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                                                                   EXHIBIT 10.22

                               SEVERANCE AGREEMENT

         Agreement made on January 5 1998, between Gadzooks, Inc., a Texas
corporation (the "Company"), and James F. Wimpress ("Executive").


                                    RECITALS

         A.       Executive is currently employed by the Company.

         B.       The Company and Executive desire to enter into certain
agreements providing for certain events upon the termination of the Executive's
employment with the Company.

         NOW THEREFORE, in consideration of the premises and mutual covenants
herein contained and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:

                  1. Termination by the Company without Cause. The Company may
at any time terminate Executive's employment without Cause (as defined below) by
giving Executive notice of the effective date of termination (which effective
date may be the date of such notice). In the event of such termination without
Cause, and after the Executive has accumulated six months of continuous service,
the Company shall have the continuing obligation to make payments of base salary
at the rate in effect at the effective date of such termination for a period of
six (6) months following the effective date of such termination.

                  2. Termination by the Company for Cause. The Company shall
have the right to terminate Executive's employment at any time for any of the
following reasons (each of which is referred to herein as "Cause") by giving
Executive written notice of the effective date of termination (which effective
date may be the date of such notice):

                           (A)      any habitual neglect of duties;

                           (B) any failure to follow any legal directives of
Gadzooks' Chief Executive Officer, which directive is consistent with your
position and duties;

                           (C) any act of fraud or dishonesty by you which
results, or is intended to result in financial, economic or reputation harm to
the Company or any of its business;

                           (D)      any commission of a felony

                           (E)      any breach of material Company policy

                           If the Company terminates Executive's employment for
any of the reasons set forth above in this Section 2, the Company shall have no
further obligations hereunder from and after the effective date of termination
and shall have all other rights and remedies available under this or any other
agreement and at law or in equity.

                  3. Change of Control. In the event of the sale of all or
substantially all of the Company's assets, or the company's merger with or into
another corporation, any of the Executive's stock options, which are then
outstanding but unexercisable, shall immediately become fully vested prior to
the event.


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                  4. Voluntary Termination by Executive. In the event that
Executive's employment with the Company is terminated by Executive, the Company
shall have no further obligations hereunder from and after the date of such
termination.

                  5. Complete Agreement. This Agreement embodies the complete
agreement and understanding between the parties and supersedes and preempts any
prior understandings, agreements or representations by or between the parties,
written or oral, which may have related to the subject matter hereof in any way.

         IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed and delivered on the day and year first above written.


                                       GADZOOKS, INC.



                                 By:   /s/ Gerald R. Szczepanski
                                     -------------------------------------------
                                                 Name

                                 Title: Chief Executive Officer and President
                                        ----------------------------------------
                                                 Title

                                        /s/ James F. Wimpress
                                        ----------------------------------------
                                               [Executive]