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): February 14, 2001


                             CHARLES & COLVARD, LTD.
             (Exact name of Registrant as specified in its charter)



      North Carolina                      0-23329              56-0308470
(State or other jurisdiction of     (Commission File No.)    (IRS Employer
incorporation or organization)                             Identification No.)





                             3800 Gateway Boulevard
                                    Suite 310
                        Morrisville, North Carolina 27560
          (Address of principal executive offices, including zip code)
                                 (919) 468-0399
              (Registrant's telephone number, including area code)



                        (Former name or Former Address if
                           Changed Since Last Report)



ITEM 5.    Other Events.

         Charles & Colvard, Ltd. (the "Company") has extended the expiration
date of its offering of common stock pursuant to nontransferable subscription
rights until 5 p.m., Eastern Standard Time, on February 16, 2001, unless further
extended. As of the February 14, 2001, in excess of $5 million in subscriptions
had been received by the subscription agent. Also, the subscription agent had
received in excess of $1 million in additional funds for which subscription
documents had not been received.

          A copy of the press release issued by the Company, that discusses the
offering, is filed herewith as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

           (c)    Exhibits
                  --------

           99.1     Press Release dated February 15, 2001.




                                    SIGNATURE

           Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                   CHARLES & COLVARD, LTD.


Date: February 15, 2001            By: /s/ Robert S. Thomas
                                        ---------------------------------------
                                           Robert S. Thomas
                                           President and Chief Executive Officer

EX-99.1

                                                                    Exhibit 99.1


                         [CHARLES & COLVARD LETTERHEAD]



For Immediate Release                Press Contact: Jessica Blue, Richard French
                                     & Associates:  919-832-6300
                                     Investor contact:  Bob Thomas, President &
                                     CEO, Charles & Colvard, Ltd.:  919-468-0399

                           Charles & Colvard Announces
                          Extension of Rights Offering


MORRISVILLE, N.C., February 15, 2001 -- Charles & Colvard, Ltd. (Nasdaq: CTHR)
today announced that it is extending the expiration date of its offering of
common stock pursuant to nontransferable subscription rights until 5 p.m.,
Eastern Standard Time, on February 16, 2001, unless further extended. As of the
February 14, 2001, in excess of $5 million in subscriptions had been received by
the subscription agent. Also, the subscription agent had received in excess of
$1 million in additional funds for which subscription documents had not been
received.

This press release shall not constitute an offer to sell, or the solicitation of
an offer to buy, nor shall there be any sale of these securities in any State in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of that State.

Charles & Colvard, based in the Research Triangle Park area of North Carolina,
became a public company in 1997. For more information, please access
www.moissanite.com.

This press release contains forward-looking statements that relate to the
company's future plans and objectives. These statements are subject to numerous
risks and uncertainties, including without limitation the limited operating
history upon which the company and its prospects can be evaluated, the need for
further development of the company's products, the company's reliance on Cree,
Inc. as a developer and supplier of silicon carbide crystals, the small size of
the current market for the company's products and uncertainty of market
acceptance and demand for such products in the future. These and other risks and
uncertainties, which are detailed in the company's filings with the SEC
including Forms 10-K and 10-Q, could cause actual results and developments to be
materially different from those expressed or implied by any of the
forward-looking statements included in this press release.

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