exv10w1



 





EXHIBIT 10.1



May 25, 2005









Mr. Barry Erdos

President and Chief Operating Officer Bear

Build-A-Bear Retail Management Inc.

1954 Innerbelt Business Ctr. Dr.

St. Louts, MO 63114-5760



RE: AGREEMENT FOR LOGISTICS SERVICES dated 02/24/2002




Dear Mr. Erdos



By this letter, HA Logistics, is requesting an extension for the above referenced agreement. We
request that Build-A-Bear extend the termination date of the agreement until June 1, 2007 and agree
to the changes to Exhibit B Pricing attached.



The justification for the proposed time extensions is based on the current agreement expiration of
February 24, 2005.



If the
extension request is granted, please signify by signing below, and returning a copy of the
signed letter to HA Logistics. Upon receipt, we will then consider the agreement to have been
extended until the date stated. If this extension is not granted, or further information is needed
before an extension may be granted, please advise HA Logistics in writing within ten days of
receipt of this letter.



Thank you for your consideration to this request.




Sincerely








Alan Huttmann

President






 
			
	 	 	The President and Chief Operating Officer Bear hereby agree to and approve changes to Exhibit B Pricing and to the extension of the above reference agreement until June 1, 2007.






	 	 	 
	
/s/ Barry Erdos

	 	        6/7/05
	President

	 	Date






 










 






Exhibit B




Pricing



United
States Continental delivered charge of
$ * per pallet.



Additional charges may apply if:





	 	1.	 	Origin of shipments move in excess of 25 miles outside of the two current locations.
	 
	 	2.	 	Minimum line haul and delivery shipments drop in excess
of * percent from the expected
minimum shipment of * pallets and
$ * in pallet billings.
	 
	 	3.	 	Delivered pricing for all stores outside of United States Continent such as Hawaii,
Canada and Alaska will be spot rates based on Capacity.
	 
	 	4.	 	Commencing with the June 2006 billing, during the 2 year contract period, rates shall
be adjusted in May, and annually in May thereafter, by the annual change in the Consumer
Price Index (“CPI”). Changes in the CPI will be determined by comparing the twelve month
average CPI in effect for the base year (January through December 2004) with the
succeeding year twelve month average. The percentage change between those two CPI years
will be the price adjustment rate. No retroactive contract price adjustment will be
allowed. Starting with May 1, 2006, each of the rates set forth in Exhibit B attached
hereto shall multiplied by the percentage change in the CPI, from 2004 to 2005 which when
added to those rates will becoming the new adjusted rates. Additionally changes in the CPI
from 2005 to 2006 will be applied and added to the then existing adjusted rates starting
with May 1, 2007, pickups.





Exhibit E




Fuel Surcharge Index



The base fuel price will be per below. The weekly price issued each Monday by the Department of
Energy (DOE) will be used to determine the fuel surcharge applicable for the next seven (7) days.
Any adjustments in the fuel surcharge will








	*	—	 	Redacted Text — Confidential treatment requested;
omitted portions have been filed separately with the Securities and
Exchange Commission.






 









 








become effective 12:01 a.m. Tuesday, and remain in effect through 11:59 p.m. on the following
Monday. The table below provides the applicable fuel surcharge amounts.




DOE NATIONAL FUEL SURCHARGE




POSTED PRICE/GALLON (AS A PERCENT OF LINE HAUL)





	 	•	For fuel prices in excess of
$ * per gallon, add * % for each five cent per gallon increase in fuel
price.




The current DOE index price can be viewed at www.eia.doe.gov or by calling (202) 586-6966




	 	 	 
	FSC FOR ALL BAB SHIPMENTS

	 	FSC FOR ALL BAB SHIPMENTS
	FROM

	 	FROM
	ST LOUIS DISTRO CENTER

	 	LOS ANGELES DISTRO CENTER
	DOE PRICE PER
	 	 
	GALLON

	 	DOE PRICE PER GALLON
	                        BILL

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

	 	                        BILL

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *

$ *                   % *






ADD * %
FOR EACH ADDITIONAL *

CENTS PER GALLON







	*	—	 	Redacted Text — Confidential treatment requested;
omitted portions have been filed separately with the Securities and
Exchange Commission.