Resignation and Severance Confirmation Letter between Edward Wilhelm and Borders Group, Inc.

Summary

Edward Wilhelm submits his immediate resignation as an executive officer of Borders Group, Inc. and as an officer and director of its subsidiaries and affiliates. The letter confirms that, unless Wilhelm voluntarily leaves before April 10, 2009, he will receive an 18-month severance benefit (instead of 12 months), as well as retention and special bonuses and the vesting of certain restricted shares, in accordance with his prior agreement with the company. The terms are acknowledged and agreed to by Borders Group, Inc.

EX-10.31 3 exhibit1031.htm RESIGNATION LETTER exhibit1031.htm -- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing

Exhibit 10.31

January 4, 2009

Board of Directors
Borders Group, Inc.
c/o Thomas D. Carney, Secretary
100 Phoenix Drive
Ann Arbor, MI 48108

Dear Tom:

I am submitting my resignation, effective immediately, as: (i) an executive officer of Borders Group, Inc., (the “Company”), and (ii) an officer and director of all subsidiaries and affiliates of the Company in which I serve as an officer or director.

This will confirm that, unless I voluntarily terminate my employment before April 10, 2009: (i) subject to the mitigation and other provisions of my agreement with the Company dated April 29, 2008, my severance benefit will be 18 months rather than 12 months, and (ii) I will be entitled to the retention and special bonuses as previously communicated to me and the vesting of restricted shares that vest by their terms prior to such date.

Sincerely,

/s/ Edward Wilhelm

Edward Wilhelm

The forging terms are agreed to and confirmed.

Borders Group, Inc.

By: /s/ Daniel T. Smith
Daniel T. Smith, Executive Vice President