Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Clark Maxine
  2. Issuer Name and Ticker or Trading Symbol
BUILD A BEAR WORKSHOP INC [BBW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEBear & Chairman of the Board
(Last)
(First)
(Middle)
C/O BUILD-A-BEAR WORKSHOP, INC., 1954 INNERBELT BUSINESS CENTRE DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
03/08/2005
(Street)

ST. LOUIS, MO 63114
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/08/2005   A   17,500 (1) A (2) 495,106 D  
Common Stock               2,940,364 I Smart Stuff, Inc.
Common Stock               384,840 I Clark/Fox, L.L.C.
Common Stock               395,792 I Clark/Fox II, L.L.C.
Common Stock               77,292 I Clark/Fox III, L.L.C.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 34.65 03/08/2005   A   35,000   03/08/2005(3) 03/07/2015 Common Stock 35,000 (4) 35,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Clark Maxine
C/O BUILD-A-BEAR WORKSHOP, INC.
1954 INNERBELT BUSINESS CENTRE DRIVE
ST. LOUIS, MO 63114
  X   X   CEBear & Chairman of the Board  
Clark/Fox, L.L.C.
1954 INNERBELT BUSINESS CENTRE DRIVE
ST. LOUIS, MO 63114
    X    
CLARK FOX II LLC
1954 INNERBELT BUSINESS CENTRE DRIVE
ST LOUIS, MO 63114
    X    
Clark/Fox III, L.L.C.
1954 INNERBELT BUSINESS CENTRE DRIVE
ST. LOUIS, MO 63114
    X    
Smart Stuff, Inc.
1954 INNERBELT BUSINESS CENTRE DRIVE
ST. LOUIS, MO 63114
    X    

Signatures

 /s/ Maxine Clark   04/12/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Grant to reporting person of 17,500 shares of performance-based restricted stock. The shares vest over four years in equal annual installments based on the issuer's achievement of a certain net income goal for fiscal year 2005.
(2) Price is not applicable to grants of restricted stock.
(3) The options vest over four years in equal annual installments beginning one year after the date of grant.
(4) Price is not applicable to acquisitions resulting from grants of stock options.

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