UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                                 AMENDMENT NO. 1

                                   Culp, Inc.
                                (Name of Issuer)

                     Common Stock, par value $0.05 per share
                         (Title of Class of Securities)

                                   230215 10 5
                                 (CUSIP Number)

                                December 31, 2006
             (Date of Event Which Requires Filing of this Statement)

     Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

          [ ]  Rule 13d-1(b)

          [X]  Rule 13d-1(c)

          [ ]  Rule 13d-1(d)

*    The remainder of this cover page shall be filled out for a reporting
     person's initial filing on this form with respect to the subject class of
     securities, and for any subsequent amendment containing information which
     would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 (the "Act") or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however, see the
Notes).



                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 2 OF 7 PAGES
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1    NAME OF REPORTING PERSON
     R. Scott Asen
     I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

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2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
     Not Applicable                                                      (a) [ ]
                                                                         (b) [ ]
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3    SEC USE ONLY

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4    CITIZENSHIP OR PLACE OF ORGANIZATION
     United States of America

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               5    SOLE VOTING POWER
   NUMBER           685,300
     OF        -----------------------------------------------------------------
   SHARES      6    SHARED VOTING POWER
BENEFICIALLY        57,000*
  OWNED BY     -----------------------------------------------------------------
    EACH       7    SOLE DISPOSITIVE POWER
  REPORTING         685,300
 PERSON WITH   -----------------------------------------------------------------
               8    SHARED DISPOSITIVE POWER
                    57,000*
--------------------------------------------------------------------------------
9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     742,300 shares

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10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
     (See Instructions)
     Not applicable                                                          [ ]

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11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
     6.4%

--------------------------------------------------------------------------------
12   TYPE OF REPORTING PERSON (See Instructions)
     IN

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                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 3 OF 7 PAGES
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*    Consists of shares held by certain Managed Accounts, as to which the
     Reporting Person disclaims beneficial ownership (see Item 4).

     This Amendment No. 1 amends the Statement on Schedule 13G filed by the
     Reporting Person with the United States Securities and Exchange Commission
     on December 18, 2006.



                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 4 OF 7 PAGES
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ITEM 1(A).   NAME OF ISSUER:

             Culp, Inc.

ITEM 1(B).   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

             1823 Eastchester Drive
             High Point, NC 27265

ITEM 2(A).   NAME OF PERSON FILING:

             R. Scott Asen (the "Reporting Person")

ITEM 2(B).   ADDRESS OF PRINCIPAL BUSINESS OFFICES OR, IF NONE, RESIDENCE:

             Asen and Co.
             224 East 49th St.
             New York, New York 10017

ITEM 2(C).   CITIZENSHIP:

             The Reporting Person is a citizen of the United States of America.

ITEM 2(D).   TITLE OF CLASS OF SECURITIES:

             Common Stock, par value $0.05 per share

ITEM 2(E).   CUSIP NUMBER:

             230215 10 5

ITEM 3.      IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13D-1(B) OR
             240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

             Not applicable.

ITEM 4.      OWNERSHIP

     Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.

     (a) Amount beneficially owned:



                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 5 OF 7 PAGES
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     The Reporting Person directly owns 685,300 shares. The Reporting Person is
the President of Asen and Co., which provides certain advisory services to
accounts (the "Managed Accounts") that own 57,000 shares. The Reporting Person
may be deemed to beneficially own the shares held by the Managed Accounts, but
the Reporting Person disclaims beneficial ownership of such shares.

     (b) Percent of class:

     6.4%, consisting of: (1) 685,300 shares owned directly by the Reporting
Person, which represent approximately 5.9% of the issued and outstanding shares
of Common Stock of the Issuer and (2) 57,000 shares owned by the Managed
Accounts, which represent approximately 0.5% of the issued and outstanding
shares of Common Stock of the issuer.

     The foregoing percentages are calculated based on 11,686,959 shares of
Common Stock outstanding as of October 29, 2006, as reported in the issuer's
quarterly report on Form 10-Q filed with the Securities and Exchange Commission
on December 8, 2006.

     (c) Number of shares as to which such person has:

          (i)  Sole power to vote or direct the vote:

               The Reporting Person has sole voting power over 685,300 shares
which he owns directly.

          (ii) Shared power to vote or direct the vote:

               The Reporting Person has shared voting power over 57,000 shares
owned by the Managed Accounts. The Reporting Person disclaims beneficial
ownership of such shares.

          (iii) Sole power to dispose or to direct the disposition of:

               The Reporting Person has sole dispositive power over 685,300
shares which he owns directly.

          (iv) Shared power to dispose or to direct the disposition of:

               The Reporting Person has shared dispositive power over 57,000
shares owned by the Managed Accounts. The Reporting Person disclaims beneficial
ownership of such shares.

ITEM 5.      OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

             Not applicable



                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 6 OF 7 PAGES
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ITEM 6.      OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

             See response to Item 4.

ITEM 7.      IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
             THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

             Not applicable

ITEM 8.      IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

             Not applicable

ITEM 9.      NOTICE OF DISSOLUTION OF GROUP.

             Not applicable

ITEM 10.     CERTIFICATION.

     By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.



                                  SCHEDULE 13G

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CUSIP NO. 230215 10 5                                          PAGE 7 OF 7 PAGES
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                                    SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

                                        Dated: January 29, 2007


                                        By: /s/ R. Scott Asen
                                            ------------------------------------
                                            R. Scott Asen