<SUBMISSION>
<ACCESSION-NUMBER>0000919574-05-002403
<TYPE>SC 13D
<PUBLIC-DOCUMENT-COUNT>1
<FILING-DATE>20050729
<DATE-OF-FILING-DATE-CHANGE>20050729
<GROUP-MEMBERS>BENNETT OFFSHORE RESTRUCTURING FUND, INC.
<GROUP-MEMBERS>BENNETT RESTRUCTURING FUND, LP
<SUBJECT-COMPANY>
<COMPANY-DATA>
<CONFORMED-NAME>POLYMER GROUP INC
<CIK>0000927417
<ASSIGNED-SIC>2221
<IRS-NUMBER>571003983
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0103
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D
<ACT>34
<FILE-NUMBER>005-46353
<FILM-NUMBER>05983684
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>4055 FABER PLACE DR., SUITE 201
<CITY>NORTH CHARLESTON
<STATE>SC
<ZIP>29405
<PHONE>843-329-5151
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>4055 FABER PLACE DR., SUITE 201
<CITY>NORTH CHARLESTON
<STATE>SC
<ZIP>29405
</MAIL-ADDRESS>
</SUBJECT-COMPANY>
<FILED-BY>
<COMPANY-DATA>
<CONFORMED-NAME>BENNETT JAMES D
<CIK>0001027829
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D
</FILING-VALUES>
<BUSINESS-ADDRESS>
<PHONE>2033533101
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>C/O BENNETT MANAGEMENT CORP
<STREET2>2 STAMFORD PLZ STE 1501 281 TRESSER BLVD
<CITY>STAMFORD
<STATE>CT
<ZIP>06901
</MAIL-ADDRESS>
</FILED-BY>
<DOCUMENT>
<TYPE>SC 13D
<SEQUENCE>1
<FILENAME>d589697_13-d.txt
<TEXT>
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                ----------------

                                  SCHEDULE 13D
                                 (Rule 13d-101)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
            TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13d-2(a)

                                (Amendment No. )


                               Polymer Group, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)


                 Class A Common Stock, $0.01 Par Value Per Share
--------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    731745204
--------------------------------------------------------------------------------
                                 (CUSIP Number)

                                James D. Bennett
                       c/o Bennett Management Corporation
                                2 Stamford Plaza
                                   Suite 1501
                              281 Tresser Boulevard
                           Stamford, Connecticut 06901
                                 (203) 353-3101
--------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)


                                  July 27, 2005
--------------------------------------------------------------------------------
             (Date of Event which Requires Filing of This Statement)

     If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [X].

----------

     The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).

<PAGE>

CUSIP No.  731745204
           ---------------------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     James D. Bennett

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a) [_]
                                                                 (b) [X]

3.   SEC USE ONLY


4.   SOURCE OF FUNDS

     WC, AF

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
     2(d) OR 2(e) [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     916,019

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     916,019

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     916,019

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

                                                                     [_]

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     8.39%

14.  TYPE OF REPORTING PERSON

     IN, HC

<PAGE>

CUSIP No.  731745204
           ---------------------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Bennett Restructuring Fund, L.P. - 13-3526877

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a) [_]
                                                                 (b) [X]

3.   SEC USE ONLY


4.   SOURCE OF FUNDS

     WC, AF

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
     2(d) OR 2(e) [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware, USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     577,329

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     577,329

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     577,329

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

                                                                     [_]

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     5.39%

14.  TYPE OF REPORTING PERSON

     PN

<PAGE>

CUSIP No.  731745204
           ---------------------

1.   NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

     Bennett Offshore Restructuring Fund, Inc.

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a) [_]
                                                                 (b) [X]

3.   SEC USE ONLY


4.   SOURCE OF FUNDS

     WC, AF

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
     2(d) OR 2(e) [_]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

7.   SOLE VOTING POWER

     0

8.   SHARED VOTING POWER

     338,690

9.   SOLE DISPOSITIVE POWER

     0

10.  SHARED DISPOSITIVE POWER

     338,690

11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     338,690

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

                                                                     [_]

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     3.24%

14.  TYPE OF REPORTING PERSON

     CO

<PAGE>

CUSIP No.   731745204
            ---------------------

--------------------------------------------------------------------------------
Item 1.  Security and Issuer.

The name of the issuer is Polymer Group, Inc. (the "Issuer"). The address of the
Issuer's offices is 4838 Jenkins Avenue, North Charleston, South Carolina,
29405. This schedule 13D relates to the Issuer's Class A Common Stock, $0.01 Par
Value Per Share (the "Shares").

--------------------------------------------------------------------------------
Item 2.  Identity and Background.

     (a)-(c), (f) This Schedule 13D is being filed by James D. Bennett, a United
States citizen, Bennett Restructuring Fund, L.P., a Delaware limited partnership
("BRF") and Bennett Offshore Restructuring Fund, Inc., a Cayman Islands exempted
company ("BORF") (collectively, the "Reporting Persons"). The principal business
address of Mr. Bennett and BRF is 2 Stamford Plaza, Suite 1501, 281 Tresser
Blvd. Stamford, Connecticut 06901. The principal business address of BORF is
P.O. Box 2003 GT, Grand Pavilion Commercial Centre, Bougainvillea Way, 802 West
Bay Road, Grand Cayman, British West Indies.

Mr. Bennett is the President and a director of Bennett Capital Corporation
("BCC"), a Delaware corporation, which is an investment advisory and management
firm. BCC is the general partner of Restructuring Capital Associates, L.P.
("RCA"), a Delaware limited partnership, which is also an investment advisory
and management firm. RCA is the general partner of BRF and Bennett Restructuring
Fund II, L.P. ("BRF II"), both of which are Delaware limited partnerships.

Mr. Bennett also serves as a director of BORF.

BRF, BRF II, and BORF each are private investment fund companies. Bennett
Management Corporation ("BMC") provides research and investment advisory
services to BRF and BRF II pursuant to an agreement with each of these
investment fund companies. Bennett Offshore Investment Corporation ("BOIC")
provides research and investment advisory services to BORF pursuant to an
agreement with BORF. Mr. Bennett is the President and a director of each of BMC
and of BOIC.

     (d) Neither Mr. Bennett, nor any of the entities mentioned in (a)-(c), (f)
above has, during the last five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).

     (e) Neither Mr. Bennett, nor any of the entities mentioned in (a)-(c) , (f)
above has, during the last five years, been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, Federal
or state securities laws or finding any violation with respect to such laws.

--------------------------------------------------------------------------------
Item 3.  Source and Amount of Funds or Other Consideration.

As of the date hereof, Mr. Bennett may be deemed to beneficially own 916,019
Shares. The Shares are held by:

1. BRF (577,329 shares, 5.39%)
2. BRF II (0 shares, 0%) and
3. BORF (338,690 shares, 3.24%) (together, the "Investment Funds").

The funds for the purchase of the Shares by the Investment Funds came from the
Investment Funds' respective funds. The total cost for the Shares held by the
Investment Funds is $10,714,827.

No borrowed funds were used to purchase the Shares, other than any borrowed
funds used for working capital purposes in the ordinary course of business.

--------------------------------------------------------------------------------
Item 4.  Purpose of Transaction.

(a-j) The Shares held by the Reporting Persons were acquired for, and are being
held for, investment purposes on the Investment Funds' and the Reporting
Persons' behalf. The acquisitions of the Shares were made in the ordinary course
of the Reporting Persons' business or investment activities, as the case may be.

This filing is being made to report the fact that an analyst that has recently
been employed by BMC is also a director of Polymer Group, Inc. As a result,
James D. Bennett is arguably no longer permitted to file a Schedule 13G pursuant
to Rule 13d-1(b)(1) of the Securities Exchange Act of 1934.

In addition, RCA, Barclays Global Investors Distressed Specialist Fund I
("BGID") a unit trust organized under the laws of Ireland and Barclays Global
Investors Limited ("BGI"), a limited company organized under the laws of England
and Wales have terminated their investment advisory and management services
agreement pursuant to which RCA provided investment management services to BGID.
As a result, the Shares beneficially owned by BGID will no longer be attributed
to James D. Bennett for reporting purposes.

In an effort to protect their investment and the investments made on behalf of
the investors in Investment Funds, as well as to maximize shareholder value, the
Reporting Persons may acquire additional Shares, dispose of all or some of these
Shares from time to time, in each case in open market or private transactions,
block sales or purchases or otherwise, or may continue to hold the Shares,
depending on business and market conditions, its continuing evaluation of the
business and prospects of the Issuer and other factors.

Although it has no concrete plans to do so, the Reporting Persons may also
engage in and may plan for their engagement in:

          (1)  the acquisition of additional Shares of the Issuer, or the
               disposition of Shares of the Issuer;

          (2)  an extraordinary corporate transaction, such as a merger,
               reorganization or liquidation, involving the Issuer;

          (3)  a sale or transfer of a material amount of assets of the Issuer;

          (4)  any change in the present board of directors or management of the
               Issuer, including any plans or proposals to change the number or
               term of directors or to fill any existing vacancies on the board;

          (5)  any material change in the present capitalization or dividend
               policy of the Issuer;

          (6)  any other material change in the Issuer's business or corporate
               structure;

          (7)  changes in the Issuer's charter, by-laws or instruments
               corresponding thereto or other actions which may impede the
               acquisition of control of the Issuer by any person;

          (8)  causing a class of securities of the Issuer to be delisted from a
               national securities exchange or to cease to be authorized to be
               quoted on an inter-dealer quotation system of a registered
               national securities association;

          (9)  a class of equity securities of the Issuer becoming eligible for
               termination of registration pursuant to Section 12(g)(4) of the
               Act; and/or

          (10) any action similar to those enumerated above.

Any future decisions of the Reporting Persons to take any such actions with
respect to the Issuer or its securities will take into account various factors,
including the prospects of the Issuer, general market and economic conditions
and other factors deemed relevant.

--------------------------------------------------------------------------------
Item 5.  Interest in Securities of the Issuer.

(a-e) As of the date hereof, Mr. Bennett, BRF and BORF may be deemed to be the
beneficial owner of 916,019 Shares, 577,329 Shares and 338,690 Shares,
respectively, constituting 8.39%, 5.39% and 3.24% of the Shares of the Issuer,
respectively.

Mr. Bennett has the shared power to vote or direct the vote of and dispose or
direct the disposition of 916,019 Shares to which this filing relates. BRF has
the shared power to vote or direct the vote of and dispose or direct the
disposition of 577,329 Shares to which this filing relates. BORF has the shared
power to vote or direct the vote of and dispose or direct the disposition of
338,690 Shares to which this filing relates.

The Reporting Persons specifically disclaim beneficial ownership in the Shares
reported herein except to the extent of their pecuniary interest therein.

No transactions in the Shares have been effected by the Reporting Persons during
the 60 days prior to July 27, 2005.

The 916,019 Shares were acquired for investment purposes. The Reporting Persons
and/or the Reporting Persons on behalf of the Investment Funds may acquire
additional Shares, dispose of all or some of these Shares from time to time, in
each case in open markets or private transactions, block sales or purchases or
otherwise, or may continue to hold the Shares.

--------------------------------------------------------------------------------
Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect
         to Securities of the Issuer.

The Reporting Persons does not have any contract, arrangement, understanding or
relationship with any person with respect to the Shares.

--------------------------------------------------------------------------------
Item 7.  Material to be Filed as Exhibits.

No transactions in the Shares have been effected by the Reporting Persons during
the 60 days prior to July 27, 2005.

A Joint Filing Agreement on behalf of the Reporting Persons is filed herewith as
Exhibit A

--------------------------------------------------------------------------------

<PAGE>

                                    SIGNATURE


     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.


                                             July 29, 2005
                                     ----------------------------------------
                                                (Date)


                                      James D. Bennett*

                                      /s/ James D. Bennett
                                      ----------------------------------------
                                              (Signature)


                                          James D. Bennett
                                      ----------------------------------------
                                              (Name/Title)


                                      Bennett Restructuring Fund, L.P.*

                                      By: Restructuring Capital Associates, L.P.
                                          General Partner

                                      By: Bennett Capital Corporation
                                          General Partner

                                       /s/ James D. Bennett
                                       ----------------------------------------
                                               (Signature)

                                            James D. Bennett, President
                                        ----------------------------------------
                                                (Name/Title)


                                      Bennett OFFSHORE Restructuring Fund, INC.*

                                        /s/ James D. Bennett
                                       ----------------------------------------
                                                (Signature)

                                            James D. Bennett, Director
                                        ----------------------------------------
                                                (Name/Title)


* The Reporting Persons disclaim beneficial ownership except to the extent of
their pecuniary interest therein.

Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).


<PAGE>


                                    Exhibit A

                             JOINT FILING AGREEMENT

         The undersigned agree that this schedule 13D dated July 29, 2005,
relating to the Common Stock of Pioneer Companies, Inc. shall be filed on behalf
of the undersigned.



                                      James D. Bennett

                                      /s/ James D. Bennett
                                      ----------------------------------------
                                             (Signature)


                                          James D. Bennett
                                      ----------------------------------------
                                             (Name/Title)


                                      Bennett Restructuring Fund, L.P.

                                      By: Restructuring Capital Associates, L.P.
                                          General Partner

                                      By: Bennett Capital Corporation
                                          General Partner

                                       /s/ James D. Bennett
                                       ----------------------------------------
                                               (Signature)

                                           James D. Bennett, President
                                        ----------------------------------------
                                               (Name/Title)


                                      Bennett OFFSHORE Restructuring Fund, INC.

                                       /s/ James D. Bennett
                                       ----------------------------------------
                                               (Signature)

                                           James D. Bennett, Director
                                        ----------------------------------------
                                               (Name/Title)



75252.0000 #589697
</TEXT>
</DOCUMENT>
</SUBMISSION>
