UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-Q


[X]  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
SECURITIES  EXCHANGE  ACT  OF  1934

For  the  quarterly  period  ended  March  30,  2002
OR
[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15  (d)  OF  THE
     SECURITIES  EXCHANGE  ACT  OF  1934

For the transition period from              to
                               ------------    ------------

Commission File number  333-376-17

                                DELTA MILLS, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

                  DELAWARE                            13-2677657
        ------------------------------            -------------------
       (State or other jurisdiction of            (I.R.S. Employer
        Incorporation or organization)            Identification No.)


P.O. Box 6126
100 Augusta Street
Greenville, South Carolina                               29606
---------------------------------------                ---------
(Address of principal executive offices)               (Zip Code)

                                  864\255-4122
              ---------------------------------------------------
              (Registrant's telephone number, including area code)

                                (Not Applicable)
    --------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
                                    report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.  Yes  [X]  No  [ ].

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock, as of the latest practicable date. Common Stock, $.01 Par Value--
100 shares as of May 14, 2002.

THE  REGISTRANT  MEETS  THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS H(1)(a)
AND  H(1)(b)  OF  FORM  10-Q  AND IS THEREFORE FILING THIS FORM WITH THE REDUCED
DISCLOSURE  FORMAT.


<PAGE>
<TABLE>
<CAPTION>
DELTA MILLS, INC.
                                                  INDEX


PART I.  FINANCIAL INFORMATION
<S>                                                                                                 <C>
                                                                                                    Page
Item 1.  Financial Statements (Unaudited)

Condensed consolidated balance sheets-March 30, 2002 and June 30, 2001                              3

Condensed consolidated statements of operations--
         Three and Nine months ended March 30, 2002 and March 31, 2001                              4

Condensed consolidated statements of cash flows--
         Nine months ended March 30, 2002 and March 31, 2001                                        5

Notes to condensed consolidated financial statements-March 30, 2002                                 6-7


Item 2.  Management's Discussion and Analysis of  Financial Condition and Results of Operations     8-10



PART II. OTHER INFORMATION

Item 1.  Legal Proceedings                                                                          11

Item 2.  Changes in Securities and use of Proceeds                                                  11

Item 3.  Defaults upon Senior Securities                                                            11

Item 4.  Submission of Matters to a Vote of Security Holders                                        11

Item 5.  Other Information                                                                          11

Item 6.  Exhibits and Reports on Form 8-K                                                           11


SIGNATURES                                                                                          12
</TABLE>


                                        2
<PAGE>
PART I.  FINANCIAL INFORMATION
------------------------------

ITEM 1.  FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS
Delta Mills, Inc. (In Thousands, except share amounts)

<TABLE>
<CAPTION>
                                                         March 30, 2002    June 30, 2001
                                                        ----------------  ---------------
                                                          (Unaudited)
<S>                                                     <C>               <C>
ASSETS
CURRENT ASSETS
  Cash and cash equivalents                             $         2,846   $       11,715
  Accounts receivable:
     Factor and other                                            42,676           37,621
     Due from Affiliates                                                              34
                                                        ----------------  ---------------
                                                                 42,676           37,655
     Less allowances for doubtful accounts and returns               51               51
                                                        ----------------  ---------------
                                                                 42,625           37,604
  Inventories
     Finished goods                                               6,493           13,241
     Work in process                                             22,234           23,195
     Raw materials and supplies                                   5,752            6,766
                                                        ----------------  ---------------
                                                                 34,479           43,202

     Deferred income taxes                                        2,598            1,968
     Other assets                                                   360              547
                                                        ----------------  ---------------
                    TOTAL CURRENT ASSETS                         82,908           95,036

PROPERTY, PLANT AND EQUIPMENT
     Cost                                                       172,022          166,226
     Accumulated depreciation                                    96,242           81,195
                                                        ----------------  ---------------
                                                                 75,780           85,031

DEFERRED LOAN COSTS                                               1,364            1,680
                                                        ----------------  ---------------
                                                        $       160,052   $      181,747
                                                        ================  ===============
LIABILITIES AND SHAREHOLDER'S EQUITY
CURRENT LIABILITIES
  Trade accounts payable                                $         9,500   $        8,571
  Accrued employee compensation                                   1,370            2,339
  Accrued and sundry liabilities                                 18,185           19,856
                                                        ----------------  ---------------
                    TOTAL CURRENT LIABILITIES                    29,055           30,766


LONG-TERM DEBT                                                   82,815           83,815
DEFERRED INCOME TAXES                                             4,691           11,186
DEFERRED COMPENSATION                                             7,112            6,599
SHAREHOLDER'S EQUITY
  Common Stock - par value $.01 a share - authorized
    3000 shares, issued and outstanding 100 shares
  Additional paid-in capital                                     51,792           51,792
  Accumulated deficit                                           (15,413)          (2,411)
                                                        ----------------  ---------------
                                                                 36,379           49,381
Commitments and Contingencies
                                                        ----------------  ---------------
                                                        $       160,052   $      181,747
                                                        ================  ===============
</TABLE>

See notes to consolidated financial statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Delta Mills, Inc.(In Thousands)

                                         Three           Three            Nine            Nine
                                      Months Ended    Months Ended    Months Ended    Months Ended
                                        March 30       March 31,        March 30       March 31,
                                          2002            2001            2002            2001
                                     --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>
Net sales                            $      41,190   $      52,991   $     122,307   $     175,887
Cost of goods sold                          40,128          50,795         118,458         158,500
                                     --------------  --------------  --------------  --------------
Gross profit                                 1,062           2,196           3,849          17,387

Selling, general and
   administrative expenses                   3,033           3,169           8,496          10,103
Impairment and
       restructuring charges                                                 8,683
Other income                                    55               3              86             380
                                     --------------  --------------  --------------  --------------
  Operating Profit (Loss)                   (1,916)           (970)        (13,244)          7,664

Interest (expense) income:
  Interest expense                          (2,403)         (2,666)         (7,402)         (8,302)
  Interest income                               51              73             184             481
                                     --------------  --------------  --------------  --------------
                                            (2,352)         (2,593)         (7,218)         (7,821)
                                     --------------  --------------  --------------  --------------
Loss before Income
Taxes and Extraordinary Items               (4,268)         (3,563)        (20,462)           (157)

Income tax benefit                          (1,496)         (1,266)         (7,135)            (45)
                                     --------------  --------------  --------------  --------------
Loss before
Extraordinary Item                          (2,772)         (2,297)        (13,327)           (112)

Extraordinary Gain
   (Net of Taxes)                              325                             325           1,585

                                     --------------  --------------  --------------  --------------
Net Income (Loss)                          ($2,447)        ($2,297)       ($13,002)  $       1,473
                                     ==============  ==============  ==============  ==============
</TABLE>

See notes to consolidated financial statements.


                                        4
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Delta Mills, Inc. (In Thousands)


                                                           For the Nine Months Ended
                                                       March 30, 2002    March 31, 2001
                                                      ----------------  ----------------
<S>                                                   <C>               <C>
OPERATING ACTIVITIES
  Net income (loss)                                   $       (13,002)  $         1,473
  Adjustments to reconcile net income (loss) to net
     cash provided (used) by operating activities:
     Depreciation                                               6,836             8,204
     Amortization                                                 316               318
     Decrease in deferred loan costs                                                783
     Gain on early retirement of debt                            (500)           (3,242)
     Provision for impairment and restructuring                 8,683
     Provision for deferred income taxes                       (7,124)           (1,176)
     Gain on disposition of property and equipment                                 (341)
     Deferred compensation                                        513               631
     Changes in operating assets and liabilities                1,695            11,867
                                                      ----------------  ----------------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES               (2,583)           18,517

INVESTING ACTIVITIES
  Property, plant and equipment:
     Purchases                                                 (5,786)           (4,612)
     Proceeds of dispositions                                                       450
                                                      ----------------  ----------------
         NET CASH (USED) BY INVESTING ACTIVITIES               (5,786)           (4,162)

FINANCING ACTIVITIES
  Proceeds from revolving lines of credit                                         3,003
  Repayments of revolving lines of credit                                        (3,003)
  Repurchase and retirement of long term debt                    (500)          (28,021)
  Dividends paid                                                                 (2,900)
                                                      ----------------  ----------------
         NET CASH (USED)  BY FINANCING ACTIVITIES                (500)          (30,921)
                                                      ----------------  ----------------

DECREASE IN CASH AND CASH EQUIVALENTS                          (8,869)          (16,566)

Cash and cash equivalents at beginning of year                 11,715            18,287
                                                      ----------------  ----------------
CASH AND CASH EQUIVALENTS AT END OF QUARTER           $         2,846   $         1,721
                                                      ================  ================
</TABLE>

See notes to consolidated financial statements.


                                        5
<PAGE>
DELTA MILLS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  (UNAUDITED)

NOTE A--BASIS OF PRESENTATION

The accompanying unaudited consolidated condensed financial statements of Delta
Mills, Inc. ("the Company") have been prepared in accordance with accounting
principles generally accepted in the United States of America for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X.  Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the United
States of America for complete financial statements.  In the opinion of
management, all adjustments consisting of only normal recurring accruals
considered necessary for a fair presentation have been included.  Operating
results for the three months ended March 30, 2002 are not necessarily indicative
of the results that may be expected for the year ending June 29, 2002.  For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Company's annual report on Form 10-K for the
year ended June 30, 2001.

NOTE B--SUMMARIZED FINANCIAL INFORMATION OF SUBSIDIARY

Delta Mills Marketing, Inc. (the "Guarantor") is a wholly-owned subsidiary of
the Company and has fully and unconditionally guaranteed (the "Guarantee") the
Company's payment of principal, premium, if any, interest and certain liquidated
damages, if any, on the Company's Senior Notes.  The Guarantor's liability under
the Guarantee is limited to such amount, the payment of which would not have
left the Guarantor insolvent or with unreasonably small capital at the time its
Guarantee was entered into, after giving effect to the incurrence of existing
indebtedness immediately prior to such time.

The Guarantor is the sole subsidiary of the Company and does not comprise a
material portion of the Company's assets or operations.  All future subsidiaries
of the Company will provide guarantees identical to the one described in the
preceding paragraph unless such future subsidiaries are Receivables Subsidiaries
(as defined in the indenture relating to the Notes).  Such additional guarantees
will be joint and several with the Guarantee of the Guarantor.

The Company has not presented separate financial statements or other disclosures
concerning the Guarantor because Company management has determined that such
information is not material to investors.

Summarized financial information for the Guarantor is as follows (in thousands):

                                        March 30, 2002   June 30, 2001
                                        ---------------  --------------
        Current assets                             150             142
        Noncurrent assets                           69              88
        Current Liabilities                      2,681           2,036
        Noncurrent liabilities                   1,071             660
        Stockholders' equity (deficit)          (3,533)         (2,466)

Summarized results of operations for the Guarantor are as follows (in
thousands):

<TABLE>
<CAPTION>
                                                          Nine Months Ended
                                                   ----------------------------------
                                                    March 30, 2002    March 31, 2001
                                                   ----------------  ----------------
<S>                                                <C>               <C>
        Net sales -intercompany commissions        $         1,996   $         2,902
        Cost and expenses                                    3,063             3,144
        Income (loss) from continuing operations            (1,067)             (242)
        Net (loss)                                          (1,067)             (242)
</TABLE>


                                        6
<PAGE>
NOTE C-LONG-TERM DEBT, CREDIT ARRANGEMENTS, AND NOTES PAYABLE

On August 25, 1997 the Company issued $150 million of unsecured ten-year Senior
Notes at an interest rate of 9.625%. These notes will mature in August 2007.  At
March 30, 2002, the outstanding balance of the notes was $82,815,000, a decrease
of $1,000,000 from the balance at June 30, 2001.

The  Company has completed a "Modified Dutch Auction" tender offer for a portion
of its Senior Notes.  The offer commenced on April 3, 2002 and expired on May 1,
2002 as scheduled. As of the expiration, a total principal amount of $34,996,000
of  notes  was  tendered by holders of the notes and accepted for payment by the
Company.  The  "Clearing  Price" of $525 per $1,000 principal amount was paid on
May 6, 2002 to all holders who tendered their notes. The Company paid a total of
$18,372,900,  plus  accrued  interest of $608,177, to repurchase notes.  To fund
this  transaction,  Delta  Mills  used  available cash plus borrowings of  $14.2
million  from  its  revolving  credit facility and $3.4 million from its parent,
Delta  Woodside  Industries,  Inc.

On March 31, 2000 the Company obtained a secured four-year $50 million revolving
credit  facility.  Borrowings  under  this credit facility are based on eligible
accounts  receivable  and  inventory  of the Company, subject to a maximum $37.5
million  availability  limit as a result of a March 31, 2002 amendment described
below. The facility is secured by the accounts receivable, inventory and capital
stock  of  the  Company.  The interest rate on the credit facility is based on a
spread  over either LIBOR or a base rate. At each of June 30, 2001 and March 30,
2002,  no  amounts  were  outstanding  under  this  facility.

The credit facility contains restrictive covenants that, among other things,
require that the Delta Mills' Maximum Leverage Ratio, as defined therein, not
exceed specified amounts.  The agreement also restricts additional indebtedness,
dividends, and capital expenditures.  The payment of dividends with respect to
the Company's stock is permitted if there is no event of default and there is at
least $1 of availability under the facility. An amendment of October 5, 2001
substantially increased the permitted leverage ratio for the preceding four
quarters ending with the third quarter of fiscal year 2002, and slightly reduced
the permitted leverage ratio for the four quarters ending with the fourth fiscal
quarter of fiscal year 2002 and subsequent quarters that Delta Mills is required
to maintain pursuant to covenants in the agreement.  This amendment also extends
the term of the Revolving Credit Agreement to March 31, 2004, includes the
lender's consent to the sale of Delta Mills' Furman Plant, which was announced
August 22, 2001, and allows Delta Mills to exclude from the calculation of the
leverage ratio the closing costs and continuing costs associated with the
closing of its Furman Plant.  Effective March 31, 2002, Delta Mills amended its
$50 million credit facility, eliminating the permitted leverage ratio covenant
and adding a $12.5 million minimum availability requirement.  Under the minimum
availability requirement, Delta Mills' availability for borrowings cannot exceed
$37.5 million.  During the three months ended March 30, 2002, the Company did
not pay any dividends to Delta Woodside Industries, Inc.

The Company assigns a substantial portion of its trade accounts receivable to
GMAC Commercial Credit LLC (the Factor) under a factor agreement.  The
assignment of these receivables is primarily without recourse, provided that
customer orders are approved by the Factor prior to shipment of goods, up to a
maximum for each individual account.  The assigned trade accounts receivables
are recorded on the Company's books at full value and represent amounts due the
Company from the Factor.  There are no advances from the Factor against the
assigned receivables.  All factoring fees are recorded on the Company's books as
incurred as a part of General and Administrative Expense.


                                        7
<PAGE>
Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

The following discussion contains certain "forward-looking statements".  All
statements, other than statements of historical fact, that address activities,
events or developments that the Company expects or anticipates will or may occur
in the future, including such matters as future revenues, future cost savings,
future capital expenditures, business strategy, competitive strengths, goals,
plans, references to future success and other such information are
forward-looking statements.  The words "estimate", "project", "anticipate",
"expect", "intend", "believe" and similar expressions are intended to identify
forward-looking statements.

The forward-looking statements in this Quarterly Report are based on the
Company's expectations and are subject to a number of business risks and
uncertainties, any of which could cause actual results to differ materially from
those set forth in or implied by the forward-looking statements.  These risks
and uncertainties include, among others, changes in the retail demand for
apparel products, the cost of raw materials, competitive conditions in the
apparel and textile industries, the relative strength of the United States
dollar as against other currencies, changes in United States trade regulations
and the discovery of unknown conditions (such as with respect to environmental
matters and similar items).  The Company does not undertake publicly to update
or revise the forward-looking statements even if it becomes clear that any
projected results will not be realized

The Company sells a broad range of woven, finished apparel fabric primarily to
branded apparel manufactures and resellers.  The Company also sells camouflage
fabric and other fabrics used in apparel sold to the United States Department of
Defense.

Net sales for the three months ended March 30, 2002 were $41.2 million as
compared to $53.0 million in the third quarter of the prior fiscal year, a
decrease of 22.3%.  For the nine months ended March 30, 2002, net sales were
$122.3 million as compared to $175.9 million for the nine months ended March 31,
2001, a decrease of 30.5%.  For both the current quarter and the nine months,
the majority of the decline in sales was due to a reduction in sales unit volume
that reflects the downward adjustment in market demand for the apparel industry.
Some sales price declines also contributed to the decline in sales.

Gross profit was $1.1 million and 2.6% of sales in the third quarter of fiscal
year 2002.  This compares to gross profit of $2.2 million and 4.1% of sales in
the prior year quarter. For the nine months ended March 30, 2002, gross profit
was $3.8 million or 3.1% of net sales as compared to $17.4 million or 9.9% of
net sales for the same nine months period of the prior fiscal year. For both the
current quarter and the nine months, the decline in gross profit was due to
decreased production schedules, reduced sales prices and some change in product
mix.   All three factors were caused by the decline in sales and market demand.
The decline in gross profit was somewhat offset by reduced manufacturing costs
as a result of the cost reduction plan put in place at the beginning of fiscal
year 2002.

Selling, general and administrative expense (SG&A) was $3.0 million and 7.4% of
net sales for the third quarter of fiscal year 2002 compared to SG&A of  $3.2
million and 6.0% of net sales for the prior year quarter. The reduction in SG&A
represents reductions in expenses associated with administrative salaries and
various general expense items.  Some of these reductions were part of the cost
reduction plan put in place at the beginning of fiscal year 2002. Selling,
general and administrative expense (SG&A) was $8.5 million and 6.9% of net sales
for the nine months ended March 30, 2002 as compared to SG&A of  $10.1 million
and 5.7% of net sales for the prior year nine months ended March 31, 2001.


                                        8
<PAGE>
RESULTS OF OPERATIONS - CONTINUED

For the third quarter ended March 30, 2002, the Company reported an operating
loss of $1.9 million compared to an operating loss of $1.0 million in the
previous year quarter and an operating loss of $1.1 million in the second
quarter of the current fiscal year. The previous quarter's operating loss
included asset impairment and restructuring charges of $329,000 associated with
closing the Furman Plant, as announced August 22, 2001.  The current quarter's
operating loss included continuing costs of $86,000 associated with closed
facilities. Excluding the asset impairment and continuing costs of closed
facilities, the Company's operating loss during the current quarter would have
been  $1.8 million. For the nine months ended March 30, 2002, the Company's
operating loss was $13.2 million as compared to an operating profit of $7.7
million for the nine months ended March 31, 2001.  The current year results
include an impairment and restructuring charge of $8.7 million related to the
closing of the Company's Furman facility.  Excluding impairment and
restructuring charges and continuing costs of closed facilities, the Company's
operating loss would have been $4.1 million for the nine months ended March 30,
2002.  The decline in operating profit was due to the factors discussed above.

Interest expense net of interest income was $2.4 million for the quarter ended
March 30, 2002, compared to $2.6 million for the prior year quarter. Interest
expense net of interest income for the nine months ended March 30, 2002 was $7.2
million compared to $7.8 million for the same period in fiscal 2001. The
reduction in interest expense is primarily due to the reduction in the senior
notes and was somewhat offset by a reduction in interest income due to a decline
in interest rates and a reduction in cash.

The income tax benefit for the quarter was $1.5 million. This compares to an
income tax benefit of $1.3 million in the previous year quarter. The income tax
benefit for the nine months ended March 30, 2002 was $7.1 million. This compares
to an income tax benefit of $45,000 for the nine months ended March 31, 2001.
The effective tax rate in both years was approximately 35%.

The Company reported a net loss of $2.4 million for the quarter ended March 30,
2002 compared to a net loss of $2.3 million for the quarter ended March 31,
2001. The Company's net loss for the quarter ended March 30, 2002 included an
after tax extraordinary gain of  $325,000 net of taxes of $175,000. The
extraordinary gain occurred when the Company purchased $1.0 million face amount
of its 9 5/8% Senior Notes for $.5 million.  The Company's net loss for the
quarter ended March 30, 2002 included continuing costs of closed facilities of
$56,000 on an after tax basis. The Company reported a net loss of  $13.0 million
for the nine months ended March 30, 2002 compared to net income of $1.5 million
for the nine months ended March 31, 2001. The Company's net income for the nine
months ended March 31, 2001 included an after tax extraordinary gain of $1.6
million net of taxes of $.9 million and the write off of deferred loan costs of
$.8 million. The extraordinary gain occurred when the Company purchased $15.6
million face amount of its 9 5/8% Senior Notes for $13.8 million.  The net loss
for the nine months ended March 30, 2002 included asset impairment and
continuing costs associated with closed facilities of $5.9 million on an after
tax basis.  The decline in net income was due to the factors discussed above.

On August 25, 1997 the Company issued $150 million of unsecured ten-year Senior
Notes at an interest rate of 9.625%. These notes will mature in August 2007.  At
March 30, 2002, the outstanding balance of the notes was $82,815,000, a decrease
of $1,000,000 from the balance at June 30, 2001.

The  Company has completed a "Modified Dutch Auction" tender offer for a portion
of its Senior Notes.  The offer commenced on April 3, 2002 and expired on May 1,
2002 as scheduled. As of the expiration, a total principal amount of $34,996,000
of  notes  was  tendered by holders of the notes and accepted for payment by the
Company.  The  "Clearing  Price" of $525 per $1,000 principal amount was paid on
May 6, 2002 to all holders who tendered their notes. The Company paid a total of
$18,372,900,  plus  accrued  interest of $608,177, to repurchase notes.  To fund
this  transaction,  Delta  Mills  used  available cash plus borrowings of  $14.2
million  from  its  revolving  credit facility and $3.4 million from its parent,
Delta  Woodside  Industries,  Inc.

On March 31, 2000 the Company obtained a secured four-year $50 million revolving
credit  facility.  Borrowings  under  this credit facility are based on eligible
accounts  receivable  and  inventory  of the Company, subject to a maximum $37.5
million  availability  limit as a result of a March 31, 2002 amendment described
below. The facility is secured by the accounts receivable, inventory and capital
stock  of  the  Company.  The interest rate on the credit facility is based on a
spread  over either LIBOR or a base rate. At each of June 30, 2001 and March 30,
2002,  no  amounts  were  outstanding  under  this  facility.


                                        9
<PAGE>
RESULTS OF OPERATIONS - CONTINUED

The credit facility contains restrictive covenants that, among other things,
require that the Delta Mills' Maximum Leverage Ratio, as defined therein, not
exceed specified amounts.  The agreement also restricts additional indebtedness,
dividends, and capital expenditures.  The payment of dividends with respect to
the Company's stock is permitted if there is no event of default and there is at
least $1 of availability under the facility. An amendment of October 5, 2001
substantially increased the permitted leverage ratio for the preceding four
quarters ending with the third quarter of fiscal year 2002, and slightly reduced
the permitted leverage ratio for the four quarters ending with the fourth fiscal
quarter of fiscal year 2002 and subsequent quarters that Delta Mills is required
to maintain pursuant to covenants in the agreement.  This amendment also extends
the term of the Revolving Credit Agreement to March 31, 2004, includes the
lender's consent to the sale of Delta Mills' Furman Plant, which was announced
August 22, 2001, and allows Delta Mills to exclude from the calculation of the
leverage ratio the closing costs and continuing costs associated with the
closing of its Furman Plant.  Effective March 31, 2002, Delta Mills amended its
$50 million credit facility, eliminating the permitted leverage ratio covenant
and adding a $12.5 million minimum availability requirement.  Under the minimum
availability requirement, Delta Mills' availability for borrowings cannot exceed
$37.5 million.  During the three months ended March 30, 2002, the Company did
not pay any dividends to Delta Woodside Industries, Inc.

On October 3, 2001 the FASB issued statement No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets" that is applicable to financial
statements issued for fiscal years beginning after December 15, 2001.  The
FASB's new rules on asset impairment supersede FASB statement No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be Disposed Of", and provide a single accounting model for long-lived assets to
be disposed of.  The Company will adopt the Statement effective for fiscal 2003.
The adoption of this standard is not expected to materially impact the Company.


CRITICAL ACCOUNTING POLICIES

Critical accounting policies are defined as those that are reflective of
significant judgements and uncertainties, and potentially result in materially
different results under different assumptions and conditions.

Impairment  of  Long - Lived Assets: When required by circumstances, the Company
evaluates  the  recoverability of its long - lived assets by comparing estimated
future  undiscounted cash flows with the asset's carrying amount to determine if
a  write  -  down  to  fair  value  is  required.


                                       10
<PAGE>
PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings*

Item 2.   Changes in Securities and Use of Proceeds*

Item 3.   Defaults upon Senior Securities*

Item 4.   Submission of Matters to a Vote of Security Holders*

Item 5.   Other Information*

Item 6.   Exhibits and Reports on Form 8-K

          a)   Listing  of  Exhibits

4.3.1.2        Consent and Amendment to Credit Agreement and Other Documents,
               dated as of October 5, 2001.

4.3.1.3        Consent and Amendment to Credit Agreement and Other Documents,
               dated as of  March 31,2002.

          b)   No  report  on Form 8-K was filed during the fiscal quarter ended
               March  30,  2002.


* Items 1,2,3,4 and 5 are not applicable.


                                       11
<PAGE>
                                   SIGNATURES



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



                                       Delta Mills, Inc.
                                       -----------------
                                       (Registrant)




Date       May 14, 2002                By: /s/  W.H. Hardman, Jr.
     -----------------------           ---------------------------
                                       W.H. Hardman, Jr.
                                       Chief Financial Officer


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