Exhibit 10.2

                 EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT


         THIS EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment")
is made and entered into this 19th day of January,  2000, by and among  TROPICAL
SPORSTWEAR  INT'L  CORPORATION,  a Florida  corporation  ("Tropical"),  TROPICAL
SPORTSWEAR COMPANY, INC., a Delaware corporation ("TSCI"),  SAVANE INTERNATIONAL
CORP., a Texas corporation  (formerly known as Farah  Incorporated)  ("Savane"),
and APPAREL NETWORK CORPORATION,  a Florida corporation  ("Apparel")  (Tropical,
TSCI, Savane and Apparel collectively referred to hereinafter as "Borrowers" and
individually as a "Borrower") each with its chief executive office and principal
place of business at 4902 West Waters Avenue,  Tampa,  Florida  33634-1302;  the
various  financial  institutions  listed on the signature pages hereof and their
respective  successors and permitted  assigns which become "Lenders" as provided
in the Loan Agreement (as defined below); and FLEET CAPITAL CORPORATION, a Rhode
Island corporation,  in its capacity as collateral and administrative  agent for
the Lenders  (together with its  successors in such  capacity,  "Agent") with an
office at 300 Galleria Parkway, N.W., Suite 800, Atlanta, Georgia 30339.


Recitals:


         Borrowers,  Agent  and  Lenders,  are  parties  to a  certain  Loan and
Security  Agreement  dated  June 10,  1998,  as amended  by that  certain  First
Amendment to Loan and Security Agreement dated July 9, 1998, that certain Second
Amendment to Loan and  Security  Agreement  dated August 27, 1998,  that certain
Third  Amendment to Loan and Security  Agreement  dated December 31, 1998,  that
certain Fourth Amendment to Loan and Security Agreement dated May 21, 1999, that
certain Fifth Amendment to Loan and Security Agreement dated July 16, 1999, that
certain Sixth  Amendment to Loan and Security  Agreement dated October 28, 1999,
and that certain Seventh Amendment to Loan and Security Agreement dated November
12,  1999 (as at any time  amended,  the "Loan  Agreement"),  pursuant  to which
Lenders  have  made  certain   revolving  credit  loans  and  letter  of  credit
accommodations to Borrowers.

         Borrowers  have requested that Agent and Lenders amend the terms of the
Loan  Agreement  to modify the  Tangible  Net Worth  covenant and Funded Debt to
EBITDA  covenant.  Agent and Lenders are willing to amend the Loan  Agreement on
the terms and conditions as hereinafter set forth.

         NOW,  THEREFORE,  for TEN DOLLARS  ($10.00) in hand paid and other good
and  valuable  consideration,  the receipt and  sufficiency  of which are hereby
severally  acknowledged,  the  parties  hereto,  intending  to be legally  bound
hereby, agree as follows:

         1.                Definitions.   All capitalized  terms  used  in  this
Amendment,  unless otherwise defined herein, shall  have the meaning ascribed to
such terms in the Loan Agreement.


         2.                Amendment to Loan Agreement.   The  Loan Agreement is
hereby amended as follows:

                  (a)      By deleting  Section  10.3.1  of  the  Loan Agreement
and  by  substituting  the following new Section 10.3.1 in  lieu thereof:

                                    10.3.1.  Consolidated  Tangible  Net  Worth.
                  Maintain,  as of the end of each Fiscal Quarter,  Consolidated
                  Tangible Net Worth of not less than the amount shown below for
                  the period corresponding thereto:

                           Period                                 Amount
                         ----------                              --------
                  Fiscal Quarter ending January 1, 2000    $101,500,000

                  Each Fiscal Quarter thereafter           $101,500,000 plus
                                                           $2,500,000 for each
                                                           additional Fiscal
                                                           Quarter after January
                                                           1, 2000
<PAGE>

                  (b)      By deleting  Section 10.3.4 of the Loan Agreement and
by  substituting  the following new Section 10.3.4 in lieu thereof:

                                    10.3.4.          Consolidated         Funded
                  Debt/Consolidated  EBITDA.  Maintain,  as of the  end of  each
                  Fiscal   Quarter,   a  ratio  of   Consolidated   Funded  Debt
                  /Consolidated  EBITDA of not more than the ratio  shown  below
                  for the applicable period corresponding thereto:

                           Period                                    Ratio
                         ----------                                ---------
                  Four Fiscal Quarters ending January 1, 2000    4.50 to 1.00

                  Four Fiscal Quarters ending April 1, 2000      5.00 to 1.00

                  Four Fiscal Quarters ending July 1, 2000       4.75 to 1.00

                  Four Fiscal Quarters ending
                  September 30, 2000                             4.25 to 1.00

                  Each Fiscal Quarter after September 30, 2000   4.00 to 1.00
                  based upon the immediately preceding 4
                  Fiscal Quarters


         3.  Acknowledgments  and Stipulations.  Each Borrower  acknowledges and
stipulates that the Loan Agreement and the other Loan Documents executed by such
Borrower are legal,  valid and binding  obligations  of such  Borrower  that are
enforceable  against such Borrower in accordance with the terms thereof;  all of
the Obligations are owing and payable  without  defense,  offset or counterclaim
(and to the extent there exists any such defense,  offset or counterclaim on the
date hereof, the same is hereby waived by each Borrower); the security interests
and liens granted by each Borrower in favor of Agent are duly  perfected,  first
priority security interests and liens.

         4.  Representations  and  Warranties.    Each  Borrower  represents and
warrants to Agent and Lenders,  to induce  Agent and Lenders to enter into  this
Amendment, that no Default or Event  of Default  exists on the date hereof;  the
execution,   delivery  and  performance  of   this  Amendment  have  been   duly
authorized by all requisite  corporate  action  on the part of such Borrower and
this  Amendment has been  duly   executed  and  delivered  by  such   Borrowers;
and  all  of  the representations  and warranties made  by Borrowers in the Loan
Agreement are true and correct on and  as of the date  hereof,   except  to  the
extent any representation or warranty specifically relates to an earlier date.

         5.  Amendment Fee; Expenses of Agent.  In consideration  of Agent's and
Lenders'  willingness  to enter  into this  agreement,  Borrowers,  jointly  and
severally  agree to pay  Agent,  for the  pro-rata  benefit of the  Lenders,  an
amendment fee in the amount of $35,000 on the date hereof. Borrowers jointly and
severally agree to pay, on demand,  all costs and expenses  incurred by Agent in
connection with the preparation, negotiation and execution of this Amendment and
any other Loan Documents  executed  pursuant  hereto and any and all amendments,
modifications,  and supplements  thereto,  including,  without  limitation,  the
reasonable  costs and fees of Agent's  legal  counsel  and any taxes or expenses
associated  with or incurred in  connection  with any  instrument  or  agreement
referred to herein or contemplated hereby.

         6. Effectiveness; Governing Law. This Amendment shall be effective upon
acceptance by Agent and Lenders in Atlanta,  Georgia (notice of which acceptance
is hereby  waived),  whereupon  the same shall be governed by and  construed  in
accordance with the internal laws of the State of Georgia.

         7. Successors  and  Assigns.   This Amendment shall be binding upon and
inure  to the benefit of the parties hereto and  their respective successors and
assigns.

         8.  No Novation,  etc..  Except as otherwise expressly provided in this
Amendment,  nothing  herein shall be deemed to amend or modify any  provision of
the Loan  Agreement  or any of the other  Loan  Documents,  each of which  shall
remain in full force and effect. This Amendment is not intended to be, nor shall
it be construed to create, a novation or accord and  satisfaction,  and the Loan
Agreement as herein modified shall continue in full force and effect.

         9. Counterparts; Telecopied Signatures.  This Amendment may be executed
in any number of  counterparts  and by  different  parties to this  Agreement on
separate  counterparts,  each of  which,  when so  executed,  shall be deemed an
original, but all such counterparts shall constitute one and the same agreement.
Any signature delivered by a party by facsimile  transmission shall be deemed to
be an original signature hereto.

         10. Further  Assurances.  Each  Borrower  agrees to take  such  further
actions  as Agent and  Lenders  shall  reasonably  request  from time to time in
connection  herewith  to evidence  or give  effect to the  amendments  set forth
herein or any of the transactions contemplated hereby.
<PAGE>

         11. Section Titles.   Section  titles  and  references  used  in   this
Amendment shall be without substantive meaning or content of any kind whatsoever
and are not a part of the agreements among the parties hereto.

         12.  Release of Claims.  To induce Agent and Lenders to enter into this
Amendment,  each Borrower hereby release,  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 or  actions  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  and  Lenders
arising under or in connection with any of the Loan Documents or otherwise.

         13. 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.

         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly  executed  under seal and  delivered by their  respective  duly  authorized
officers on the date first written above.

                                   BORROWERS:

ATTEST:                            TROPICAL SPORTSWEAR INT'L CORPORATION


/s/ Regina M. Ifland               By:      /s/ N. Larry McPherson
Assistant Secretary
[CORPORATE SEAL]                   Title:   Executive Vice President



ATTEST:                            TROPICAL SPORTSWEAR COMPANY, INC.



/s/ Regina M. Ifland               By:      /s/ N. Larry McPherson
Assistant Secretary
[CORPORATE SEAL]                   Title:   Executive Vice President



ATTEST:                            SAVANE INTERNATIONAL CORP.
                                   (f/k/a Farah Incorporated)


/s/ Regina M. Ifland               By:      /s/ N. Larry McPherson
Assistant Secretary
[CORPORATE SEAL]                   Title:   Executive Vice President


[Signatures continued on the following page]



<PAGE>


ATTEST:                            APPAREL NETWORK CORPORATION


/s/ Regina M. Ifland               By:      /s/ N. Larry McPherson
Assistant Secretary
[CORPORATE SEAL]                   Title:   Executive Vice President




                                   LENDERS:

                                   FLEET CAPITAL CORPORATION

                                   By:      /s/ Elizabeth L. Waller
                                   Title:   Senior Vice President


                                   BANC OF AMERICA COMMERCIAL CORPORATION


                                   By:      /s/ Andrea G. Jackson
                                   Title:   Vice President



                                   FIRST UNION NATIONAL BANK


                                   By:      /s/ John T. Trainor
                                   Title:   Vice President


                                   DEUTSCHE FINANCIAL SERVICES CORPORATION

                                   By:      /s/ Pamela D. Petrick
                                   Title:   Vice President


                                   AGENT:

                                   FLEET CAPITAL CORPORATION,
                                   as Agent


                                   By:      /s/ Elizabeth L. Waller
                                   Title:  Senior Vice President