EXHIBIT 99.2

          STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING
            FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS


I, Barry A. Fromberg, state and attest that:

(1)      To the best of my knowledge, based upon a review of the covered reports
         of Dean Foods Company, and, except as corrected or supplemented in a
         subsequent covered report:

         o        no covered report contained an untrue statement of a material
                  fact as of the end of the period covered by such report (or in
                  the case of a report on Form 8-K or definitive proxy
                  materials, as of the date on which it was filed); and

         o        no covered report omitted to state a material fact necessary
                  to make the statements in the covered report, in light of the
                  circumstances under which they were made, not misleading as of
                  the end of the period covered by such report (or in the case
                  of a report on Form 8-K or definitive proxy materials, as of
                  the date of which it was filed).

(2)      I have reviewed the contents of this statement with Dean Foods
         Company's audit committee.

(3)      In this statement under oath, each of the following, if filed on or
         before the date of this statement, is a "covered report":

         o        Dean Foods Company's Annual Report on Form 10-K for the year
                  ended December 31, 2001;

         o        all reports on Form 10-Q, all reports on Form 8-K and all
                  definitive proxy materials of Dean Foods Company filed with
                  the Commission subsequent to the filing of the Form 10-K
                  identified above; and

         o        any amendments to any of the foregoing.



/s/ Barry A. Fromberg                        Subscribed and sworn to before me
- ------------------------                     me this _/7/_ day of August 2002.
Barry A. Fromberg
August 7, 2002

                                             /s/ Ruth Sanchez
                                             ---------------------------------
                                             Notary Public