SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                   ----------

                                  SCHEDULE 13G
                                 (RULE 13d-102)

            INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                               V.F. Corporation
- ------------------------------------------------------------------------------
                                (Name of Issuer)

                                 Common Stock
- ------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   918204108
- ------------------------------------------------------------------------------
                                 (CUSIP Number)

                                January 31, 1999
             ------------------------------------------------------
            (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)

CUSIP No.  918204108                                         Page 1 of 4 Pages

    1)  Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
        persons
        Ursula F. Fairbairn


    2)  Check the Appropriate Box if a Member of a Group (See Instructions)
        a)   [   ]
        b)   [   ]

    3)  SEC USE ONLY


    4)  Citizenship or Place of Organization               United States 


    Number of Shares             5) Sole Voting Power              14,330+
    Beneficially Owned     
    By Each Reporting
    Person With                  6) Shared Voting Power        22,923,288*      


                                 7) Sole Dispositive Power         14,330+  

                            
                                 8) Shared Dispositive Power   22,923,288*


    9)  Aggregate Amount Beneficially Owned by Each Reporting Person  22,937,618

                                                                      
   10)  Check if the Aggregate Amount in Row (9) Excludes Certain Shares
        (See Instructions)                                               [   ]


   11)  Percent of Class Represented by Amount in Row (9)                 19.1


   12)  Type of Reporting Person (See Instructions)                         IN
 

   + Includes currently exercisable options for 12,600 shares.

   * Ms. Fairbairn is Co-Trustee with PNC Bank, National Association and 
     M. Rust Sharp with respect to these shares.     

ITEM 1(a) - NAME OF ISSUER: 
                      V.F. Corporation

ITEM 1(b) - ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
                      628 Green Valley Road, Suite 500
                      Greensboro, NC 27408

ITEM 2(a) - NAME OF PERSON FILING:
                      Ursula F. Fairbairn

ITEM 2(b) - ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE:
                      American Express Company
                      200 Vesey Street
                      New York, NY 10285-5101

ITEM 2(c) - CITIZENSHIP:         
                      U.S.

ITEM 2(d) - TITLE OF CLASS OF SECURITIES:
                      Common Stock

ITEM 2(e) - CUSIP NUMBER:
                      918204108

ITEM 3 - IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(c), CHECK THIS BOX.
                                                                          [X]

ITEM 4 - OWNERSHIP:

The following information is as of January 31, 1999:

(a) Amount Beneficially Owned:                                22,937,618 shares
                                                                     
(b) Percent of Class:                                                      19.1
                                                                     
(c) Number of shares to which such person has:
       (i) sole power to vote or to direct the vote                      14,330+
      (ii) shared power to vote or to direct the vote                22,923,288*
     (iii) sole power to dispose or to direct the disposition of         14,330+
      (iv) shared power to dispose or to direct the disposition of   22,923,288*

+ Includes currently exercisable options for 12,600 shares.

* Ms. Fairbairn is Co-Trustee with PNC Bank, National Association and 
  M. Rust Sharp with respect to these shares.

ITEMS 5 THROUGH 10: Not applicable.
                                    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.


         February 10, 1999
         --------------------------------------------
         Date

         /s/ Ursula F. Fairbairn
         --------------------------------------------
         Signature - Ursula F. Fairbairn