Exhibit 10.1


                                   CULP, INC.

                                OPTION AGREEMENT
                                ----------------

         Notice is hereby given of the following  option grant (the "Option") to
purchase shares of Common Stock of Culp, Inc. (the "Company") to the undersigned
individual.  Capitalized  terms used but not otherwise defined herein shall have
the same  meanings  given them in the Culp,  Inc.  2002 Stock  Option  Plan (the
"Plan"). The terms of the Option are as follows:

         Optionee:

         Option Grant Date:

         Vesting Commencement Date:

         Exercise Price: $( )

         Number of Option Shares:

         Option Expiration Date:

         Type of Option:

         Vesting Schedule:

         Option Subject to Plan. The Optionee  acknowledges and agrees that this
Option  is  subject  to  the  terms  and  conditions  of  the  Plan,  which  are
incorporated  herein by reference.  The Optionee hereby  acknowledges that he or
she has previously been provided with a copy of the Plan.

         Exercise of Option.  This Option  shall be  exercisable  in one or more
installments  in  accordance  with the Vesting  Schedule set forth above and the
Plan.  This Option must be exercised by signing and delivering to the Company an
Option Exercise Form, a copy of which may be obtained from the Company.

         TRANSFER RESTRICTIONS. THE OPTIONEE HEREBY ACKNOWLEDGES AND AGREES THAT
THIS OPTION IS SUBJECT TO CERTAIN TRANSFER RESTRICTIONS SPECIFIED IN THE PLAN.

         Additional Terms Applicable to an Incentive  Option.  If this Option is
designated as an Incentive  Option above,  the  following  terms and  conditions
shall apply:

         (a)  During  the  lifetime  of  the  Optionee,  this  Option  shall  be
exercisable  only by the Optionee and shall not be  assignable  or  transferable
other  than by will or by the laws of descent  and  distribution  following  the
Optionee's death.

         (b) This Option shall cease to qualify for  favorable  tax treatment as
an Incentive  Option if (and to the extent) this Option is exercised  for one or
more Option Shares more than three months after the date the Optionee  ceases to
be an Employee for any reason other than death or Permanent  Disability  or more
than twelve (12) months after the date the Optionee  ceases to be an Employee by
reason of death or Permanent Disability.




         (c) No  installment  under this Option shall  qualify for favorable tax
treatment  as an  Incentive  Option if (and to the  extent) the  aggregate  Fair
Market Value  (determined as of the date of grant) of the Common Stock for which
such installment  first becomes  exercisable  hereunder would, when added to the
aggregate value  (determined as of the respective dates of grant) of any earlier
installments of the Common Stock and any other  securities for which this Option
or any other  Incentive  Options  granted to the  Optionee  prior to the date of
grant  (whether under the Plan or any other plan of the Company or any Parent or
Subsidiary) first become  exercisable  during the same calendar year, exceed One
Hundred  Thousand Dollars  ($100,000) in the aggregate.  Should such One Hundred
Thousand  Dollar  ($100,000)  limitation be exceeded in any calendar year,  this
Option  shall  nevertheless  become  exercisable  for the excess  shares in such
calendar year as a Non-Qualified Option.

         (d) Should the exercisability of this Option be accelerated,  then this
Option shall qualify for favorable tax treatment as an Incentive  Option only to
the extent the aggregate Fair Market Value  (determined as of the date of grant)
of the Common  Stock for which this  Option  first  becomes  exercisable  in the
calendar  year in which the  acceleration  occurs  does not,  when  added to the
aggregate value  (determined as of the respective  dates of grant) of the Common
Stock or other  securities for which this Option or one or more other  Incentive
Options  granted to the Optionee  prior to the date of grant  (whether under the
Plan or any other Option plan of the Company or any Parent or Subsidiary)  first
become  exercisable  during the same calendar year,  exceed One Hundred Thousand
Dollars ($100,000) in the aggregate.  Should the applicable One Hundred Thousand
Dollar  ($100,000)   limitation  be  exceeded  in  the  calendar  year  of  such
acceleration,  the Option may nevertheless be exercised for the excess shares in
such calendar year as a Non-Qualified Option.

         (e) Should the Optionee  hold, in addition to this Option,  one or more
other Options to purchase  Common Stock which become  exercisable  for the first
time in the same calendar year as this Option, then the foregoing limitations on
the  exercisability of such Options as Incentive Options shall be applied on the
basis of the order in which such Options are granted.

         No  Employment  or Service  Contract.  Nothing in this Notice or in the
Plan shall  confer  upon the  Optionee  any right to continue in Service for any
period of specific  duration or interfere with or otherwise  restrict in any way
the rights of the Company (or any Parent or  Subsidiary  employing  or retaining
the Optionee) or of the Optionee to terminate the Optionee's Service at any time
for any reason, with or without cause.

DATED:


                                       CULP, INC.

                                       By:
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                                       OPTIONEE

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