EXHIBIT31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I,Lawrence R. Rutkowski, certify that:

1. I have reviewed thisAnnual Report on Form 10-K of The Warnaco Group, Inc.;

2. Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make thestatements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period coveredby this report;

3. Based on my knowledge, the financialstatements, and other financial information included in this report,fairly present in all material respects the financial condition,results of operations and cash flows of the registrant as of, and for,the periods presented in this report;

4. The registrant'sother certifying officer and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in ExchangeAct Rules 13a-15(e) and 15d-15(e)) and internal control over financialreporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))for the registrant and have:

(a) Designed suchdisclosure controls and procedures, or caused such disclosure controlsand procedures to be designed under our supervision, to ensure thatmaterial information relating to the registrant, including itsconsolidated subsidiaries, is made known to us by others within thoseentities, particularly during the period in which this report is beingprepared;

(b) Designed such internal controlover financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to providereasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of theregistrant's disclosure controls and procedures and presented inthis report our conclusions about the effectiveness of the disclosurecontrols and procedures, as of the end of the period covered by thisreport based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internalcontrol over financial reporting that occurred during theregistrant's most recent fiscal quarter that has materiallyaffected, or is reasonably likely to materially affect, theregistrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I havedisclosed, based on our most recent evaluation of internal control overfinancial reporting, to the registrant's auditors and the auditcommittee of the registrant's board of directors (or personsperforming the equivalent functions):

(a) Allsignificant deficiencies and material weaknesses in the design oroperation of internal control over financial reporting which arereasonably likely to adversely affect the registrant's ability torecord, process, summarize and report financial information; and

(b) Any fraud, whether or not material, thatinvolves management or other employees who have a significant role inthe registrant's internal control over financial reporting.

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| Date:March 17, 2005 |  | By:     /s/ Lawrence R.Rutkowski                                                                                                              |
|                |  |             LawrenceR. Rutkowski            Chief FinancialOfficer |
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