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                                                                   Exhibit 10.37

                                 GADZOOKS, INC.
                           4121 INTERNATIONAL PARKWAY
                             CARROLLTON, TEXAS 75007

                                 April 29, 2004

Carolyn Greer
50 Sutton Place South
New York, New York 10022

Dear Carolyn:

      This letter is to confirm certain compensatory terms of your employment as
President and Chief Merchandising Officer of Gadzooks, Inc (the "COMPANY"). In
your capacity as President and Chief Merchandising Officer, your compensation
will include:

      -     A base salary of $450,000 on an annualized basis.

      -     A bonus of $250,000 upon the confirmation and consummation of a plan
            of reorganization for the Company.

      -     The grant of stock options to acquire 350,000 shares of the
            Company's common stock at an exercise price equal to the fair market
            value per share of the Company's common stock on the date of grant.
            The options will vest on the later of (i) the first anniversary of
            the date of grant, and (ii) the date the Company successfully
            reorganizes its business under Chapter 11 of the United States
            Bankruptcy Code. Your actual rights under the options will be
            subject to the terms of a written stock option agreement between you
            and the Company.

      -     In the event your employment with the Company is terminated
            following a Change of Control (as defined below) or for any reason
            other than for Cause (as defined below), you will be entitled to the
            $250,000 post-bankruptcy bonus, when and if it becomes payable as
            set forth above, and your stock options will vest without regard to
            the one-year vesting period and in accordance with your written
            stock option agreement.

      -     Benefits generally available to executive officers of the Company.

      For purposes of this letter, "CAUSE" shall mean (i) a substantial and
continued failure to perform your material duties or obligations to the Company
(other than a failure resulting from your incapacity due to physical or mental
illness), which failure

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Carolyn Greer
April 29,2004
Page 2

continued for at least thirty days after written notice is received by you
specifying the alleged failure in reasonable detail, (ii) conviction of a felony
or other crime of moral turpitude, (iii) dishonesty or fraud in connection with
the business of the Company, or (iv) willful engagement in conduct injurious to
the Company.

      For purposes of this letter, a "CHANGE IN CONTROL" shall mean the
occurrence of any of the following events:

      (a) An acquisition by any person (within the meaning of Section 13(d) or
14(d) of the Securities Exchange Act of 1934, as amended (the "EXCHANGE ACT"))
of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the
Exchange Act) of twenty percent (20%) or more of the then outstanding shares of
common stock of the Company or the combined voting power of the then outstanding
voting securities of the Company entitled to vote generally in the election of
directors; provided, however, that none of the following acquisitions will
constitute a Change of Control: (i) by a Company employee benefit plan (or a
trust forming a part thereof) maintained by (A) the Company or (B) any
corporation or other person of which a majority of its voting power or its
voting equity securities or equity interest is owned, directly or indirectly, by
the Company (a "SUBSIDIARY"), (ii) directly from the Company or any Subsidiary,
(iii) by the Company or any Subsidiary, or (iv) pursuant to a transaction that
complies with clauses (1)(A), (B) and (C) of paragraph (c) of this definition;

      (b) The individuals who, as of the date hereof, constitute the Board of
Directors (the "INCUMBENT BOARD") cease for any reason to constitute at least
seventy percent (70%) of the members of the Board of Directors; provided,
however, that if the election, or nomination for election by the Company's
shareholders, of any new director was approved by a vote of at least two-thirds
of the Incumbent Board, such new director shall be considered as a member of the
Incumbent Board, unless such individual initially assumed office as a result of
either an actual or threatened election contest or other actual or threatened
solicitation of proxies or consents by or on behalf of a person other than the
Company, including by reason of any agreement intended to avoid or settle any
election or proxy contest; or

      (c) The consummation of (1) a merger, consolidation or reorganization with
or into the Company or in which securities of the Company are issued, unless (A)
the shareholders of the Company, immediately before such merger, consolidation
or reorganization, own directly or indirectly immediately following such merger,
consolidation or reorganization, at least sixty percent (60%) of the combined
voting power of the outstanding voting securities of the corporation resulting
from such merger or consolidation or reorganization (the "SURVIVING
CORPORATION") in substantially the same proportion as their ownership of the
voting securities immediately before such merger, consolidation or
reorganization, (B) the individuals who were members of the Incumbent Board
immediately prior to the execution of the agreement providing for such merger,
consolidation or reorganization constitute at least seventy percent (70%) of the

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Carolyn Greer
April 29,2004
Page 3

members of the board of directors of the Surviving Company or a corporation
beneficially directly or indirectly owning a majority of the voting securities
of the Surviving Corporation, and (C) no person other than (i) the Company, (ii)
any Subsidiary, (iii) any employee benefit plan (or any trust forming a part
thereof) that, immediately prior to such merger, consolidation or
reorganization, was maintained by the Company, the Surviving Corporation, or any
Subsidiary, or (iv) any person who, immediately prior to such merger,
consolidation or reorganization had beneficial ownership of twenty percent (20%)
or more of the then outstanding voting securities or common stock of the
Company, has beneficial ownership of twenty percent (20%) or more of the
combined voting power of the Surviving Corporation's then outstanding voting
securities or its common stock; or (2) the sale or other disposition of all or
substantially all of the assets of the Company to any person (other than a
transfer to a Subsidiary).

      This letter is a summary of the compensatory terms of your employment by
the Company. You are employed by the Company at will, which means that either
you or the Company may terminate the employment relationship at any time, for
any reason, with or without notice. This letter is not intended, and shall not
be construed, to be or to create a contract of employment for any fixed period
of time, and you agree and acknowledge that no such contract exists between you
and the Company, oral or written.

                                           Sincerely,

                                           /s/ Gerald R. Szczepanski
                                           -------------------------------------
                                           Gerald R. Szczepanski
                                           Chairman of the Board and Chief
                                                Executive Officer

Agreed and accepted:

/s/ Carolyn Greer Gigli                    April 29, 2004
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Carolyn Greer                              Date