DFAN14A

Mr. Summitt provided the attached slide presentation to certain corporate governance organizations today and may use it to make presentations to these organizations and Tandy Brands Accessories, Inc. stockholders on a going forward basis.

SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT RELATED TO THE SOLICITATION OF PROXIES BY GOLCONDA CAPITAL PORTFOLIO, LP FROM THE STOCKHOLDERS OF TANDY BRANDS ACCESSORIES, INC. (“TANDY”) FOR USE AT TANDY’S ANNUAL MEETING BECAUSE IT CONTAINS IMPORTANT INFORMATION, INCLUDING INFORMATION RELATING TO THE PARTICIPANTS IN SUCH PROXY SOLICITATION. THE DEFINITIVE PROXY STATEMENT AND A FORM OF PROXY ARE AVAILABLE AT NO CHARGE AT THE SECURITIES AND EXCHANGE COMMISSION’S WEBSITE AT HTTP://WWW.SEC.GOV

Golconda Capital Portfolio, LP

•

page 2

What We Are Trying to Accomplish at Tandy Brands

•

A greater sense of responsiveness to stockholders

•

A greater sense of urgency regarding Tandy Brands’

poor financial

performance and languishing stock price

•

Institute a share repurchase program

•

Management accountability for performance

•

An emphasis on returns on invested capital

•

Explore strategic opportunities

–

First and foremost: Is a sale of the Company the best option for

maximizing the value of Tandy Brands?

Golconda Capital Portfolio, LP

•

page 3

Who We Are

•

Golconda is a small, private investment partnership

•

We take a long-term, fundamental approach to investing

•

Golconda is not

an activist fund

–

We did not go out looking for a “target”

•

But if we think we can contribute in a productive way we will step up as

we have done at Tandy Brands

Golconda Capital Portfolio, LP

•

page 4

Why We’re Waging a Proxy Contest

•

In 2005 we took a hard look at our investment in Tandy Brands

–

We felt that we could contribute to the discussion of various value

maximizing alternatives

•

began

advocate

for

specific

initiatives

taking

our

case

the

Board,

management and fellow stockholders

–

We met resistance from the Tandy Brands Board and management

–

We perceived support among the stockholders

•

We continued to advocate in incremental steps

–

We tried to avoid a costly proxy contest

•

Unfortunately, the Tandy Brands Board continued to resist our advocacy

efforts

until

there

was

only

one

step

left

–

proxy

contest

Golconda Capital Portfolio, LP

•

page 5

Our History at Tandy Brands

•

Bill Summitt has been a Tandy Brands shareholder since 2000

•

Attended annual meetings and corresponded with the Company over the

years

•

Made various suggestions from time to time but remained a passive

investor

•

In 2005, we began to advocate for specific initiatives more strongly

•

perceived

that

many

stockholders

were

responding

favorably

our

advocacy efforts

–

However, the Board and management seemed unresponsive to

stockholder concerns

•

The “tipping point”

was the Board’s rejection of our stockholder proposal

eliminate

the

poison

pill

which

passed

with

73%

stockholder

vote

Golconda Capital Portfolio, LP

•

page 6

Tandy Brands’

Operating Margins and Returns on Equity Have Been

Declining For Several Years . . .

*Based on information

provided by Tandy Brands

in public filings with the

Securities & Exchange

Commission (SEC).

Tandy Brands Operating Margins*

10.4%

8.0%

5.5%

6.5%

6.8%

6.4%

3.3%

2.0%

-1.1%

-2.0%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

1999

2000

2001

2002

2003

2004

2005

2006

2007

Tandy Brands Return on Beginning Equity*

19.1%

13.9%

6.4%

8.5%

8.8%

7.7%

4.0%

1.8%

-3.3%

-4.0%

0.0%

4.0%

8.0%

12.0%

16.0%

20.0%

1999

2000

2001

2002

2003

2004

2005

2006

2007

Golconda Capital Portfolio, LP

•

page 7

0.4

0.7

0.8

Tandy Brands

Swank

Liz Claiborne

Kenneth Cole

Fossil

. . . And Tandy Brands’

Valuation Ratios Fall At The Bottom End of Its

Peer Group

Tandy Brands stock is trading below book value, which causes

us to believe that investors share our doubts about the

Company’s ability to generate sufficient returns on invested

capital if Tandy Brands continues along the same course

*Data Source: Morningstar, September 28, 2007. Peer group

includes publicly-traded companies listed as competitors in

Tandy Brands’

2007 10-K filing with the SEC.

Price/Book*

Price/Sales*

0.7

1.5

1.7

3.9

Tandy Brands

Kenneth Cole

Liz Claiborne

Swank

Fossil

Golconda Capital Portfolio, LP

•

page 8

Over Three-

and Five-Year Periods, Tandy Brands’

Total Returns Have

Significantly Trailed Those of Its Peer Group and the Broader Market

Over three years, Tandy Brands

has underperformed the S&P

Apparel, Accessories, and Luxury

Goods index by a cumulative

64.9 percentage points

Over five years, Tandy Brands has

underperformed the S&P Apparel,

Accessories, and Luxury Goods

index by a cumulative 49.3

percentage points

*Data provided by Bespoke Investment Group, LLC.

Values are total returns, including reinvestment of

dividends. Period ending August 31, 2007.

Golconda Capital Portfolio, LP

•

page 9

Over a Ten-Year

Horizon, Tandy Brands’

Total Returns Have Significantly

Trailed Those Of Its Peer Group & the Broader Market

Over ten years, Tandy

Brands has underperformed

the S&P Apparel,

Accessories, and Luxury

Goods index by a

cumulative 85.4

percentage points!

A $100 investment in Tandy Brands would have declined

in value to

$88.30 over the decade ending August 31, 2007. This represents a

negative

1.24 percent compounded annual return over 10 years.

*Data provided by Bespoke Investment Group, LLC.

Values are total returns, including reinvestment of

dividends. Period ending August 31, 2007.

Golconda Capital Portfolio, LP

•

page 10

Golconda’s Influence to Date at Tandy Brands

•

Tandy Brands has taken several steps in recent months that Golconda has

been advocating for, including:

–

Acceleration of the expiration of the poison pill and adoption of a policy

to put future pills to a vote of stockholders

–

Declassification of the Board

–

Exploration of Strategic Alternatives

•

We believe that the following timelines detailing these and other initiatives

should cause stockholders to ask:

–

Did Golconda create a greater sense of urgency for action?

–

Did

the

Tandy

Brands

Board

feel

forced

act

our

corporate

governance and strategic alternatives recommendations because of

the increasing possibility of a proxy contest?

Golconda Capital Portfolio, LP

•

page 11

Timelines:

Eliminate Unprofitable Product Lines

Eliminate Poison Pill

Sep 2005 2006

2007

2008

Golconda sends letter to

Tandy Brands Board with

recommendations, including

elimination of

underperforming product

lines in women’s segment

September 28, 2005

Mr. Summitt meets with Tandy

Brands management and

directors to discuss this

recommendation and others

Early October, 2005

In a letter to the full Board of

Directors, Golconda recommends

aggressive

action be taken in the

women’s segment

April 24, 2006

Company announces it is

eliminating several

underperforming product

lines in the women’s segment

April 26, 2006

Golconda sends letter to Tandy

Brands Board in which it

recommends that the Company

eliminate its poison pill

April 24, 2006

Golconda submits non-binding

shareholder proposal to eliminate

poison pill and put future poison pills

to a shareholder vote

May 22, 2006

Golconda’s

shareholder proposal

passes with 73%

shareholder votes

October 31, 2006

Despite strong shareholder

mandate, Company informs

Golconda that it has no

intention of eliminating

poison pill

February 9, 2007

Tandy Brands changes

course and announces

plans to accelerate

the poison pill

expiration date

May 16, 2007

Golconda

submits non-

binding

shareholder

proposal to

put future

poison pills to

a shareholder

vote

May 18, 2007

Board of Directors announces policy to put

future poison pills to a shareholder vote

July 12, 2007

Golconda

nominates

two

candidates for

election to

the Tandy

Brands Board

of Directors

May 31, 2007

Golconda Capital Portfolio, LP

•

page 12

Timelines:

Declassify Board of Directors

Explore Strategic Alternatives

Sep 2005 2006

2007

2008

Golconda sends letter

to Tandy Brands Board

in which Golconda

recommends

declassification of

board of directors

April 24, 2006

Golconda sends second

letter to Tandy Brands

Board in which it

reemphasizes the

importance of

declassifying the Board of

Directors

December 6, 2006

Tandy Brands Chairman sends

letter to Golconda indicating

that the Board would not

eliminate its staggered board

February 9, 2007

The same day Golconda

publicly announces its intent to

launch a proxy contest, the

Company again changes course

and announces plans to

declassify its Board of Directors

August 8, 2007

Golconda nominates

two candidates for

election to the

Tandy Brands Board

of Directors

May 31, 2007

Golconda sends letter in

which it recommends

Tandy Brands consider a

possible sale of the

Company

September 28, 2005

Mr. Summitt meets with

Tandy Brands management

and directors to discuss

this recommendation and

others

Early October, 2005

Golconda sends

second letter to

the Tandy Brands

Board in which it

recommends that

the Board consider

a sale of Company

April 24, 2006

Golconda

publishes its

intent to

launch a proxy

contest

August 8, 2007

Tandy Brands

announces it has

hired an investment

bank to evaluate

strategic alternatives

August 22, 2007

Golconda nominates

two candidates for

election to the

Tandy Brands Board

of Directors

May 31, 2007

Golconda Capital Portfolio, LP

•

page 13

Are the Incumbents Committed to Strong Corporate Governance

Principles? Board Declassification Example:

This doesn’t sound to us like the action of a Board “committed to strong

corporate governance”

but rather it sounds like a Board reacting to the

increasing likelihood that Golconda would launch a proxy contest.

In a notice to shareholders

dated August 8, 2007—just six

months later—the Board of

Directors reversed course:

In a February 9, 2007 letter, the

Tandy Brands Chairman explicitly

rejected Golconda’s

recommendation to declassify

the Board of Directors:

February 9, 2007

“…giving particular weight to the fact that

having a staggered Board is expressly

permitted by Delaware law, the Board has

concluded not to eliminate its staggered

board.”

August 8, 2007

“…your Board of Directors is committed to

strong corporate governance principles, as

demonstrated by the Company’s proposal to

de-classify the Board of Directors…”

HOWEVER…

Golconda Capital Portfolio, LP

•

page 14

The Board’s Declassification Proposal Leaves Something to Be Desired

•

Declassification doesn’t begin until 2008

•

The declassification will be phased in

•

This is a phased in declassification with a one year lag

•

If a declassified board is good corporate governance, why not have the

entire Board stand for election in 2008?

•

We had advocated for a full and swift declassification but the Board opted

for a delayed and phased declassification

Golconda Capital Portfolio, LP

•

page 15

What Objections Might the Company Have to the Golconda Nominees?

•

They might say: “The Golconda nominees have no industry experience”

–

don’t

plan

run

the

Company

that’s

management’s

job

–

We have the experience and knowledge necessary to represent the

interests of Tandy Brands stockholders

•

Mr. Summitt has over nine years of investment management

experience

•

Mr. Fowers has over 11 years of corporate experience in multiple

business disciplines

–

The Tandy Brands Board has had plenty of industry experience on the

board over the past decade

•

But that experience has not resulted in acceptable financial results

•

And that experience has not kept the stock price from declining and

languishing at a low valuation

–

We will be owner-directors with a perspective that is closely aligned

with outside stockholders

Golconda Capital Portfolio, LP

•

page 16

What Objections Might the Company Have to the Golconda Nominees?

•

They might say: “The Golconda Nominees will be replacing two valuable

incumbent Board members”

–

The incumbent board is lacking in the owner-director perspective that

the Golconda Nominees will add

–

We tried to avoid an outright proxy contest

–

The Tandy Brands Board can be expanded to nine members

–

We urged the Company to expand the Board to accommodate the

Golconda Nominees without losing any incumbent directors

•

The Board rejected this option

Golconda Capital Portfolio, LP

•

page 17

What Objections Might the Company Have to the Golconda Nominees

What Objections Might the Company Have to the Golconda Nominees?

•

They might say: “We are already doing the things that the shareholders

are requesting”

–

Many of the steps Tandy Brands has taken have come only after

Golconda continued to apply pressure

•

Corporate governance changes were initially rejected in writing by

the Board (see correspondence in the appendix to this

presentation)

•

Poison pill changes were rejected even after a 73%

stockholder

vote in favor of the changes

–

Strategic alternatives exploration only announced after we publicly

announced our intent to launch a proxy contest

–

The Tandy Brands Board has not acted on certain other

recommendations:

•

The haven’t used cash flow to repurchase shares even with the

stock price below tangible book value

•

They haven’t indicated a clear willingness to seek a value-

maximizing sale of the company

Golconda Capital Portfolio, LP

•

page 18

We Will Be Valuable Contributors to Board Deliberations

•

The Company’s actions in the face of our advocacy effort indicates that we

are in tune with the issues facing the Company

–

We will be valuable contributors to Board deliberations and work

constructively with the incumbent Board members

–

will

approach

deliberations

from

perspective

different

than

the

incumbent Board members

–

We will be persistent in continuing to propel Tandy Brands toward the

goal of maximizing stockholder value

Golconda Capital Portfolio, LP

•

page 19

The Golconda Nominees Will Bring an Owner’s Perspective to Board

Deliberations

•

Golconda owns more shares than the six non-management directors

combined

–

Golconda and the Golconda nominees own 78,421 shares

•

1.14% of shares outstanding

–

The six non-management directors combined own less than 1%

shares outstanding.

•

Our shares were purchased on the open market with our own capital

–

In contrast, many of the shares held by incumbent directors were

simply granted to them by the Company

•

We have significant “skin in the game”

Golconda Capital Portfolio, LP

•

page 20

Golconda’s Continuing Plan for Tandy Brands

•

Explore strategic alternatives

–

Emphasis on a possible sale of the Company

–

Discontinue major acquisition activity until a possible sale of the

Company has been fully explored

•

Establish a more liberal policy of returning free cash flow to the

stockholders

–

long

the

stock

price

remains

depressed,

emphasis

should

share repurchases

–

In Tandy Brands’

case, this is not financial engineering, just good

financial math

•

Continue to advocate for positive change

–

Emphasis on increasing returns on invested capital

–

Hold management accountable for financial performance

As Tandy Brands Board members, we will maintain

the positive momentum we have created to see

value-maximizing initiatives through to fruition

I am writing to follow up on the proposal to eliminate the Tandy Brands Accessories Preferred Share Purchase Rights Plan. As you know, this proposal passed by a significant margin. I urge you to acknowledge the wishes of the shareholders by eliminating this poison pill without delay.

Regarding any future poison pill that the board may put in place, such a pill should include the following shareholder friendly features:

If any of these features are missing in a future pill, it would be cause for shareholder concern.

In addition to eliminating the poison pill, I also call on you to proactively take the necessary steps to declassify the board of directors and have all directors stand for election each year. I am aware that some of you feel that having a classified board helps to ensure board continuity and that this benefits shareholders. This may be true in some cases, but that is a decision for the shareholders to make on an election by election basis. Shareholders should determine for themselves if they desire board continuity by voting each year in such a way to provide that continuity or, as the case may be, to disrupt continuity.

Another problem with a classified board is that shareholders cannot select specific directors that they wish to replace, if any, each year. With our classified board, shareholders could be required to wait up to three years to replace board members that they feel are no longer representing their interests.

Finally, I urge you to establish a majority vote standard for election of directors in uncontested elections. The current plurality system reduces uncontested director elections to nothing more than a ceremonial affair. A majority vote standard would give the shareholders some teeth in holding directors accountable. A plurality vote standard should still apply for contested elections.

We should strive for corporate governance practices that allow shareholders to hold directors and managers accountable for their performance. The changes that I have proposed will take us toward this goal.

Thank you for your letter of December 6, 2006, to the Board of Directors (the “Board”) of Tandy Brands Accessories, Inc. (the “Company”).

The Board met on January 31, 2007, and authorized the Company to address the substantive provisions of your letter.

We will begin by addressing the last item of your letter urging the Board to establish a majority vote standard for directors in uncontested elections.

That standard has always existed for the election of Tandy Brands Accessories directors, dating back to the Company’s incorporation on November 1, 1990. Specifically, as clearly stated in this year’s proxy statement on page 3 under the caption “How many votes are necessary to re-elect a nominee as a director?”, which is printed in the proxy statement in bold-face type:

Each nominee for director must receive the affirmative vote of a majority of the shares present at the meeting, either in person or represented by proxy, to be re-elected to our Board of Directors. (Emphasis added.)

You also asked the Board “to proactively take the necessary steps to declassify the board of directors.”

You state that board continuity “is a decision for the shareholders to make on an election by election basis.” The Board has been advised by counsel that Delaware law, the state of the Company’s incorporation, expressly permits staggered board terms. Consequently, Delaware law does not provide shareholders with the right to determine director continuity on an election-by-election basis.

You further state that, by eliminating the staggered board terms, shareholders could “disrupt continuity.” The Board was understandably concerned as to why you, a shareholder of the Company, would want to “disrupt continuity.” Nonetheless, the Board was advised by counsel that, in an uncontested election of directors, a shareholder of a Delaware corporation has the right to withhold his or her vote for one or more director nominees. (Delaware law does not presently permit voting against a nominee in an uncontested election.) Even if a director nominee were not to receive the affirmative vote of a majority of the shares present at the meeting, either in person or represented by proxy, to be re-elected to the Board, Delaware law provides that the non-reelected director nominee continues as a holdover director until his or her successor is elected and qualified. Delaware law, as well as all other state laws, goes to great lengths to make certain board continuity is not disrupted. That is precisely why the Delaware legislature expressly provided for the holdover of non-reelected directors.

You further state “that shareholders cannot replace specific directors that they wish to replace,” and that “shareholders could be required to wait up to three years to replace board members that they feel are no longer representing their interests.” The Board has been advised by counsel that under no circumstance could a director be replaced in an uncontested election. In an uncontested election, if a director nominee were not to receive the affirmative vote of a majority of the shares present at the meeting, either in person or represented by proxy, to be reelected to the Board, Delaware law provides that the non-reelected director nominee continues as a holdover director until his or her successor is elected and qualified. That director is not replaced by the shareholder vote.

You also state that “shareholders could be required to wait up to three years to replace board members that they feel are no longer representing their interests.” The terms are for a period of three years. Why would shareholders elect a board member that they feel is no longer representing their interests? You assume in your letter that your fellow shareholders will do exactly that. That appears to be the only mathematically possible answer that would require shareholders “to wait up to three years.”

In addition to the foregoing, please be advised that the New York Stock Exchange has proposed an amendment to its rules that would eliminate discretionary voting by brokers in director elections. The Securities and Exchange Commission has also proposed amendments to the proxy rules under the Securities Exchange Act of 1934 that would require issuers and other soliciting persons to furnish proxy materials to shareholders by posting them on an Internet Web site and providing shareholders with notice of the availability of the proxy materials.

Based upon a consideration of the foregoing, and giving particular weight to the fact that having a staggered Board is expressly permitted by Delaware law, the Board has concluded not to eliminate its staggered board.

We address now your statements about your “proposal to eliminate the Tandy Brands Accessories Preferred Shares Rights Plan.” As you will recall, your specific proposal read in pertinent part as follows:

“Resolved, that the shareholders of Tandy Brands Accessories Inc. (“the Company”) urge the Board of Directors to take the necessary steps to rescind the Company’s Preferred Share Purchase Rights Plan....” (Emphasis added.)

The shareholders passed a resolution urging the Board to take the necessary steps to rescind the Company’s Preferred Share Rights Plan (the “Plan”). Your proposal did not require the Company or the Board to do so.

First, please refer to the information from our last proxy statement explaining why the Board recommended a vote against your proposal at the Annual Meeting, a copy of which is attached as Exhibit A to this letter. The Board still believes its reasons to be valid.

In addition, as you know, the Plan expires on October 19, 2009, which is less than three years from today.

As you also must know, the Company would incur costs and expenses in redeeming the rights issued under the Plan, which could be significant.

Accordingly, based upon the reasons set forth in the proxy statement and upon the additional facts set forth in this letter, the Board has determined not to redeem the rights issued under the Plan at this time. The Board does not intend to consider this issue again until its meeting preceding the October 19, 2009, expiration date. When the Board next meets to consider this issue, please be advised that the Board expressly reserves all its rights, including the right to renew and extend the rights under the Plan.

Poison pills amount to a major defacto shift of voting rights away from the shareholders on matters pertaining to a sale of the company. Accordingly, shareholders should be asked if they want to temporarily relinquish such power before a poison pill is implemented.

Additional information regarding this proposal can be found at www.golcondalp.com.

The Board of Directors believes, and independent evidence suggests, that rights plans actually enhance value for stockholders. For example:

The Company’s current preferred share purchase rights plan (the “Rights Plan”) is designed to strengthen the Board of Directors’ ability, in the exercise of its fiduciary duties, to protect our stockholders’ interests and to ensure that each stockholder is treated fairly in any transaction that involves a change of control of the Company. The Rights Plan does not prevent suitors from making offers to the Board or our stockholders, nor is it a deterrent to a stockholder’s initiation of a proxy contest. Instead, it is designed to encourage potential purchasers to negotiate directly with the Board and to give the Board sufficient time to evaluate the merits of every takeover proposal it receives, consistent with its fiduciary duties. This affords the Board the ability to respond to acquisition proposals, and the ability to attempt to negotiate a higher bid from a suitor, and flexibility to develop and pursue alternatives that may better enhance stockholder value. The Board believes that as the elected representative of the stockholders, it is in the best position to assess the intrinsic value of the Company and to negotiate on behalf of all stockholders evaluate the adequacy of any potential offer, and protect stockholders against potential abuses during the takeover process.

Potential takeover abuses that the Company’s Rights Plan is designed to protect against include the following:

The Company’s Rights Plan was adopted by the Board in order to enhance its ability, in a manner consistent with its fiduciary duties, to preserve and enhance the value of every stockholder’s investment in the Company. The Board carefully reviewed the arguments for and against adopting such a plan before making its decision and continues to periodically review the matter, in consultation with outside counsel, to consider whether maintaining the Rights Plan continues to be in the best interests of the Company’s stockholders. In fact, on October 18, 2005, the Board of Directors considered whether maintaining the Rights Plan was in the best interests of stockholders, and determined that it was. The Board of Directors, following receipt of this stockholder proposal, again considered whether maintaining the Rights Plan was in the best interests of stockholders, and determined that it was.

The Board of Directors believes redemption of the Rights Plan at this time would be premature and would remove any incentive for a potential purchaser to negotiate with the Board of Directors, leaving the stockholders unprotected from potentially coercive and unfair offers. In addition, the Company stockholders should understand that stockholder approval of the adoption or maintenance of our Rights Plan is not required by any applicable law, regulation or rule or any rule of The NASDAQ Stock Market. The stockholder approval process is long and costly, and a requirement to seek stockholder approval for a rights plan could seriously jeopardize the Company’s negotiating position and leverage in a hostile situation, leaving the stockholders vulnerable to coercive and unfair acquisition tactics.

Finally, it is not clear how giving up the important bargaining tool created by our Rights Plan would respond to any of the corporate governance issues raised by the proponent. The Board of Directors is comprised entirely of independent outside directors, with the exception of the Company’s President and Chief Executive Officer. The Board of Directors believes that this independence, in conjunction with the requirement to maintain a majority of independent directors on the Board of Directors, and the Board of Directors’ duty to act in good faith and in the best interests of Company and its stockholders, provides adequate assurance against the Rights Plan being utilized for management entrenchment. In addition: the office of Chairman of the Board of Directors is separate from the office of President and is held by an independent director; all of the key committees of the Board of Directors consist solely of independent directors; we have adopted a Code of Business Conduct and Ethics applicable to the Board of Directors, a copy of which is posted on our website; and the Board evaluates its effectiveness and performance on an annual basis.

Based on the foregoing reasons, the Board of Directors believes the proposal is not in the best interests of the Company’s stockholders and recommends a vote AGAINST it.


690 E. Lamar Blvd., Suite 200 Arlington, Texas 76011 (817) 548-0090 Fax: (817) 548-1144