UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549

FORM 8-K/A

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)    September 20, 2011

Culp, Inc.
(Exact Name of Registrant as Specified in its Charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.07.          Submission of Matters to a Vote of Security Holders.

          (d)       On September 22, 2011, Culp, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Filing”) to report the results of shareholder votes at the Company’s annual meeting of shareholders held September 20, 2011.  As part of the Original Filing, the Company disclosed the results of the advisory vote on the frequency of Say on Pay votes on executive compensation, as follows:

Proposal 4:  Advisory vote on the frequency of Say on Pay votes on executive compensation

The Company’s board of directors had recommended that the shareholders vote to hold the Say on Pay vote every one year.

In accordance with the vote of its shareholders and the recommendation of its board of directors, the Company has decided to hold the Say on Pay vote every year at each annual meeting of shareholders.  This filing is made as an amendment to the Original Filing to disclose that decision.

SIGNATURES

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 hereunto duly authorized.