UNITED STATES 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): May 16, 2005 BURKE MILLS, INC. ----------------------------------- (Exact name of registrant as specified in its charter) North Carolina ---------------------------------- (State or other jurisdiction of incorporation or organization) 0-5680 56-0506342 ------ ---------------- (Commission File No.) (I.R.S. Employer Identification No.) 191 Sterling Street, N.W., Valdese, North Carolina 28690 ----------------------------------------------- (Address of principal executive offices) (Zip Code) 828 874-6341 ------------------------------ (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) 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: [__] 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)) SECTION 2 - FINANCIAL INFORMATION Item 2.02 - Results of Operations and Financial Condition. The Company issued a press release on May 16, 2005 reporting its operating results for the quarter ended April 2, 2005. The text of the press release is included in this report as an exhibit. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS Item 9.01 - Financial Statements and Exhibits (c) Exhibits. See Exhibit No. 99.1, Press Release issued May 16, 2005, attached hereto. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 16, 2005 BURKE MILLS, INC. By: s/Thomas I. Nail -------------------------- Thomas I. Nail President and COO EXHIBIT INDEX Exhibit No. Description of Exhibit 99.1 Press Release issued May 16, 2005 EXHIBIT 99.1 BURKE MILLS, INC. VALDESE, NC PRESS RELEASE Burke Mills, Inc. (OTC Bulletin Board) of Valdese, North Carolina, reports operating results for the thirteen weeks ended April 2, 2005. Net sales for the thirteen weeks ended April 2, 2005 increased by 8.2% to $7,138,000 compared to $6,601,000 in 2004. The Company recorded a net loss of ($307,000) for the thirteen week period compared to a net loss of ($462,000) for the same period in 2004. This resulted in net loss per share of ($.11) compared to a net loss of ($.17) in 2004. Net sales for the first quarter increased as a result of the Company continuing to expand its sales into other fibers and adding new customers. The increase in new customer sales, however, is partially offset by declines in sales to older existing customers, who continue to experience extreme competition from imports that has caused their requirements to decrease. In addition, polyester yarn prices continue to spiral upward, with an approximate 17% increase in 2004 and another 9% increase in the first quarter of 2005. The Company finished the first quarter with no long-term debt or debt under a credit line. CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (Unaudited) Thirteen Weeks Ended ------------------------- Restated April 2 April 3 2005 2004 ---- ---- Net Sales $7,138,046 $6,600,614 - ---------- Costs and Expenses Cost of Sales 6,887,413 6,401,110 ---------- ---------- Gross profit 250,633 199,504 Selling, general and administrative expenses 618,761 639,291 Gain on disposal of property assets 100,625 -0- ---------- ----------- Operating Loss (267,503) (439,787) ----------- ----------- Other Income Interest Income 2,411 175 Other, net 177 80 ---------- ----------- Total Other Income 2,588 255 ---------- ----------- Other Expenses Interest Expense 244 552 Other, net -0- 12,580 ---------- ----------- Total Other Expenses 244 13,132 ---------- ----------- Loss Before Income Tax Benefit and Equity in Net Loss of Affiliate (265,159) (452,664) Income Tax Benefit -0- (289,000) ---------- ----------- Loss Before Equity in Net Loss of Affiliate (265,159) (163,664) Equity in Net Loss of Affiliate (41,500) (298,180) ---------- ----------- Net Loss (306,659) (461,844) Retained Earnings at Beginning of Period 4,875,696 5,662,839 ---------- ----------- Retained Earnings at End of Period $4,569,037 $4,999,995 ========== ========== Basic Net Loss Per Share $ (0.11) $ (0.17) ========== ========== Dividends Per Share of Common Stock None None ========= ========= Weighted Average Common Shares Outstanding 2,741,168 2,741,168 ========= ========= CONDENSED BALANCE SHEETS April 2 2005 January 1 (Unaudited) 2005 -------- ------- ASSETS Current Assets Cash and cash equivalents $ 578,971 $ 316,745 Accounts receivable 3,560,790 3,064,365 Inventories 2,013,594 1,640,983 Prepaid expenses and other current assets 224,229 112,580 ----------- ----------- Total Current Assets 6,377,584 5,134,673 ----------- ----------- Equity Investment in Affiliate 154,800 196,300 ----------- ----------- Property, plant & equipment - at cost 29,677,205 29,848,475 Less: accumulated depreciation 23,832,293 23,724,193 ----------- ----------- Property, Plant and Equipment- Net 5,844,912 6,124,282 ----------- ----------- Other Assets 16,575 16,575 ----------- ----------- Total Assets $12,393,871 $11,471,830 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Accounts payable $ 2,533,027 $ 1,465,630 Accrued salaries and wages 164,118 89,847 Other liabilities and accrued expenses 207,169 120,137 ---------- ----------- Total Current Liabilities 2,904,314 1,675,614 ----------- ----------- Total Liabilities $ 2,904,314 $ 1,675,614 ----------- ----------- Commitments and contingencies Shareholders' Equity Common stock, no par value (stated value, $.66) Authorized - 5,000,000 shares Issued and outstanding - 2,741,168 shares 1,809,171 1,809,171 Paid-in capital 3,111,349 3,111,349 Retained earnings 4,569,037 4,875,696 ----------- ----------- Total Shareholders' Equity 9,489,557 9,796,216 ----------- ----------- $12,393,871 $11,471,830 =========== ===========