EXHIBIT 10.35


                                JOINDER AGREEMENT
                                       and
                          SUPPLEMENT TO LOAN AGREEMENT


         SUPPLEMENT  NO. 1 (this  "Supplement")  dated as of August 23, 2000, to
the Loan and Security  Agreement dated June 10,1998 (as at any time supplemented
or  amended,  the "Loan  Agreement"),  by and among  TROPICAL  SPORTSWEAR  INT?L
CORPORATION,  a Florida corporation ("Tropical");  SAVANE INTERNATIONAL CORP., a
Texas corporation  (formerly known as Farah Incorporated)  ("Savane"),  TROPICAL
SPORTSWEAR  COMPANY,  INC., a Delaware  corporation  ("TSCI");  APPAREL  NETWORK
CORPORATION,  a Florida corporation  ("Apparel");  and each other Person that is
from time to time a Borrower under the Loan Agreement  (Tropical , Savane,  TSCI
and  Apparel and each of the  foregoing  referred  to herein  individually  as a
"Borrower"  and  collectively  as  "Borrowers"),  and FLEET CAPITAL  CORPORATION
("Agent"),  a Rhode Island  corporation,  in its capacity as administrative  and
collateral agent for the Lenders thereto,  and Lenders.  Capitalized  terms used
herein,  unless otherwise  defined herein,  shall have the meanings  ascribed to
them in the Loan  Agreement.  The terms  "herein,"  "hereof" and "hereunder" and
other words of similar import refer to this Supplement as a whole and not to any
particular section, paragraph or subdivision. All references to any Person shall
mean and  include the  successors  and  permitted  assigns of such  Person.  All
references to any of the Loan Documents  shall include any and all amendments or
modifications  thereto  and any and all  restatements,  extensions  or  renewals
thereof.  Wherever the phrase "including" shall appear in this Supplement,  such
word shall be understood to mean "including, without limitation."

         Borrowers have  requested  Agent and Lenders to make Revolver Loans and
extend  other  credit  pursuant  to the  Loan  Agreement.  Pursuant  to the Loan
Agreement,  each New  Borrower  that was not in existence on the date thereof is
required to become a party to and to enter into the Loan Agreement as a Borrower
upon becoming a New Borrower.  The Loan Agreement  provides that  additional New
Borrowers  may  become  Borrowers  under the Loan  Agreement  by  execution  and
delivery  of an  instrument  in  the  form  of  this  Supplement.  Each  of  the
undersigned,  TSI  BRANDS,  INC.,  a Delaware  corporation,  and TSIL,  INC.,  a
Delaware  corporation,  is a New Borrower and is executing  this  Supplement  in
accordance with the  requirements of the Loan Agreement to become a party to the
Loan Agreement in order to induce Agent and Lenders to continue to extend credit
under the Loan Agreement and as consideration  for the Revolver Loans previously
made.

         Accordingly,  and for Ten Dollars  ($10.00) in hand paid and other good
and  valuable  consideration,  the  receipt  and  adequacy  of which are  hereby
acknowledged  by the  parties  hereto,  Agent  and  each New  Borrower  agree as
follows:


         1. In  accordance  with the Loan  Agreement,  each New  Borrower by its
signature  below becomes a Borrower under the Loan Agreement with the same force
and effect as if originally  named therein as a Borrower,  and each New Borrower
hereby agrees to all the terms and provisions of the Loan  Agreement  applicable
to it as a Borrower  thereunder.  Each  reference  to a  "Borrower"  in the Loan
Agreement  shall be deemed to include the New  Borrowers.  The Loan Agreement is
hereby incorporated herein by reference.

         2.  Each New  Borrower  acknowledges  that it has  requested  Agent and
Lenders to extend financial  accommodations to it and to Borrowers on a combined
basis  in  accordance  with the  provisions  of the Loan  Agreement,  as  hereby
amended.  In  accordance  with the terms of Section 5.11 of the Loan  Agreement,
each New Borrower acknowledges and agrees that it shall be jointly and severally
liable  for any and all  Revolver  Loans and  other  Obligations  heretofore  or
hereafter  made by Agent or any Lenders to any  Borrower  and for all  interest,
fees and other charges payable in connection therewith. Each New Borrower hereby
appoints and  designates  Tropical as, and Tropical  shall continue to act under
the Loan  Agreement as, the  representative  of each New Borrower and each other
Borrower  for  all  purposes,  including  requesting  borrowings  and  receiving
accounts statements and other notices and communications to Borrowers (or any of
them) from Agent and Lenders. Each Loan made by Agent and Lenders under the Loan
Agreement  or any of the other Loan  Documents  shall be  disbursed  to the Loan
Account of Borrowers.

         3. To secure the prompt payment and performance to Agent and Lenders of
all of the  Obligations,  each New  Borrower  hereby  grants to  Agent,  for the
benefit of itself, as Agent and for the ratable benefit of Lenders, a continuing
security interest in and Lien upon all of such Borrower's assets,  including all
of the following  Property and interests in Property of such  Borrower,  whether
now owned or existing or hereafter created,  acquired or arising and wheresoever
located:

                      (i)       All Accounts;

                      (ii)      All Inventory;

                      (iii)     All Instruments;

                      (iv)      All Chattel Paper;

                      (v)       All Documents;

                      (vi)      All General Intangibles;

                      (vii)     All Equipment;

                      (viii)    All   Securities,   whether   certificated    or
uncertificated (but excluding any portion thereof that constitute Margin Stock),
and all securities entitlements;

                      (ix)      All monies now or at any time or times hereafter
in  the  possession  or  under the control of Agent or any Lender or a bailee or
Affiliate  of  Agent  or  any  Lender, including any Cash Collateral in the Cash
Collateral Account;

                      (x)       All  accessions  to,  substitutions  for and all
replacements, products and cash and non-cash proceeds of (i) through (ix) above,
including proceeds of and unearned  premiums with  respect to insurance policies
insuring any of the Collateral; and

                      (xi)      All books and records (including customer lists,
files, correspondence, tapes, computer  programs, print-outs, and other computer
materials and records)  of  such Borrower  pertaining to  any of (i) through (x)
above.

         4. Each New Borrower  represents and warrants to Agent and Lenders that
such New Borrower is a wholly owned  Subsidiary  of Savane and is engaged in the
same business as the other  Borrowers as part of a joint and common  enterprise;
that this  Supplement has been duly  authorized,  executed and delivered by such
New Borrower and constitutes a legal,  valid and binding  obligation of such New
Borrower,  enforceable  against it in accordance  with its terms,  except as the
enforceability thereof may be limited by bankruptcy, insolvency, reorganization,
moratorium or other similar laws  affecting  creditors  rights  generally and by
general  principles  of equity  (regardless  of whether such  enforceability  is
considered in a proceeding at law or in equity); and that the Schedules attached
hereto contain true, accurate and complete  information with respect to such New
Borrower  and the  matters  covered by the  provisions  of Section 8 of the Loan
Agreement and such Schedules  shall be deemed to supplement and be a part of the
Schedules to the Loan Agreement.

         5. Except as otherwise  expressly provided in this Supplement,  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  Supplement  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.

         6. In case any provision in or obligation  under this Supplement  shall
be invalid, illegal or unenforceable in any jurisdiction, the validity, legality
and  enforceability  of the  remaining  provisions  or  obligations,  or of such
provision  or  obligation  in any  other  jurisdiction,  shall not in any way be
affected or impaired thereby.

         7. Each New Borrower  agrees to reimburse Agent and Lenders for Agent?s
and  Lenders'  reasonable   out-of-pocket   expenses  in  connection  with  this
Supplement,  including,  without limitation,  the fees,  disbursements and other
charges of counsel for Agent and Lenders.

         8. This  Supplement  and the other Loan  Documents,  together  with all
other  instruments,  agreements  and  certificates  executed  by the  parties in
connection therewith or with reference thereto,  embody the entire understanding
and agreement between the parties hereto and thereto with respect to the subject
matter hereof and thereof and supersede all prior agreements, understandings and
inducements,  whether express or implied, oral or written. Each of the Schedules
attached hereto is incorporated  into this Supplement and by this reference made
a part hereof.

         9. This Supplement and any amendments, waivers, consents or supplements
may be  executed  in any number of  counterparts  and by the  different  parties
hereto in separate  counterparts,  each of which when so executed and  delivered
shall be deemed an original,  but all such counterparts shall constitute but one
and the same instrument.

         10.  This  Supplement  shall be  effective  when  accepted  by Agent in
Atlanta,  Georgia (each New Borrower  hereby waiving notice of such  acceptance)
and thereupon shall be deemed a contract made in Georgia,  and shall be governed
by and  construed  and  enforced  in  accordance  with the laws of the  State of
Georgia without regard to the conflict of laws principles thereof.



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         11. 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
Supplement.

         IN WITNESS WHEREOF, each New Borrower and Agent have duly executed this
Supplement under seal as of the date and year first above written.

                                                     NEW BORROWERS:

ATTEST:                                              TSI BRANDS, INC.


/s/ Joan Dobrzynski______________                    By:  /s/ Greg Williams
Secretary
[CORPORATE SEAL]                                     Title: President


                                                     Address:
                                                     300 Delaware Ave
                                                     Suite 900
                                                     Wilmington, DE 19801



ATTEST:                                              TSIL, INC.


/s/ N. Larry McPherson                               By:   /s/ Greg Williams
Vice President
[CORPORATE SEAL]                                     Title: President

                                                     Address:
                                                     300 Delaware Ave
                                                     Suite 900
                                                     Wilmington, DE  19801





[Signatures continued on the following page]





                                           Accepted in Atlanta, Georgia:

                                           FLEET CAPITAL CORPORATION, as Agent


                                           By:   /s/ Elizabeth Waller

                                           Title:   Senior Vice President






List of Attached Schedules for each New Borrower


8.1.1           New Borrower's and its Subsidiaries' Business Locations
9.1.1           Jurisdictions in  which  New  Borrower  and its Subsidiaries are
                   Authorized to do Business
9.1.4           Capital Structure of New Borrower
9.1.5           Corporate Names
9.1.13          Tax Identification Numbers of New Borrower and its Subsidiaries
9.1.15          Intellectual Property
9.1.18          Contracts Restricting Rights to Incur Debts
9.1.19          Litigation
9.1.21          Capitalized and Operating Leases
9.1.22          Pension Plans
9.1.24          Labor Contracts
10.2.5          Permitted Liens




                                                                    EXHIBIT 21.1


             SUBSIDIARIES OF TROPICAL SPOSRTSWEAR INT'L CORPORATION



           SUBSIDIARY                                PLACE OF INCORPORATION

Savane International Corp.                                      Texas
Farah Manufacturing (U.K.) Limited                              England
Farah (Australia) Pty. Limited                                  Australia
Farah (New Zealand) Limited                                     New Zealand