UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

Quarterly Report Pursuant To Section 13 or 15(d)
of the Securities Exchange Act of 1934

For the Quarterly Period Ended December 31, 2007

Commission File Number 0-18927

TANDY BRANDS ACCESSORIES, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization) 75-2349915
(I.R.S. Employer
Identification No.)

690 East Lamar Boulevard, Suite 200, Arlington, TX 76011
(Address of principal executive offices and zip code)

817-548-0090
(Registrant’s telephone number, including area code)

Former name, former address and former fiscal year, if changed since last report:

Not Applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

þ Yes               o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer o	Non-accelerated filer þ	Smaller reporting company o
	(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

o Yes               þ No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.

Class	Number of shares outstanding at February 13, 2007
Common stock, $1.00 par value	6,985,640

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION
Item 1	Financial Statements		4 — 11
Item 2	Management’s Discussion And Analysis Of Financial Condition And Results Of Operations		11 — 14
Item 3	Quantitative And Qualitative Disclosures About Market Risk		14
Item 4	Controls And Procedures		15
PART II — OTHER INFORMATION
Item 1A	Risk Factors		15
Item 2	Unregistered Sales Of Equity Securities And Use Of Proceeds		15
Item 4	Submission Of Matters To A Vote Of Security Holders		15 — 16
Item 5	Other Information		16
Item 6	Exhibits		16
SIGNATURES			17
Exhibit Index
Credit Agreement		Exhibits 4.3 and 10.31
Certification Pursuant to Rule 13a-14(a)/15d-14(a) (Chief Executive Officer)		Exhibit 31.1
Certification Pursuant to Rule 13a-14(a)/15d-14(a) (Chief Financial Officer)		Exhibit 31.2
Section 1350 Certifications — Chief Executive Officer and Chief Financial Officer		Exhibit 32.1
Credit Agreement
Credit Agreement
Certification Pursuant to Rule 13a-14(a)/15d-14(a) - Chief Executive Officer
Certification Pursuant to Rule 13a-14(a)/15d-14(a) - Chief Financial Officer
Section 1350 Certification - Chief Executive Officer and Chief Financial Officer

2

This Form 10-Q contains forward-looking statements regarding future events and our future results that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continue,” “may,” variations of such words, and similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our business, and other characterizations of future events or circumstances are forward-looking statements. We have based these forward-looking statements on our current expectations about future events, estimates and projections about the industry in which we operate. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Our actual results may differ materially from those suggested by these forward-looking statements for various reasons, including those identified under “Risk Factors” included in our 2007 Annual Report on Form 10-K. Given these risks and uncertainties, you are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements included in this report are made only as of the date hereof. Except as required under federal securities laws and the rules and regulations of the United States Securities and Exchange Commission, we do not undertake, and specifically decline, any obligation to update any of these statements or to publicly announce the results of any revisions to any forward-looking statements after the distribution of this report, whether as a result of new information, future events, changes in assumptions, or otherwise.

3

PART I — FINANCIAL INFORMATION

ITEM 1 — FINANCIAL STATEMENTS

Tandy Brands Accessories, Inc. And Subsidiaries
Consolidated Statements Of Operations
(in thousands except per share amounts)
(unaudited)

	Three Months Ended						Six Months Ended
	December 31						December 31
	2007			2006			2007			2006
Net sales	$	49,617		$	64,340		$	89,081		$	121,539
Cost of goods sold		32,538			40,150			59,172			76,322
Inventory write-down		18,725			—			18,725			—
		51,263			40,150			77,897			76,322
Gross margin		(1,646	)		24,190			11,184			45,217
Selling, general and administrative expenses		15,963			16,975			30,404			31,770
Depreciation and amortization		919			1,210			1,895			2,431
Goodwill impairment		16,475			—			16,475			—
Intangible impairment		1,299			—			1,299			—
Restructuring charges		438			—			438			—
Total operating expenses		35,094			18,185			50,511			34,201
Operating (loss) income		(36,740	)		6,005			(39,327	)		11,016
Interest expense		(830	)		(456	)		(1,110	)		(892	)
Royalty and other income		4			26			49			81
(Loss) income before income taxes		(37,566	)		5,575			(40,388	)		10,205
Income taxes		3,124			2,169			2,038			3,970
Net (loss) income	$	(40,690	)	$	3,406		$	(42,426	)	$	6,235
(Loss) earnings per common share	$	(5.94	)	$	0.51		$	(6.20	)	$	0.93
(Loss) earnings per common share assuming dilution	$	(5.94	)	$	0.50		$	(6.20	)	$	0.91
Cash dividends declared per common share	$	0.04		$	0.0275		$	0.08		$	0.055
Common shares outstanding		6,855			6,709			6,841			6,692
Common shares outstanding assuming dilution		6,855			6,882			6,841			6,860

The accompanying notes are an integral part of these consolidated financial statements.

4

Tandy Brands Accessories, Inc. And Subsidiaries
Consolidated Balance Sheets
(in thousands of dollars)
(unaudited)

	December 31			June 30
	2007			2007
Assets
Current assets:
Cash and cash equivalents	$	9,879		$	4,076
Accounts receivable		26,668			31,357
Inventories:
Raw materials and work in process		3,180			3,527
Finished goods		38,269			60,845
Deferred income taxes		—			3,454
Other current assets		4,666			3,879
Total current assets		82,662			107,138
Property and equipment		37,484			38,928
Accumulated depreciation		(28,632	)		(28,380	)
Net property and equipment		8,852			10,548
Other assets:
Goodwill		—			16,361
Other intangibles		3,233			4,882
Other assets		1,731			1,734
Total other assets		4,964			22,977
	$	96,478		$	140,663
Liabilities And Stockholders’ Equity
Current liabilities:
Accounts payable	$	11,834		$	16,903
Accrued expenses		5,559			6,439
Notes payable		9,000			6,069
Total current liabilities		26,393			29,411
Other liabilities:
Supplemental executive retirement obligation		1,756			1,587
Deferred income taxes		—			389
Other liabilities		3,254			1,369
Total other liabilities		5,010			3,345
Stockholders’ equity:
Preferred stock, $1 par value, 1,000,000 shares authorized, none issued		—			—
Common stock, $1 par value, 10,000,000 shares authorized, 6,985,338 shares and 6,912,302 shares issued and outstanding		6,985			6,912
Additional paid-in capital		34,406			33,616
Retained earnings		22,760			66,967
Other comprehensive income		1,904			1,326
Shares held by Benefit Restoration Plan Trust		(980	)		(914	)
Total stockholders’ equity		65,075			107,907
	$	96,478		$	140,663

The accompanying notes are an integral part of these consolidated financial statements.

5

Tandy Brands Accessories, Inc. And Subsidiaries
Consolidated Statements Of Cash Flows
(in thousands)
(unaudited)

	Six Months Ended
	December 31
	2007			2006
Cash flows provided by operating activities:
Net (loss) income	$	(42,426	)	$	6,235
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Inventory write-down		18,725			—
Goodwill impairment		16,475			—
Intangible impairment		1,299			—
Depreciation and amortization		1,898			2,508
Share-based compensation expense		240			252
Amortization of debt origination costs		237			99
Excess income tax benefit from stock option exercises		(9	)		(18	)
Deferred income taxes		3,065			(920	)
Other		611			(52	)
Changes in assets and liabilities:
Accounts receivable		4,689			(7,243	)
Inventories		4,198			2,750
Other assets		(614	)		2,754
Accounts payable		(4,894	)		2,567
Accrued expenses		(178	)		2,521
Net cash provided by operating activities		3,316			11,453
Cash flows used for investing activities:
Purchases of property and equipment		(302	)		(1,748	)
Cash flows provided (used) by financing activities:
Stock sold to stock purchase program		520			533
Stock options exercised		66			88
Dividends paid		(553	)		(375	)
Change in cash overdrafts		(175	)		(65	)
Net note borrowings (repayments)		2,931			(7,000	)
Net cash provided (used) by financing activities		2,789			(6,819	)
Net increase in cash and cash equivalents		5,803			2,886
Cash and cash equivalents beginning of year		4,076			4,182
Cash and cash equivalents end of period	$	9,879		$	7,068
Supplemental cash flow information:
Interest paid	$	567		$	815
Income taxes paid	$	178		$	47

The accompanying notes are an integral part of these consolidated financial statements.

6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 — Accounting Principles

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. In addition, as disclosed in these notes to consolidated financial statements, during the quarter ended December 31, 2007 we recorded noncash charges, including an inventory write-down of $18.7 million, a goodwill impairment charge of $16.5 million, and an intangible impairment charge of $1.3 million.

The preparation of our financial statements requires the use of estimates that affect the reported value of assets, liabilities, revenues, and expenses. These estimates are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for our conclusions. We continually evaluate the information used to make these estimates as the business and economic environment changes. Actual results may differ from these estimates under different assumptions or conditions. Such differences could have a material impact on our future financial position, results of operations, and cash flows.

The consolidated balance sheet at June 30, 2007 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. These interim unaudited consolidated financial statements should be read in conjunction with the financial statements and the notes thereto included in our 2007 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

Historically our first and second quarter sales and operating results reflect a seasonal increase compared to the third and fourth quarters of our fiscal year. Due to the very difficult retail environment and curtailed replenishment orders by one of our largest customers this year, sales for the reported period are not consistent with historical patterns. Consequently, operating results for the three- and six-month periods ended December 31, 2007 are not necessarily indicative of the results that may be expected for the year ended June 30, 2008.

As the result of our strategic review process and due to the overall negative retail environment and general economic conditions, we began a comprehensive review of our inventory management policies during the second quarter of fiscal 2008. We concluded there was a need to reduce the amount of inventory warehoused and to focus on reducing total inventory levels within a shorter time frame than had been the Company’s prior practice. Consequently, we marked down out-of-program and slow-moving inventory in order to accelerate its liquidation and significantly reduce total inventory levels over the next six to twelve months and recorded an $18.7 million noncash charge as of December 31, 2007.

Note 2 — Impact Of Recently Issued Accounting Standard

As of July 1, 2007 we adopted the provisions of Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,” (“FIN No. 48”), a clarification of the accounting in accordance with Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes.” Accordingly a $1.2 million liability was recognized as of July 1, 2007, with a corresponding reduction in retained earnings, and the income tax provision for the six months ended December 31, 2007 includes $129,000 for taxes, interest and penalties on unrecognized tax benefits of uncertain tax positions.

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Note 3 —Inventory Write-down, Goodwill & Intangible Impairment, and Restructuring Charges

As a result of our recent strategic review process and the challenging holiday retail environment during our second quarter, we initiated a review of our inventory management programs. The review resulted in the adoption of an accelerated inventory flow program designed to improve turns and reduce out-of-program and slow-moving inventory. In order to accelerate liquidation of out-of-program and slow-moving inventory and significantly reduce total inventory levels over the next six to twelve months, we recorded an $18.7 million noncash charge to cost of goods sold in the quarter ended December 31, 2007. We have marked down all out-of-program and slow-moving inventory to our best estimate of the market value that we anticipate we will be able to realize based on our experiences selling through inventory liquidation channels. We expect that reducing the price for these items will enable us to liquidate much more inventory during the next six to twelve months than we would have under our previous pricing. Although we believe this out-of-program and slow-moving inventory would continue to be saleable over the long term at previously marked down prices, the new philosophy and valuation methodology is driven by decisions to reduce overall inventory levels and sell large quantities of out-of-program and slow-moving inventory as quickly as possible in order to reduce inventory levels and allow warehouse consolidation. Actual amounts realized from this marked-down inventory may differ from our estimates and such differences could have a material impact on our future results of operations, cash flows, and financial position.

During the second quarter we also recorded a noncash goodwill impairment charge of $16.5 million related to our men’s reporting segment. Goodwill impairment is measured at least annually by comparing the fair value of a reporting unit that has goodwill to the unit’s carrying value. We estimate the fair value of a reporting unit using a discounted cash flow analysis. If the fair value is determined to be less then the carrying value, the amount of goodwill impairment, if any, is computed by allocating the fair value of the reporting unit to its assets other than goodwill. The excess of the fair value of the reporting unit over the amounts allocated to the assets other than the goodwill is considered the implied fair value of the goodwill. The goodwill’s implied fair value is compared to its carrying value and any shortfall represents the impairment amount. Our assessment of the goodwill of our men’s reporting segment as of December 31, 2007 was triggered by changing business conditions and reduced sales, including curtailed replenishment orders for belts from one of our largest customers, resulting in significantly revised projections of future operating results.

We review long-lived assets and certain identifiable intangibles for impairment whenever events or changes in circumstances indicate the carrying amount of an asset might be impaired. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to undiscounted future net cash flows they are expected to generate. Due to the difficult holiday retail environment during our second quarter and our revised projections, we reviewed intangibles related to our men’s segment as of December 31, 2007. Based on our assessment we recorded a $1.3 million noncash charge to write off an intangible customer list related to our gift business acquired in 2004.

In addition to these charges, our second quarter selling, general and administrative expenses include restructuring charges related to the closure of our distribution center in West Bend, Wisconsin ($147,000), as well as termination payments related to staff reductions in other locations and the expensing of the remaining rent obligation under a lease for a vacated office ($196,000). We expect the West Bend facility will cease shipping during early February and be effectively closed by March 2008. Termination payments were recognized in the second quarter or prorated through March depending on the termination dates of the employees. Restructuring costs for the six months totaled $438,000 and an additional $155,000 for termination payments remains to be recognized in the third quarter.

Note 4 — Comprehensive Income

The following presents the components of comprehensive income (in thousands).

	Three Months Ended						Six Months Ended
	December 31						December 31
	2007			2006			2007			2006
Net (loss) income	$	(40,690	)	$	3,406		$	(42,426	)	$	6,235
Currency translation adjustments		50			(301	)		578			(324	)
Comprehensive (loss) income	$	(40,640	)	$	3,105		$	(41,848	)	$	5,911

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Note 5 — Credit Arrangements

At December 31, 2007 we had outstanding borrowings under our credit facility of $9 million bearing interest at 7.35% and outstanding letters of credit used in conjunction with merchandise procurement totaling $1.8 million. The outstanding borrowings, classified as a current liability consistent with the fiscal 2007 year-end classification, were reduced to $500,000 as of February 12, 2008. The effect of a 1% increase or decrease in the interest rate on the amount of our notes payable outstanding at December 31, 2007 could lower or increase our annual pretax operating results by $90,000.

At December 31, 2007 we did not meet the leverage ratio and fixed charge coverage ratio covenants contained in the credit facility due to our pretax loss for the three- and six-month periods. We did not seek a waiver of compliance with these financial covenants as we entered into a new credit facility subsequent to quarter end.

On February 12, 2008 we entered into a new credit facility and subsequently paid off the outstanding balance under the prior facility. The new facility provides for borrowings up to a maximum of $35 million, is guaranteed by substantially all of our subsidiaries, and is secured by substantially all of our assets and those of our subsidiaries. Borrowings under the credit facility bear interest at the lender’s prime rate plus 0.25% or LIBOR plus 2.75% as designated by the Company. This credit facility may be used for borrowings and letters of credit and requires the maintenance of a tangible net worth financial ratio which, if not met, could adversely impact our liquidity. Principal payments are due on the facility’s February 12, 2010 expiration date.

The new credit facility contains customary representations and warranties made by the Company and the Company has agreed to certain affirmative covenants, including reporting requirements and the requirement to maintain a specified minimum tangible net worth. The new credit facility also limits the Company’s ability to engage in certain actions without the lender’s consent, including, repurchasing Company common stock, entering into certain mergers or consolidations, guarantying or incurring certain debt, engaging in certain stock or asset acquisitions, paying future dividends on the Company’s common stock (other than the divided declared on February 4, 2008), making certain investments in other entities, prepaying debt and making certain property transfers. The new credit facility does permit the Company to engage in its previously-announced restructuring actions.

We also have a $1 million Canadian line of credit. At June 30, 2007 and December 31, 2007 there were no borrowings under this line of credit.

Note 6 — Income Taxes

The income tax provision is less than the 34% federal statutory tax rate due primarily to the write-off of $11.9 million in nondeductible goodwill. For the six months, the tax provision includes a $8.2 million deferred tax benefit, a $1.4 million estimated net operating loss carry back, and a $1.0 million estimated net operating loss carryover, reduced by a $12.3 million deferred tax valuation allowance as our operating results over the past three years and revised projections do not at this time indicate it is more likely than not our net deferred tax assets will ultimately be realized.

The following presents information about our unrecognized tax benefits of uncertain tax positions (in thousands).

	July 1		December 31
	2007		2007
Gross unrecognized tax benefits		1,946		2,022
Amount, if recognized, affecting tax rate		1,444		1,494
Increases for tax positions taken in prior years				76
Interest and penalties related to unrecognized tax benefits:
Accrued liability for potential payment net of tax		568		647
Gross expense included in income tax provision				122

While it is reasonably possible a current examination of state income tax returns for the fiscal years 1999 through 2003 involving uncertain tax positions could be resolved within the next twelve months through settlement or administrative proceedings, the potential impact cannot be estimated at this time. Otherwise, the majority of our state and local income tax returns are no longer subject to examination for years before 2003. US federal income tax returns have been examined through fiscal 2003 and Canadian income tax returns are no longer subject to examination for years before 1999.

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Note 7 — Disclosures About Segments Of Our Business And Related Information

We sell our products under national brand names and private labels through all major retail distribution channels in the United States and Canada, including mass merchants, national chain stores, department stores, men’s and women’s specialty stores, catalog retailers, grocery stores, drug stores, golf pro shops, sporting goods stores, and the United States military retail exchange operations. We and our corresponding customer relationships are organized along men’s and women’s product lines. As a result we have two reportable segments: (1) men’s accessories, consisting of belts, gifts, wallets and other small leather goods, neckwear, suspenders, and sporting goods; and (2) women’s accessories, consisting of belts, small leather goods, handbags, and gifts. General corporate expenses and depreciation and amortization related to assets recorded in our corporate accounting records are allocated to each segment based on the respective segment’s asset base. Management measures each segment based upon income or loss before income taxes utilizing accounting policies consistent in all material respects with those described in Note 2 of the notes to consolidated financial statements included in our 2007 Annual Report on Form 10-K. No inter-segment revenue is recorded.

The following presents operating and asset information by reportable segment (in thousands).

	Three Months Ended						Six Months Ended
	December 31						December 31
	2007			2006			2007			2006
Net sales to external customers:
Men’s accessories	$	39,908		$	47,050		$	70,120		$	84,411
Women’s accessories		9,709			17,290			18,961			37,128
	$	49,617		$	64,340		$	89,081		$	121,539
Operating (loss) income: (1)
Men’s accessories (2)	$	(27,203	)	$	5,094		$	(29,236	)	$	8,405
Women’s accessories (3)		(9,537	)		911			(10,091	)		2,611
		(36,740	)		6,005			(39,327	)		11,016
Interest expense		(830	)		(456	)		(1,110	)		(892	)
Other income (4)		4			26			49			81
(Loss) income before income taxes	$	(37,566	)	$	5,575		$	(40,388	)	$	10,205
Depreciation and amortization:
Men’s accessories	$	666		$	835		$	1,373		$	1,676
Women’s accessories		253			375			522			755
	$	919		$	1,210		$	1,895		$	2,431
Capital expenditures:
Men’s accessories	$	33		$	365		$	66		$	639
Women’s accessories		—			43			—			67
Corporate		85			376			236			1,042
	$	118		$	784		$	302		$	1,748

(1)	Operating (loss) income consists of net sales less cost of goods sold and specifically identifiable and allocated selling, general and administrative expenses.
(2)	Men’s accessories’ operating loss for the fiscal 2008 second quarter includes a write-down of out-of-program and slow-moving inventory in the amount of $9.6 million, a goodwill impairment charge of $16.5 million and an intangible impairment charge of $1.3 million.
(3)	Women’s accessories operating loss for the fiscal 2008 second quarter includes a $9.1 million write-down of out-of-program and slow-moving inventory.
(4)	Interest expense for the fiscal 2008 second quarter includes $196,000 of costs related to the covenant waiver we received for the September quarter and $176,000 related to costs previously capitalized for the credit facility with our previous lenders.

10

Note 8 — Earnings Per Share

The following presents the computation of basic and diluted earnings per share (in thousands except per share amounts).

	Three Months Ended					Six Months Ended
	December 31					December 31
	2007			2006		2007			2006
Numerator for basic and diluted earnings per share:
Net (loss) income	$	(40,690	)	$	3,406	$	(42,426	)	$	6,235
Denominator:
Weighted-average shares outstanding		6,851			6,705		6,837			6,688
Contingently issuable shares		4			4		4			4
Denominator for basic earnings per share		6,855			6,709		6,841			6,692
Effect of dilutive share-based compensation		—			173		—			168
Denominator for diluted earnings per share		6,855			6,882		6,841			6,860
(Loss) earnings per common share	$	(5.94	)	$	0.51	$	(6.20	)	$	0.93
(Loss) earnings per common share assuming dilution	$	(5.94	)	$	0.50	$	(6.20	)	$	0.91

ITEM 2 — MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

This Item 2 should be read in the context of the information included in our 2007 Annual Report on Form 10-K filed with the Securities and Exchange Commission and elsewhere in this Quarterly Report, including our consolidated financial statements and accompanying notes in Item 1 of this Quarterly Report.

OVERVIEW

We are a leading designer and marketer of branded men’s, women’s and children’s accessories, including belts, small leather goods, and gift accessories. Our product line also includes handbags, sporting goods, and neckwear. Our merchandise is marketed under a broad portfolio of nationally recognized licensed and proprietary brand names, including DOCKERS^®, LEVI’S^®, LEVI STRAUSS SIGNATURE™, JONES NEW YORK^®, TOTES^®, ROLFS^®, HAGGAR^®, WOOLRICH^®, CANTERBURY^®, PRINCE GARDNER^®, PRINCESS GARDNER^®, AMITY^®, COLETTA^®, STAGG^®, ACCESSORY DESIGN GROUP^®, TIGER^®, ETON^®, SURPLUS^®, EILEEN WEST™, GOODYEAR™, GENO D’LUCCA™, as well as private brands for major retail customers. We sell our products through all major retail distribution channels throughout the United States and Canada, including mass merchants, national chain stores, department stores, men’s and women’s specialty stores, catalog retailers, grocery stores, drug stores, golf pro shops, sporting goods stores and the retail exchange operations of the United States military.

As the result of our strategic review process and due to the overall negative retail environment and general economic conditions, during the second quarter of fiscal 2008 we began a comprehensive review of our inventory management programs. We concluded there was a need to improve inventory turns and reduce the amount of inventory warehoused and to focus on reducing total inventory levels within a shorter time frame than had been the Company’s prior practice. Because of the changes we have implemented in these programs, we revised our estimate of the value of out-of-program and slow-moving inventory in order to accelerate its liquidation and significantly reduce total inventory levels over the next six to twelve months. The result was a noncash write-down of inventory in the amount of $18.7 million. We also recorded noncash impairment charges for our men’s segment goodwill and intangible assets of $16.5 million and $1.3 million, respectively. These charges amounted to 98.3% of the pretax loss and, when combined with our operating loss for the quarter due to the difficult retail environment and slow replenishment orders from one of our largest customers and a deferred tax valuation allowance, resulted in an overall net loss for the second quarter of $40.7 million.

We have marked down all out-of-program and slow-moving inventory to our best estimate of the market value we anticipate we will be able to realize based on our experiences selling through inventory liquidation channels. Although we believe this out-of-program and slow-moving inventory would continue to be saleable over the long term at previously marked down prices, we expect that reducing the prices for these items will enable us to liquidate

11

significantly more inventory during the next six to twelve months than we would have under our previous inventory management program. Actual amounts realized from this marked-down inventory may differ from our estimates and such differences could have a material impact on our future results of operations, cash flows, and financial position.

Net sales in the second quarter of this year were $49.6 million compared to $64.3 million in the same quarter last year. For the six months ended December 31, 2007, net sales were $89.1 million compared to $121.5 million in the same period last year. Gross margins as a percent of sales for the quarter and six-month period were (3.3)% and 12.6%, respectively, which were impacted by 37.7 and 21.0 percentage points, respectively, due to the inventory write-down. Gross margins for the same quarter last year were 37.6% and 37.2% for the quarter and six months, respectively. We anticipate our gross margins will return to more normal levels in future quarters, subject to market conditions and other risks. Our selling, general and administrative and depreciation expenses this year were all slightly lower for the quarter and the six months.

The net loss for the three- and six-month periods of fiscal 2008 resulted in our noncompliance with the financial covenant ratios of our credit facility as described in Note 5 of the notes to consolidated financial statements included in Item 1 of this Quarterly Report. On February 12, 2008 we entered into a new credit facility and subsequently paid off the outstanding balance under the prior facility. We expect the new credit facility will adequately provide for our working capital needs in the foreseeable future.

2007 COMPARED TO 2006

Net Sales And Gross Margins

The following presents sales and gross margin data for our reportable segments (in thousands of dollars).

	Three Months Ended						Six Months Ended
	December 31						December 31
	2007			2006			2007			2006
Net sales:
Men’s accessories	$	39,908		$	47,050		$	70,120		$	84,411
Women’s accessories		9,709			17,290			18,961			37,128
	$	49,617		$	64,340		$	89,081		$	121,539
Gross margin:
Men’s accessories	$	3,734		$	17,744		$	13,043		$	32,025
Women’s accessories		(5,380	)		6,446			(1,859	)		13,192
	$	(1,646	)	$	24,190		$	11,184		$	45,217
Gross margin percent of sales:
Men’s accessories		9.4	%		37.7	%		18.6	%		37.9	%
Women’s accessories		(55.4	)		37.3			(9.8	)		35.5
Total		(3.3	)		37.6			12.6			37.2

Net sales of $39.9 million by our men’s accessories segment in the fiscal 2008 second quarter were 15% below the $47.1 million in the second quarter of fiscal 2007. One of the largest customers of our men’s accessories segment curtailed replenishment orders as part of its inventory management program resulting in $4.6 million fewer belt sales during the quarter and $10 million fewer men’s belt sales for the six months. We believe the customer’s inventory management program is affecting other suppliers as well, and its effects have continued into our third quarter. Net sales of small leather goods were $2 million lower in the second quarter of this year compared to the same quarter last year as one of our department store customers has shifted to a new private label and away from our Rolfs wallet program. Net sales of men’s gift accessories increased $0.7 million for the quarter and six months due to shipping larger holiday orders to a number of key customers this year and also adding new customers compared to the prior year.

The women’s accessories segment had net sales of $9.7 million in the second quarter of fiscal 2008 compared to $17.3 million in fiscal 2007. The lower sales were primarily attributable to a customer discontinuing a fashion belt program ($3.9 million) and fewer sales of small leather goods ($3.1 million) resulting from the difficult retail environment, competitive market pressures, and continued weakening of women’s fashion accessory trends. In the second quarter last year our women’s accessories segment sold approximately $0.5 million of products which we discontinued in fiscal 2006.

12

Gross margins were (3.3)% and 12.6% for the quarter and first six months of fiscal 2008, respectively, compared to 37.6% and 37.2% last year. The low gross margins reflect the noncash $18.7 million inventory write-down for out-of-program and slow-moving inventory which was recorded during the second quarter. The men’s accessories segment margins were 9.4% for the quarter and 18.6% for the six months compared to 37.7% and 37.9% last year. The women’s accessories segment margins were (55.4)% for the quarter and (9.8)% for the six months ended December 31, 2007 due to the inventory write down. Last year’s women’s segment gross margins were 37.3% and 35.5% for the quarter and six months, respectively. We anticipate that our gross margins will return to more normal levels in future quarters, subject to market conditions and other risks.

Operating Expenses

The following presents expense data for our reportable segments (in thousands).

	Three Months Ended				Six Months Ended
	December 31				December 31
	2007		2006		2007		2006
Selling, general and administrative expense:
Men’s accessories	$	12,133	$	11,815	$	22,768	$	21,944
Women’s accessories		3,830		5,160		7,636		9,826
	$	15,963	$	16,975	$	30,404	$	31,770
Depreciation and amortization:
Men’s accessories	$	666	$	835	$	1,373	$	1,676
Women’s accessories		253		375		522		755
	$	919	$	1,210	$	1,895	$	2,431
Interest expense	$	830	$	456	$	1,110	$	892

Selling, general and administrative expenses (“SG&A”) of $16.0 million for the second quarter of fiscal 2008 were below the $17.0 million in the second quarter of fiscal 2007. The second quarter of fiscal 2007 included increased consulting costs related to the implementation of computer software in our Yoakum, Texas facility. Other expense reductions this year included lower variable costs such as distribution labor ($220,000), commissions ($166,000), and shipping materials ($185,000) due to lower sales. Also, the benefit of changes in the market value of retirement benefit investments ($187,000) contributed to the lower expenses. Increased investor relations expenses ($313,000) related to our annual meeting partially offset the above savings. Overall, SG&A expenses for the six months ended December 31, 2007 were approximately $1 million below last year due to cost savings efforts.

Interest expense for the second quarter increased by $375,000: $196,000 for fees related to the credit facility covenant waiver received for the first quarter, $176,000 for previously capitalized loan costs for the facility being terminated and replaced, and additional interest expense due to higher interest rates resulting from the covenant waiver.

The income tax provision is less than the 34% federal statutory tax rate due primarily to the write-off of $11.9 million in nondeductible goodwill. For the six months, the tax provision includes a $8.2 million deferred tax benefit, a $1.4 million estimated net operating loss carry back, and a $1.0 million estimated net operating loss carryover, reduced by a $12.3 million deferred tax valuation allowance as our operating results over the past three years and revised projections do not at this time indicate it is more likely than not our net deferred tax assets will ultimately be realized.. The effect of adopting the provisions of Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,” (“FIN No. 48”) as of July 1, 2007 are discussed in Notes 2 and 6 of the notes to consolidated financial statements included in Item 1 of this Quarterly Report.

SEASONALITY

Historically our quarterly sales and operating results reflect a seasonal increase during the first and second quarters of our fiscal year. Due to the very difficult retail environment and curtailed replenishment orders by one of our largest customers this year, sales for the reported periods of fiscal 2008 are not consistent with historical patterns.

13

LIQUIDITY AND CAPITAL RESOURCES

Operating cash flows were $3.3 million for the first six months of fiscal 2008 as customer payments for holiday sales began to be received. Although positive, the cash provided by operations was lower than the $11.5 million in the same period last year due to the year-to-date loss compared to the six-month profit of $6.2 million in fiscal 2007. Capital expenditures this year were nominal while last year we were completing the implementation of computer software and improving computer related functions.

Our primary sources of liquidity are cash flows from operating activities and our credit facility which we believe will provide adequate financial resources for our foreseeable working capital needs. Information about our prior credit facility and the new credit facility entered into on February 12, 2008 is incorporated herein by reference to Note 5 of the notes to consolidated financial statements included in Item 1 of this Quarterly Report.

During fiscal 2008 we declared the following cash dividends:

			Dividend
Declaration Date	Record Date	Payable Date	Per Share
August 15, 2007	September 28, 2007	October 19, 2007	$	0.04
October 29, 2007	December 31, 2007	January 18, 2008	$	0.04
February 4, 2008	March 31, 2008	April 18, 2008	$	0.04

CONTRACTUAL OBLIGATIONS AND CONTINGENT LIABILITIES AND COMMITMENTS

There have been no material changes outside the ordinary course of our business in any of our contractual obligations, contingent liabilities, or commitments since June 30, 2007 other than (1) a new credit facility and termination of the prior facility and (2) the adoption of the provisions of Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,” (“FIN No. 48”) as of July 1, 2007.

We are unable to reasonably estimate when cash payments, if any, of the $2.1 million liability recognized for uncertain tax positions at December 31, 2007 will occur, but it is reasonably possible a current examination of state income tax returns for the fiscal years 1999 through 2003 involving uncertain tax positions could be resolved within the next twelve months through settlement or administrative proceedings.

CRITICAL ACCOUNTING POLICIES

There have been no significant changes in our critical accounting policies disclosed in our Annual Report on Form 10-K for the year ended June 30, 2007 other than the adoption of the provisions of FIN No. 48 as discussed in Notes 2 and 6 of the notes to consolidated financial statements included in Item 1 of this Quarterly Report.

ITEM 3 — QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are subject to interest rate risk on our notes payable. The effect of a 1% increase or decrease in the interest rate on the amount outstanding at December 31, 2007 could lower or increase our annual pretax operating results by $90,000. We do not expect the impact of market conditions on the fair value of our indebtedness to be material.

We are exposed to market risk in the event our suppliers are not able to manage their risks associated with unanticipated significant increases in the prices of leather and other commodities used in the production of our products. If we are unable to contractually or otherwise mitigate the pass-through of unanticipated cost increases, our operating results could be materially impacted.

We are exposed to the effects of changing currency exchange rates on the cost of products we purchase from foreign manufacturers; however, the risks and benefits of foreign currency exchange rate fluctuations historically have not been material to our operations since we generally have negotiated and settled agreements for the procurement of our products in US dollars.

14

ITEM 4 — CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective. There has been no change in our internal control over financial reporting during the first two quarters of fiscal 2008 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Our previous Chief Financial Officer accepted a position with another company and resigned effective October 23, 2007. Our current Chief Financial Officer was employed on December 10, 2007.

PART II — OTHER INFORMATION

ITEM 1A — RISK FACTORS

No material changes have occurred to the risk factors disclosed in our Annual Report on Form 10-K for the year ended June 30, 2007. Adoption of the provisions of Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,” (“FIN No. 48”) as of July 1, 2007 increased the risks associated with the estimation of our income tax provisions. We are subject to US federal income tax and taxes in state, local, and Canadian jurisdictions. Provisions for income tax expense or benefits are recorded based on our estimates of future payments, including taxes, interest, and penalties for uncertain tax positions not meeting the more-likely-than-not criterion of FIN No. 48. At any one time many income tax returns are subject to audit, the results of which may affect our estimates. Additionally, our effective tax rate may be materially impacted from time-to-time by changes in the level and mix of earnings, or by tax law or accounting rule changes.

ITEM 2 — UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following provides information about repurchases of shares of our common stock made by us during the quarter ended December 31, 2007. All such shares were purchased in the open market and are held in a rabbi trust established under our Benefit Restoration Plan.

					Total Number Of		Maximum Number
	Total				Shares Purchased		Of Shares That May
	Number		Average		As Part Of Publicly		Yet Be Purchased As
	Of Shares		Price Paid		Announced Plans		Part Of The Plans
Period	Purchased		Per Share		Or Programs		Or Programs
October 1, 2007 to October 31, 2007		2,539	$	10.48		N/A		N/A
November 1, 2007 to November 30, 2007		394		10.75		N/A		N/A
December 1, 2007 to December 31, 2007		452		9.41		N/A		N/A
Total		3,385		11.28		N/A		N/A

ITEM 4 — SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At our 2007 Annual Meeting of Stockholders on October 29, 2007, the stockholders voted on proposals to (1) re-elect two directors to our board of directors, (2) amend our certificate of incorporation to declassify our board of directors, and (3) ratify the appointment of Ernst & Young LLP as our independent auditor for fiscal 2008.

Ms. Colombe M. Nicholas and Mr. W. Grady Rosier were re-elected to our board of directors to serve as Class II directors for a three-year term expiring at the 2010 annual meeting of stockholders, or until their successors are elected and qualified. The number of votes cast for their re-election and withheld was as follows:

Nominee	For		Withheld
Colombe M. Nicholas		3,287,553		75,443
W. Grady Rosier		3,287,947		75,049

Votes on the proposal to amend our certificate of incorporation to declassify our board of directors were as follows:

For      5,938,526     Against      21,450      Abstain      21,916

15

Votes on the proposal to ratify the appointment of Ernst & Young LLP as our independent auditor for fiscal 2008 were as follows:

For      5,962,557      Against      18,656      Abstain      679

Following the annual meeting, our directors increased the size of our board of directors from seven to eight members and appointed Mr. William D. Summitt as a Class II director with a term expiring at the 2010 annual meeting, or until his successor is elected and qualified..

Item 5 — OTHER INFORMATION

On February 12, 2008 we entered into a new credit facility and subsequently paid off the outstanding balance under the prior facility. The new facility provides for borrowings up to a maximum of $35 million, is guaranteed by substantially all of our subsidiaries, and is secured by substantially all of our assets and those of our subsidiaries. Borrowings under the credit facility bear interest at the lender’s prime rate plus 0.25% or LIBOR plus 2.75% as designated by the Company. This credit facility may be used for borrowings and letters of credit and requires the maintenance of a tangible net worth financial ratio which, if not met, could adversely impact our liquidity. Principal payments are due on the facility’s February 12, 2010 expiration date.

The new credit facility contains customary representations and warranties made by the Company and the Company has agreed to certain affirmative covenants, including reporting requirements and the requirement to maintain a specified minimum tangible net worth. The new credit facility also limits the Company’s ability to engage in certain actions without the lender’s consent, including, repurchasing Company common stock, entering into certain mergers or consolidations, guarantying or incurring certain debt, engaging in certain stock or asset acquisitions, paying future dividends on the Company’s common stock (other than the divided declared on February 4, 2008), making certain investments in other entities, prepaying debt and making certain property transfers. The new credit facility does permit the Company to engage in its previously-announced restructuring actions.

The Credit Agreement by and between Comerica Bank and Tandy Brands Accessories, Inc. dated as of February 12, 2008 is filed as Exhibits 4.3 and 10.31 to this Quarterly Report.

At December 31, 2007 we did not meet the leverage ratio and fixed charge coverage ratio covenants contained in our prior credit facility due to our pretax loss for the three- and six-month periods. We did not seek a waiver of compliance with these financial covenants as we entered into a new credit facility subsequent to quarter end.

ITEM 6 — EXHIBITS

The Exhibit Index immediately preceding the exhibits required to be filed is incorporated herein by reference.

16

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	TANDY BRANDS ACCESSORIES, INC. (Registrant)
February 14, 2008	/s/ J.S.B. Jenkins
	J.S.B. Jenkins
	President and Chief Executive Officer (Principal Executive Officer)
	/s/ M.C. Mackey
	M.C. Mackey
	Chief Financial Officer
	/s/ Janna Keck
	Janna Keck
	Principal Accounting Officer and Controller

17

TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX

			Incorporated by Reference
			(if applicable)
		Exhibit Number and Description	Form	Date	File No.	Exhibit
(3)     Articles of Incorporation and Bylaws
	3.1	Certificate of Incorporation of Tandy Brands Accessories, Inc.	S-1	11/02/90	33-37588		3.1
	3.2	Certificate of Amendment of the Certificate of Incorporation of Tandy Brands Accessories, Inc.	8-K	10/29/07	0-18927		3.1
	3.3	Amended and Restated Bylaws of Tandy Brands Accessories, Inc., effective July 2007	8-K	7/13/07	0-18927		3.1
	3.4	Amendment No. 1 to Amended and Restated Bylaws of Tandy Brands Accessories, Inc.	8-K	7/13/07	0-18927		3.2
(4)     Instruments defining the rights of security holders, including indentures
	4.1	Form of Common Stock Certificate of Tandy Brands Accessories, Inc.	S-1	12/17/90	33-37588		4.2
	4.2	Certificate of Elimination of Series A Junior Participating Cumulative Preferred Stock of Tandy Brands Accessories, Inc.	8-K	10/19/07	0-18927		3.1
	4.3	Credit Agreement by and between Tandy Brands Accessories, Inc. and Comerica Bank dated as of February 12, 2008**	N/A	N/A	N/A		N/A
(10)     Material Contracts
	10.1	Tandy Brands Accessories, Inc. Benefit Restoration Plan and related Trust Agreement and Amendments Nos. 1 and 2 thereto*	10-K	9/25/97	0-18927		10.14
	10.2	Amendment No. 3 to the Tandy Brands Accessories, Inc. Benefit Restoration Plan, effective as of July 1, 2003*	10-K	9/23/03	0-18927		10.32
	10.3	Succession Agreement, dated July 1, 2001, between Tandy Brands Accessories, Inc. and Chase Texas, N.A. (the Former Trustee) and Comerica Bank — Texas (the Trustee), relating to the Tandy Brands Accessories, Inc. Benefit Restoration Plan*	10-K	9/23/03	0-18927		10.34
	10.4	Form of Indemnification Agreement between Tandy Brands Accessories, Inc. and each of its Directors	S-1	12/17/90	33-37588		10.16

1

TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX

		Incorporated by Reference
		(if applicable)
	Exhibit Number and Description	Form	Date	File No.	Exhibit
10.5	Form of Indemnification Agreement between Tandy Brands Accessories, Inc. and each of its Officers	S-1	12/17/90	33-37588		10.17
10.6	Tandy Brands Accessories, Inc. Non-Qualified Formula Stock Option Plan for Non-Employee Directors*	S-8	2/10/94	33-75114		28.1
10.7	Amendment No. 4 to the Tandy Brands Accessories, Inc. Nonqualified Formula Stock Option Plan For Non-Employee Directors*	10-Q	5/10/02	0-18927		10.39
10.8	Tandy Brands Accessories, Inc. Non-Qualified Stock Option Plan for Non-Employee Directors*	S-8	2/10/94	33-75114		28.3
10.9	Tandy Brands Accessories, Inc. 1995 Stock Deferral Plan for Non-Employee Directors*	S-8	6/03/96	33-08579		99.1
10.10	Tandy Brands Accessories, Inc. 1997 Employee Stock Option Plan*	S-8	12/12/97	333-42211		99.1
10.11	Amendment No. 2 to the Tandy Brands Accessories, Inc. 1997 Employee Stock Option Plan*	10-Q	5/10/02	0-18927		10.38
10.12	Tandy Brands Accessories, Inc. Employees Investment Plan, as Amended and Restated effective July 1, 2000*	10-K	9/26/00	0-18927		10.39
10.13	Mid-Market Trust Agreement, dated August 19, 2001, between Tandy Brands Accessories, Inc. and State Street Bank and Trust Company, relating to the Tandy Brands Accessories, Inc. Employees Investment Plan*	10-K	9/23/03	0-18927		10.28
10.14	Amendments Nos. 1-3 to the Tandy Brands Accessories, Inc. Employees Investment Plan, as Amended and Restated effective July 1, 2000*	10-K	9/23/03	0-18927		10.31
10.15	Succession Agreement, dated June 20, 2002, between Tandy Brands Accessories, Inc. and Comerica Bank — Texas, (the Trustee), relating to the Tandy Brands Accessories, Inc. Employees Investment Plan*	10-K	9/23/03	0-18927		10.35
10.16	Amendment No. 4 to the Tandy Brands Accessories, Inc. Employees Investment Plan, dated December 22, 2003*	10-Q	2/12/04	0-18927		10.38

2

TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX

		Incorporated by Reference
		(if applicable)
	Exhibit Number and Description	Form	Date	File No.	Exhibit
10.17	Nonqualified Stock Option Agreement for Non-Employee Directors, dated October 16, 2001, by and between Tandy Brands Accessories, Inc. and Dr. James F. Gaertner*	S-8	5/15/02	33-88276		10.2
10.18	Nonqualified Stock Option Agreement for Non-Employee Directors, dated October 16, 2001, by and between Tandy Brands Accessories, Inc. and Gene Stallings*	S-8	5/15/02	33-88276		10.4
10.19	Nonqualified Stock Option Agreement for Non-Employee Directors, dated October 16, 2001, by and between Tandy Brands Accessories, Inc. and Roger R. Hemminghaus*	S-8	5/15/02	33-88276		10.5
10.20	Nonqualified Stock Option Agreement for Non-Employee Directors, dated October 16, 2001, by and between Tandy Brands Accessories, Inc. and Colombe M. Nicholas*	S-8	5/15/02	33-88276		10.6
10.21	Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-Q	11/12/02	0-18927		10.24
10.22	Form of Non-Employee Director Nonqualified Stock Option Agreement pursuant to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-K	9/23/04	0-18927		10.39
10.23	Form of Employee Nonqualified Stock Option Agreement pursuant to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-K	9/23/04	0-18927		10.40
10.24	Form of Non-Employee Director Restricted Stock Award Agreement pursuant to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-K	9/23/04	0-18927		10.41
10.25	Form of Employee Restricted Stock Award Agreement pursuant to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-K	9/23/04	0-18927		10.42
10.26	Form of Severance Agreement between Tandy Brands Accessories, Inc. for Executive and Senior Officers*	10-K	9/23/03	0-18927		10.33
10.27	Office Lease Agreement, dated January 31, 2004, between Koll Bren Fund VI, LP and Tandy Brands Accessories, Inc. relating to the corporate office	10-Q	2/12/04	0-18927		10.36

3

TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX

		Incorporated by Reference
		(if applicable)
	Exhibit Number and Description	Form	Date	File No.	Exhibit
10.28	Acknowledgement and Release Agreement between Tandy Brands Accessories, Inc. and J.S.B. Jenkins relating to the termination of the Supplemental Executive Retirement Plan*	8-K	8/22/05	0-18927		10.45
10.29	Amendments Nos. 5-6 to the Tandy Brands Accessories, Inc. Employees Investment Plan, as Amended and Restated effective July 1, 2000*	10-Q	5/11/06	0-18927		10.44
10.30	Amendment No. 2 to the Tandy Brands Accessories, Inc. 1995 Stock Deferral Plan for Non-Employee Directors*	10-K	9/22/06	0-18927		10.35
10.31	Credit Agreement by and between Tandy Brands Accessories, Inc. and Comerica Bank dated as of February 12, 2008**	N/A	N/A	N/A		N/A
10.32	Amendment No. 4 to the Tandy Brands Accessories, Inc. Benefit Restoration Plan, dated July 1, 2001*	10-Q	11/14/06	0-18927		10.37
10.33	Form of 2006 Performance Unit Award Agreement pursuant to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-Q	2/14/07	0-18927		10.37
10.34	Amendment No. 7 to the Tandy Brands Accessories, Inc. Employees Investment Plan, effective as of January 1, 2006*	10-Q	2/14/07	0-18927		10.38
10.35	Tandy Brands Accessories, Inc. Summary of Incentive Bonus Plan for Executive Officers*	8-K	6/12/07	0-18927		5.1
10.36	Amendment No. 1 to the Tandy Brands Accessories, Inc. 2002 Omnibus Plan*	10-K	9/21/07	0-18927		10.38
10.37	Fiscal 2008 Compensation Summaries*	10-K	9/21/07	0-18927		10.38
10.38	Settlement Agreement by and among Tandy Brands Accessories, Inc. Golconda Capital Management, LLC, Golconda Capital Portfolio, LP and each of William D. Summitt and Jedd M. Flowers	8-K	10/29/07	0-18927		10.1
10.39	Tandy Brands Accessories, Inc. Stock Purchase Program (As Amended And Restated Effective December 1, 2005)*	10-Q	11/19/07	N/A		10.40

4

TANDY BRANDS ACCESSORIES, INC. AND SUBSIDIARIES
EXHIBIT INDEX

			Incorporated by Reference
			(if applicable)
		Exhibit Number and Description	Form	Date	File No.	Exhibit
(31)     Rule 13a-14(a)/15d-14(a) Certifications
	31.1	Certification pursuant to Rule 13a-14(a)/15d-14(a) (Chief Executive Officer)**	N/A	N/A	N/A		N/A
	31.2	Certification pursuant to Rule 13a-14(a)/15d-14(a) (Chief Financial Officer)**	N/A	N/A	N/A		N/A
(32)     Section 1350 Certifications
	32.1	Section 1350 Certifications (Chief Executive Officer and Chief Financial
	32.2	Officer)**	N/A	N/A	N/A		N/A

*	Management contract or compensatory plan
**	Filed herewith

5