Exhibit 2.2

                AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT


          AMENDMENT dated as of June 7, 1994 (this "Amendment") of a
Receivables Purchase Agreement dated as of August 11, 1992, as amended (as
amended, the "Receivables Purchase Agreement") between CONE MILLS
CORPORATION (the "Seller") and DELAWARE FUNDING CORPORATION (the "Buyer"). 
Terms defined in the Receivables Purchase Agreement and not otherwise
defined herein have the same meaning when used herein.


                                WITNESSETH:


          WHEREAS, the Seller and the Buyer are parties to the Receivables
Purchase Agreement; and

          WHEREAS, the Seller and the Buyer desire to amend the Receivables
Purchase Agreement to extend the Expiration Date;

          NOW, THEREFORE, the parties hereto, in consideration of their
mutual covenants hereinafter set forth and intending to be legally bound
hereby, agree as follows:


          ARTICLE I.     Amendment to the Receivables Purchase Agreement.

          Subject to the satisfaction of the conditions precedent specified
in Article IV hereof, the Receivables Purchase Agreement and the exhibits
thereto shall be amended as follows:

          (a)  The definition "Expiration Date" in Section 1.01 of the
     Receivables Purchase Agreement is amended by replacing clause (i) of
     said definition with "(i) August 31, 1994,";

          (b)  The definition "Letter Agreement" in Section 1.01 of the
     Receivables Purchase Agreement is amended by inserting ", as amended
     by the letter dated June 7, 1994," after "August 11, 1992" in such
     definition.

          (c)  Section 2.15 of the Receivables Purchase Agreement is
     amended by deleting the date "July 11, 1994" therein and replacing
     such date with the date "August 31, 1994".
           
          ARTICLE II.    Representations.

          The Seller hereby represents and warrants that, after giving
effect to this Amendment:



          (a)  the representations and warranties set forth in Section 5.01
     of the Receivables Purchase Agreement are true on the date hereof as
     if made on and as of the date hereof except as such representations
     and warranties specifically relate to an earlier date and as if each
     reference to the "Receivables Purchase Agreement" in said Section 5.01
     was deemed to be a reference to the Receivables Purchase Agreement as
     amended by this Amendment; and

          (b)  there shall exist no Termination Event or Potential
     Termination Event under the Receivables Purchase Agreement.


          ARTICLE III.   Status of the Receivables Purchase Agreement.

          Except as otherwise expressly provided herein, all terms and
conditions of the Receivables Purchase Agreement are ratified and shall
remain unchanged and continue in full force and effect.  Each reference in
the Receivables Purchase Agreement to such Agreement or any exhibit thereto
shall mean and be a reference to the Receivables Purchase Agreement and the
exhibits thereto as amended hereby.


          ARTICLE IV.    Condition Precedent.

          The amendment to the Receivables Purchase Agreement set forth in
Article I hereof shall become effective upon the execution and delivery of
this Amendment by each of the parties hereto.  

          ARTICLE V.     Governing Law.

          This Amendment shall be governed by and construed in accordance
with the laws of the State of New York.

          ARTICLE VI.    Counterparts.

          This Amendment may be executed in any number of counterparts, all
of which taken together shall constitute one  agreement, and any of the
parties hereto may execute this Amendment by signing such counterpart.



          IN WITNESS WHEREOF, each of the parties hereto have caused a
counterpart of this Amendment to be duly executed as of the date first
above written.

                                   DELAWARE FUNDING CORPORATION

                                   by:  J.P. Morgan Delaware,
                                          as attorney-in-fact
                                          for Delaware Funding
                                          Corporation


                                   by:____________________________
                                      Authorized Signatory

                                      ____________________________
                                      Title



                                   CONE MILLS CORPORATION


                                   by:____________________________
                                      Authorized Signatory

                                      ____________________________
                                      Title