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(WILSONS LEATHER LOGO)
       Megan Featherston
      6110 SW 38th Street
      Topeka, KS 66610    Base Pay:
    
    $300,000 annually (paid bi-weekly) with your first annual
performance/merit review in April 2007.STI Plan:
    
    The targeted annual award bonus is 40% of annual base salary (or
$120,000) once we achieve our operating profit performance
target. Once achieved, you will also participate in a bonus
pool award for every $1 million improvement in operating profit
from target. The pool allocation award for you is $7,000 for
each $1 million improvement in operating profit. Maximum
annualized incentive payout under the plan is 200% of salary or
$600,000. See enclosure for more specific plan details.For fiscal year 2006, we have agreed to guarantee the 12-month
value of your award in the form of cash payment of $120,000
(gross) payable in March 2007. If you decide to voluntarily
leave the employ of Wilsons Leather and resign prior to March
2007, the award would not be payable.LTI Plan:
    
    You will receive a grant of 150,000 options to be awarded
shortly after your start date. Under our plan, options vest
over 3 years. The 150,000 award shall vest cumulatively with
one third of the shares vesting on each of the first, second,
and third anniversaries of the date of grant. The option is
subject to the terms and conditions of a stock option agreement
to be entered into between you and the company. Refer to the
enclosed LTI Agreement for more details, if needed. In
reference to your questions regarding vesting on a change in
control, please see section 7(a)(3) of the Plan, which states:




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LTI Plan (cont.):
    
    (3) Exercisability. Each Option shall be
exercisable in whole or in part on the terms provided in
the Agreement, provided that if a Change in Control
shall occur, then any Option that has not expired or
been terminated shall become exercisable in full...As discussed, with significant and noteworthy promotions
the company employs a practice of evaluating an
associates current option award package and recommends
with Compensation Committee approval, additional awards.
In addition, the company plans to recommend additional
awards to employees late 2009/spring 2010.All awards are subject to the approval of the
Compensation Committee. The move to a five-year review
of awards was instituted spring 2005 with awards being
issued June 2, 2005.Signing Bonus:
    
    $100,000 (gross). You will receive this one-time
signing bonus with your first regular paycheck. If you
voluntarily resign your employment or are terminated for
cause within one (1) year from your date of hire, you
shall repay to Wilsons Leather 100% of the signing
bonus. If you voluntarily resign or are terminated for
cause within two (2) years from your date of hire, you
shall repay to Wilsons Leather 50% of the signing bonus.
Solely for purposes of determining whether or not you
must repay all or a portion of the signing bonus,
terminated for cause shall mean termination due to any
act of fraud, misappropriation of company funds or
assets, dishonesty or similar conduct, or indictment for
or conviction of a felony.Severance:
    
    Although Wilsons Leather employees are generally
employed at-will and the company does not enter into
employment guarantees with its employees, you have
requested assurances that you would have the
opportunity to demonstrate your abilities to make
substantial and sustained improvements to the companys
merchandising position. To address this concern,
Wilsons Leather commits that if your employment is
involuntarily terminated by the company before the
third anniversary of your starting date for reasons
other than cause (as defined above), then the company
will pay you (1) severance pay in an amount equal to
your final annual base salary, and (2) if such
termination date is on or after July 1 of the plan
year, a payment equal to your full target bonus for
such STI Plan year in which the termination occurs.
Payment to you of any severance pay or STI




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Severance (cont.):
    
    bonus under
this paragraph will further be conditioned upon you signing
a separation agreement in a form determined by the
company, such agreement to include a release of all
claims against the company, its affiliates, officers,
directors, employees, agents and assigns. Any
severance payable will be paid to you after expiration
of any rescission periods provided for in the
separation agreement continuing in accordance with the
Companys regular payroll schedule for one year thereafter.In the event the company in good faith determines that the severance
pay described above results in an amount being included as
compensation in your gross income under Section 409A of the Internal
Revenue Code, the company will also make an additional cash payment
to you equal to 20% of such amount, which payment will be made to you
on (or as soon as administratively practicable after) the first day
of the seventh month following separation from service as determined
under Section 409A.Any bonus payable under this paragraph will be paid to you on (or as
soon as administratively practicable after) the first day of the
seventh month following separation from service as determined under
Section 409A of the Internal Revenue Code.Relocation:
    
    Benefits as outlined in the enclosed executive
relocation package and includes reimbursement for
home sale and home purchase expenses, tax gross up
benefits, and other relocation benefits to ensure a
successful move for you and your family.
We have agreed to extend your interim living through
August 31, 2006 if needed.AdditionalRemuneration:
    
    We have agreed to reimburse you for actual
relocations costs incurred as part of your
relocation, which has been in process from Topeka,
Kansas to Dallas, Texas. I will work closely with
you once you provide me appropriate documentation on
expenses incurred. Your pay back obligations to
Michaels for relocation expenses will be reimbursed
to you by Wilsons Leather. In addition, we will
work with the tax and accounting experts regarding
any additional tax obligations incurred by you and
provide for additional reimbursement, if added taxes
are incurred, as a result of income consideration(s)
related to this transaction. I would encourage your
tax representative to participate in this review to
ensure that we close out the 2006 tax year properly
for yourself and Wilsons Leather.




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Spouse Job Search 
Assistance:
    
    The Company will provide job search assistance in
order to support search efforts for your spouse, if
desired. Betty will provide at the appropriate time
a professional consulting firm, and contacts at
major companies for your spouse, if needed.Other Major Benefits:
    
    Medical, dental, life, 401(k), ESPP and more.
Details of these benefits are provided in the
enclosed benefits materials.
      
    
    
    Leadership Team Incentive Plan
    
    Long Term Incentive Plan Agreement
    
    Executive Relocation Plan
    
    Benefits Overview