SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Culp Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 230 215 105 (CUSIP Number) Check the following box if a fee is being paid with this statement (check mark). (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on the following page(s)) Page 1 of 4 PagesPage 2 of 4 CUSIP NO. 230 215 105 (1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons: First Union Corporation 56-0898180 (2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] (3) SEC Use Only (4) Citizenship or Place of Organization: First Union Corporation - North Carolina Number of Shares (5)Sole Voting Power 3,274,760 Beneficially (6)Shared Voting Power Owned by Each (7)Sole Dispositive Power 3,274,760 Reporting Person With: (8)Shared Dispositive Power (9) Aggregate Amount Beneficially Owned by Each Reporting Person 3,274,760 (10) Check if the Aggregate Amount in Row 9 Excludes Certain Shares (See Instructions) [ ] (11) Percent of Class Represented by Amount in Row 9 29.2% (12) Type of Reporting Person (See Instructions) First Union Corporation (HC) Page 3 of 4 Item 1(a) Name of Issuer: Culp Incorporated Item 1(b) Address of Issuer's Principal Executive Office: 101 South Main Street P.O. Box 2686 High Point, NC 27261-2686 Item 2(a) Name of Person Filing: First Union Corporation Item 2(b) Address of Principal Office: One First Union Center Charlotte, North Carolina 28288 Item 2(c) Citizenship: First Union Corporation - North Carolina Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 230 215 105 Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d- 2(b), check whether the person filing is a: (g) [X] Parent Holding Company, in accordance with section 240.13d-1(b) (ii) (G) Item 4 Ownership: (a) Amount Beneficially Owned: 3,274,760 (b) Percent of Class: 29.2% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 3,274,760 (ii) Shared power to vote or to direct the vote (iii)Sole power to dispose or to direct the disposition of 3,274,760 (iv) Shared power to dispose or to direct the disposition of Item 5 Ownership of Five Percent or Less of a Class: Not applicable Item 6 Ownership of More Than Five Percent on Behalf of Another Person: Not applicable Page 4 of 4 Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: First Union National Bank of Virginia (BK) 54-0211320 Item 8 Identification and Classification of Members of the Group: Not applicable Item 9 Notice of Dissolution of Group: Not applicable Item 10 Certification: By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. Signature: After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. FIRST UNION CORPORATION Date Signature Dorothy F. Crowe Assistant Vice President & Compliance Officer Exhibit First Union Corporation is filing this schedule pursuant to Rule 13d- 1(b)(ii)(G) as indicated under Item 3(g). The relevant subsidiaries are First Union National Bank of North Carolina (BK), and First Union National Bank of Virginia (BK).