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 September 29, 2001
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 November 9, 2001.

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.


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DELTA  MILLS,  INC.

                                                  INDEX


PART I. FINANCIAL INFORMATION
                                                                                                    Page
Item 1.  Financial Statements (Unaudited)
<S>                                                                                                 <C>
Condensed consolidated balance sheets-- September 29, 2001 and June 30, 2001                        3

Condensed consolidated statements of operations--
               Three months ended September 29, 2001 and September 30, 2000                         4

Condensed consolidated statements of cash flows--
               Three months ended September 29, 2001 and September 30, 2000                         5

Notes to condensed consolidated financial statements-September 29, 2001                             6-7


Item 2.   Management's Discussion and Analysis of  Financial Condition and Results of Operations    8-9

Item 3.   Quantitative and Qualitative Disclosures about Market Risk                                9


PART II. OTHER INFORMATION

Item 1.   Legal Proceedings                                                                         10

Item 2.   Changes in Securities and use of Proceeds                                                 10

Item 3.   Defaults upon Senior Securities                                                           10

Item 4.   Submission of Matters to a Vote of Security Holders                                       10

Item 5.   Other Information                                                                         10

Item 6.   Exhibits and Reports on Form 8-K                                                          11-16


SIGNATURES                                                                                          17
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PART  I.  FINANCIAL  INFORMATION
--------------------------------

ITEM  1.  FINANCIAL  STATEMENTS

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


                                                         September 29, 2001    June 30, 2001
                                                        --------------------  ---------------
                                                            (Unaudited)
<S>                                                     <C>                   <C>
ASSETS
CURRENT ASSETS
  Cash and cash equivalents                             $             8,966   $       11,715
  Accounts receivable:
     Factor and other                                                34,286           37,621
     Due from Affiliates                                                                  34
                                                        --------------------  ---------------
                                                                     34,286           37,655
     Less allowances for doubtful accounts and returns                   51               51
                                                        --------------------  ---------------
                                                                     34,235           37,604
  Inventories
     Finished goods                                                  12,232           13,241
     Work in process                                                 26,182           23,195
     Raw materials and supplies                                       6,614            6,766
                                                        --------------------  ---------------
                                                                     45,028           43,202

     Deferred income taxes                                            3,433            1,968
     Other assets                                                       545              547
                                                        --------------------  ---------------
                                TOTAL CURRENT ASSETS                 92,207           95,036

PROPERTY, PLANT AND EQUIPMENT
     Cost                                                           168,522          166,226
     Accumulated depreciation                                        91,672           81,195
                                                        --------------------  ---------------
                                                                     76,850           85,031

DEFERRED LOAN COSTS                                                   1,575            1,680
                                                        --------------------  ---------------
                                                        $           170,632   $      181,747
                                                        ====================  ===============
LIABILITIES AND SHAREHOLDER'S EQUITY
CURRENT LIABILITIES
  Trade accounts payable                                $             9,924   $        8,571
  Payable to Affiliates                                                 198
  Accrued employee compensation                                       1,595            2,339
  Accrued and sundry liabilities                                     19,048           19,856
                                                        --------------------  ---------------
                    TOTAL CURRENT LIABILITIES                        30,765           30,766

LONG-TERM DEBT                                                       83,815           83,815
DEFERRED INCOME TAXES                                                 8,035           11,186
DEFERRED COMPENSATION                                                 6,789            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                                               (10,564)          (2,411)
                                                        --------------------  ---------------
                                                                     41,228           49,381
Commitments and Contingencies                                             0                0
                                                        --------------------  ---------------
                                                        $           170,632   $      181,747
                                                        ====================  ===============
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See  notes  to  consolidated  financial  statements.


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CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


Delta Mills, Inc.(In Thousands)
                                          Three            Three
                                      Months Ended     Months Ended
                                      September 29,    September 30,
                                          2001             2000
<S>                                  <C>              <C>
Net sales                            $       36,977   $       63,199
Cost of goods sold                           35,903           53,925
                                     ---------------  ---------------
Gross profit                                  1,074            9,274

Selling, general and
   administrative expenses                    2,592            3,341
Impairment and
             restructuring charges            8,683
Other income                                     18              373
                                     ---------------  ---------------
  Operating Profit (Loss)                   (10,183)           6,306

Interest (expense) income:
  Interest expense                           (2,455)          (2,949)
  Interest income                                97              262
                                     ---------------  ---------------
                                             (2,358)          (2,687)
                                     ---------------  ---------------

Income (Loss) before Income
Taxes and Extraordinary Items               (12,541)           3,619

Income tax expense (benefit)                 (4,388)           1,285
                                     ---------------  ---------------

Income (Loss) before
Extraordinary Item                           (8,153)           2,334

Extraordinary Gain
   (Net of Taxes)                                                639

                                     ---------------  ---------------
Net Income (Loss)                           ($8,153)  $        2,973
                                     ===============  ===============
</TABLE>

See  notes  to  consolidated  financial  statements.


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


                                                      September 29, 2001    September 30, 2000
                                                     --------------------  --------------------
<S>                                                  <C>                   <C>
OPERATING ACTIVITIES
  Net income (loss)                                  $            (8,153)  $             2,973
  Adjustments to reconcile net income to net
     cash provided (used) by operating activities:
     Depreciation                                                  2,266                 2,748
     Amortization                                                    105                   106
     Decrease in deferred loan costs                                                       392
     Gain on early retirement of debt                                                   (1,383)
     Provision for impairment and restructuring                    8,683
     Provision for losses on accounts receivable                                            (2)
     Provision for deferred income taxes                          (4,615)                1,503
     Gain on disposition of property and equipment                                        (341)
     Deferred compensation                                           182                   123
     Changes in operating assets and liabilities                    (232)               (2,276)
                                                     --------------------  --------------------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES                  (1,764)                3,843

INVESTING ACTIVITIES
  Property, plant and equipment:
     Purchases                                                      (985)                 (919)
     Proceeds of dispositions                                                              450
 Other investing activities                                                               (330)
                                                     --------------------  --------------------
           NET CASH (USED) BY
                         INVESTING ACTIVITIES                       (985)                 (799)

FINANCING ACTIVITIES
  Repurchase and retirement of long term debt                                          (14,270)
  Dividends paid                                                                        (1,750)
                                                     --------------------  --------------------
          NET CASH (USED)  BY FINANCING ACTIVITIES                                     (16,020)
                                                     --------------------  --------------------

(DECREASE) IN CASH AND
         CASH EQUIVALENTS                                         (2,749)              (12,976)

Cash and cash equivalents at beginning of year                    11,715                18,287
                                                     --------------------  --------------------
CASH AND CASH EQUIVALENTS AT END OF QUARTER          $             8,966   $             5,311
                                                     ====================  ====================
</TABLE>

See  notes  to  consolidated  financial  statements.


<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 September 29, 2001 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):

                                            September 29, 2001     June 30, 2001
                                            ------------------     -------------
          Current assets                            143                 142
          Noncurrent assets                          81                  88
          Current Liabilities                     2,267               2,036
          Noncurrent liabilities                    789                 660
          Stockholders' equity (deficit)         (2,832)             (2,466)

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


                                                   Three Months Ended
                                          --------------------------------------
                                          September 29, 2001  September 30, 2000
                                          ------------------  ------------------

Net sales -intercompany commissions              $ 583              $1,043
Cost and expenses                                  949               1,063
Income (loss) from continuing operations          (366)                (20)
Net (loss)                                        (366)                (20)



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

The Company has a secured four-year $50 million revolving bank credit facility
as amended October 5, 2001 (see exhibit 4.3.1.2). At each of June 30, 2001 and
September 29, 2001, 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. The credit facility was amended
effective October 5, 2001. The amendment substantially increases the permitted
leverage ratio for the preceding four quarters ending with the third quarter of
fiscal year 2002, and slightly reduces 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. The amendment also extends the term of the Revolving
Credit Agreement to March 31, 2004, includes GMAC'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 run
out costs associated with the closing of its Furman Plant. During the three
months ended September 29, 2001, the Company did not pay any dividends to Delta
Woodside Industries, Inc.

In August, 1997 the Company issued $150 million of 9.625 % senior notes that
mature in August, 2007. At September 29, 2001, the outstanding balance of the
notes was $83,815,000, unchanged from June 30, 2001.



NOTE  D - RESTRUCTURING AND IMPAIRMENT CHARGES

During the quarter ended September 29, 2001, the Company took an impairment and
restructuring charge of $8.7 million, on a pretax basis, associated with the
closing of the Furman Plant as announced on August 22, 2001. The $8.7 million
charge was principally a non-cash event and included $8.2 million for the net
write down of property, plant and equipment. The balance of the charge was
approximately $.5 million of accrued expenses for involuntary termination costs
associated with the 122 employees terminated as a result of the plant closing.
The equipment run-out schedule was completed on October 21, 2001 and the Company
is in the process of liquidating the assets associated with this facility. The
Company will transfer the current production for the closed facility to other
weaving facilities in the Company to better utilize the remaining equipment.


<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 September 29, 2001 were $37.0 million as
compared to $63.2 million in the first quarter of the prior fiscal year, a
decrease of 41.5%. The decline in sales was primarily 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 3.0% of sales in the first quarter of fiscal
year 2002. This compares to gross profit of $9.3 million and 14.7% of sales in
the prior year quarter. Compared to the previous year, the negative results for
the current quarter were primarily due to decreased running schedules that were
caused by the decline in sales and market demand. Continued price pressure also
had a negative impact on the current quarter results. 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 $2.6 million and 7.0% of
net sales for the first quarter of fiscal year 2002 compared to SG&A of $3.3
million and 5.2% 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.

For the quarter ended September 29, 2001, the Company took an impairment and
restructuring charge of $8.7 million, on a pretax basis, associated with the
closing of the Furman Plant as announced on August 22, 2001. The $8.7 million
charge was principally a non-cash event and included $8.2 million for the net
write down of property, plant and equipment. The balance of the charge was
approximately $.5 million of accrued expenses for involuntary termination costs
associated with the 122 employees terminated as a result of the plant closing.
The equipment run-out schedule was completed on October 21, 2001 and the Company
is in the process of liquidating the assets associated with this facility. The
Company will transfer the current production for the closed facility to other
weaving facilities in the Company to better utilize the remaining equipment.
This adjustment to weaving capacity will also balance weaving with existing
finishing capacity. The Company is currently operating at less than full
capacity. Management believes that this action should result in improved
operating results in the future.

Excluding impairment and restructuring charges, the Company's operating loss
would have been $1.5 million. Including impairment and restructuring charges,
the Company's operating loss was $10.2 million compared to an operating profit
of $6.3 million for the quarter ended September 30, 2000. The decline in
operating profit was due to the factors discussed above.


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

Interest expense net of interest income was $2.4 million for the quarter ended
September 29, 2001, compared to $2.7 million for the prior year quarter. The
reduction in interest expense is primarily due to the reduction in the senior
notes.

The Company amended its $50 million revolving bank credit facility effective
October 5, 2001 (see exhibit 4.3.1.2). At each of June 30, 2001 and September
29, 2001, no amounts were outstanding under this facility. The amendment
substantially increases the permitted leverage ratio for the preceding four
quarters ending with the third quarter of fiscal year 2002, and slightly reduces
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. The amendment also extends
the term of the Revolving Credit Agreement from March 31, 2003 to March 31,
2004, includes GMAC'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 run out costs associated
with the closing of its Furman Plant.

The income tax benefit for the quarter was $1.3 million before the impairment
and restructuring charge. The tax benefit of the impairment and restructuring
charge was $3.1 million and the total tax benefit including the impairment and
restructuring charge was $4.4 million. This compares to income tax expense of
$1.3 million in the previous year quarter. The tax rate in both years was
approximately 35%.

Net loss, excluding the impairment and restructuring charge, was a loss of $2.5
million for the quarter ended September 29, 2001. Including the impairment and
restructuring charge, the net loss was $8.2 million. This compares to a net
income of $3.0 million for the prior year quarter. For the three months ended
September 30,2000, the extraordinary gain of $639,000, net of taxes of $352,000
and the write off of deferred loan costs of $392,000, occurred when the Company
purchased $15.7 million face amount of its 9.625 % Senior Notes for $14.2
million. There was no extraordinary gain for the current quarter. The decline in
net income was due to the factors discussed above.

The Company believes that current cash balances combined with the cash flow
generated by its operations will be sufficient to service its debt, to satisfy
its day to day working capital requirements, to pay dividends and to fund its
planned capital expenditures. The Company expects that no amounts will be
outstanding against its $50 million revolver at the end of fiscal year 2002.

In July of 2001, the FASB issued SFAS 141, "Business Combinations". SFAS 141
requires all business combinations to be accounted for by the purchase method
and eliminates use of the pooling-of -interests method. It also requires, upon
adoption of SFAS 141, that the Company reclassify the carrying amounts of
intangible assets and goodwill based on the criteria in SFAS 141. Additionally,
the statement requires recognition of intangible assets apart from goodwill and
provides for additional disclosure of information related to a business
combination. This SFAS is effective for all business combinations initiated
after June 30, 2001. The adoption of this standard is not expected to materially
impact the Company.

In July 2001, the FASB issued SFAS 142, "Goodwill and Other Intangible Assets".
SFAS 142 eliminates goodwill amortization, provides guidance and requirements
for impairment testing of goodwill, and discusses the treatment of other
intangible assets. Adoption of the standard is required for fiscal years
beginning after December 15, 2001. The adoption of this standard is not expected
to materially impact the Company.



<PAGE>
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.
As of September 29, 2001, a 10% decline in market price of the Company's fixed
price contracts would have had a negative impact of approximately $2.0 million
on the value of the contracts.


<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.

     b)   No report on Form 8-K was filed during the fiscal quarter ended
September 29, 2001.




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



<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   November 9, 2001                     By:  /s/  W.H. Hardman, Jr.
     ----------------------                 ------------------------------------
                                            W.H.  Hardman,  Jr.
                                            Chief  Financial  Officer




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