Exhibit 99.6

                            SHARPER IMAGE CORPORATION

                            STOCK ISSUANCE AGREEMENT

                  AGREEMENT made this __ day of  _________________  _______,  by
and  between   Sharper   Image   Corporation,   a  Delaware   corporation,   and
___________________________,  a  Participant  in the  Corporation's  2000  Stock
Incentive Plan.

                  All capitalized terms in this Agreement shall have the meaning
assigned to them in this Agreement or in the attached Appendix.

         A. PURCHASE OF SHARES

                  1. Purchase.  Participant hereby purchases _________ shares of
Common Stock (the  "Purchased  Shares")  pursuant to the provisions of the Stock
Issuance  Program  at the  purchase  price of $______  per share (the  "Purchase
Price").

                  2. Payment.  Concurrently  with the delivery of this Agreement
to the Corporation,  Participant  shall pay the Purchase Price for the Purchased
Shares in cash or check  payable  to the  Corporation  and shall  deliver a duly
executed blank Assignment Separate from Certificate (in the form attached hereto
as Exhibit I) with respect to the Purchased Shares.

                  3.  Stockholder  Rights.  Until  such time as the  Corporation
exercises the Repurchase Right, Participant (or any successor in interest) shall
have all the rights of a stockholder (including voting, dividend and liquidation
rights) with respect to the Purchased Shares, subject,  however, to the transfer
restrictions of this Agreement.

                  4. Escrow.  The  Corporation  shall have the right to hold the
Purchased Shares in escrow until those shares have vested in accordance with the
Vesting Schedule.

                  5. Compliance with Law. Under no circumstances shall shares of
Common Stock or other assets be issued or delivered to  Participant  pursuant to
the  provisions  of this  Agreement  unless,  in the  opinion of counsel for the
Corporation  or its  successors,  there  shall  have  been  compliance  with all
applicable  requirements  of Federal and state  securities  laws, all applicable
listing  requirements of any stock exchange (or the Nasdaq National  Market,  if
applicable)  on which the Common Stock is at the time listed for trading and all
other  requirements of law or of any regulatory bodies having  jurisdiction over
such issuance and delivery.

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         B. TRANSFER RESTRICTIONS

                  1. Restriction on Transfer. Except for any Permitted Transfer,
Participant shall not transfer,  assign, encumber or otherwise dispose of any of
the Purchased Shares which are subject to the Repurchase Right.

                  2. Restrictive Legend. The stock certificate for the Purchased
Shares shall be endorsed with the following restrictive legend:

                  "THE SHARES  REPRESENTED BY THIS  CERTIFICATE ARE UNVESTED AND
         SUBJECT TO CERTAIN  REPURCHASE  RIGHTS GRANTED TO THE  CORPORATION  AND
         ACCORDINGLY MAY NOT BE SOLD, ASSIGNED,  TRANSFERRED,  ENCUMBERED, OR IN
         ANY MANNER DISPOSED OF EXCEPT IN CONFORMITY WITH THE TERMS OF A WRITTEN
         AGREEMENT  DATED  ____________,  ______ BETWEEN THE CORPORATION AND THE
         REGISTERED  HOLDER OF THE SHARES (OR THE PREDECESSOR IN INTEREST TO THE
         SHARES).  A COPY OF SUCH  AGREEMENT IS MAINTAINED AT THE  CORPORATION'S
         PRINCIPAL CORPORATE OFFICES."

                  3.  Transferee  Obligations.   Each  person  (other  than  the
Corporation)  to whom  the  Purchased  Shares  are  transferred  by  means  of a
Permitted  Transfer  must,  as a  condition  precedent  to the  validity of such
transfer, acknowledge in writing to the Corporation that such person is bound by
the provisions of this Agreement and that the transferred  shares are subject to
the  Repurchase  Right to the same  extent  such  shares  would be so subject if
retained by Participant.

         C. REPURCHASE RIGHT

                  1. Grant.  The  Corporation  is hereby  granted the right (the
"Repurchase  Right"),  exercisable at any time during the ninety (90)-day period
following the date  Participant  ceases for any reason to remain in Service,  to
repurchase  at the Purchase  Price any or all of the  Purchased  Shares in which
Participant  is not, at the time of his or her  cessation of Service,  vested in
accordance  with  the  Vesting  Schedule  set  forth  in  Paragraph  C.3 of this
Agreement or the special  vesting  acceleration  provisions  of Paragraph C.5 of
this  Agreement  (such  shares to be  hereinafter  referred to as the  "Unvested
Shares").

                  2. Exercise of the  Repurchase  Right.  The  Repurchase  Right
shall be exercisable  by written notice  delivered to each Owner of the Unvested
Shares prior to the  expiration  of the ninety  (90)-day  exercise  period.  The
notice shall indicate the number of Unvested  Shares to be  repurchased  and the
date on which the  repurchase  is to be effected,  such date to be not more than
thirty (30) days after the date of such notice.  The  certificates  representing
the Unvested  Shares to be repurchased  shall be delivered to the Corporation on
the closing date specified for the repurchase.  Concurrently with the receipt of
such stock  certificates,  the  Corporation  shall pay to Owner, in cash or cash
equivalent (including the

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<PAGE>


cancellation  of  any  purchase-money  indebtedness),  an  amount  equal  to the
Purchase Price  previously paid for the Unvested  Shares to be repurchased  from
Owner.

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<PAGE>


                  3.  Termination of the Repurchase  Right. The Repurchase Right
shall  terminate with respect to any Unvested  Shares for which it is not timely
exercised under Paragraph C.2. In addition, the Repurchase Right shall terminate
and cease to be  exercisable  with  respect to any and all  Purchased  Shares in
which Participant vests in accordance with the following Vesting Schedule:

                           (i) Upon Participant's  completion of one (1) year of
         Service  measured  from  ______________,   _______,  Participant  shall
         acquire a vested interest in, and the Repurchase Right shall lapse with
         respect to, twenty-five percent (25%) of the Purchased Shares.

                           (ii) Participant  shall acquire a vested interest in,
         and the  Repurchase  Right shall lapse with  respect to, the  remaining
         Purchased  Shares  in a series  of  thirty  six (36)  successive  equal
         monthly  installments upon Participant's  completion of each additional
         month of Service over the thirty-six  (36)-month  period  measured from
         the initial vesting date under subparagraph (i) above.

                  4.  Recapitalization.   Any  new,  substituted  or  additional
securities or other property  (including  cash paid other than as a regular cash
dividend) which is by reason of any Recapitalization distributed with respect to
the Purchased  Shares shall be immediately  subject to the Repurchase  Right and
any escrow requirements  hereunder,  but only to the extent the Purchased Shares
are at the time  covered  by such  right  or  escrow  requirements.  Appropriate
adjustments  to reflect  such  distribution  shall be made to the number  and/or
class of securities  subject to this  Agreement and to the price per share to be
paid upon the exercise of the Repurchase Right in order to reflect the effect of
any such Recapitalization  upon the Corporation's  capital structure;  provided,
however, that the aggregate purchase price shall remain the same.

                  5. Corporate Transaction.

                           (a)  Immediately  prior  to the  consummation  of any
Corporate  Transaction,  the Repurchase Right shall  automatically  lapse in its
entirety and the Purchased  Shares shall vest in full,  except to the extent the
Repurchase  Right is to be  assigned  to the  successor  corporation  (or parent
thereof) in connection with the Corporate Transaction.

                           (b) To the extent  the  Repurchase  Right  remains in
effect  following  a  Corporate  Transaction,  such right shall apply to the new
capital  stock or other  property  (including  any cash  payments)  received  in
exchange for the Purchased Shares in consummation of the Corporate  Transaction,
but only to the extent  the  Purchased  Shares  are at the time  covered by such
right. Appropriate adjustments shall be made to the price per share payable upon
exercise  of the  Repurchase  Right  to  reflect  the  effect  of the  Corporate
Transaction upon the Corporation's  capital structure;  provided,  however, that
the aggregate  purchase price shall remain the same. The new securities or other
property (including cash payments) issued or

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<PAGE>


distributed  with  respect  to  the  Purchased  Shares  in  consummation  of the
Corporate  Transaction  shall  immediately  be  deposited  in  escrow  with  the
Corporation  (or the  successor  entity) and shall not be  released  from escrow
until  Participant vests in such securities or other property in accordance with
the same Vesting Schedule in effect for the Purchased Shares.

         D. SPECIAL TAX ELECTION

                  1. Section 83(b)  Election.  Under Code Section 83, the excess
of the fair  market  value of the  Purchased  Shares on the date any  forfeiture
restrictions  applicable  to such shares lapse over the Purchase  Price paid for
such shares will be  reportable as ordinary  income on the lapse date.  For this
purpose,  the  term  "forfeiture   restrictions"   includes  the  right  of  the
Corporation to repurchase the Purchased Shares pursuant to the Repurchase Right.
Participant  may  elect  under  Code  Section  83(b) to be taxed at the time the
Purchased  Shares are acquired,  rather than when and as such  Purchased  Shares
cease to be subject to such forfeiture restrictions. Such election must be filed
with the Internal Revenue Service within thirty (30) days after the date of this
Agreement.  Even if the fair market value of the Purchased Shares on the date of
this Agreement equals the Purchase Price paid (and thus no tax is payable),  the
election must be made to avoid adverse tax consequences in the future.  THE FORM
FOR  MAKING  THIS  ELECTION  IS  ATTACHED  AS  EXHIBIT  II  HERETO.  PARTICIPANT
UNDERSTANDS  THAT  FAILURE  TO MAKE THIS  FILING  WITHIN THE  APPLICABLE  THIRTY
(30)-DAY  PERIOD  WILL  RESULT  IN THE  RECOGNITION  OF  ORDINARY  INCOME AS THE
FORFEITURE RESTRICTIONS LAPSE.

                  2. FILING RESPONSIBILITY.  PARTICIPANT ACKNOWLEDGES THAT IT IS
PARTICIPANT'S SOLE RESPONSIBILITY,  AND NOT THE CORPORATION'S,  TO FILE A TIMELY
ELECTION UNDER CODE SECTION 83(b), EVEN IF PARTICIPANT  REQUESTS THE CORPORATION
OR ITS REPRESENTATIVES TO MAKE THIS FILING ON HIS OR HER BEHALF.

         E. GENERAL PROVISIONS

                  1. Assignment. The Corporation may assign the Repurchase Right
to any person or entity selected by the Board,  including  (without  limitation)
one or more stockholders of the Corporation.

                  2. At Will  Employment.  Nothing in this  Agreement  or in the
Plan shall  confer  upon  Participant  any right to  continue in Service for any
period of specific  duration or interfere with or otherwise  restrict in any way
the  rights  of the  Corporation  (or any  Parent  or  Subsidiary  employing  or
retaining  Participant)  or of  Participant,  which rights are hereby  expressly
reserved by each, to terminate Participant's Service at any time for any reason,
with or without cause.

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<PAGE>


                  3.  Notices.  Any  notice  required  to be  given  under  this
Agreement  shall be in  writing  and shall be  deemed  effective  upon  personal
delivery or upon deposit in the U.S.  mail,  registered  or  certified,  postage
prepaid  and  properly  addressed  to the party  entitled  to such notice at the
address indicated below such party's signature line on this Agreement or at such
other  address  as such party may  designate  by ten (10) days  advance  written
notice under this paragraph to all other parties to this Agreement.

                  4. No Waiver.  The failure of the  Corporation in any instance
to exercise  the  Repurchase  Right shall not  constitute  a waiver of any other
repurchase  rights  that may  subsequently  arise under the  provisions  of this
Agreement or any other agreement  between the Corporation  and  Participant.  No
waiver of any  breach or  condition  of this  Agreement  shall be deemed to be a
waiver  of any  other or  subsequent  breach or  condition,  whether  of like or
different nature.

                  5.  Cancellation  of  Shares.  If the  Corporation  shall make
available,  at the time and place and in the  amount and form  provided  in this
Agreement,  the  consideration  for the Purchased  Shares to be  repurchased  in
accordance with the provisions of this Agreement, then from and after such time,
the person from whom such shares are to be repurchased  shall no longer have any
rights as a holder of such shares  (other  than the right to receive  payment of
such  consideration  in accordance  with this  Agreement).  Such shares shall be
deemed purchased in accordance with the applicable  provisions  hereof,  and the
Corporation shall be deemed the owner and holder of such shares,  whether or not
the certificates therefor have been delivered as required by this Agreement.

                  6. Participant Undertaking.  Participant hereby agrees to take
whatever  additional  action  and  execute  whatever  additional  documents  the
Corporation  may deem necessary or advisable in order to carry out or effect one
or more of the obligations or restrictions  imposed on either Participant or the
Purchased Shares pursuant to the provisions of this Agreement.

                  7. Agreement is Entire  Contract.  This Agreement  constitutes
the entire contract between the parties hereto with regard to the subject matter
hereof.  This Agreement is made pursuant to the provisions of the Plan and shall
in all respects be construed in conformity with the terms of the Plan.

                  8.  Governing  Law. This  Agreement  shall be governed by, and
construed in accordance with, the laws of the State of California without resort
to that State's conflict-of-laws rules.

                  9.   Counterparts.   This   Agreement   may  be   executed  in
counterparts,  each of which shall be deemed to be an original, but all of which
together shall constitute one and the same instrument.

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<PAGE>


                  10.  Successors and Assigns.  The provisions of this Agreement
shall inure to the  benefit of, and be binding  upon,  the  Corporation  and its
successors and assigns and upon Participant, Participant's assigns and the legal
representatives,  heirs and legatees of Participant's estate, whether or not any
such  person  shall have  become a party to this  Agreement  and have  agreed in
writing to join herein and be bound by the terms hereof.

                  IN WITNESS  WHEREOF,  the parties have executed this Agreement
on the day and year first indicated above.

                                  SHARPER IMAGE CORPORATION

                                  By:
                                      ------------------------------------------

                                  Title:
                                         ---------------------------------------

                                  Address:
                                           -------------------------------------


                                  ----------------------------------------------


                                  PARTICIPANT

                                  ----------------------------------------------
                                  Signature


                                  Address:
                                           -------------------------------------


                                  ----------------------------------------------

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<PAGE>


                             SPOUSAL ACKNOWLEDGMENT

                  The undersigned  spouse of the Participant has read and hereby
approves  the  foregoing  Stock  Issuance  Agreement.  In  consideration  of the
Corporation's granting the Participant the right to acquire the Purchased Shares
in accordance with the terms of such Agreement, the undersigned hereby agrees to
be  irrevocably  bound by all the terms of such  Agreement,  including  (without
limitation)  the right of the  Corporation  (or its  assigns)  to  purchase  any
Purchased  Shares in which the  Participant  is not vested at the time of his or
her termination of Service.

                                  ----------------------------------------------
                                               PARTICIPANT'S SPOUSE

                                  Address:
                                           -------------------------------------


                                  ----------------------------------------------

<PAGE>


                                    EXHIBIT I

                      ASSIGNMENT SEPARATE FROM CERTIFICATE

                  FOR  VALUE   RECEIVED   __________________   hereby   sell(s),
assign(s)    and    transfer(s)    unto   Sharper   Image    Corporation    (the
"Corporation"),____________________  (_____ ) shares of the Common  Stock of the
Corporation  standing  in his or  her  name  on  the  books  of the  Corporation
represented  by  Certificate  No.  _______________  herewith  and do(es)  hereby
irrevocably  constitute and appoint  ______________________________  Attorney to
transfer  the said  stock on the books of the  Corporation  with  full  power of
substitution in the premises.

Dated:  _________________, _____.

                                          Signature ____________________________


Instruction:  Please do not fill in any blanks  other than the  signature  line.
Please  sign  exactly as you would like your name to appear on the issued  stock
certificate.  The purpose of this  assignment  is to enable the  Corporation  to
exercise the Repurchase  Right without  requiring  additional  signatures on the
part of Participant.


<PAGE>


                                   EXHIBIT II

                           SECTION 83(b) TAX ELECTION

This  statement is being made under Section 83(b) of the Internal  Revenue Code,
pursuant to Treas. Reg. Section 1.83-2.

(1) The taxpayer who performed the services is:

    Name:
    Address:
    Taxpayer Ident. No.:

(2) The  property   with  respect  to  which  the  election  is  being  made  is
    _____________ shares of the common stock of Sharper Image Corporation

(3) The property was issued on _________________, _________.

(4) The taxable year in which the  election is being made is the  calendar  year
    _________.

(5) The property is subject to a repurchase  right  pursuant to which the issuer
    has the right to acquire the property at the original  purchase price if for
    any reason  taxpayer's  service  with the issuer  terminates.  The  issuer's
    repurchase  right will lapse in a series of annual and monthly  installments
    over a forty-eight (48)-month period ending on __________________.

(6) The fair market value at the time of transfer  (determined without regard to
    any  restriction  other  than a  restriction  which by its terms  will never
    lapse) is $ _____________ per share.

(7) The amount paid for such property is $ _____________ per share.

(8) A copy of this statement was furnished to Sharper Image Corporation for whom
    taxpayer rendered the services underlying the transfer of property.

(9) This statement is executed on ________________________, _______.


---------------------------------------    -------------------------------------
         Spouse (if any)                                  Taxpayer

This election must be filed with the Internal  Revenue Service Center with which
taxpayer  files his or her  Federal  income tax  returns and must be made within
thirty (30) days after the execution date of the Stock Issuance Agreement.  This
filing should be made by registered or certified mail, return receipt requested.
Participant must retain two (2) copies of the completed form for filing with his
or her Federal and state tax returns for the current tax year and an  additional
copy for his or her records.

<PAGE>


                                    APPENDIX

         The following definitions shall be in effect under the Agreement:

         A. Agreement shall mean this Stock Issuance Agreement.

         B. Board shall mean the Corporation's Board of Directors.

         C. Common Stock shall mean shares of the Corporation's common stock.

         D. Code shall mean the Internal Revenue Code of 1986, as amended.

         E.   Corporate   Transaction   shall  mean  either  of  the   following
stockholder-approved transactions:

                  (i) a merger or consolidation  in which securities  possessing
         more than fifty percent (50%) of the total combined voting power of the
         Corporation's  outstanding  securities  are  transferred to a person or
         persons different from the persons holding those securities immediately
         prior to such transaction, or

                  (ii)  the  sale,  transfer  or  other  disposition  of  all or
         substantially all of the Corporation's  assets in complete  liquidation
         or dissolution of the Corporation.

         F.  Corporation  shall  mean  Sharper  Image  Corporation,  a  Delaware
corporation,  and any successor  corporation to all or substantially  all of the
assets or voting stock of Sharper Image Corporation

         G.  Owner  shall mean  Participant  and all  subsequent  holders of the
Purchased  Shares  who  derive  their  chain of  ownership  through a  Permitted
Transfer from Participant.

         H. Parent shall mean any corporation (other than the Corporation) in an
unbroken  chain of  corporations  ending  with the  Corporation,  provided  each
corporation in the unbroken chain (other than the Corporation) owns, at the time
of the determination,  stock possessing fifty percent (50%) or more of the total
combined  voting power of all classes of stock in one of the other  corporations
in such chain.

         I.  Participant  shall mean the person to whom the Purchased Shares are
issued under the Stock Issuance Program.

         J.  Permitted  Transfer  shall mean (i) a  gratuitous  transfer  of the
Purchased  Shares,  provided and only if Participant  obtains the  Corporation's
prior  written  consent  to such  transfer,  (ii) a  transfer  of  title  to the
Purchased  Shares  effected  pursuant  to  Participant's  will  or the  laws  of
inheritance following Participant's death or (iii) a transfer to the Corporation
in  pledge  as

                                      A-1

<PAGE>


security  for  any  purchase-money   indebtedness  incurred  by  Participant  in
connection with the acquisition of the Purchased Shares.

         K. Plan shall mean the Corporation's 2000 Stock Incentive Plan.

         L. Plan Administrator shall mean either the Board or a committee of the
Board acting in its administrative capacity under the Plan.

         M.  Purchase  Price  shall have the  meaning  assigned  to such term in
Paragraph A.1.

         N.  Purchased  Shares  shall have the meaning  assigned to such term in
Paragraph A.1.

         O.  Recapitalization  shall  mean  any  stock  split,  stock  dividend,
recapitalization,  combination  of shares,  exchange  of shares or other  change
affecting  the  Corporation's  outstanding  Common Stock as a class  without the
Corporation's receipt of consideration.

         P. Repurchase  Right shall mean the right granted to the Corporation in
accordance with Article C.

         Q. Service shall mean the Participant's performance of services for the
Corporation  (or any  Parent or  Subsidiary)  in the  capacity  of an  employee,
subject to the control and direction of the employer  entity as to both the work
to be performed and the manner and method of performance,  a non-employee member
of the board of directors or an independent consultant.

         R. Stock Issuance  Program shall mean the Stock Issuance  Program under
the Plan.

         S. Subsidiary  shall mean any corporation  (other than the Corporation)
in an unbroken chain of corporations  beginning with the  Corporation,  provided
each corporation  (other than the last  corporation) in the unbroken chain owns,
at the time of the  determination,  stock possessing fifty percent (50%) or more
of the total  combined  voting power of all classes of stock in one of the other
corporations in such chain.

         T.  Vesting  Schedule  shall mean the  vesting  schedule  specified  in
Paragraph C.3, pursuant to which the Purchased Shares are to vest in a series of
installments over Participant's period of Service.

         U.  Unvested  Shares  shall have the  meaning  assigned to such term in
Paragraph C.1.

                                      A-2