ----
          LIABILITIES AND STOCKHOLDERS' EQUITY         (Unaudited)

Current liabilities:
     <S>                                                  <C>          <C>  
      Short-term borrowings                             $  2,089        1,342
      Current installments of long-term debt                 763        1,634
      Accounts and notes payable - trade
        and other liabilities                             28,845       30,254 
      Income taxes payable                                 1,399        1,525
                                                         -------      -------
           Total current liabilities                      33,096       34,755

Long-term debt                                            70,475       67,754
Other long-term liabilities                                1,218        1,316
Deferred income taxes                                     16,249       17,029
                                                         -------      -------
           Total liabilities                             121,038      120,854

Stockholders' equity:
      Preferred stock                                        -            -
      Common stock                                           147          147
      Paid-in capital                                     30,059       29,946
      Retained earnings                                   61,614       56,919
      Cumulative foreign translation adjustment           (9,774)        (336)
      Treasury stock, at cost                             (1,498)      (1,498)
                                                        --------     -------- 
           Total stockholders' equity                     80,548       85,178

Commitments and contingencies                           --------     --------
                                                        $201,586     $206,032
                                                        ========     ========
</TABLE>

           See accompanying notes to consolidated financial statements

<PAGE>

                                 WORLDTEX, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
           (Dollars and shares in thousands except per share amounts)
                                    UNAUDITED
<TABLE>
<CAPTION>
                                   Six Months Ended       Three Months Ended
                                       June 30,                 June 30,
                                  1997        1996          1997       1996
                                  ----        ----          ----       ----
<S>                             <C>        <C>            <C>        <C>   
Net sales                      $ 102,798    105,039        51,880     53,140
Cost of goods sold                84,612     85,014        42,936     42,861
                               ---------    -------        ------     ------

   Gross profit                   18,186     20,025         8,944     10,279
Selling & administration           8,054      7,948         4,274      4,108
  expense                      ---------    -------        ------     ------
                      

   Operating profit               10,132     12,077         4,670      6,171
Interest expense                  (2,900)    (2,803)       (1,494)    (1,273)
Other income (expense) - net          92        227            22        224
                               ---------    -------        ------     ------

   Income before income taxes      7,324      9,501         3,198      5,122
Provision for income taxes         2,629      3,575         1,169      1,896
                               ---------    -------        ------     ------
   Net income                  $   4,695      5,926         2,029      3,226
                               =========    =======        ======     ======

Net income per share           $    0.32       0.41          0.14       0.22
                               =========    =======        ======     ======
Weighted average shares
    outstanding                   14,836     14,571        14,740     14,592
                               =========    =======        ======     ======
</TABLE>


           See accompanying notes to consolidated financial statements


<PAGE>

                                 WORLDTEX, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                    UNAUDITED
<TABLE>
<CAPTION>
                                                          Six Months Ended
                                                              June 30,
                                                           1997          1996
                                                          ------        ------
<S>                                                    <C>              <C>
Cash flows from operating activities:
Net income                                             $  4,695          5,926
  Adjustments to reconcile net income
    to net cash provided by
    operating activities:
      Depreciation and amortization                       3,137          2,846
      Provision for losses on accounts receivable           104            251
      Deferred income taxes                                 367          1,165
      Change in assets and liabilities:
        Accounts and notes receivable                    (1,685)        (5,521)
        Inventories                                      (2,106)        (2,180)
        Prepaid expenses and other current assets          (327)          (576)
        Accounts and notes payable - trade and
         other current liabilities                          502          5,093
           Income taxes payable                             165         (1,527)
                                                       --------       ---------
           Net cash provided by
                operating activities                      4,852          5,477
                                                       --------       --------
Cash flows from investing activities:
   Capital expenditures                                  (3,714)        (9,028)
   Other investing activities                               846           (211)
                                                       --------       ---------
           Net cash used in investing activities         (2,868)        (9,239)
                                                       --------       --------
Cash flows from financing activities:
        Borrowings under line of credit arrangements      2,178          1,153
        Payments under line of credit arrangements       (1,431)        (1,072)
        Borrowings under revolving credit facility       49,130         57,970
        Payments under revolving credit facility        (45,710)       (52,800)
        Stock issued                                        113              5
        Other financing activities                         (997)          (643)
                                                       --------       --------
           Net cash provided by financing activities      3,283          4,613
                                                       --------       --------
           Effects of exchange rate changes on cash         370            154
                                                       --------       --------
           Net increase in cash                           5,637          1,005
Cash at beginning of year                                 2,117          1,845
                                                       --------       --------
Cash at end of period                                  $  7,754          2,850
                                                       ========       ========
Supplemental disclosure of cash flow information:
  Cash paid during the period for:
         Interest                                      $  2,762          2,725
                                                       ========          =====
         Income taxes                                  $  3,535          4,573
                                                       ========          =====

</TABLE>

           See accompanying notes to consolidated financial statements

<PAGE>


                                 WORLDTEX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                    UNAUDITED

1.   In the opinion of the  Company,  the  accompanying  unaudited  consolidated
     financial  statements  contain all  adjustments  (consisting of only normal
     recurring  accruals) necessary to present fairly the financial position and
     results of  operations  for the  interim  periods  reported  hereon.  It is
     suggested  that  these  consolidated   financial   statements  be  read  in
     conjunction  with  the  consolidated  financial  statements  and the  notes
     thereto  included in the Company's  annual report for the fiscal year ended
     December 31, 1996. The December 31, 1996 amounts  included in the financial
     statements are derived from December 31, 1996 audited financial  statements
     and notes thereto.


<PAGE>


                                 WORLDTEX, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                              RESULTS OF OPERATIONS

Results of Operations
---------------------

Sales for the six months ended June 30, 1997 were $102.8  million and net income
was $4.7  million  compared  with sales of $105  million  and net income of $5.9
million for the comparable period in 1996. Net income per share was $.32 for the
1997 six month period  compared  with $.41 in 1996.  Sales for the quarter ended
June 30, 1997 were $51.9  million and net income was $2 million,  compared  with
sales of $53.1  million and net income of $3.2 million for the  comparable  1996
period.  Net income per share was $.14 for the second  quarter of 1997  compared
with $.22 in the 1996 period.

The following table sets forth the percentages  which certain income and expense
items bear to net sales:

<TABLE>
<CAPTION>
                                      Six Months Ended     Three Months Ended
                                          June 30,               June 30,
                                    1997       1996         1997      1996
                                    -----      -----        -----     -----

<S>                                <C>        <C>          <C>       <C>
Net sales                           100.0%     100.0%       100.0%    100.0%
                                    -----      -----        -----     ----- 
Gross margin                         17.7%      19.1%        17.2%     19.3%

Selling and administration expense    7.8%       7.6%         8.2%      7.7%
                                    -----      -----        -----     ----- 
Operating profit                      9.9%      11.5%         9.0%     11.6%

Interest expense                     (2.8%)     (2.7%)       (2.8%)    (2.4%)

Other income (expense) - net           -          .2%         -          .4%
                                    -----      -----        -----     ----- 
Income before income taxes            7.1%       9.0%         6.2%      9.6%
                                    -----      -----        -----     ----- 
</TABLE>


For the six months ended June 30, 1997, sales decreased by $2.2 million or 2.1%
compared with the six months ended June 30, 1996. For the quarter ended June 30,
1997, sales decreased by $1.3 million or 2.4% compared with the 1996 quarter.

Sales  from  North  American  operations  increased  11.2% and 11.8% for the six
months and the three months ended June 30, 1997 from the  corresponding  periods
in 1996.  Sales from  French  operations  decreased  12.1% and 10.7% for the six
months and the three months ended June 30, 1997 from the  corresponding  periods
in 1996.  The effect of the  stronger  U.S.  dollar  versus the French  Franc on
currency  translation  for  financial  reporting  purposes  reduced  the  French
subsidiary  sales by  approximately  9.9% and 11.1% for the six  months  and the



<PAGE>

                                 WORLDTEX, INC.

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

three  months ended June 30, 1997  compared  with the  corresponding  periods in
1996.  Sales  in the  Company's  South  American  operation  increased  4.3% and
decreased 16.1% (excluding  intercompany  sales of $4.4 million and $2.7 million
for the six and three month  periods of 1997 and $2 million and $1.1 million for
the six and three month periods of 1996) for the six months and the three months
ended June 30,  1997 from the  corresponding  periods in 1996.  The  decrease in
sales for the South American operations  (excluding  intercompany sales) for the
three  months  ending June 30, 1997,  was  primarily  attributable  to increased
utilization of capacity for intercompany  sales. The effect of the reduced value
of the Colombian Peso on currency  translation for financial  reporting purposes
lowered South American sales by approximately 2.7% and 3% for the six months and
the three months ended June 30, 1997 compared with the corresponding  periods in
1996.

The volume  increases for the six and three months of 1997 in North America were
due  primarily to  increased  market share and  expanding  diversification  into
markets  that offer higher  margins.  Sales from the French  operations,  before
currency translations for reporting purposes,  decreased  approximately 2.2% for
the six months of 1997 compared with the six months of 1996 primarily due to one
less working day in the 1997 period and to soft  economic  conditions in Europe.
The volume  increases in South America reflect the continuing  efforts to expand
production in the Company's lower cost operation.

Gross profit margins decreased primarily because the Company's costs were spread
over lower sales.  Gross profit  margins also  decreased  due to an  unfavorable
change in the French subsidiary product mix. Selling and administrative expenses
increased  as a  percentage  of net sales  because the fixed  component of these
expenses was spread over a lower sales base.

Interest  expense for the six months and the three  months  ending June 30, 1997
increased  from  the  corresponding  periods  in 1996  primarily  due to  higher
effective interest rates.

The  Company  had an  effective  income  tax rate of 35.9% and 38.6% for the six
months and the three months ended June 30, 1997  compared to 37.6% and 37.0% for
the same periods in 1996. This decrease  resulted  primarily  because of a lower
effective tax rate  attributable  to the  Company's  South  American  operation.
France's  Socialist-led  government  announced  it will seek to raise  corporate
income taxes from the current 36.67% tax rate to an approximate  rate of 41.67%.
Taxes on  current  year  income  will  depend on any  change in tax rate and the
effective date of such change. The effect on deferred tax assets and liabilities
of a change in tax rates will be reflected in the Company's financial statements
in the period that includes the enactment date.

LIQUIDITY; CAPITAL RESOURCES
----------------------------

The Company  meets both its  long-term and  short-term  liquidity  needs through
internally generated funds and outside borrowings.

At June 30, 1997,  $15.8 million was outstanding  under the Company's  Revolving
Credit  Agreement  and  approximately  $19.2  million was  available  for future


<PAGE>

                                 WORLDTEX, INC.

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

borrowings.  In addition,  Filix Lastex,  S.A., Rubyco (1987), Inc., and Fibrexa
Ltda.,  had  available  approximately  $15.3  million,  $1.1  million,  and $2.8
million,  respectively,  under  various  bank  lines  of  credit  and  overdraft
facilities.  At June 30, 1997,  Filix,  Rubyco and Fibrexa had outstanding  debt
under  these  agreements  of $0,  $0 and $2.1  million,  respectively.  The most
restrictive  covenant of the Company's Credit Agreement and Note Agreement limit
short-term borrowings by the Company's  subsidiaries to a total of approximately
$15.6  million at June 30, 1997.  Worldtex  believes that these lines of credit,
together with internally  generated funds and access to other financing sources,
will provide  sufficient  liquidity for the Company's  expected  short-term  and
long-term cash requirements.

Cash totaled $7.8 million at June 30, 1997,  representing a net increase of $5.6
million for the six months then ended. Cash flows from operating  activities and
from  financing  activities  are  the  principal  indicators  of  the  Company's
liquidity.  During the first six months of 1997, $4.9 million was generated from
operating  activities  as a result of net  income,  adjusted  for the effects of
depreciation  and  amortization  and  changes in the  balances  of  receivables,
payables,  inventories and prepaid expenses and other current assets. During the
first  six  months  of 1997,  financing  activities  contributed  $3.3  million,
reflecting   routine  borrowings  and  repayments  under  the  Company's  credit
facilities. During the first six months of 1997, $2.9 million was applied toward
the purchase of additional equipment and other investing  activities,  including
the upgrading of certain  equipment.  The Company  anticipates  that its capital
expenditures  during  1997  will  approximate  $10  million,  primarily  for the
purchase of equipment.

Working  capital  was $52.9  million  at June 30,  1997,  and $47.5  million  at
December 31, 1996,  reflecting an increase of $5.4 million and current ratios of
2.6 and 2.4 respectively, at June 30, 1997 and December 31, 1996.

On August 7, 1997,  the Company  announced that it had signed a letter of intent
to purchase the narrow elastic fabric business of Texfi Industries,  Inc., which
business  is  expected  to have 1997 sales of  approximately  $21  million.  The
purchase is subject to certain  conditions,  including the approval by the Board
of  Directors of the Company and Texfi,  due  diligence  and the  execution of a
definitive purchase agreement. The purchase price will be paid in cash from cash
on hand and  borrowings  under the Company's  Revolving  Credit  Agreement.  The
proposed  acquisition  is  pursuant  to the  Company's  current  plans  to  seek
acquisitions of companies in niche positions  manufacturing value added products
comparable to the Company's existing product lines.

<PAGE>

                                 WORLDTEX, INC.

                           PART II - OTHER INFORMATION

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

The  Company  held its annual  meeting of  stockholders  on May 7, 1997.  At the
meeting,  the following  persons were elected as directors of the Company by the
votes indicated below:

<TABLE>
<CAPTION>
                                     Authority
Name                                    For           Withheld
----                                    ---           --------
<S>                                  <C>               <C>   
Barry D. Setzer                      11,718,624        70,770
Salim M. Ibrahim                     11,718,624        70,770
</TABLE>

In addition,  the terms as directors of the Company of Claude D. Egler,  John B.
Fraser,  Richard J. Mackey, Willi Roelli, Michael B. Wilson, and John K. Ziegler
continued after the annual meeting.

Item 6.   EXHIBITS AND REPORTS ON FORM 8-K

<TABLE>
<CAPTION>
    (a)   Exhibits

      EXHIBIT NO.               DESCRIPTION
      -----------               -----------
     <S>                        <C>

      11.1                      Computation of earnings per share

      27.1                      Financial Data Schedule (filed with EDGAR only)

    (b)   Reports on Form 8-K
</TABLE>

      During the  quarter  ended June 30,  1997,  the  Company  did not file any
reports on Form 8-K.


<PAGE>




                                    SIGNATURE

     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.

                                      WORLDTEX, INC.
                                      (Registrant)

Date   August 11, 1997                By  /S/ RICHARD J. MACKEY
                                          ---------------------------
                                          Richard J. Mackey
                                          Chairman of the Board
                                          and Chief Financial Officer