Exhibit 10.51






Exhibit 10.51


EMPLOYMENT AGREEMENT


SPORT CHALET, INC., a Delaware corporation (“Employer”), and CLAUDIA G. REICH
(“Executive”), in consideration of the mutual promises made herein, do, as of
June 1, 2001, agree as follows:



A. Executive has served as the Vice President-Marketing and Advertising since
June 2, 1999; and the Senior Vice President — Marketing and Advertising since
April 1, 2001 and



B. The Employer desires to be assured of the continued association and services
of Executive in order to take advantage of his experience, knowledge and
abilities in Employer’s business, and is willing to employ Executive, and
Executive desires to be so employed, on the terms and conditions set forth in
this Agreement;



1. TERM OF EMPLOYMENT


      1.1 Specified Term. Employer hereby employs Executive, and Executive
hereby accepts employment with Employer, for an initial term beginning on April
1, 2001 and ending at the close of business on June 30, 2002. Executive’s
employment hereunder shall automatically renew for succeeding twelve-month
periods, unless notice of termination is given by either party at least 30 days
prior to the end of the initial term or any renewal term. Executive’s
employment may be subject to earlier termination as otherwise provided in this
Agreement.



      1.2 “Employment Term.” The phrase “Employment Term” shall mean the entire
period of Executive’s employment by Employer hereunder, whether for the periods
provided above, or whether terminated earlier as hereinafter provided or
extended by mutual agreement between Employer and Executive.



2. DUTIES


      2.1 General Duties. Executive shall serve as the Senior Vice
President-Marketing and Advertising of Employer. In this capacity, Executive
shall, to the best of his ability, perform all services, acts or things
(i)advertising and marketing strategy, campaigns, and execution, with the
appropriate budgeting responsibilities; (ii) as are provided in Employer’s
Certificate of Incorporation and Bylaws, (iii) as may be assigned by Employer’s
President, Chief Executive Officer or Board of Directors or (iv) as may be
specified in the job description or performance objectives adopted from time to
time by Employer’s Board of Directors, President and Chief Executive Officer.
Executive shall perform such duties subject at all times to the policies of
Employer and its Board of Directors and the direction of Employer’s President
and Chief Executive Officer. Executive shall report to Employer’s President
and Chief Executive Officer.



      2.2 Conduct of Executive. Executive shall at all times during the
Employment Term conduct herself in a manner consistent with her position with
Employer and shall not knowingly perform any act contrary to the best interests
of Employer.



      2.3 Devotion to Employer’s Business.



            (a) Executive shall devote the full working portion of her entire
productive time, ability and attention to the business of Employer during the
Employment Term.



            (b) During the Employment Term, Executive shall not engage in any other
business duties or pursuits whatsoever, or directly or indirectly render any
services of a business, commercial or professional nature to any other person
or organization, whether for compensation or otherwise, without


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 the prior consent of Employer’s Board of Directors, President or Chief
Executive Officer; provided, however, that the expenditure of reasonable
amounts of time for educational, charitable or professional activities shall
not be deemed a breach of this Agreement if those activities do not materially
interfere with the services required under this Agreement and shall not require
the prior written consent of Employer as set forth above.



            (c) This Agreement shall not be interpreted to prohibit Executive from
making passive personal investments or conducting private business affairs if
those activities do not materially interfere with the services required under
this Agreement. Notwithstanding the foregoing, Executive shall not, to the
best of his knowledge, directly or indirectly, acquire, hold or retain any
interest in any vendor or supplier of Employer or in any business competing
with or similar in nature to the business of Employer; provided, however, that
Executive shall have a reasonable period from the date hereof to dispose of any
such prohibited investments.



      2.4 Competitive Activities. Except as otherwise expressly provided in
this Agreement, during the Employment Term, Executive shall not, directly or
indirectly, either as an employee, employer, consultant, agent, principal,
partner, stockholder, corporate officer or director, or in any other individual
or representative capacity, engage or participate in any business that is in
competition in any manner whatsoever with the business of Employer.



      2.5 Trade Secrets.



            (a) Executive shall not, without the prior written consent of Employer in
each instance, disclose or use in any way, either during her employment by
Employer or thereafter, except as required in the course of such employment,
any confidential business or technical information or trade secret of Employer
acquired in the course of such employment, whether or not patentable,
copyrightable or otherwise protected by law, and whether or not conceived of or
prepared by her (collectively, the “Trade Secrets”), including, without
limitation, any confidential information concerning customer lists, products,
procedures, operations, investments, financing, costs, employees, purchasing,
accounting, marketing, merchandising, sales, salaries, pricing, profits and
plans for future development, the identity, requirements, preferences,
practices and methods of doing business of specific parties with whom Employer
transacts business, and all other information which is related to any product,
service or business of Employer, other than information which is generally
known in the industry in which Employer transacts business or is acquired from
public sources or was known to Executive prior to her employment by Employer;
all of which Trade Secrets are the exclusive and valuable property of Employer.



            (b) All files, accounts, records, documents, books, forms, notes, reports,
memoranda, studies, compilations of information, correspondence and all copies,
abstracts and summaries of the foregoing, and all other physical items related
to Employer, other than a merely person item, whether of a public nature or
not, and whether prepared by Executive or not, are and shall remain the
exclusive property of Employer and shall not be removed from the premises of
Employer except as required in the course of Executive’s employment, without
the prior written consent of Employer in each instance, and the same shall be
promptly returned to Employer by Executive on the expiration or termination of
his employment or at any time prior thereto upon the request of Employer.



            (c) Executive hereby acknowledges and agrees that it would be difficult to
fully compensate Employer for damages resulting from the breach or threatened
breach of Sections 2.4 or 2.5 and, accordingly, that Employer shall be entitled
to temporary and injunctive relief, including temporary restraining orders,
preliminary injunctions and permanent injunctions, to enforce such provisions
without the necessity of proving actual damages and without the necessity of
posting any bond or other


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 undertaking in connection therewith. This provision with respect to
injunctive relief shall not, however, diminish Employer’s right to claim and
recover damages.



3. COMPENSATION


      3.1 Compensation. As compensation for the services to be performed
hereunder, Executive shall receive a salary in the amount of One Hundred Forty
Four Thousand Dollars ($144,000) per annum, payable in arrears in equal
installments not less than once per month on the first business day of each
month with respect to the preceding calendar month (or part thereof) of
employment during the Employment Term. Executive shall receive such increases
in salary, if any, as may be determined by the Board of Directors in its sole
discretion.



      3.2 Severance.



            (a) Upon the termination of Executive’s employment hereunder during the
Covered Period, which termination is initiated either (i) by Employer other
than for Cause or (ii) by Executive by reason of a Change of Duties, Employer
shall continue to pay Executive’s Base Salary to Executive for a period of
twelve months following the date of termination on such dates as Executive’s
salary otherwise would have been paid had such termination not occurred. The
aggregate amount paid under the preceding sentence is referred to herein as the
“Severance Amount.” The Severance Amount shall be paid as severance and only
upon execution by Executive of Employer’s standard form of Severance Agreement
and Release. Payment of the Severance Amount shall be in lieu of all other
claims, damages or liabilities Executive might otherwise assert against
Employer, including, without limitation, those for breach of this Agreement by
Employer. All capitalized terms used in this Section 3.2 shall have the
meanings set forth on Exhibit A.



            (b) It is the intention of the parties that any payment of the Severance
Amount shall not constitute “excess parachute payments” within the meaning of
Section 280G of the Internal Revenue Code of 1986, as amended, and any
regulations thereunder. If the independent accountants acting as auditors for
Employer on the date of a Change of Control (or another accounting firm
designated by them) determine that any payment of the Severance Amount may
constitute “excess parachute payments,” the payments may be reduced to the
maximum amount which may be paid without the payments being “excess parachute
payments.” The determination shall take into account (i) whether the payments
are “parachute payments” under Section 280(3) and, if so, (ii) the amount of
payments under this Agreement that constitutes reasonable compensation under
Section 280G. Nothing contained in this Agreement shall prevent Employer,
after a Change of Control, from agreeing to pay Executive compensation or
benefits in excess of those provided in this Agreement.



      3.3 Tax Withholding. Employer shall have the right to deduct or withhold
from any amounts due to Executive hereunder (including, without limitation, the
Severance Amount) any and all federal, state or local taxes, withholdings and
deductions now applicable or that may be enacted and become applicable in the
future, including, but not limited to, federal income and Social Security
taxes.



      3.4 Profit Sharing. Executive shall be eligible to participate in such
executive bonus programs as Employer may establish from time to time. Under
the “Senior Management Bonus Plan” currently in effect, Executive’s maximum
target annual bonus shall be thirty five percent (35%) of her base salary for
the applicable fiscal year payable pursuant to Section 3.1.



      3.5 Stock Options. Executive has been granted Non-Qualified Stock Options
(“NQSOs”) to purchase Employer’s common stock on the terms set forth on Exhibit
B and in accordance with Employer’s 1992 Incentive Award Plan as amended and a
Key Employee Stock Option Incentive Award Agreement which is incorporated
herein by this reference.




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      3.6 Annual Vacation. Executive shall be entitled to vacation or personal
leave in accordance with Employer’s policies for executive vacations for a
period of up to four calendar weeks per year with prior approval.



      3.7 Automobile Allowance. Employer shall pay to Executive a monthly
automobile allowance of $900.



      3.8 Medical Coverage. Employer shall include Executive and her immediate
family in such health care plans as may be provided to executive officers of
Employer generally and under the same terms and conditions.



      3.9 Life Insurance. Employer shall provide to Executive such life
insurance, if any, as is currently provided to executive officers of Employer
generally and under the same terms and conditions.



      3.10 Qualified Plans. Employee shall be entitled to participate in
Employer’s qualified plans in accordance with the terms and conditions of the
plan documents.



      3.11 Reimbursement of Business Expenses. Employer shall promptly
reimburse Executive for all reasonable and necessary business expenses incurred
by Executive in connection with the business of Employer subject to compliance
by Executive with Employer’s Standard Operating Procedures with respect to the
amount, documentation and verification of such expenses as the same may be
amended from time to time.



      3.12 Tax Consulting. Employer shall reimburse Executive for all fees and
costs for personal tax and financial advisory services incurred by Executive up
to $750 per year.



4. TERMINATION


      4.1 At Will Relationship. Employer and Executive each hereby acknowledges
and agrees that, except as expressly set forth in Section 4.2, (i) as provided
in Employer’s employment policy, Executive’s relationship with Employer under
this Agreement is AT WILL and can be terminated at the option of either
Executive or Employer in her or its sole and absolute discretion, for any or no
reason whatsoever, with or without cause, (ii) no representations, warranties
or assurances have been made concerning the length of such relationship or the
aggregate amount of compensation to be received by Executive and (iii) after
the termination of his employment by Employer, Executive shall have no right,
title or interest in or claim to any revenues received by Employer from any
person for any goods sold or services rendered by Employer to such person,
whether or not Executive was the cause, in whole or in part, for such person to
purchase such goods from Employer or to retain Employer to perform such
services.



      4.2 Duties Upon Termination. In the event that Executive’s employment by
Employer under this Agreement is terminated, neither Employer nor Executive
shall have any remaining duties or obligations hereunder, except that (i)
Employer shall promptly pay to Executive, or her estate, all reimbursable
expenses incurred by Executive hereunder as of such date and such compensation
as is due pursuant to Sections 3.1 and 3.4, prorated through the date of
termination, (ii) Employer shall promptly provide to Executive such severance
as is due pursuant to Section 3.2 and (iii) Executive shall continue to be
bound by Section 2.5.



5. GENERAL PROVISIONS


      5.1 Notices. Any notices to he given hereunder by either party to the
other shall be in writing and may he transmitted by personal delivery or by
mail, registered or certified, postage prepaid


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 with return receipt requested. Mailed notices shall be addressed to the
parties at the addresses appearing on the signature pages hereof, but each
party may change that address by written notice in accordance with this
section. Notices delivered personally shall be deemed communicated as of the
date of actual receipt; mailed notices shall be deemed communicated as of the
third day following the date of mailing.



      5.2 Arbitration. Any controversy between Employer and Executive involving
the construction or application of any of the terms, provisions, or conditions
of this Agreement shall on the written request of either party served on the
other be submitted to arbitration. Arbitration shall comply with and be
governed by the provisions of the California Arbitration Act and that certain
Agreement to Arbitrate Claims entered into by Employer and Executive as of the
date hereof, which Agreement is incorporated herein by this reference.



      5.3 Attorneys’ Fees and Costs. If any legal action based in contract law
is necessary to enforce or interpret the terms of this Agreement, the
prevailing party shall be entitled to reasonable attorneys’ fees, costs, and
necessary disbursements in addition to any other relief to which that party may
be entitled. This provision shall be construed as applicable to the entire
contract.



      5.4 SEC Compliance. Executive acknowledges that concurrently herewith she
has been provided with a copy of and will abide by the Employer’s Statement of
Company Policy Re: Securities Trades by Company Personnel as the same may be
amended from time to time by Employer, which Statement is incorporated herein
by this reference.



      5.5 Entire Agreement. This Agreement, together with its exhibits,
supersedes any and all other agreements, either oral or in writing, between the
parties hereto with respect to the employment of Executive by Employer and
contains all of the covenants and agreements between the parties with respect
to that employment in any manner whatsoever. Each party to this Agreement
acknowledges that no representation, inducements, promises, or agreements,
orally or otherwise, have been made by any party, or anyone acting on behalf of
any party, which are not embodied herein, and that no other agreement,
statement, or promise not contained in this agreement shall be valid or binding
on either party.



      5.6 Modifications. Any modification of this Agreement will be effective
only if it is in writing and signed by the party to be charged and approved by
the Board of Directors of Employer.



      5.7 Effect of Waiver. The failure of either party to insist on strict
compliance with any of the terms, covenants, or conditions of this Agreement by
the other party shall not be deemed a waiver of that term, covenant, or
condition, nor shall any waiver or relinquishment of any right or power at any
one time or times be deemed a waiver or relinquishment of that right or power
for all or any other times.



      5.8 Partial Invalidity. If any provision in this Agreement is held by a
court of competent jurisdiction to be invalid, void, or unenforceable, the
remaining provisions shall nevertheless continue in full force without being
impaired or invalidated in any way.



      5.9 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California except that, with respect
to matters of corporate governance, the laws of the State of Delaware shall
govern.



      5.10 Sums Due Deceased Executive. If Executive dies prior to the
expiration of the Employment Term, any sums that may be due him from Employer
under this agreement as of the date of death shall be paid to Executive’s
executors, administrators, heirs, personal representatives, successors, and
assigns.


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      5.11 Insurance. Executive shall be covered by any policy of directors’
and officers’ liability insurance maintained by Employer.



IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of
the date and year first set forth above.




	 	 	 	 	 	 	 
	Employer:			SPORT CHALET, INC.
	
	
	
	

				
By
			/s/ Craig L. Levra
				
			

				
			Craig L. Levra,
President and CEO

920 Foothill Boulevard

La Canada, CA 91011
	
	
	
	

	Executive:
	
	
	
	

				
			/s/ Claudia G. Reich
				
			

				
			Claudia G. Reich

2808 Jason Court

Thousand Oaks, CA 91362




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EXHIBIT A


Definitions



	1.	 	Affiliate. An “Affiliate” shall mean any entity which owns or controls,
is owned by or is under common ownership or control with, Employer.
	 
	2.	 	Base Salary. “Base Salary” shall, as determined on the termination date,
be equal to the greater of:




	 	(i)	 	Executive’s annual salary, excluding bonuses and special
incentive payments, on the date of the earliest Change of Control to
occur during the Covered Period; or
	 
	 	(ii)	 	Executive’s annual salary, excluding bonuses and special
incentive payments, on the termination date.




	3.	 	Change in Duties. A “Change in Duties” shall mean any one or more of the
following:




	 	(i)	 	A significant change in the nature or scope of Executive’
authority or duties from those applicable to her immediately prior
to the date on which a Change of Control occurs;
	 
	 	(ii)	 	A significant reduction in Executive’s Base Salary from that
provided to her immediately prior to the date on which a Change of
Control occurs;
	 
	 	(iii)	 	A diminution in Executive’s eligibility to participate in
bonus, stock option, incentive award and other compensation plans
which provide opportunities to receive compensation, from the
greater of:
	 
	 		•	the opportunities provided by Employer (including
its subsidiaries) for executives with comparable duties; or
	 
	 	 	•	the opportunities under any such plans under
which Executive was participating immediately prior to the
date on which a Change of Control occurs.
	 
	 	(iv)	 	A diminution in Executive’s benefits (including, but not
limited to, medical, dental, life insurance and long-term disability
plans) and perquisites from the greater of:
	 
	 	 	•	the benefits and perquisites provided by Employer
(including its subsidiaries) to executives with comparable
duties; or
	 
	 	 	•	the benefits and perquisites to which Executive
was entitled immediately prior to the date on which a Change
of Control occurs.
	 
	 	(v)	 	A change in the location of Executive’s principal place of
employment by Employer (including its subsidiaries) to a location
not within Los Angeles County; or




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	 	 	 	(vi) A reasonable determination by the Board of Directors of
Employer that, as a result of a Change in Control and a change in
circumstances thereafter significantly affecting Executive’s
position, Executive is unable to exercise the authorities, powers,
function or duties attached to Executive’s position immediately
prior to the date on which a Change of Control occurs.




	4.	 	Change of Control. A “Change of Control” shall be deemed to have
occurred if:




	 	(i)	 	Norbert Olberz ceases to be the Chairman of the Board of
Employer;
	 
	 	(ii)	 	The directors of Employer who were last nominated by the
Board of Directors for election as directors, for which nomination
Norbert Olberz voted in favor, cease to constitute a majority of the
directors of Employer;
	 
	 	(iii)	 	Any “person,” including a “group” as determined in
accordance with the Section 13(d)(3) of the Securities Exchange Act
of 1934 (the “Exchange Act”), other than the trust or estate of
Norbert or Irene Olberz, or an entity wholly owned by any of them,
becomes the beneficial owner, directly or indirectly, of securities
of Employer representing 50% or more of the combined voting power of
Employer’s then outstanding Voting Securities and Executive is not a
member of such group;
	 
	 	(iv)	 	As a result of, or in connection with, any tender offer or
exchange offer, merger or other business combination, sale of assets
or contested election, or any combination of the foregoing
transactions (a “Transaction”), Norbert or Irene Olberz or their
trusts or estates shall cease to own a majority of the outstanding
Voting Securities of Employer or its successor;
	 
	 	(v)	 	Employer is merged or consolidated with another corporation
and as a result of the merger or consolidation less than 50% of the
outstanding Voting Securities of the surviving or resulting
corporation shall then be owned in the aggregate by Norbert or Irene
Olberz, or their respective trusts or estates or a group of which
Executive is a member;
	 
	 	(vi)	 	A tender offer or exchange offer is made and consummated for
the ownership of securities of Employer representing 50% or more of
the combined voting power of Employer’s then outstanding Voting
Securities and in which Executive is not a participant; or
	 
	 	(vii)	 	Employer transfers substantially all of its assets to
another corporation which is not a wholly-owned subsidiary of
Employer and which is not owned in whole or in part by Norbert or
Irene Olberz, their respective estates or trusts or by Executive.




	5.	 	Covered Period. “Covered Period” shall mean a period of time following
the occurrence of a Change of Control equal to the lesser of (a) the
Executive’s employment by Employer prior to that Change of Control, or (b)
three years following the occurrence of the Change of Control.




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	6.	 	Voting Securities. “Voting Securities” shall mean any securities which
ordinarily possess the power to vote in the election of directors without
the happening of any pre-condition or contingency.
	 
	7.	 	Termination for Cause. Executive’s employment shall be deemed to have
been terminated by Employer for Cause if it shall be terminated for any of
the following reasons:




	 	(i)	 	Executive’s continued and willful failure or refusal to
perform his duties hereunder; or
	 
	 	(ii)	 	The commission by Executive of any act of dishonesty, fraud,
misrepresentation or other misconduct in the performance of his
duties hereunder; or
	 
	 	(iii)	 	The conviction of Executive of a felony or a crime involving
moral turpitude or the pleading of no contest by Executive to the
same, whether or not committed in the course of his employment;
provided, however, that no such termination shall occur under
clauses (i) and (ii) unless Executive first shall have received
written notice specifying the acts or omissions alleged to
constitute such failure, refusal or act and, if the same can be
corrected, it continues after Executive shall have had reasonable
opportunity to correct it.




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