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  April  1,  2000
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.)

233  North  Main  Street
Hammond  Square,  Suite  200
Greenville,  South  Carolina                                 29601
----------------------------                                ---------
(Address of principal executive offices)                   (Zip Code)

                                  864\232-8301
                                  ------------
              (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  16,  2000.

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.


                                        1
<PAGE>
DELTA  MILLS,  INC.

                                      INDEX

PART  I.  FINANCIAL  INFORMATION

Item  1.  Financial  Statements  (Unaudited)

  Condensed  consolidated  balance  sheets--
  April  1,  2000  and  July  3,  1999                                       3-4

  Condensed  consolidated  statements  of  operations--
  Three months and nine months ended April 1, 2000 and
  March  27,  1999                                                             5

  Condensed  consolidated  statements  of  cash
  flows-Nine  months  ended  April  1,  2000
  and  March  27,  1999                                                        6

  Notes  to  condensed  consolidated  financial
  statements-April  1,  2000                                                 7-8

Item  2.  Management's  Discussion  and  Analysis  of
          Financial  Condition  and  Results  of  Operations                9-10

Item  3.  Quantitative and Qualitative Disclosures About Risk                 10

Part II.  OTHER  INFORMATION

Item  1.  Legal  Proceedings                                                  11

Item  5.  Other  Information                                                  11

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

SIGNATURES                                                                    12


                                        2
<PAGE>
<TABLE>
<CAPTION>

PART  I.  FINANCIAL  INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS

DELTA  MILLS,  INC.

CONDENSED CONSOLIDATED BALANCE SHEETS                April 1,                 July 3,
                                                      2000                     1999
                                                   ----------                ----------
                                                   (Unaudited)

                                                              (In  Thousands)
<S>                                                <C>                       <C>
ASSETS

CURRENT ASSETS

  Cash and cash equivalents                        $  8,330                  $  9,903
  Accounts receivable:
    Factor and other                                 60,474                    69,881
    Affiliates                                        2,822                    12,994
                                                   --------                  --------
                                                     63,296                    82,875
Less allowances for doubtful accounts and returns       228                       291
                                                   --------                  --------
                                                     63,068                    82,584

Inventories:
  Finished goods                                      7,326                     9,122
  Work in process                                    32,525                    29,201
  Raw materials and supplies                          8,485                     7,144
                                                   --------                  --------
                                                     48,336                    45,467

Current assets of discontinued operations               319                       780
Deferred income taxes                                 1,634                     2,482
                                                   --------                  --------
                TOTAL CURRENT ASSETS                121,687                   141,216

PROPERTY, PLANT AND EQUIPMENT
  Cost                                              200,465                   200,723
  Accumulated depreciation                           94,976                    85,743
                                                   --------                  --------
                                                    105,489                   114,980

DEFERRED LOAN COSTS AND OTHER ASSETS                  3,170                     4,755
                                                   --------                  --------
                        TOTAL ASSETS               $230,346                  $260,951
                                                   ========                  ========
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
DELTA  MILLS,  INC

CONDENSED  CONSOLIDATED  BALANCE  SHEETS-Continued

                                                      April 1,               July 3,
                                                        2000                  1999
                                                     ----------             ----------
                                                     (Unaudited)

                                                               (In Thousands)
<S>                                                  <C>                    <C>
LIABILITIES

CURRENT LIABILITIES
  Trade accounts payable                             $ 12,965               $ 15,887
  Payable to affiliates                                 4,795                    571
  Accrued employee compensation                         1,548                  4,014
  Accrued and sundry liabilities                       13,195                 18,381
  Accrued restructuring charges                           290                    750
                                                     --------               ---------
                     TOTAL CURRENT LIABILITIES         32,793                 39,603

LONG-TERM DEBT                                        122,505                150,000
DEFERRED INCOME TAXES                                  15,994                 15,547
OTHER LIABILITIES AND DEFERRED CREDITS                  6,676                  6,040


SHAREHOLDER'S EQUITY
  Common Stock, par value $.01--authorized                  0                      0
    3,000 shares, issued and outstanding 100 shares
  Additional paid-in capital                           51,792                 51,792
  Retained earnings (deficit)                             586                 (2,031)
                                                     --------               ---------
TOTAL SHAREHOLDER'S EQUITY                             52,378                 49,761
                                                     --------               ---------

TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY           $230,346               $260,951
                                                     ========               =========
</TABLE>


                                        4
<PAGE>
DELTA  MILLS,  INC.

<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

                                              Three Months Ended   Nine Months Ended
                                              -------------------  ------------------
                                              April 1,  March 27,  April 1,  March 27
                                                2000      1999      2000       1999
                                              --------  ---------  --------  --------
                                                (In Thousands)      (In Thousands)

<S>                                           <C>       <C>       <C>        <C>
Net sales to non-affiliated parties           $62,185   $73,329   $178,337   $236,164
Net sales to affiliated parties                 8,439     7,720     24,046     24,240
                                              --------  --------  ---------  ---------
Net sales                                      70,624    81,049    202,383    260,404
Cost of goods sold                             61,058    69,364    180,792    215,749
                                              --------  --------  ---------  ---------
Gross profit on sales                           9,566    11,685     21,591     44,655
Selling, general and administrative             3,551     4,094     10,622     12,445
Other (income)                                    419       (59)       327        (62)
                                              --------  --------  ---------  ---------
                     OPERATING PROFIT           5,596     7,650     10,642     32,272

Interest expense (income):
  Interest expense                              4,267     3,999     12,867     13,002
  Interest (income)                              (295)      (48)      (743)      (115)
                                              --------  --------  ---------  ---------
                                                3,972     3,951     12,124     12,887

INCOME (LOSS) FROM CONTINUING
OPERATIONS BEFORE INCOME TAXES                  1,624     3,699     (1,482)    19,385
Income tax expense (benefit)                      706     1,439       (597)     7,542
                                              --------  --------  ---------  ---------

INCOME (LOSS) FROM CONTINUING
OPERATIONS                                        918     2,260       (885)    11,843

Gain on disposal of discontinued operations
  less applicable income taxes                      0     1,141          0      3,773

Gain on extinguishment of debt
  less applicable income taxes                  3,502         0      3,502          0
                                              --------  --------  ---------  ---------


NET INCOME                                    $ 4,420   $ 3,401   $  2,617   $ 15,616
                                              ========  ========  =========  =========
</TABLE>


                                        5
<PAGE>
<TABLE>
<CAPTION>
DELTA  MILLS,  INC.

CONDENSED  CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS  (UNAUDITED)

                                                                Nine Months Ended
                                                           ---------------------------
                                                            April 1,        March 27,
                                                              2000            1999
                                                           ----------       ----------
                                                                 (In Thousands)
<S>                                                        <C>              <C>
OPERATING ACTIVITIES
Net Income                                                 $  2,617         $  15,616

Adjustments to reconcile net income to net cash
  provided by operating activities:
    Discontinued operations                                       0            14,289
    Depreciation                                             10,403            10,541
    Amortization                                                501               466
    Write off of loan origination costs - line of credit        419                 0
    Gain on retirement of debt (pre-tax)                     (5,883)                0
    Other                                                       301             9,098
    Changes in operating assets and liabilities              14,189           (21,653)
                                                           ---------        ----------

NET CASH PROVIDED BY OPERATING ACTIVITIES                    22,547            28,357

INVESTING ACTIVITIES
   Property, plant and equipment:
   Purchases                                                 (3,304)           (6,086)
   Proceeds of dispositions                                     131             1,086
   Investing activities of discontinued operations                0               206
   Other                                                          0                (1)
                                                           ---------         ---------
NET CASH USED BY
                INVESTING ACTIVITIES                         (3,173)           (4,795)

FINANCING ACTIVITIES
  Proceeds from revolving lines of credit                         0            90,365
  Repayments on revolving lines of credit                         0          (113,000)
  Repurchase and retirement of long term debt               (20,897)                0
  Other                                                         (50)             (170)
                                                           ---------        ----------

NET CASH USED
                BY FINANCING ACTIVITIES
                                                            (20,947)          (22,805)
                                                           ---------        ----------

INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                                           (1,573)              757

Cash and cash equivalents at beginning of year                9,903               544
                                                           ---------        ----------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                 $  8,330         $   1,301
                                                           =========        ==========
</TABLE>


                                        6
<PAGE>
DELTA  MILLS,  INC.
NOTES  TO  CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)

April  1,  2000

NOTE  A--BASIS  OF  PRESENTATION

The  accompanying unaudited consolidated condensed financial statements of Delta
Mills,  Inc.  ("the  Company")  have  been prepared in accordance with generally
accepted  accounting  principles  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 generally
accepted  accounting  principles  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  and nine months ended April 1, 2000 are not
necessarily  indicative  of the results that may be expected for the year ending
July  1,  2000.  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  July  3,  1999.

NOTE  B--DISCONTINUED  OPERATIONS

On  March 3, 1998, the Company made the decision to close its Stevcoknit Fabrics
division.   Accordingly,  results  of  that  segment  have  been  reported  as
discontinued  operations.  During  the  first  quarter  of fiscal year 1999, the
Company  reduced the estimate of the cost to close the business and recognized a
credit  of  $2.6 million in discontinued operations, net of income taxes of $1.8
million.

The  assets  of  discontinued business at April 1, 2000 and July 3, 1999, are as
follows:

                                          April 1,    July 3,
(In  thousands)                            2000        1999
                                          -------     -------

Accounts Receivable (net of reserves)     $   302     $   763
  Other current assets                         17          17
                                          -------     -------
     Total current assets                 $   319     $   780
                                          =======     =======



NOTE  C--SUMMARIZED  FINANCIAL  INFORMATION  OF  SUBSIDIARY

Delta  Mills  Marketing,  Inc.  (the  "Guarantor")  does not comprise a material
portion  of the Company's assets or operations.  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 "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.  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.


                                        7
<PAGE>
NOTE  C--SUMMARIZED  FINANCIAL  INFORMATION  OF  SUBSIDIARY  -  CONTINUED

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

                            April 1,     July 3,
                              2000        1999
                            --------    --------

Current  assets             $   194     $   194
Noncurrent  assets              132          71
Current  liabilities            462         560
Noncurrent  liabilities       1,234         980
Stockholder's  (deficit)     (1,370)     (1,275)

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

                                              Nine Months Ended
                                            ---------------------
                                             April 1,   March 27,
                                              2000         1999
                                            ---------   ---------

Net sales - intercompany commissions        $  2,924    $  3,896
Costs and expenses                             3,101       3,435
Income (Loss) from continuing operations        (177)        301
Net  Loss                                        (95)       (394)


NOTE  D--LONG-TERM  DEBT,  CREDIT  ARRANGEMENTS,  AND  NOTES  PAYABLE

On March 31, 2000, the Company replaced its existing bank credit facility with a
new  revolving  credit  facility.  The  new  facility  currently  has  a maximum
availability  limit  of  $65  million.  Borrowings under the new credit facility
will  be  based  on  eligible  accounts  receivable and inventory subject to the
maximum  availability  limit.  The new credit facility has a three-year term and
is  secured  by  the  accounts  receivable,  inventory, and capital stock of the
Company  and Delta Mills Marketing, Inc., the Company's wholly owned subsidiary.
The  interest  rate  of the new credit facility is based on a spread over either
LIBOR  or a base rate.  In connection with this new credit facility, the Company
terminated  its  prior  credit  facility.  On  March  31,  2000,  there  were no
borrowings  outstanding under either the prior credit facility or the new credit
facility.

The  new  credit  facility  contains  restrictive  covenants  which, among other
matters,  require that the Company's Maximum Leverage Ratio not exceed specified
ratios.  The  agreement  also  restricts  additional indebtedness, dividends and
capital  expenditures.  As  of April 1, 2000, the Company was in compliance with
all  covenants  contained  in  the  new  facility.

During  the  quarter ended April 1, 2000, the Company acquired for $20,897,279 a
portion  of its 9 5/8% Senior Notes.  The aggregate principal face amount of the
acquired  Senior  Notes  was  $27,495,000.  Subsequent  to  the end of the third
quarter, the Company acquired for the sum of $2,069,598 an additional portion of
its  9  5/8%  Senior  Notes,  the  aggregate  principal face amount of which was
$2,926,000.


                                        8
<PAGE>
NOTE  E--COMMITMENTS  AND  CONTINGENCIES

On  January  10,  2000, the North Carolina Department of Environment and Natural
Resources  requested  that  Delta  Mills,  Inc.  accept  responsibility  for
investigating  the  discharge  of  hazardous substances at an inactive hazardous
waste  site  known  as the Glen Raven Mills Site, Kings Mountain, North Carolina
(the  "Site").  A  predecessor  by  merger of Delta Mills, Inc., Park Yarn Mills
Company,  Inc.  ("Park  Yarn"),  owned the Site for approximately six (6) years,
from  approximately  1977  to 1983 (prior to the time Delta Mills, Inc. became a
subsidiary  of  Delta Woodside Industries, Inc.).  Delta Mills, Inc. is aware of
no  evidence  that  Park Yarn discharged or deposited any hazardous substance at
the Site or is otherwise a "responsible party" for the Site.  Further, Park Yarn
filed  bankruptcy  and  was  discharged  in  1983.  Although no assurance can be
provided,  any  liability  of Park Yarn for the Site may have been discharged by
the  bankruptcy  order.  Accordingly,  Delta  Mills,  Inc.  has  denied  any
responsibility  at  the  Site,  has  declined  to  undertake  any     activities
concerning  the  Site,  and  has  not  provided  for  any  reserves for costs or
liabilities  attributable  to  Park  Yarn.

On  January  13,  2000, Marion Mills, LLC, a supplier to the Company, brought an
action  against the Company in North Carolina Superior Court in McDowell County,
North  Carolina.  The  plaintiff  seeks actual damages in excess of $1.8 million
and  consequential and incidental damages in excess of $7.4 million.  The actual
damages  claim is based on an alleged failure by the Company to pay in excess of
$1.8 million of invoice amounts.  The consequential and incidental damages claim
is  based  on  the  allegation  that  the Company's failure to pay caused Marion
Mills,  LLC  to  shut down its business.  The Company's position is that it paid
some  of  the  invoices  claimed to be unpaid and did not pay the other invoices
because  of  defects in the goods supplied by the plaintiff (which were returned
per  the  plaintiff's  authorization).  The  Company,  therefore,  denies and is
vigorously  contesting  the  claims.  On  February  23,  2000,  the  case  was
transferred  from  the  state  court to the United States District Court for the
Middle  District  of  North  Carolina.


                                        9
<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
costs,  future  capital  expenditures, business strategy, competitive strengths,
competitive  weaknesses,  goals,  plans,  references  to  future  success  or
difficulties  and other similar information are forward-looking statements.  The
words  "estimate",  "project",  "anticipate", "expect", "intend", "believes" and
similar expressions, and discussions of strategy and intentions, are intended to
identify  forward-looking  statements.

     The  forward-looking  statements  in this Quarterly Report are based on the
Company's expectations and are necessarily dependent upon assumptions, estimates
and  data  that  the  Company  believes  are  reasonable and accurate but may be
incorrect, incomplete or imprecise.  Forward-looking statements are also 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).
Accordingly,  any forward-looking statements do not purport to be predictions of
future  events  or  circumstances  and  may  not  be  realized.

     The  Company  does  not  undertake  to  publicly  update  or  revise  the
forward-looking  statements  even if it becomes clear that any projected results
will  not  be  realized.

The  Company  manufactures  and  sells  finished woven fabrics to non-affiliated
parties  and  manufactures  and  sells  yarn,  primarily  to  Delta  Apparel, an
operation  of another subsidiary of the Company's parent company, Delta Woodside
Industries,  Inc.

Net  sales  to  non-affiliated parties for the third quarter of fiscal year 2000
were $62.2 million as compared to $73.3 million in the same quarter of the prior
fiscal  year, a decrease of 15.2%.  For the nine months ended April 1, 2000, net
sales  to  non-affiliated  parties  were  $178.3  million  as compared to $236.2
million  for  the same period of fiscal 1999, a decrease of 24.5%.  The decrease
in  sales  over  last  year's  quarter reflects the elimination of the Company's
greige business, the downsizing of the synthetic product line, and some downward
adjustment  in  cotton  product sales that started in the first half of the year
due  to  lower  than  expected  demand from certain customers.  Sales of  cotton
products  have decreased 15 % over last year's quarter but are improved over the
previous  two  quarters  of  the  current  year.  The  improvement in the cotton
product  sales  began  in the third quarter and production for cottons was at or
near  full  capacity  for  the  last  two  months of the quarter.  The synthetic
product  lines  were  running  at  approximately  90% of the downsized capacity.
Synthetic sales were down approximately 15% over the last year's quarter.  Sales
decreases  for  the  nine  months  of the year were primarily caused by the same
factors discussed above, except that the downward adjustments were more dramatic
in  the first half of the year.  For the nine months ended April 1, 2000, cotton
sales were down 19% and synthetic sales were down 44% from the nine months ended
March  27,  1999.

Net  sales  to affiliated parties for the third quarter of fiscal year 2000 were
$8.4 million as compared to $7.7 million in the same quarter of the prior fiscal
year.  Affiliated party sales were $24.0 million for the nine months ended April
1, 2000 versus $24.2 million for the same nine-month period of fiscal 1999.  The
increase  was due to an increased demand at the affiliate.  The Company believes
that  the affiliate will continue to purchase yarn throughout the fourth quarter
of  fiscal  year  2000  or  until  the  Rainsford yarn facility is sold to Delta
Apparel,  Inc.  This  sale  of  the  Rainsford  facility is expected to occur in
connection  with  the  Delta  Apparel distribution described in the Form 10/A of
Delta  Apparel,  Inc  (file  no. 1-15583) filed with the Securities and Exchange
Commission  on  May  3, 2000.  The Company currently anticipates that the record
date for the Delta Apparel distribution will be a date in June 2000 and that the
Delta  Apparel  distribution  will  be  completed  in  June  2000.


                                       10
<PAGE>
Item  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
          RESULTS  OF  OPERATIONS  -  CONTINUED

Gross  profit  as  a  percent of sales was 13.5% for the third quarter of fiscal
year  2000  compared  to  14.4%  in  the  prior  year quarter. Gross profit as a
percentage  of  sales  was  10.7%  for  the  nine  months ended April 1, 2000 as
compared  to  17.2% for the same period of fiscal 1999. In addition to the sales
volume  declines  described above, gross profit declined as a result of some raw
material  price  increases  in  the  synthetic  product line and increased price
pressure  in  the  cotton  product  category.

Selling,  general  and  administrative  costs  for  the  third quarter were $3.6
million  and  5.0%  of  sales  compared to $4.1 million and 5.1% of sales in the
prior  year quarter.  Year to date selling, general and administrative costs for
fiscal  2000 were $10.6 million or 5.3% of sales as compared to $12.4 million or
4.8%  of  net sales for the same period of fiscal 1999.  The increase in percent
of  sales  is  a  result  of  the  decline  in  sales  dollars.

The  Company reported net income of $4.4 million for the third quarter of fiscal
year  2000  as compared to net income of $3.4 million in the prior year quarter.
The Company reported net income of $2.6 million for the nine months ended  April
1,  2000  as  compared  to net income of $15.6 million for the nine months ended
March 27, 1999.  The fiscal 2000 third quarter and nine month net income amounts
include $3.5 million of after-tax gain on the extinguishment of debt, due to the
Company's  acquisition of a portion of its Senior Notes, as described below. The
$15.6 million net income figure for 1999 includes a $2.6 million pretax gain for
the  reduction  of  restructuring  reserves  related to discontinued operations.

The  Company's  order  backlog at April 1, 2000 was $79.9 million, down from the
$83.7  million  order  backlog at March 27, 1999 but up from $66.8 million as of
January  1,  2000.  This  increase  over  last quarter is reflective of improved
market  conditions.

Inventory  for  the quarter ended  April 1, 2000 was contained at $48.3 million,
in  line  with  reduced  sales volume.  This compares with inventory of $45.5 at
July  3,  1999  and  $55.5  million  at  March  27,  1999.

On March 31, 2000, the Company replaced its existing bank credit facility with a
new  revolving  credit  facility.  The  new  facility  currently  has  a maximum
availability limit of $65 million.  This level of borrowing availability is more
in  line  with  the  Company's needs and plans.  Borrowings under the new credit
facility  will be based on eligible accounts receivable and inventory subject to
the  maximum  availability limit.  The new credit facility has a three-year term
and  is  secured by the accounts receivable, inventory, and capital stock of the
Company  and Delta Mills Marketing, Inc., the Company's wholly owned subsidiary.
The  interest  rate  of the new credit facility is based on a spread over either
LIBOR  or a base rate.  In connection with this new credit facility, Delta Mills
terminated  its  prior credit facility.  This new credit agreement is more fully
described  in  the  Delta  Mills  8-K  dated  March  31, 2000 and filed with the
Securities  and Exchange Commission on April 13, 2000.  On March 31, 2000, there
were no borrowings outstanding under either the prior credit facility or the new
credit  facility.

The  new  credit  facility  contains  restrictive  covenants  which, among other
matters,  require that the Company's Maximum Leverage Ratio not exceed specified
ratios.  The  agreement  also  restricts  additional indebtedness, dividends and
capital  expenditures.  The  new  credit  facility  does not contain some of the
restrictions  that caused defaults under the prior credit facility.  As of April
1,  2000,  the Company was in compliance with all covenants contained in the new
facility.

During  the  quarter ended April 1, 2000, the Company acquired for $20,897,279 a
portion  of its 9 5/8% Senior Notes.  The aggregate principal face amount of the
acquired  Senior Notes was $27,495,000.  In April 2000, the Company acquired for
the  sum  of  $2,069,598  an  additional portion of its 9 5/8% Senior Notes, the
aggregate  principal  face  amount  of  which  was  $2,926,000.

The  Company  believes  that  cash  flow  generated  by  its  operations will be
sufficient  to  service  its  debt,  to  satisfy  its day to day working capital
requirements  and  to  fund  its  planned  capital  expenditures.


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Item  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

As  a part of the Company's business of converting fiber to finished fabric, the
Company  makes raw cotton purchase commitments and then fixes prices with cotton
merchants who buy from producers and sell to textile manufacturers.  Daily price
fluctuations  are  minimal, yet long-term trends in price movement can result in
unfavorable  pricing  of  cotton.  Before  fixing  prices,  the Company looks at
supply  and  demand  fundamentals,  recent  price  trends and other factors that
affect  cotton  prices.  The  Company  also  reviews  the backlog of orders from
customers as well as the level of fixed price cotton commitments in the industry
in  general.  At  April  1, 2000, a 10% decline in market price of the Company's
fixed price contracts would have a negative impact of approximately $3.2 million
on  the  value  of  the  contracts.

PART  II.  OTHER  INFORMATION

Item  1.       Legal  Proceedings

As  previously  reported in the Company's Form 10-Q for the fiscal quarter ended
January  1,  2000,  on  January  13,  2000, Marion Mills, LLC, a supplier to the
Company,  brought an action against the Company in North Carolina Superior Court
in  McDowell  County,  North  Carolina.  On  February  23,  2000,  the  case was
transferred  from  the  state  court to the United States District Court for the
Middle  District  of  North  Carolina.


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Item  5        Other  Information*

Item  6.       Exhibits  and  Reports  on  Form  8-K

       (a)  Exhibits  required  by  Item  601  of  Regulation  S-K

            10.4.6  Amendment  to  the Delta  Woodside  Industries,  Inc.  Stock
                    Option Plan adopted April 25, 2000.

           10.16.1  Revolving  Credit  and  Security  Agreement,  dated  as  of
                    March 31, 2000,  between GMAC Commercial Credit LLC as agent
                    and lender, and Delta Mills, Inc. as borrower:  Incorporated
                    by reference to Exhibit 99.1 to the Company's Current Report
                    on Form  8-K  dated  March  31,  2000  and  filed  with  the
                    Securities and Exchange Commission on April 13, 2000.

           10.16.2  Guarantee,  dated  as  of  March  31,  2000,  of Delta Mills
                    Marketing,  Inc. in favor of GMAC  Commercial  Credit LLC as
                    agent:  Incorporated  by  reference  to Exhibit  99.2 to the
                    Company's  Current  Report on Form 8-K dated  March 31, 2000
                    and filed with the  Securities  and Exchange  Commission  on
                    April 13, 2000.

           10.16.3  General  Security  Agreement,  dated  as  of March 31, 2000,
                    between  Delta Mills  Marketing,  Inc.  and GMAC  Commercial
                    Credit LLC as agent:  Incorporated  by  reference to Exhibit
                    99.3 to the Company's Current Report on Form 8-K dated March
                    31,  2000  and  filed  with  the   Securities  and  Exchange
                    Commission on April 13, 2000.

           10.16.4  Stock  Pledge  and  Security  Agreement,  dated  as of March
                    31, 2000,  by Alchem  Capital  Corporation  in favor of GMAC
                    Commercial Credit LLC as agent: Incorporated by reference to
                    Exhibit  99.4 to the  Company's  Current  Report on Form 8-K
                    dated  March 31,  2000 and  filed  with the  Securities  and
                    Exchange Commission on April 13, 2000.

           10.16.5  Stock  Pledge  and  Security  Agreement,  dated  as of March
                    31, 2000, by Delta Mills,  Inc., in favor of GMAC Commercial
                    Credit LLC as agent:  Incorporated  by  reference to Exhibit
                    99.5 to the Company's Current Report on Form 8-K dated March
                    31,  2000  and  filed  with  the   Securities  and  Exchange
                    Commission on April 13, 2000.


       (b)  The  Company  filed  Form  8-K  with  date of March 31, 2000.  Items
            reported were:
                 Item  5.  Other  Events
                 Item  7.  Financial  Statements  and  Exhibits

*Item  5  is  not  applicable.


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                                   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 16, 2000           /s/  David  R.  Palmer
      ------------           ----------------------
                             David  R.  Palmer
                             Controller
                             (Authorized signatory and chief accounting officer)


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