Textiles are re-cycled by grinding and scatter-laying onto a needle-punched web optionally containing low-melting material, followed by laying a second needle-punched web over the scattered layer and re-needling the three layers before applying heat or heat and pressure to activate the low-melting ground material present within the layers. Additional low-melt ground material is optionally blended into the ground textile if low melt components are absent or insufficient to bond the composite. The ground material is driven and dispersed into the surrounding web layers with at least part of the material being adjacent the two outer surfaces. The physical properties of the composite can be adjusted by selecting suitable combinations including but not limited to needling stroke depth, needling density, needle gage, low-melt content, heat finishing conditions, and relative layer weights. The final composites can optionally be reintroduced into the original end use and include significant percentages of recycled material.