EXHIBIT 10.2

                         DELTA WOODSIDE INDUSTRIES, INC.

                            LONG TERM INCENTIVE PLAN

                 (Approved by Shareholders on November 6, 1997)

OBJECTIVE

The objective of the Long Term Incentive Plan (this "Plan" or the "Plan") of
Delta Woodside Industries, Inc. (the "Company") is to reward the key executives
of the Company (including its subsidiaries) and the non-employee directors of
the Company for increasing shareholder value through the growth of the Company's
stock price, profitability and/or return on capital employed. The Plan is
intended to reward the achievement of projected and better-than-projected stock
price increases and/or financial results. It is also intended to assist in the
attraction and retention of key executives and to provide them with a
significant retirement vehicle.

ADMINISTRATION

The Plan will be administered by a special committee (the "Long Term Plan
Committee") of the Company's Board of Directors that includes those members of
the Company's Compensation Committee who are "outside directors," as that term
is defined in the regulations promulgated under Section 162(m) of the Internal
Revenue Code (or any successor provision) ("Section 162(m)").

Near the beginning of each fiscal year of the Company (or, in the case of Fiscal
Year 1998, the commencement of this Plan), the Company's chief executive officer
(the "CEO") will present for Long Term Plan Committee consideration a
recommendation for that fiscal year as to:

o        Plan participants

o        The performance period or periods to be used for awards (which shall be
         at least three years)

o        The performance measurement goals for each performance period to be
         used for awards under the Plan

o        Awards to be made under the Plan

The Long Term Plan Committee has the authority to and will, in its sole
discretion, establish and administer the awards and the performance measurement
goals to be used in connection with awards, and certify the degree to which, if
at all, such measurement goals are attained. The Long Term Plan Committee also
has the authority to interpret the Plan, and to establish, revise or rescind
rules and regulations relating to the Plan. Among other matters, the Long Term
Plan Committee shall have complete authority to: (i) select the key executives
and non-employee directors who will participate in the Plan; (ii) within the
limits established herein, determine the terms of each award to be granted to
each such key executive and director and, if desired, amend such terms; (iii)
prescribe the form of instrument(s) evidencing awards and the form of
instrument(s) evidencing options granted under this Plan; (iv) determine the
time or times at which awards shall be granted; (v) make special grants of
awards when determined to be appropriate; and (vi) make all other determinations
necessary or advisable for the administration of this Plan.

Any action that the Long Term Plan Committee is authorized to take may be taken
without a meeting if all the members of the Committee sign a written document
authorizing such action to be taken, unless different provision is made by the
ByLaws of the Company or by resolution of the Committee.

The Long Term Plan Committee may designate selected Board members or certain
employees of the Company to assist the Committee in the administration of the
Plan and may grant authority to such persons to execute documents including
awards and options on behalf of the Committee; subject in each such case to the
requirements of Section 162(m) of the Internal Revenue Code (or any successor
provision).



No member of the Board or Long Term Plan Committee shall be liable for any
action taken or determination made in good faith.


                                   Ex. 10.2-1




PARTICIPATION AND AWARDS

Participation in the Plan is limited to the key executives of the Company
(including its subsidiaries) (whether or not executive officers of the Company
or any of its subsidiaries) who, in the opinion of the Long Term Plan Committee,
have the greatest impact on the Company's long-term performance and are selected
by the Long Term Plan Committee and those non-employee directors of the Company
who are selected by the Long Term Plan Committee. Awards may be granted under
the Plan to a key executive only for a reason connected with a key executive's
employment.

Each award will set forth potential bonus values, which will be expressed as
varying percentages of the participant's base salary (in the case of a key
executive) or director fees (in the case of a non-employee director) in effect
as of the beginning of the fiscal year of the award grant. The actual bonus
value earned will depend on the achievement of goals over the performance
period, and (where applicable) in accordance with the measurement weighting,
selected by the Long Term Plan Committee.

After the initial grant of awards in a fiscal year, the Long Term Plan Committee
may during that fiscal year grant additional awards to one or more other
employees or other non-employee directors, with such provisions as the Long Term
Plan Committee deems appropriate.

MEASUREMENTS THAT DETERMINE AWARD BONUS VALUES

The Company's results over the applicable performance period will be compared to
the measurement goals established by the Long Term Plan Committee for the
participants. Where applicable, as between individuals the weighting of
measurements may vary due to the Long Term Plan Committee's opinion as to the
respective individuals' specific impact on the measurements. The measurements
will include (a) average annual stock price performance as compared to the peer
group of publicly traded companies used for purposes of the most recent
performance graph contained in a proxy statement of the Company, (b) average
annual increase in net income per share and (c) average annual increase in
return on capital employed, except that the measurement described in clause (a)
shall be the only measurement applicable to the plan participants who are the
senior executive officers (including the "covered employees" for purposes of
Section 162(m)) or non-employee directors of the Company.

Upon the grant of awards by the Long Term Plan Committee, each participant will
be advised in writing by the Committee of his or her participation, the
potential bonus values of the award and the measurements and measurement goals
used.

EMPLOYMENT TERMINATION PROVISIONS WITH RESPECT TO AWARDS

With respect to key executive participants, participants who terminate
employment with the Company (including its subsidiaries) prior to the end of the
applicable performance period for an award due to death, permanent and total
disability or (in the case of any employee whose age is at least 62 at the time
of award grant) retirement will receive the bonus value of their award according
to the normal terms of the award (or, in the case of an employee who is not a
"covered employee" for purposes of Section 162(m), sooner if the Long Term Plan
Committee so determines).

With respect to key executive participants, any other employment termination
(whether voluntary or involuntary) prior to the end of the applicable
performance period will result in forfeiture of the applicable awards. The Long
Term Plan Committee may, however, in its discretion, in the case of an employee
who is not a "covered employee" for purposes of Section 162 (m), allow the bonus
value of such awards to be received according to the normal terms of the award
or sooner.

With respect to non-employee director participants, participants whose service
as director terminates prior to the end of the applicable performance period for
an award due to death, permanent and total disability or (in the case of any
non-employee director whose age is at least 62 at the time of award grant)
retirement will receive the bonus value of their award according to the normal
terms of the award (or sooner if the Long Term Plan Committee so determines).

With respect to non-employee director participants, any other termination of
service as a director (whether voluntary or involuntary) prior to the end of the
applicable performance period will result in forfeiture of the applicable
awards. The Long Term Plan Committee may, however, in its discretion allow the
bonus value of such awards to be received according to the normal terms of the
award or sooner.



                                   Ex. 10.2-2





GRANTS OF OPTIONS

At the end of the applicable performance period, results will be calculated and
presented to the Long Term Plan Committee for certification. The Long Term Plan
Committee will certify in writing the extent to which, if any, the applicable
performance measurement goal or goals have been satisfied and the Bonus Value
Earned, if any, of each participant based on these results. The results will
then be given to the participants.

Upon certification by the Long Term Plan Committee of these results, the Company
will grant options for the Company's common stock (at an exercise price equal to
50% of the then market value of the stock) to each participant with a Bonus
Value Earned, based on the following formula:

         Participant's Salary (in the case of a key executive participant) or
         director's fee (in the case of a non-employee director participant) (at
         beginning of fiscal year of original award) X Target % X (Measurement 1
         Weighting % X Measurement 1 Performance Level) + (Measurement 2
         Weighting % X Measurement 2 Performance Level) + (Measurement 3
         Weighting % X Measurement 3 Performance Level) X 0.62 =
         Bonus Value Earned.

         In no event may the aggregate Bonus Value Earned by any participant in
         any fiscal year of the Company exceed $350,000.

         The number of shares to be covered by the options so granted will be
         determined by dividing the difference between the market value per
         share of the stock on the date of option grant and the exercise price
         per share into the Bonus Value Earned. Fractional shares shall be
         rounded up to the next whole number. The participant will be promptly
         notified of the options that have been granted to him or her under the
         Plan.

The stock to be offered under this Plan, upon exercise of options, may be
authorized but unissued shares, shares previously issued and thereafter acquired
by the Company, or any combination thereof.

The maximum aggregate number of shares of the Company's common stock that may be
issued pursuant to options granted under the Plan is 1,000,000. The maximum
number of shares of the Company's common stock that may be covered by options
granted under the Plan in any fiscal year of the Company to any single
participant is 120,000. Provided that the adjustment does not cause compensation
payable under this Plan to lose its deductibility under Section 162(m), these
numbers of shares shall be appropriately adjusted to reflect any change in the
capitalization of the Company resulting from a stock dividend, stock split, or
other adjustment contemplated below and occurring after the adoption of this
Plan. The Long Term Plan Committee will maintain records showing the cumulative
total of all shares subject to options outstanding under this Plan.

If an option granted hereunder shall expire or terminate for any reason without
having been fully exercised, the unpurchased shares subject thereto shall again
be available for the purposes of this Plan.

Provided that the adjustment does not cause compensation payable under this Plan
to lose its deductibility under Section 162(m), in the event of a stock
dividend, recapitalization, merger, reorganization, consolidation, stock
split-up, stock consolidation or any other change in the capitalization of the
Company, the shares available for purposes of this Plan or an award or subject
to options hereunder shall be correspondingly increased, diminished or changed,
so that by exercise of an option the participant shall receive, without change
in aggregate purchase price, securities, as so increased, diminished or changed,
comparable to the securities he or she would have received if he or she had
exercised the option prior to such event and had continued to hold the common
stock so purchased until affected by such event.

Adjustments under this provision shall be made by the Long Term Plan Committee,
whose determination as to what adjustments shall be made, and the extent
thereof, shall be final, binding and conclusive.

EXERCISE OF OPTIONS

Options can be exercised for up to ten years from the date of option grant. No
option can be exercised until one year after option grant. An option then
becomes exercisable to the extent of 33 1/3% of the shares covered thereby per
year. With respect to any key executive participant, if, following the grant of
option(s) under this Plan, the participant's employment with the Company
(including its subsidiaries) terminates due to death, permanent and total
disability or retirement, then all previously unexercisable options shall become
immediately exercisable. With respect to any key executive participant, if the
participant's employment with the Company (including its subsidiaries) shall
terminate for any other reason, all options


                                   Ex. 10.2-3



that have not yet become exercisable shall be forfeited (unless, with respect to
an employee who is not a "covered employee" for purposes of Section 162(m), the
Long Term Plan Committee determines otherwise). With respect to any non-employee
director participant, if, following the grant of option(s) under this Plan, the
participant's service as a director of the Company terminates due to death,
permanent and total disability or retirement, then all previously unexercisable
options shall become immediately exercisable. With respect to any non-employee
director, if the participant's service as a director of the Company shall
terminate for any other reason, all options that have not yet become exercisable
shall be forfeited (unless the Long Term Plan Committee determines otherwise).

Each option granted under this Plan shall be deemed exercised when the holder
(a) shall indicate the decision to do so in writing delivered to the Company,
(b) shall tender to the Company payment in full in cash (or if the Long Term
Plan Committee so determines at the time of award grant, in shares of the
Company's common stock) of the exercise price for the shares for which the
option is exercised, (c) shall tender to the Company payment in full in cash of
the amount of all federal and state withholding or other employment or
self-employment taxes applicable to the taxable income, if any, of the holder
resulting from such exercise and (d) shall comply with such other reasonable
requirements as the Long Term Plan Committee may establish.

No person shall have any of the rights of a shareholder with reference to shares
subject to an option until a certificate for the shares has been delivered.

An option granted under this Plan may be exercised for any lesser number of
shares than the full amount for which it could be exercised. Such a partial
exercise of an option shall not affect the right to exercise the option from
time to time in accordance with this Plan for the remaining shares subject to
the option.

No certificate for shares shall be executed and delivered upon exercise of an
option until the Company shall have taken such action, if any, as is then
required to comply with the provisions of the Securities Act of 1933, as
amended, the Securities Exchange Act of 1934, as amended, the South Carolina
Uniform Securities Act, as amended, any other applicable state blue sky law(s)
and the requirements of any exchange on which the common stock of the Company
may, at the time, be listed.

In the case of the exercise of an option by a person or estate acquiring the
right to exercise the option by bequest or inheritance, the Long Term Plan
Committee may require reasonable evidence as to the ownership of the option and
may require such consent and releases of taxing authorities as it may deem
advisable.

CASH BONUS UPON OPTION EXERCISE FOR TAX PROTECTION

One of the objectives of the Plan is to give key executives and non-employee
directors a way to participate in the equity growth of the Company without being
forced by income taxation to sell the stock acquired upon exercise of options
granted under this Plan. In connection with the exercise of an option granted
under the Plan, the Company will pay the participant such cash bonus as is
estimated to provide the participant with sufficient cash to pay his or her
federal and state income taxes attributable to the option exercise and to such
cash bonus. For each participant who is a "covered employee" for purposes of
Section 162(m), such cash bonus shall be calculated using an assumed 38% income
tax rate.

TERMINATION OF OPTIONS

An option granted under this Plan shall be considered terminated in whole or in
part to the extent that, in accordance with the provisions of this Plan, it can
no longer be exercised for any shares originally subject to the option. The
shares subject to any option, or portion thereof, that terminates shall no
longer be charged against the aggregate share limitation provided above in this
Plan and may again become shares subject to the Plan.

SALE OF STOCK ACQUIRED UPON OPTION EXERCISE

If the participant desires to sell any stock acquired upon exercise of an option
granted under this Plan, the Company will have the right of first refusal
(exercisable within 5 business days after notice) to acquire such stock at the
closing market price on the date of such notice. All certificates for stock
acquired upon exercise of options granted under the Plan will bear a legend to
this effect.

NO RIGHT TO EMPLOYMENT

Neither the adoption of this Plan nor its operation, nor any document describing
or referring to the Plan, or any part thereof, (a) shall confer upon any key
executive participant under this Plan any right to continue in the employ of the
Company or

                                   Ex. 10.2-4


any of its subsidiaries, or shall in any way affect the right and power of the
Company or any of its subsidiaries to terminate the employment of any such
participant under this Plan at any time with or without assigning a reason
therefor, to the same extent as the Company or such subsidiary might have done
if this Plan had not been adopted or (b) shall confer upon any non-employee
director participant under this Plan any right to continue as a director of the
Company, or shall in any way affect the right and power of the Company to
terminate the service as a director of any such participant under this Plan at
any time with or without assigning a reason therefor, to the same extent as the
Company might have done if this Plan had not been adopted.

USE OF PROCEEDS

The proceeds received by the Company from the sale of shares pursuant to options
granted under this Plan shall be used for general corporate purposes as
determined by the Board.

INDEMNIFICATION OF LONG TERM PLAN COMMITTEE

In addition to such other rights of indemnification as they may have as members
of the Board, the members of the Long Term Plan Committee shall, to the fullest
extent permitted by law, be indemnified by the Company against the reasonable
expenses, including attorney's fees, actually and necessarily incurred in
connection with the defense of any action, suit or proceeding, or in connection
with any appeal therein, to which they or any of them may be a party by reason
of any action taken or failure to act under or in connection with the Plan or
any award or option granted thereunder, and against all amounts paid by them in
settlement thereof (provided such settlement is approved by independent legal
counsel selected by the Company) or paid by them in satisfaction of a judgment
in any such action, suit or proceeding, except in relation to matters as to
which it shall be adjudged in such action, suit or proceeding that such
Committee member is liable for gross negligence or misconduct in the performance
of his or her duties; provided that within 60 days after institution of any such
action, suit or proceeding the Committee member shall in writing offer the
Company the opportunity, at its own expense, to handle and defend the same.

EFFECTIVE DATE OF THE PLAN

This Plan shall be effective on the date that it is approved by the holders of a
majority of the Company's shares of common stock voting on the issue.

DURATION OF THE PLAN

Unless previously terminated by the Board and the Long Term Plan Committee, this
Plan shall terminate ten years after its commencement, and no award shall be
granted under it thereafter, but such termination shall not affect any award
theretofore granted under the Plan or any option theretofore granted (or
subsequently granted as a result of any award theretofore granted) under the
Plan.

PLAN AMENDMENT

This Plan may be amended from time to time or terminated by approval of the Long
Term Plan Committee and the Board of Directors of the Company.

TRANSFERABILITY OF AWARDS AND OPTIONS

Neither any award nor any option granted under the Plan is transferable by the
participant, except by will or the laws of descent and distribution.

SECTION 162(m)

This Plan and its operation are intended to satisfy the requirements of Section
162(m) with respect to permitting the deductibility of compensation for those
participants who are "covered employees" for purposes of Section 162(m). In the
event that any provision of this Plan or an award or option granted under this
Plan does not so satisfy Section 162(m), that provision shall be deemed amended
to the extent necessary to satisfy Section 162(m).