WASHINGTON, DC 20549

                                    FORM 8-K

                             CURRENT REPORT PURSUANT
                         TO SECTION 13 OR 15 (d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                     Date of report (Date of earliest event
                             reported) July 27, 2005

                           Build-A-Bear Workshop, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

        Delaware                   001-32320                   43-1883836
 ------------------------      ----------------         ------------------------
     (State or Other              (Commission                 (IRS Employer
     Jurisdiction of              File Number)              Identification No.)

           1954 Innerbelt Business Center Drive                   63114
                    St. Louis, Missouri                     ------------------
         ----------------------------------------               (Zip Code)
         (Address of Principal Executive Offices)

                                 (314) 423-8000
              (Registrant's Telephone Number, Including Area Code)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|  Written communications pursuant to Rule 425 under the Securities
     Act (17 CFR 230.425)
|_|  Soliciting material pursuant to Rule 14a-12 under the Exchange
     Act (17 CFR 240.14a-12)
|_|  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))
|_|  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.  Departure of Directors or Principal Officers; Election of Directors;
            Appointment of Principal Officers.

     On July 27, 2005, Barry Erdos was elected to the board of directors of
Build-A-Bear Workshop, Inc. (the "Company") by the board, effective July 27,
2005. Mr. Erdos has served as the President and Chief Operating Officer Bear of
the Company since April 2004. Mr. Erdos will serve as a Class III director and
his term will expire at the 2007 annual meeting of stockholders of the Company.

     There is no arrangement or understanding between Mr. Erdos and any other
person pursuant to which Mr. Erdos was elected as a director. Mr. Erdos is not
expected to serve as a member of any committee of the board.

     The Company is not aware of any transactions, proposed transactions, or
series of either to which the Company or any of its subsidiaries was or is to be
a party, in which the amount involved exceeds $60,000 and in which Mr. Erdos
had, or will have, a direct or indirect material interest.

Item 7.01   Regulation FD Disclosure.
     On July 27, 2005, the Company issued a press release announcing the
election of Mr. Erdos as a director. A copy of the press release is furnished as
Exhibit 99.1 hereto and is incorporated by reference herein. The description of
the press release contained herein is qualified in its entirety by the full text
of such exhibit. 

Item 9.01   Financial Statements and Exhibits. 

(c) Exhibits

Exhibit Number    Description of Exhibit
--------------    ----------------------

99.1              Press Release dated July 27, 2005



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                       BUILD-A-BEAR WORKSHOP, INC.

Date: July 27, 2005            By:    /s/ Tina Klocke
                                      Name:  Tina Klocke
                                      Title: Chief Financial Bear, Secretary and


                                  EXHIBIT INDEX

Exhibit Number    Description of Exhibit
--------------    ----------------------

99.1              Press Release dated July 27, 2005