<PAGE>

                                                                     EXHIBIT 4.6

                           Incorporated under the laws
                            of the State of Delaware

                              PILLOWTEX CORPORATION

-NUMBER-                                                       -SHARES-

                                                         CUSIP NO. 721506 10 3
THIS CERTIFICATE IS TRANSFERABLE IN
NEW YORK, NY AND RIDGEFIELD PARK, NJ

                                                          SEE REVERSE FOR
                                                          CERTAIN DEFINITIONS

THIS CERTIFIES THAT _____________________

IS THE OWNER OF _________________________

              FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK,
                          $.01 PAR VALUE PER SHARE, OF

                              PILLOWTEX CORPORATION

(herein called the "Corporation") transferable on the books of the Corporation
by the holder hereof, in person or by duly authorized attorney, upon surrender
of this Certificate properly endorsed or accompanied by a proper assignment.
This Certificate and the shares represented hereby are issued under and shall be
held subject to all of the provisions of the Certificate of Incorporation and
the Bylaws of the Corporation, and all amendments thereto, copies of which are
on file at the principal offices of the Corporation and the Transfer Agent, to
all of which the holder of this Certificate, by acceptance hereof, assents. This
Certificate is not valid unless countersigned by the Transfer Agent and
registered by the Registrar of the Corporation.

     IN WITNESS WHEREOF, the Corporation has caused the facsimile signatures of
its duly authorized officers and its facsimile seal to be hereunto affixed.

DATED:

/s/ ANTHONY WILLIAMS                          COUNTERSIGNED AND REGISTERED:
President and Chief Operating Officer

                                               MELLON INVESTOR SERVICES LLC
                                               TRANSFER AGENT AND REGISTRAR

/s/ JOHN F. STERLING                          BY:
Secretary                                        -------------------------------
                                                    Authorized Signature

<PAGE>

                              PILLOWTEX CORPORATION

The Corporation will furnish to any stockholder, upon request and without
charge, a full statement of the powers, designations, preferences and relative,
participating, optional or other special rights of each class of stock or series
thereof which the Corporation is authorized to issue and the qualifications,
limitations or restrictions of such preferences and/or rights of each such class
or stock or series thereof. Any such request should be made to the Secretary of
the Corporation at its principal place of business or to the Transfer Agent and
Registrar.

     The following abbreviations, when used in the inscription on the face of
this certificate, shall be construed as though they were written out in full
according to the applicable laws or regulations:
<TABLE>
<S>         <C>                                         <C>
TEN COM   - as tenants in common                        UNIF GIFT MIN ACT-   ______ Custodian _______
TEN ENT   - as tenants by the entireties                                     (Cust)           (Minor)
JT TEN    - as joint tenants with right of survivorship                   Under Uniform Gifts to Minors
                      and not as tenants in common                        Act _____________________
                                                                                     (State)
</TABLE>

     Additional abbreviations may also be used though not in the above list.

For Value Received, _______________________ hereby sell(s), assign and
transfer(s) unto


PLEASE INSERT SOCIAL SECURITY NUMBER OR
   IDENTIFYING NUMBER OF ASSIGNEE
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                   PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS,
                     INCLUDING POSTAL ZIP CODE, OF ASSIGNEE

                                                                          Shares
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of the Common Stock represented by the within Certificate, and do(es) hereby
irrevocably constitute and appoint

                                                                     Attorney to
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transfer the said stock on the books of the within-named Corporation with full
power of substitution in the premises.

Dated
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                                     SIGNATURE OF REGISTERED OWNER(S):


                            NOTICE:  X
                                      ------------------------------------------
                                                   (SIGNATURE)

                                     X
                                      ------------------------------------------
                                                   (SIGNATURE)

NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) OF
THE REGISTERED OWNER(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY
PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.

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THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION AS
DEFINED IN RULE 17Ad-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
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SIGNATURE(S) GUARANTEED BY:





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