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FIRST AMENDMENT TO  SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT  AND CONSENT
 DELTA
APPAREL, INC. M.J. SOFFE CO. JUNKFOOD CLOTHING COMPANY WACHOVIA BANK, NATIONAL ASSOCIATION
 Recitals :
      1. Definitions .




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2. Amendments to Loan Agreement .
  minus plus plus
        plus
 plus
  (1)
    
    the Inventory Loan Limit, or
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(2)
    
    the lesser of (A) sixty percent (60%) of the Value
of Eligible Inventory consisting of finished
goods, Borrowers raw materials consisting of
raw cotton and yarn for such finished goods and
finished yarn categorized as work-in-process; or
(B) eighty-five percent (85%) of the Net Orderly
Liquidation Value of such Eligible Inventory,
plus
 (iv)
    
    to the extent greater than zero, the lesser of:
 (1)
    (A)
    
    the Fixed Asset Loan Limit, minus(B)
    
    the M&E Loan Amortization Amount
plus the RE Loan Amortization
Amount, or(2)
    (A)
    
    eighty-five percent (85%) of the appraised Net
Orderly Liquidation Value of Eligible Equipment
plus eighty percent (80%) of the
appraised fair market value of the Eligible Real
Property determined from time to time by a
qualified appraiser acceptable to Agent (subject
to the provisions of Section 7.4), minus(B)
    
    the M&E Loan Amortization Amount
plus the RE Loan Amortization
Amount, plus
 (v)
    
    the result of:
 (1)
    
    the Tennessee Asset Loan Limit, minus(2)
    
    the Tennessee Asset Loan Amortization Amount,
minus
 (b)
    
    the Reserves.
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4.3 Conditions Subsequent to All Loans and Letters of Credit
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provided that
 Reserved
  Fixed Charge Coverage Ratio
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3. Consent to Fun-Tees Asset Acquisition .
 4. Additional Covenants and Agreements .
 5. Ratification and Reaffirmation .
 6. Acknowledgments and Stipulations .
 7. Representations and Warranties .
 8. Reference to Loan Agreement .
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9. Breach of Amendment .
 10. Conditions Precedent.
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11. Expenses of Agent . on demand
 12. Effectiveness; Governing Law .
 13. Successors and Assigns .
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14. No Novation, etc.
 15. Counterparts; Telecopied Signatures
 16. Further Assurances .
 17. Section Titles .
 18. Release of Claims . To induce Agent and the Required Lenders to enter into this
Amendment, each Borrower hereby releases, acquits and forever discharges Agent and Lenders, and all
officers, directors, agents, employees, successors and assigns of Agent and Lenders, from any and
all liabilities, claims, demands, actions or causes of action of any kind or nature (if there be
any), whether absolute or contingent, disputed or undisputed, at law or in equity, or known or
unknown, that such Borrower now has or ever had against Agent or any Lender arising under or in
connection with any of the Financing Agreements or otherwise. Each Borrower represents and
warrants to Agent and Lenders that such Borrower has not transferred or assigned to any Person any
claim that such Borrower ever had or claimed to have against Agent or any Lender.
 19. Waiver of Jury Trial . To the fullest extent permitted by applicable law, the
parties hereto each hereby waives the right to trial by jury in any action, suit, counterclaim or
proceeding arising out of or related to this Amendment
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BORROWERS :
 ATTEST:
    
    
    
    DELTA APPAREL, INC.By:Secretary
    
    
    
    
    
    Name:[CORPORATE SEAL]
    
    
    
    
    
    Title:ATTEST:
    
    
    
    M.J. SOFFE CO.By:Secretary
    
    
    
    
    
    Name:[CORPORATE SEAL]
    
    
    
    
    
    Title:ATTEST:
    
    
    
    JUNKFOOD CLOTHING COMPANYBy:Secretary
    
    
    
    
    
    Name:[CORPORATE SEAL]
    
    
    
    
    
    Title:




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AGENT:WACHOVIA BANK, NATIONAL ASSOCIATION, as AgentBy:Name:Title:




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REQUIRED LENDERS:WACHOVIA BANK, NATIONAL ASSOCIATION, as a LenderBy:Name:Title:




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SIEMENS FINANCIAL SERVICES, as a LenderBy:Name:Title:




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IDB BANK, as a LenderBy:Name:Title: