8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report

                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934

Date of Report (date of earliest event reported)  November 17, 2000
                                                 ------------------




                            Empire of Carolina, Inc.
                            ------------------------
             (Exact name of registrant as specified in its charter)



                                    Delaware
                                    --------
                 (State or other jurisdiction of incorporation)



              1-7909                                    13-2999480
              ------                                    ----------
     (Commission File Number)                (IRS Employer Identification No.)


          4731 West Atlantic Avenue, Suite B-1, Delray Beach, FL 33445
          ------------------------------------------------------------
          (Address of principal executive offices, including Zip Code)



Registrant's telephone number, including area code           (561) 498-4000
                                                   -----------------------------




- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)





Item 3.  Bankruptcy or Receivership.

         On November 16, 2000, Empire of Carolina, Inc. and Empire Industries,
Inc., its wholly-owned subsidiaries (collectively the "Company") filed voluntary
petitions of protection and reorganization under Chapter 11 of the Federal
Bankruptcy Code (the "Petitions") in the United States Bankruptcy Court for the
Southern District of Florida, West Palm Beach Division, Case Nos.
00-35179-BKC-PGH and 00-35180-BKC-PGH. The Company will operate under the
protection of the United States Bankruptcy Code as a debtor-in-possession. The
Company will remain in possession of its assets and properties, and its business
and affairs will continue to be managed by its directors and officers, subject
in each case to the supervision of the Bankruptcy Court. In connection with the
filing, the Company issued a Press Release dated November 17, 2000, which is
attached hereto as Exhibit 99.1.

Item 5.  Other Events

         On November 17, 2000, upon notification that the Company intended to
file the Petitions, AMEX advised the Company that it had suspended trading of
the Company's common stock, Series A Preferred Stock and warrants until such
time as it could evaluate the Company's continued listing. If Amex determines
not to reinstate its listing , we believe that the Company's common stock,
Series A preferred stock and warrants will trade on the Over the Counter
Bulletin Board.

         At a meeting of the Board of Directors held on November 17, 2000,
Timothy Moran resigned as Chairman of the Board of Directors and a director,
effective at 5:00 p.m. on November 20, 2000. Mr. Moran will remain as acting
Chief Executive Officer. Frederick W. Rosenbauer, Jr. was elected by the Board
as the new Chairman of the Board of Directors.

Item 7.  Financial Statements, Pro Forma Financials and Exhibits

(c)      Exhibits

      Exhibit Number                 Description
      --------------                 -----------
           99.1             Press Release dated November 17, 2000



                                   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 thereunto duly authorized.

                                      EMPIRE OF CAROLINA, INC.

                                      By: /s/Timothy Moran
                                          -------------------------------------
                                          Timothy Moran, Chairman of the Board,
Dated:  November 20, 2000.                President and Chief Executive Officer

EX-99.1

                                  PRESS RELEASE

          EMPIRE OF CAROLINA, INC. FILES CHAPTER 11 BANKRUPTCY PETITION

Delray Beach, Florida----November 17, 2000--Empire of Carolina, Inc. (AMEX:
EMP), and Empire Industries, Inc., its wholly-owned subsidiary, announced today
that they have filed voluntary petitions for reorganization under Chapter 11 of
the United States Bankruptcy Code. The filings took place in the United States
Bankruptcy Court for the Southern District of Florida, West Palm Beach Division.

Empire will remain in possession of its assets and properties, and its business
and affairs will continue to be managed by Empire's directors and officers,
subject in each case to the discretion and supervision of the Bankruptcy Court.

This release contains certain forward-looking statements and information that
are based on management's beliefs, as well as assumptions made by and
information currently available to management, including management's plans and
objectives. Such statements are subject to various risks and uncertainties. The
Company's liquidity, capital resources, and results of operations may be
affected from time to time by a number of factors and risks, including, but not
limited to, the factors described in the Company's filings with the Securities
and Exchange Commission; the ability of the Company to arrange
debtor-in-possession financing; operate successfully under a Chapter 11
proceeding; obtain shipments and negotiate terms with vendors and service
providers for current orders; fund and execute a new operating plan for the
Company; attract and retain key executives and associates; meet competitive
pressures which may affect the nature and viability of the Company's business
strategy; generate cash flow; attract and retain customers; and manage its
business notwithstanding potential adverse publicity. Certain of these as well
as other risks and uncertainties are stated in more detail in the Company's
Annual Report on Form 10-K and Registration Statement on Form S-3 filed under
the Securities Act of 1933, Registration No. 333-57963. The Company undertakes
no obligation to update any such factors or to publicly announce the result of
any revisions to any of the forward-looking statements contained herein to
reflect future events or developments.

CONTACT: Thomas MacDougall, CFO of Empire of Carolina, Inc., 631-585-5400, or
e-mail, tmacdougall@applesports.com