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 17, 2006 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 17, 2006 reporting its operating results for the first quarter ended April 1, 2006. 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 (d) Exhibits. See Exhibit No. 99.1, Press Release issued May 17, 2006 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 17, 2006 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 17, 2006 EXHIBIT 99.1 BURKE MILLS ANNOUNCES FIRST QUARTER RESULTS Burke Mills, Inc. (OTC Bulletin Board) of Valdese, North Carolina, reports operating results for the thirteen weeks ended April 1, 2006. Net sales for the thirteen weeks ended April 1, 2006 decreased by 10.8% to $6,369,000 compared to $7,138,000 in 2005. The Company recorded a net loss of ($475,000) for the thirteen week period compared to a net loss of ($307,000) for the same period in 2005. This resulted in net loss per share of ($.17) compared to a net loss of ($.11) in 2005. CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (Unaudited) Thirteen Weeks Ended ------------------------- April 1 April 2 2006 2005 ----------- ----------- Net sales $6,368,746 $7,138,046 - ---------- Costs of sales 6,320,538 6,887,413 ----------- ----------- Gross profit 48,208 250,633 Selling, general and administrative expenses 518,183 618,761 Loss/(gain) on disposal of property assets 5,868 (100,625) ----------- ----------- Operating loss (475,843) (267,503) ----------- ----------- Other Income Interest income 1,592 2,411 Other, net 545 177 ----------- ----------- Total other income 2,137 2,588 ----------- ----------- Other Expenses Interest expense 1,142 244 ----------- ----------- Total other expenses 1,142 244 ----------- ----------- Loss before equity in net loss of affiliate (474,848) (265,159) Equity in net loss of affiliate -0- (41,500) ----------- ----------- Net loss (474,848) (306,659) Retained earnings at beginning of period 2,953,495 4,875,696 ----------- ----------- Retained earnings at end of period $2,478,647 $4,569,037 =========== =========== Basic net loss per share $ (0.17) $ (0.11) =========== =========== Dividends per share of common stock None None =========== =========== Weighted average common shares outstanding 2,741,168 2,741,168 =========== =========== CONDENSED BALANCE SHEETS April 1 2006 December 31 (Unaudited) 2005 ----------- ----------- ASSETS Current Assets Cash and cash equivalents $ 455,924 $ 425,812 Accounts receivable 3,192,523 2,568,838 Inventories 1,867,083 1,684,132 Prepaid expenses and other current assets 108,883 49,413 ------------ ------------ Total Current Assets 5,624,413 4,728,195 ------------ ------------ Property, plant & equipment - at cost 28,084,322 28,085,778 Less: accumulated depreciation 23,727,483 23,326,789 ------------ ------------ Property, plant and equipment- net 4,356,839 4,758,989 ------------ ------------ Other Assets 16,575 16,575 ------------ ------------ Total Assets $ 9,997,827 $ 9,503,759 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Accounts payable $ 2,283,088 $ 1,434,169 Accrued salaries and wages 126,141 69,272 Other liabilities and accrued expenses 189,431 126,303 ------------ ------------ Total Liabilities $ 2,598,660 $ 1,629,744 ------------ ------------ 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 2,478,647 2,953,495 ------------ ------------ Total Shareholders' Equity 7,399,167 7,874,015 ------------ ------------ $ 9,997,827 $ 9,503,759 ============ ============ The Company's major market is supplying packaged dyed yarn to knitters and weavers for apparel, home furnishings, home upholstery, automotive upholstery, contract upholstery and some specialty products.