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                                                                   EXHIBIT 10.35


                      DOSKOCIL MANUFACTURING COMPANY, INC.

                          EXECUTIVE SEVERANCE AGREEMENT

         This Executive Severance Agreement (the "AGREEMENT") is made and
entered into by and between Richard F. Daugherty (the "EXECUTIVE") and Doskocil
Manufacturing Company, Inc., a Texas corporation (the "COMPANY"), effective as
of October 2, 2000 (the "EFFECTIVE DATE") and supersedes and replaces all
previous Executive Severance Agreements.

                                    RECITALS

         A. The Company and Executive desire to enter into this Agreement to set
         forth certain severance benefits to which Executive will be entitled to
         receive if (i) Executive's employment with the Company is involuntarily
         terminated by the Company other than for Cause (as defined), or (ii)
         Executive's employment with the Company is voluntarily terminated by
         Executive for Good Reason (as defined).

         B. Certain capitalized terms used in the Agreement and the Summary of
         Terms are defined in Section 3 below.

         The parties hereto agree as follows:

                                    AGREEMENT

1.       SEVERANCE BENEFITS.

         1.1.     Involuntary Termination other than For Cause or Voluntary
                  Termination for Good Reason. If the Executive's employment
                  with the Company is (i) involuntarily terminated by the
                  Company other than for Cause (as defined) at any time or
                  voluntarily terminated by Executive for Good Reason (as
                  defined), then the Executive shall receive the following
                  severance benefits from the Company.

         1.2.     Severance Payment. Cash payments (the "SEVERANCE PAYMENT") in
                  an aggregate amount equal one-hundred percent (100%) of the
                  Executive's Annual Compensation (as defined); provided,
                  however, that if such aggregate payments, either alone or
                  together with other payments which Executive may have the
                  right to receive from the Company, would not be deductible (in
                  whole or in part) by the Company as a result of such payments
                  constituting a "PARACHUTE PAYMENT" (as defined in Section 280G
                  of the Internal Revenue Code of 1986, as amended (the
                  "CODE")), such payments shall be reduced to the maximum
                  deductible amount under the Code. The Severance Payment shall
                  be made in equal installment payments over the course of
                  twenty-six (26) weeks, following the termination, with no
                  interest accruing thereon; and

         1.3.     Continuation of Benefits. The continuation of the medical and
                  other insurance plans or policies that the Company may provide
                  for executive officers of the Company, as from time to time in
                  effect, until the earlier of (i) the date which is six months
                  following the date on which Executive's employment with the
                  Company is terminated, and (ii) the date on which Executive
                  commences new employment.


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         1.4.     Voluntary Resignation other than for Good Reason; Termination
                  For Cause. If the Executive's employment terminates by reason
                  of the Executive's voluntary resignation other than for Good
                  Reason, or if the Executive is terminated involuntarily by the
                  Company for Cause.

2.       NON-COMPETITION. The Executive acknowledges that the nature of the
         Executive's engagement by the Company is such that the Executive shall
         have access to information of a confidential and/or trade secret nature
         which has great value to the Company and which constitutes a
         substantial basis and foundation upon which the business of the Company
         is based. Such information includes financial, manufacturing and
         marketing data, techniques, processes, formulas, developmental or
         experimental work, work in process, methods, trade secrets (including,
         without limitation, customer lists and lists of customer sources), or
         any other secret or confidential information relating to the products,
         services, customers, sales or business affairs of the Company (the
         "CONFIDENTIAL INFORMATION"). In order to protect the Confidential
         Information, the Executive agrees that during the term of the
         Executive's employment, and for a period of six months following the
         date that the Executive ceases to be employed by the Company while
         receiving the severance arrangement, the Executive shall not, directly
         or indirectly, whether as an owner, partner, shareholder, agent,
         employee, creditor, or otherwise, promote, participate or engage in any
         activity or other business competitive with the Company's business
         anywhere in the continental United States. A business shall be
         considered competitive with the Company's business if it manufactures,
         distributes or sells products competitive with the products
         manufactured, distributed or sold by the Company at the date hereof and
         as may be manufactured, distributed or sold by the Company at any time
         prior to the date Executive ceases to be employed by the Company.

3.       AT-WILL EMPLOYMENT. The Company and the Executive acknowledge that the
         Executive's employment is and shall continue to be at-will, as defined
         under applicable law. If the Executive's employment terminates for any
         reason, the Executive shall not be entitled to any payments, benefits,
         damages, awards or compensation other than as provided by this
         Agreement, or as may otherwise be available in accordance with the
         Company's established Executive plans.

4.       DEFINITION OF TERMS. The following terms referred to in this Agreement
         shall have the following meanings:

         4.1.     Annual Compensation. "Annual Compensation" means an amount
                  equal to the Executive's annual salary, excluding bonuses, at
                  the highest rate in effect during the twelve months
                  immediately preceding the Change of Control.

         4.2.     Cause. "Cause" shall mean a material act of dishonesty, or
                  after receipt of 15 days written notice refusal or failure to
                  perform any reasonable lawful duty, responsibility or
                  direction of the Company's Chief Executive Officer or its
                  Board of Directors.

         4.3.     Good Reason. "Good Reason" shall mean (i) a reduction, other
                  than a general salary and/or benefits reduction affecting
                  substantially all members of management, in the Executive's
                  annual base pay and benefits, or (ii) a requirement that
                  Executive be based anywhere other than within 50 miles of
                  Executive's present office location, except for required
                  travel.


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5.       SUCCESSORS.

         5.1.     Company's Successors. Any successor to the Company (whether
                  direct or indirect and whether by purchase, merger,
                  consolidation, liquidation or otherwise) to all or
                  substantially all of the Company's business and/or assets
                  shall assume the obligations under this Agreement and agree
                  expressly to perform the obligations under this Agreement in
                  the same manner and to the same extent as the Company would be
                  required to perform such obligations in the absence of a
                  succession. For all purposes under this Agreement, the term
                  "Company" shall include any successor to the Company's
                  business and/or assets or successor, which becomes bound by
                  the terms of this Agreement by operation of law.

6.       MISCELLANEOUS PROVISIONS.

         6.1.     Waiver. No provision of this Agreement shall be modified,
                  waived or discharged unless the modification, waiver or
                  discharge is agreed to in writing and signed by the Executive
                  and by an authorized officer of the Company (other than the
                  Executive). No waiver by either party of any breach of, or of
                  compliance with, any condition or provision of this Agreement
                  by the other party shall be considered a waiver of any other
                  condition or provision or of the same condition or provision
                  at another time.

         6.2.     Whole Agreement. No agreements, representations or
                  understandings (whether oral or written and whether express or
                  implied) which are not expressly set forth in this Agreement
                  and Attachment A hereto, have been made or entered into by
                  either party with respect to the subject matter hereof. This
                  Agreement represents the entire understanding of the parties
                  hereto with respect to the subject matter hereof and
                  supersedes all prior arrangements and understandings regarding
                  the same.

         6.3.     Choice of Law. The validity, interpretation, construction and
                  performance of this Agreement shall be governed by the laws of
                  the State of Texas.

         6.4.     Arbitration. Any dispute or controversy arising out of,
                  relating to or in connection with this Agreement shall be
                  settled exclusively by binding arbitration in Tarrant County,
                  Texas in accordance with the National Rules for the Resolution
                  of Employment Disputes of the American Arbitration Association
                  then in effect. Judgment may be entered on the arbitrator's
                  award in any court having jurisdiction. Company and the
                  Executive shall each pay one-half of the costs and expenses of
                  such arbitration, and each shall separately pay its counsel
                  fees and expenses. Punitive damages shall not be awarded.

         6.5.     Severability. The invalidity or unenforceability of any
                  provision or provisions of this Agreement shall not affect the
                  validity or enforceability of any other provision hereof,
                  which shall remain in full force and effect. The parties
                  intend with respect to the provisions contained herein that if
                  in any proceeding an arbitrator shall refuse to enforce all of
                  the covenants included herein because they cover too extensive
                  a geographic area or because they cover too long a period of
                  time or because they cover too broad a range of activities,
                  then any such covenants shall be reduced in scope to the
                  extent required by law.


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         6.6.     Withholding. All payments made pursuant to this Agreement will
                  be subject to withholding of applicable income and employment
                  taxes to the extent required by law.

         6.7.     Counterparts. This Agreement may be executed in counterparts,
                  each of which shall be deemed an original, but all of which
                  together will constitute one and the same instrument.


IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case
of the Company by its duly authorized officer, as of the day and year set forth
below.


Dated: October 2, 2000



Company                              Doskocil Manufacturing Company, Inc.


                                           /s/ LARRY E. REMBOLD
                                     ------------------------------------------
                                               Larry E. Rembold
                                                President and
                                           Chief Executive Officer


EXECUTIVE:                       By: /s/ RICHARD F. DAUGHERTY
                                     ------------------------------------------
                                              Richard F. Daugherty


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