VP Human Resources Employment Agreement - Keith Oreson

Exhibit 10.4


AMENDMENT TO EMPLOYMENT AGREEMENT


This Amendment to Employment Agreement ("Amendment") is made on June 21, 2004, between Frank's Nursery & Crafts, Inc., a Delaware corporation (the "Company"), and Mr. Keith Oreson ("Employee").


RECITAL


A. The Company is engaged in the operation of retail stores that sell lawn and garden products, Christmas trim-a-tree merchandise, artificial flowers and arrangements, garden and floral crafts and home decorative products (the "Business").


B. The Company and Employee entered into an Employment Agreement dated December 1, 2002 (the "Agreement").


C. Employee has been, and the Company wishes to continue to employ Employee as, the Vice President - Human Resources of the Company, pursuant to the terms of this Agreement. Employee desires to be employed by the Company in that position.


Therefore, the parties agree to amend the Agreement as follows:


1. Except as otherwise provided herein, all other terms and conditions of the Agreement shall remain the same and this Amendment shall be deemed to be incorporated therein and made a part of the Agreement and the Agreement shall continue in full force and effect.


2. Section 2.1 of the Agreement shall be amended as follows:


2.1 Employment Term. The term of Employee's employment under this Agreement (the "Employment Term") began on December 1, 2002 and shall continue until May 31, 2006 or until earlier terminated in accordance with Section 2.2 of this Agreement. Notwithstanding the termination of the Employment Term pursuant to Section 2.2 below, Employee's obligations under Sections 6 a ...