Exhibit 10.72
**SECOND AMENDMENT**
     THIS SECOND AMENDMENT to Agreement (“Second Amendment”) is entered into asof this 21st day of February, 2005 by and between Wilsons The Leather ExpertsInc. (the “Company”), and Joel N. Waller, a Minnesota resident (“Waller”).
     WHEREAS, Waller was previously employed by the Company as its ChiefExecutive Officer and continues as a director, until the expiration of his termat the 2005 annual meeting of shareholders of the Company;
     WHEREAS, Waller was employed under the terms and conditions of an AmendedEmployment Agreement, which provided certain severance benefits to Waller inthe event that his employment with the Company ended under circumstancesdescribed in the Amended Employment Agreement;
     WHEREAS, the Company and Waller entered into an Agreement dated October28, 2004, as amended (“Separation Agreement”), regarding the terms of Waller’sseparation from the Company, which Separation Agreement modified the paymentschedule for the severance pay expected to be owed to Waller under the AmendedEmployment Agreement;
     WHEREAS, while the parties were negotiating the terms of the SeparationAgreement, the American Jobs Creation Act of 2004 (the “Act”) was enacted,Section 885 of which Act added new provisions to the Internal Revenue Codepertaining to deferred compensation;
     WHEREAS, in December 2004 and January 2005, after the parties had enteredinto the Separation Agreement, the Treasury Department issued transitionguidance and revised transition guidance regarding the deferred compensationprovisions of the Act (“Notice 2005-1”);
     WHEREAS, the parties agree that it is in their mutual best interests tofurther modify the severance pay provisions of the Amended EmploymentAgreement, as implemented under the Separation Agreement, with the fullintention of complying with the Act and Notice 2005-1 so as to avoid the excisetaxes and penalties imposed under the Act, and to further amend the SeparationAgreement to effect such modification; and
     WHEREAS, pursuant to the Act and Notice 2005-1 (including, withoutlimitation, Q&A-20 thereunder), it is the intention of the parties to herebyamend the Amended Employment Agreement and the Separation Agreement toterminate and cancel any and all deferral aspects of the severance payprovisions therein and to provide for payment of all such severance pay incalendar year 2005, in accordance with the provisions of this Second Amendment;
     NOW, THEREFORE, in consideration of the premises and mutual covenants andagreements contained herein, the parties agree as follows:
 

 

     1. Subsection 4(a) of the Separation Agreement is hereby deleted in itsentirety and replaced with the following:
     **a. Severance Pay.**Section 6(c)(i) of the Amended EmploymentAgreement is hereby cancelled and terminated. In lieu of anypayments under Section 6(c)(i) of the Amended Employment Agreement,the Company shall instead pay to Waller severance pay in the grossamount of $1,100,000.00, payable in two installments as follows:(i) $505,576.92, less required tax withholdings, shall be paid toWaller by the Company promptly after execution of this SecondAmendment by Waller and the Company; and (ii) $594,423.08, lessrequired tax withholdings, shall be paid to Waller by the Companyon or before December 31, 2005.
     2. Waller and the Company each acknowledge that the application of the Actand Notice 2005-1 to the arrangements hereunder is uncertain and subject tolegal interpretation. The parties are entering into this Second Amendmentbased on their own best judgment and legal advice, with the full intention ofcomplying with the Act and Notice 2005-1 so as to avoid the excise taxes andpenalties imposed under the Act. Neither party has made any representation tothe other regarding the tax implications of this Second Amendment.
     3. All capitalized terms not otherwise defined herein shall have themeanings ascribed to such terms in the Separation Agreement. Other than asexpressly amended in this Second Amendment, the Separation Agreement shallcontinue in full force and effect, as so amended by this Second Amendment.
     IN WITNESS WHEREOF, the parties hereto have executed this Second Amendmentas of the date stated above.