**Exhibit 10.25**
**AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT**
     **THISAMENDMENT No. 1**, dated as of April 11, 2005, to that certain Employment Agreement, datedand effective as of February 1, 2004, between Aeropostale, Inc., a Delaware corporation (the“Corporation”), and Julian R. Geiger (the “Executive”) (as heretofore amended, the “Agreement”).
**W I T N E S S E T H:**
     **WHEREAS**, the Executive has been employed by the Corporation pursuant to the EmploymentAgreement and desires to continue in its employ, and the Corporation desires to continue to employthe Executive and to make certain changes to extend the Employment Period, as that term is definedin the Agreement.
     **NOW, THEREFORE**, the parties hereto hereby agree as follows:
     **FIRST:**The definition of Employment Period in Section 1 of the Agreement is hereby amended toread as follows:
“Employment Period: Unless earlier terminated as providedin Section 5 hereof, the Employment Period shall be the periodcommencing on the Effective Date and terminating on the last dayof the 2007 Fiscal Year.”
     **SECOND****:**The first sentence of Section 3.1 of the Employment Agreement entitled“Base Salary” is hereby deleted in its entirety and is replaced with the following:
     “Effective February 1, 2005, the Company shall pay Executive a Base Salary in the amount of$927,000 for the 2005 Fiscal Year, and the Executive’s Base Salary shall be an amount notless than $927,000 for each of the 2006 and 2007 Fiscal Years.”
     **THIRD****:**Section 3.3 is hereby amended by deleting the words “Intentionally Omitted” andin its place inserting the following:
“Special Bonus”
Notwithstanding any other terms or provisions contained in thisAgreement nor any other bonus compensation Executive may beeligible to receive pursuant to this Agreement, on or about April1, 2005, the Company shall pay the Executive a one-time specialbonus of $133,268.85. This special bonus
 

 

shall not effect, in anymanner, any Annual Bonus or other compensation which Executive maybe eligible to receive.”
     **FOURTH****:**Section 3.4 is hereby amended by deleting the paragraph in its entirety andinserting in its place the following:
“Executive shall be entitled, during the Employment Period, toparticipate on the same basis and to the same extent as otherexecutive employees of the Company, in any pension, lifeinsurance, health insurance, short-term disability and hospitalplans and other fringe benefits or benefit plans presently ineffect and hereafter maintained or created by the Company. Inaddition, Executive shall receive an automobile allowance in theamount of $8,500 per year, payable monthly. During the EmploymentPeriod, Company agrees not to reduce the benefits provided toExecutive. Service with the Company, any Subsidiary, or FederatedDepartment Stores, Inc. (“Federated”) or any affiliate ofFederated shall be recognized for vesting purposes under anybenefit plan of the Company.”
     **FIFTH:**The parties hereto hereby agree that all references in the Agreement to the “Agreement”shall include this Amendment No. 1 to the Agreement.
     **SIXTH:**Except as expressly amended hereby, all terms and conditions of the Agreement shallremain unchanged, in full force and effect.
     **SEVENTH:**The Corporation hereby re-affirms the terms and provisions of all prior employmentagreements with the Executive. All prior or contemporaneous agreements, contracts, promises,representations and statements, if any, among the parties hereto, or their representatives,concerning the subject matter hereof, are merged into this Amendment No. 1 to the Agreement and theAgreement, as so amended, shall constitute the entire agreement among them with respect to thesubject matter hereof. No waiver or modification of the terms hereof shall be valid unless inwriting signed by the party to be charged and only to the extent therein set forth.
     **EIGHTH:**This Amendment No. 1 to the Agreement may be executed in one or more counterparts,each of which shall be deemed an original and all of which taken together shall constitute a singleagreement.
 

 

     **IN WITNESS WHEREOF**, the parties hereto have executed this Amendment No. 1 to the Agreement asof the day and year first above written.      AEROPOSTALE, INC.