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                                                                EXHIBIT 10.1.3
                                  SPORT-HALEY, INC.
                                 AMENDED AND RESTATED
                                1993 STOCK OPTION PLAN

1.  PURPOSE

    The purpose of this Plan is to promote the interest of the Corporation and
its shareholders and the Corporation's success by providing a method whereby
equity-based incentive Awards may be granted to Employees and Directors of the
Corporation and its Subsidiaries and to selected Consultants who, in the course
of their business activities, direct a significant amount of business to the
Corporation or provide services to the Corporation.

2.  DEFINITIONS

    A.   "AWARD" means any form of stock option granted under the Plan.

    B.   "AWARD NOTICE" means any written notice from the Corporation to a
Participant or agreement between the Corporation and a Participant that
establishes the terms applicable to an Award.

    C.   "BOARD OF DIRECTORS" means the Board of Directors of the Corporation.

    D.   "CODE" means the Internal Revenue Code of 1986, as amended.

    E.   "COMMITTEE" means the Compensation Committee of the Board of
Directors, or such other committee designated by the Board of Directors, which
is authorized to administer the Plan under Section 3 hereof.  The number of
persons who shall serve on the Committee shall be specified from time to time by
the Board of Directors; however, in no event shall there be fewer than two
members of the Committee.  The Committee will be composed in a manner such that
the Plan will qualify under Rule 16b-3 with regard to Awards to persons who are
subject to Section 16 of the Exchange Act.  If at any time the Committee has
fewer than two members or the Committee otherwise ceases to exist, then the Plan
shall be administered by the Board of Directors, and all references herein to
the Committee shall refer to the Board of Directors.

    F.   "COMMON STOCK" means Common Stock of the Corporation, no par value per
share.

    G.   "CONSULTANT" means any individual who renders services directly to the
Corporation or to the Corporation's customers, any individual defined and
designated from time to time by the Committee as a Consultant, or any individual
from a group of individuals defined and designated from time to time by the
Committee.

    H.   "CORPORATION" means Sport-Haley, Inc.

    I.   "DIRECTOR" means a member of the Board of Directors.

    J.   "EXCHANGE ACT" means the Securities Exchange Act of 1934, as amended.

    K.   "FAIR MARKET VALUE" means, on any date, the average of the high and
low sales prices of the Common Stock on the principal national securities
exchange, which includes the National Association of Securities Dealers
Automated Quotation System (NASDAQ), on which such Common Stock is listed or
admitted to trading or if not traded on that date, then on the date last traded;
or if such Common Stock is not so listed or admitted to trading, the arithmetic
mean of the per share closing bid price and per share closing asked price on
such date as quoted on any other system of NASDAQ or such other market in which
such prices are regularly quoted; or if there have been no published bid or
asked quotations, the Committee shall, in good faith and in accordance with
Section 422 of the Code, establish the method for determining the Fair Market
Value of the Common Stock.

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    L.   "EMPLOYEE" means any employee of the Corporation or a Subsidiary whose
performance the Committee determines can have a significant effect on the
success of the Corporation. 

    M.   "PARTICIPANT" means any individual to whom an Award is granted under
the Plan.

    N.   "PLAN" means this Plan, which shall be known as the Sport-Haley, Inc.
Restated 1993 Stock Option Plan.

    O.   "RULE 16b-3" means Rule 16b-3 promulgated under the Exchange Act, as
amended effective November 1, 1996, or any successor rule.

    P.   "SUBSIDIARY" means a corporation or other business entity (i) of which
the Corporation directly or indirectly has an ownership interest of 50% or more,
or (ii) of which it has a right to elect or appoint 50% or more of the board of
directors or other governing body.

3.  ADMINISTRATION

    A.   The Plan shall be administered by the Committee.  The Committee shall
have the authority to:

    (i)   construe and interpret the Plan;

    (ii)  promulgate, amend and rescind rules relating to the implementation of
          the Plan;

    (iii) make all determinations necessary or advisable for the
          administration of the Plan, including the selection of Employees,
          Directors and Consultants who shall be granted Awards, the number
          of shares of Common Stock to be subject to each Award, the Award
          price, the vesting or duration of Awards, and the designation of
          Awards as incentive stock options or non-qualified stock options;

    (iv)  determine the disposition of Awards in the event of a Participant's
          divorce or dissolution of marriage;

    (v)   determine whether Awards will be granted alone or in combination or in
          tandem with other Awards; and

    (vi)  determine whether cash will be paid or Awards will be granted in
          replacement of, or as alternatives to, other grants under the Plan or
          any other incentive or compensation plan of the Corporation, a
          Subsidiary or an acquired business unit; and

    (vii) approve in advance each particular Award to be granted hereunder
          in a manner which will cause the Award to be exempt from Section
          16(b) of the Exchange Act by virtue of Rule 16b-3.

    B.    Subject to the requirements of applicable law, the Committee may
correct any defect, supply any omission, or reconcile any inconsistency in the
Plan, any Award, or any Award Notice; take any and all other actions it deems
necessary or advisable for the proper administration of the Plan; designate
persons other than members of the Committee to carry out its responsibilities;
and prescribe such conditions and limitations as it may deem appropriate; except
that the Committee may not delegate its authority with regard to the selection
for participation of, or the granting of Awards to, persons under Section 16 of
the Exchange Act.  Any determination, decision, or action of the Committee in
connection with the construction, interpretation, administration, or application
of the Plan shall be final, conclusive and binding upon all persons validly
claiming under or through persons participating in the Plan.

    C.    The Committee may at any time, and from time to time amend or cancel
any outstanding Award, but only with the consent of the person to whom the Award
was granted.


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4.  ELIGIBILITY

    A.   Any Employee is eligible to become a Participant in the Plan.

    B.   Directors who are not Employees of the Corporation or a Subsidiary
shall receive Awards in accordance with Section 7.

    C.   Consultants who are not Employees or Directors of the Corporation
shall be eligible to receive Awards in accordance with Section 8.

5.  SHARES AVAILABLE

    A.   Subject to Section 13 of the Plan, the maximum number of shares of
Common Stock available for Award grants (including incentive stock options)
shall be 1,200,000.  Shares of Common Stock subject to an unexercised and
expired or terminated Award shall be available for an Award subsequently granted
in accordance with the Plan.

6.  TERM

    The Plan became effective upon approval of the Plan by the Corporation's
stockholders on March 1, 1993 and shall continue in effect until February 28,
2003.

7.  AWARDS TO NON-EMPLOYEE DIRECTORS

    Options granted to Directors who are not Employees of the Corporation or a
Subsidiary shall be subject to the following terms:

    (i)   The exercise price shall be equal to 100% of the Fair Market Value of
          the underlying shares of Common Stock on the date of the grant,
          payable in accordance with the alternatives stated in Section 9.B.(ii)
          of the Plan;

    (ii)  The term of the options shall not be greater than ten (10) years from
          the date of the grant;

    (iii) The options shall be exercisable beginning 6 months after the
          date of the grant; and

    (iv)  The options shall be subject to Section 11 of the Plan.

8.  AWARDS TO CONSULTANTS

    Consultants shall receive Awards in accordance with the following terms:

    A.    No Awards of incentive stock options shall be made to Consultants.

    B.    Awards of non-qualified stock options to such Consultants shall be
subject to the following terms:

    (i)   The exercise price shall be not less than 100% of the Fair Market
          Value of the underlying shares of Common Stock on the date of the
          grant, payable in accordance with the alternatives stated in Sections
          9.B(ii) and (iii) of the Plan;

    (ii)  The term of the options shall not be greater than ten (10) years from
          the date of grant;

    (iii) The options shall be exercisable beginning 12 months after the
          date of the grant; and

    (iv)  The options shall be subject to Section 11 of the Plan.



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9.  STOCK OPTIONS

    A.    Awards shall be granted in the form of stock options.  Stock options
may be incentive stock options within the meaning of Section 422A of the Code or
non-qualified stock options (i.e., stock options which are not incentive stock
options).
 
    B.    Subject to Section 9.C. relating to incentive stock options and to
Sections 7 and 8 relating to awards to Directors who are not Employees and to
Consultants, options shall be in such form and contain such terms as the
Committee deems appropriate.  While the terms of options need not be identical,
each option shall be subject to the following terms:

    (i)   The exercise price shall be the price set by the Committee but may not
          be less than 100% of the Fair Market Value of the underlying shares of
          Common Stock on the date of the grant.

    (ii)  The exercise price shall be paid in cash (including check, bank draft,
          or money order), or at the discretion of the Committee, all or part of
          the purchase price may be paid by delivery of the optionee's full
          recourse promissory note, delivery of Common Stock already owned by
          the Participant for at least six (6) months and valued at its Fair
          Market Value, or any combination of the foregoing methods of payment.
          In the case of incentive stock options, the terms of payment shall be
          determined at the time of grant.

    (iii) Promissory notes given as payment of the exercise price, if
          permitted by the Committee, shall contain such terms as set by
          the Committee which are not inconsistent with the following: the
          unpaid principal shall bear interest at a rate set from time to
          time by the Committee; payments of principal and interest shall
          be made no less frequently than annually; no part of the note
          shall be payable later than ten (10) years from the date of
          purchase of the underlying shares of Common Stock; the note must
          be negotiable and be secured by collateral, other than the shares
          issued upon exercise, having a fair market value at least equal
          to the principal amount of the note; and there must be an
          obligation to pay independent of collateral.

    (iv)  The term of an option may not be greater than ten (10) years from the
          date of the grant.

    (v)   Neither a person to whom an option is granted nor such person's legal
          representative, heir, legatee or distributee shall be deemed to be the
          holder of, or to have any of the rights of a holder or owner with
          respect to, any shares of Common Stock subject to such option unless
          and until such person has exercised the option.

    C.    The following special terms shall apply to grants of incentive stock
options:

    (i)   Subject to Section 9.C.(iii) of the Plan, the exercise price of each
          incentive stock option shall not be less than 100% of the Fair Market
          Value of the underlying shares of Common Stock on the date of the
          grant.

    (ii)  No incentive stock option shall be granted to any Employee who
          directly or indirectly owns stock possessing more than 10% of the
          total combined voting power of all classes of stock of the
          Corporation, unless at the time of such grant the exercise price of
          the option is at least 110% of the Fair Market Value of the underlying
          shares of Common Stock subject to the option and such option is not
          exercisable after the expiration of five (5) years from the date of
          the grant.

    (iii) No incentive stock option shall be granted to a person in his
          capacity as a Employee of a Subsidiary if the Corporation has
          less than a 50% ownership interest in such Subsidiary.


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    (iv)  Options shall contain such other terms as may be necessary to qualify
          the options granted therein as incentive stock options pursuant to
          Section 422A of the Code, or any successor statute.

10. DEFERRAL OF AWARDS

    At the discretion of the Committee, payment of an Award or any portion
thereof may be deferred until a time established by the Committee.  Deferrals
shall be made in accordance with guidelines established by the Committee to
ensure that such deferrals comply with applicable requirements of the Code and
its regulations.  Deferrals shall be initiated by the delivery of a written,
irrevocable election by the Participant to the Committee or its nominee.  Such
election shall be made prior to the date specified by the Committee.  The
Committee may also (A) credit interest equivalents on cash payments that are
deferred and set the rates of such interest equivalents and (B) credit dividends
equivalents on deferred payments denominated in the form of shares of Common
Stock.

11. EXERCISE OF STOCK OPTIONS UPON TERMINATION OF EMPLOYMENT OR SERVICES.

    A.   Options granted to Participants other than Consultants shall be
exercisable upon the Participant's termination of service within the following
periods only.  The definition of termination of service applicable to
Consultants shall be defined and determined by the Committee in its sole
discretion.  Subject to Section 19, stock options granted to Participants other
than Consultants may permit the exercise of options upon the Participant's
termination of employment within the following periods, or such shorter periods
as determined by the Committee at the time of grant:

    (i)   If on account of death, within twelve (12) months of such event by the
          person or persons to whom the Participant's rights pass by will or the
          laws of descent or distribution.

    (ii)  If on account of retirement (as defined from time to time by
          Corporation policy), stock options may be exercised within three (3)
          months of such termination.

    (iii) If on account of resignation, options may be exercised within one
          (1) month of such termination.

    (iv)  If for cause (as defined from time to time by Corporation policy), no
          unexercised option shall be exercisable to any extent after
          termination.

    (v)   If on account of disability or leave of absence for the purpose of
          serving the government or the country in which the principal place of
          employment of the Participant is located, either in a military or a
          civilian capacity, or for such other purpose or reason as the
          Committee may approve subsequent to the time of grant, a Participant
          shall not be deemed during the period of any such absence alone to
          have terminated his service, except as the Committee may otherwise
          expressly provide.

    (vi)  If for any reason other than death, retirement, resignation, cause, or
          disability, options may be exercised within three (3) months of such
          termination.

    B.    An unexercised option shall be exercisable only to the extent that
such option was exercisable on the date the Participant's employment or service
terminated.  Notwithstanding the foregoing, and except as provided in Section
11.A. above, terms relating to the exerciseability of options may be amended by
the Committee before or after such termination, except in respect to options
granted under Section 7.

    C.    In no case may an unexercised option be exercised to any extent by
anyone after expiration of its term.


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12. NONASSIGNABILITY

    The rights of a Participant under the Plan or under an Award shall not be
assignable by such Participant, by operation of law or otherwise, except by will
or the laws of descent and distribution.  During the lifetime of the Participant
to whom a stock option is granted, such Participant alone may exercise the stock
option.  No Participant may create a lien on any funds, securities, rights or
other property to which such Participant may have an interest under the Plan, or
which is held by the Corporation for the account of the Participant under the
Plan.

13. ADJUSTMENT OF SHARES AVAILABLE

    The Committee shall make appropriate and equitable adjustments in the
shares of Common Stock available for future Awards, the number of shares of
Common Stock covered by unexercised, unvested or unpaid Awards and the exercise
prices of Awards upon the subdivision of the outstanding shares of Common Stock;
the declaration of a dividend payable in Common Stock; the declaration of a
dividend payable in a form other than Common Stock in an amount that has a
material effect on the price of the shares of Common Stock; the combination or
consolidation of the outstanding shares of Common Stock (by reclassification or
otherwise) into a lesser number of shares of Common Stock; a recapitalization;
or a similar event.

14. PAYMENT OF WITHHOLDING TAXES

    As a condition to receiving or exercising an Award, as the case may be, the
Participant shall pay to the Corporation or any employer Subsidiary the amount
of all applicable Federal, state, local and foreign taxes required by law to be
paid or withheld relating to receipt or exercise of the Award.  Alternatively,
the Corporation may withhold shares of Common Stock with an aggregate Fair
Market Value equal to such withholding taxes, from any Award in shares of Common
Stock, to the extent the withholding is required by law.  The Corporation also
may deduct such withholding taxes from any Award paid in cash.

15. AMENDMENTS

    The Board of Directors shall have the authority to amend the Plan from time
to time without Shareholder approval, provided however, that the adoption of any
such amendment shall be permitted by Rule 16b-3.  Rights and obligations under
any Award granted before any amendment of the Plan shall not be materially
altered or impaired adversely by such amendment, except with consent of the
person to whom the Award was granted.

16. REGULATORY APPROVALS AND LISTINGS

    Notwithstanding any other provision in the Plan, the Corporation shall have
no obligation to issue or deliver certificates for shares of Common Stock under
the Plan prior to (A) obtaining approval from any governmental agency which the
Corporation determines is necessary or advisable, (B) admission of such shares
to listing on the stock exchange on which the Common Stock may be listed, and
(C) completion of any registration or other qualification of such shares under
any state or Federal law or ruling of any governmental body which the
Corporation determines to be necessary or advisable.

17. NO RIGHT TO CONTINUED EMPLOYMENT OR GRANTS

    Participation in the Plan shall not give any Employee any right to remain
in the employ of the Corporation or any Subsidiary.  Further, the adoption of
this Plan shall not be deemed to give any Employee or other individual the right
to be selected as a Participant or to be granted an Award.


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18. NO RIGHT, TITLE, OR INTEREST IN CORPORATION ASSETS

    No Participant shall have any rights as a shareholder of the Corporation
until he acquires an unconditional right under an Award to have shares of Common
Stock issued to him.  

19. SPECIAL PROVISION PERTAINING TO PERSONS SUBJECT TO SECTION 16

    A.   Notwithstanding any other item of this Plan, the following shall apply
to persons subject to Section 16 of the Exchange Act who receive an Award prior
to February 14, 1996, except in the case of death or disability:

         (i)  Restricted stock or other equity securities (within the meaning
              used in Rule 16b-3 of the Exchange Act or any successor rule)
              offered pursuant to this Plan must be held for at least six (6)
              months from the date of grant; and

         (ii) At least six (6) months must elapse from the date of acquisition
              of any stock option, Performance Unit, Performance Share, stock
              appreciation right or other derivative security (within the
              meaning used in Rule 16b-3 of the Exchange Act or any successor
              rule) issued pursuant to the Plan to the date of disposition of
              such derivative security (other than upon exercise or conversion)
              or its underlying equity security.

    B.   The restrictions contained in paragraphs A(i) and (ii) of this Section
22 shall also apply to any Award made on or after February 14, 1996, to a person
subject to Section 16 of the Exchange Act without the advance approval of the
Committee in the manner described in paragraph 3A(vii) above.  Such restrictions
shall be applied and construed in a manner which will cause the Award to be
exempt from Section 16(b) of the Exchange Act by virtue of Rule 16b-3.

20. INDEMNIFICATION

    In addition to such other rights of indemnification as they may have as
Directors or otherwise, the members of the Board of Directors or the Committee
administering the Plan shall be indemnified by the Corporation against the
reasonable expenses, including attorneys' fees actually and necessarily incurred
in connection with the defense of any action, suit or proceeding, or in
connection with any appeal therein, to which they or any of them may be a party
by reason of any action taken or failure to act under or in connection with the
Plan or any Award granted thereunder, and against all amounts paid by them in
settlement thereof (provided such settlement is approved by legal counsel
selected by the Corporation) or paid by them in satisfaction of a judgment in
any such action, suit or proceeding, except in relation to matters as to which
it shall be adjudged in such action, suit or proceeding that such member is
liable for negligence or misconduct in the performance of his duties; provided
that within 60 days after institution of any such action, suit or proceeding,
the member shall in writing offer the Corporation the opportunity, at its own
expense, to handle and defend the same.

21. SAVINGS PROVISION

    The amendment and restatement of the Plan as provided herein, effective
February 14, 1997, shall not adversely affect the rights of Participants to whom
an Award was granted under the Plan prior to such amendment and restatement.

22. GOVERNING LAW

    The Plan shall be governed by and construed in accordance with the laws of
the State of Colorado.


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