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 28, 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 2.02. Results of Operations and Financial Condition.

     On July 28, 2005,  Build-A-Bear  Workshop,  Inc. (the  "Company")  issued a
press release  announcing,  among other things,  total revenue,  net income, net
retail sales, gross margin and diluted earnings per share for the second quarter
of fiscal 2005.  The press release also included  expected  earnings and diluted
earnings per share for the full year of fiscal 2005. 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.

     In response to the request of certain  investors and analysts for access to
historical quarterly financial information and store data in order that they may
perform  various  financial  analyses,  we  are  providing  quarterly  financial
information  for fiscal years 2003 and 2004 as Exhibit 99.2 hereto.  As a result
of  becoming a public  company  in  October  2004,  portions  of this  quarterly
information  has not heretofore been available in publicly  accessible  reports.
This  financial  information  and  selected  store  data  has been  prepared  by
management  without the review of an independent  registered  public  accounting
firm.  This  information  is condensed in nature and does not contain all of the
information  normally  included in financial  statements  prepared in accordance
with U.S. generally accepted accounting principles.

     As previously disclosed, the Company determined, on February 25, 2005, that
it would  correct its then current  method of  accounting  for rent holidays and
landlord  allowances in connection  with its store and  headquarters  leases and
restate prior period  results.  Please see the  Company's  annual report on Form
10-K filed with the  Securities  and Exchange  Commission  on March 29, 2005 for
further information.  All financial  information included in Exhibit 99.2 hereto
has been  restated  to  reflect  the  impact of the  changes  noted  above.  The
financial  information  for periods that were  publicly  presented  prior to the
restatement has been marked as restated in Exhibit 99.2.

Item 9.01         Financial Statements and Exhibits.

(c)  Exhibits

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

99.1              Press Release dated July 28, 2005

99.2              Interim financial information for the Company's 2003 and 2004 
                  fiscal years.



         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 28, 2005             By:     /s/ Tina Klocke
                                        Name:  Tina Klocke
                                        Title:  Chief Financial Bear, Secretary 
                                        and Treasurer


                                  EXHIBIT INDEX

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

99.1              Press Release dated July 28, 2005

99.2              Interim financial information for the Company's 2003 and 2004 
                  fiscal years.