EXHIBIT 99.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER

         In connection with the Annual Report of River Holding Corp. (the
"Company") on Form 10-K for the year ended December 3, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the "Periodic Report"),
I, Patrick G. Yount, Chief Financial Officer of the Company, certify, to my
knowledge, that:

     1.   The Periodic Report fully complies with the requirements of Section
          13(a) of the Securities and Exchange Act of 1934; and

     2.   The information contained in the Periodic Report fairly presents, in
          all material respects, the financial condition and results of
          operations of the Company.

                                        /s/ Patrick G. Yount
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                                        Patrick G. Yount
                                        Chief Financial Officer
                                        March 24, 2002