EXHIBIT 31.2

                         CERTIFICATIONS

I, Barry F. Shea, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Dan
   River Inc.;

2. Based on my knowledge, this report does not contain any untrue
   statement of a material fact or omit to state a material fact
   necessary to make the statements made, in light of the
   circumstances under which such statements were made, not
   misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, 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's other certifying officer and I are
   responsible for establishing and maintaining disclosure
   controls and procedures (as defined in Exchange Act Rules 13a-
   15(e) and 15d-15(e)) for the registrant and have:

      (a) Designed such disclosure controls and procedures, or
          caused such disclosure controls and procedures to be
          designed under our supervision, to ensure that material
          information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others
          within those entities, particularly during the period in
          which this report is being prepared;

      (b) Evaluated the effectiveness of the registrant's
          disclosure controls and procedures and presented in this
          report our conclusions about the effectiveness of the
          disclosure controls and procedures, as of the end of the
          period covered by this report based on such evaluation;
          and

      (c) Disclosed in this report any change in the registrant's
          internal control over financial reporting that occurred
          during the registrant's fourth fiscal quarter of 2003
          that has materially affected, or is reasonably likely to
          materially affect, the registrant's internal control
          over financial reporting; and

5. The registrant's other certifying officer and I have
   disclosed, based on our most recent evaluation of internal
   control over financial reporting, to the registrant's auditors
   and the audit committee of the registrant's board of directors
   (or persons performing the equivalent functions):

      (a) All significant deficiencies and material weaknesses in
          the design or operation of internal control over
          financial reporting which are reasonably likely to
          adversely affect the registrant's ability to record,
          process, summarize and report financial information; and

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

Date: May 24, 2004

                                   /s/ Barry F. Shea
                                   -------------------------
                                   Barry F. Shea
                                   Executive Vice President-
                                   Chief Financial Officer
                                   (Principal Financial Officer)