Effective November 7, 2008, we amended our employment agreement with Geoff Eisenberg, our president and chief executive officer, to modify the terms of his stock options in the event of his termination of employment without cause (or for good reason) or his termination as a result of the expiration of his employment agreement on December 10, 2010.

To the extent any portion of a stock option grant is vested and exercisable at the time of such termination, such vested stock options will remain exercisable until the expiration date for the option. To the extent that a portion of any stock option grant is unvested at the time of such termination, Mr. Eisenberg will retain such stock option grant, the stock option grant will vest and become exercisable in accordance with its original vesting schedule, and Mr. Eisenberg may exercise such options from the day the option vests and becomes exercisable through the expiration date for the option.

The foregoing description of material changes is qualified in its entirety by reference to the first amendment to the executive employment agreement that is being filed with, and is attached as Exhibit 10.2 to, this report.

(a) Not Applicable.

(b) Not Applicable.

(c) Not Applicable.

                  (d) Exhibits:

                           10.1*    Employment Agreement, dated December 10,
                                    2007, with Geoff Eisenberg (incorporated by
                                    reference to Exhibit 10.1 to West Marine's
                                    Form 8-K filed December 14, 2007).

                           10.2*    First Amendment to Executive Employment
                                    Agreement, dated November 10, 2008, with
                                    Geoff Eisenberg.

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* Management contract or compensatory plan.