CIRCUIT CITY STORES INC
FORM OF NON-QUALIFIED STOCK OPTION GRANT LETTER
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>ccs1004048k_ex10-2.txt
<DESCRIPTION>FORM OF NON-QUALIFIED STOCK OPTION GRANT LETTER
<TEXT>
EXHIBIT 10.2




                                                                _________, 20__




[Insert name and address]

Dear :

     The Company's  Board of Directors  continues to support our key  Associates
through programs which provide an opportunity to share in the Company's success.
Accordingly, I am pleased to inform you that that effective _______________, the
Compensation and Personnel Committee (the "Committee") of the Board of Directors
exercised its authority  pursuant to the 2003 Stock  Incentive Plan (the "Plan")
and granted to you non-statutory  options to purchase shares of the Common Stock
of  Circuit  City as set forth  herein.  These  options  are not  qualified  for
Incentive Stock Option tax treatment.

     The  Plan is  administered  by the  Committee.  The  terms  of the Plan are
incorporated  into this letter and in the case of any conflict  between the Plan
and this letter,  the terms of the Plan shall control.  Please refer to the Plan
for certain conditions not set forth in this letter.  Copies of the 2003 Plan, a
copy of the  Prospectus  for the 2003  Plan,  the  Company's  annual  report  to
shareholders    and    10-K    for    Fiscal    20__    are    available    from
______________________________.

                  No. Shares Subject to Option                         _______

                  Option Price Per Share                      $[INSERT PRICE]

     On  [insert  first  anniversary  date]  and on each  of the two  succeeding
anniversaries of that date, you shall become entitled to exercise cumulatively a
total of 33 1/3%, 66 2/3%, and 100%, respectively, of the option shares.


Exercise of Options

         You may purchase shares under your option grant by:

         (1) Giving notice to the Company indicating the number of shares you
have elected to purchase.

(2)               Remitting  payment  of the  purchase  price in  full.  You may
                  deliver  previously  owned  shares of the  Company's  stock in
                  satisfaction of all or any part of the purchase price.

(3)               Remitting  payment  to  satisfy  the  income  tax  withholding
                  requirements  for  non-statutory   options.   The  Company  is
                  required  to  withhold  Federal,  state and local taxes on the
                  full amount of the gain realized on your option exercise. As a
                  condition to your  receipt of your shares,  you agree that the
                  Company may deduct from any payments of any kind otherwise due
                  to you from the  Company  the  aggregate  amount of such taxes
                  required by law to be withheld,  or, in the alternative,  that
                  you will pay to the Company, or make arrangements satisfactory
                  to the Company regarding payment of such taxes.


Termination of Options

     These options shall terminate under the following conditions:

(1)               By Death, Disability or Retirement.  If your employment by the
                  Company  terminates because you die, become disabled or retire
                  (in accordance  with  retirement  and  disability  eligibility
                  provisions of the company's  retirement and disability plans),
                  all of your outstanding options covered by this agreement will
                  become  immediately  vested,  effective as of the date of your
                  death, disability, or retirement.  Then at any time before the
                  expiration   date   of   the   grant,   you,   your   personal
                  representatives,  distributees,  or legatees may exercise your
                  options.  However,  no stock grant may vest until a minimum of
                  six months from the date of issuance.

(2)               Other  Reasons  - Upon  termination  of  your  employment  for
                  reasons other than death, disability or retirement, your stock
                  options will terminate  immediately.  In addition,  your stock
                  options  will  terminate   immediately  if  you  change  to  a
                  part-time status.

(3)               Expiration  -  These  options  will  expire  on  [insert  10th
                  anniversary of grant date].  Notwithstanding the provisions of
                  paragraphs (1) and (2) immediately above, your options may not
                  be exercised after the [insert 10th anniversary of grant date]
                  expiration   date  (except  as  provided  in   paragraph   (1)
                  immediately above).

     If the  number of  outstanding  shares  of the  Company's  Common  Stock is
increased or decreased as a result of a subdivision or  consolidation of shares,
the payment of a stock  dividend,  stock split,  or any other similar  change in
capitalization  effected without receipt of  consideration  by the Company,  the
number of shares  with  respect to which you have  unexercised  options  and the
option price will be  appropriately  increased  or  decreased by the  Committee.
Notwithstanding  the  foregoing,  the Company shall not be required to issue any
fractional shares upon exercise of your options as a result of such adjustment.

     The options  granted under the Plan are not  transferable  by you otherwise
than by will or by the laws of  descent  and  distribution  and are  exercisable
during your lifetime only by you. You do not have any rights as a shareholder of
the Company with respect to the Shares of Company  Stock subject to this option,
until a stock  certificate  has been duly issued  following  the exercise of the
Option,  as provided  herein.  Any notice to be given to you with respect to the
option granted hereunder shall be given to you or your personal  representative,
legatee or distributee,  and shall be addressed to him or her at the address set
forth above or your last known address at the time notice is sent.

     Please indicate your  acceptance of the terms and conditions  pertaining to
the stock  options  granted  herein by signing  your name in the space  provided
below and returning one copy to:

                            [insert name and address]

When  signed by you,  this  letter,  together  with the Plan,  will  become  the
Company's  Stock  Option  Agreement  with you.  All other  terms of this  letter
notwithstanding,  unless the Company  otherwise  agrees in writing,  this letter
will not be effective as a Stock Option  Agreement if such copy is not so signed
and  returned to  ___________  as soon as  possible,  but in no event later than
_______ __, 20__. Such  acceptance  places no obligation or commitment on you to
exercise the options.

                                   Sincerely,



                                   Senior Vice President
                                   Human Resources


ACCEPTED:




Associate Signature


Printed Name


Date


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