SECOND AMENDMENT TO EMPLOYMENT, CONFIDENTIALITY AND NONCOMPETE AGREEMENT

Exhibit 10.2

SECOND AMENDMENT TO EMPLOYMENT, CONFIDENTIALITY AND

NONCOMPETE AGREEMENT

This Second Amendment (the “Amendment”) to the Employment, Confidentiality and Non-compete Agreement dated the 7^th day of March, 2004 as amended (the “Agreement”) is made effective as of January 5, 2007 between BUILD-A-BEAR WORKSHOP, INC. (“Company”) and ROBERT SCOTT SEAY (“Employee” or “Mr. Seay”).

Recital

Company and Employee previously entered into the Agreement whereby Company hired Employee to provide various services to Company under the title of President and Chief Operating Bear. Company and Employee now mutually desire to amend the Agreement pursuant to the terms of this Second Amendment.

NOW, THEREFORE, in consideration of the premises and agreements hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Section 1(a) of the Agreement is hereby amended as follows:

Employee is hereby employed by Company, and Employee hereby accepts such employment, upon the terms and conditions hereinafter set forth. Employee shall serve as President and Chief Operating Bear, during the Employment Period, on a full-time basis. Employee shall carry out such duties as are assigned to him by Company’s President and Chief Executive Officer.

Section 3(a) of the Agreement is hereby amended as follows:

Base Salary. During the Employment Period, Company shall pay Employee as compensation for his services an annual base salary of not less than Three Hundred Seventy Thousand Dollars ($370,000), payable in accordance with the Company’s usual practices. Employee’s annual base salary rate shall be reviewed by Company’s Compensation Committee at least annually for increase following each fiscal year so that Employee’s salary will be commensurate for similarly situated executives with firms similarly situated to Company; provided, however, that if Employee’s individualized performance targets (set for each fiscal year by Employee and Employee’s team leader) are achieved, Employee’s annual base salary rate shall not be subject to decrease at any time during the Employment Period and shall be subject to annual increase by no less than the average percentage increase given to all other Company executive employees for such fiscal year (the “Average Increase”).