SHARPER IMAGE CORP
EXHIBIT 10.23
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<TYPE>EX-10
<SEQUENCE>2
<FILENAME>p13881-ex1023.txt
<DESCRIPTION>EXHIBIT 10.23
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                            SHARPER IMAGE CORPORATION

                              EXECUTIVE BONUS PLAN

         This Executive  Bonus Plan (the "Plan") is established by Sharper Image
Corporation (the "Company")  effective for fiscal years beginning after December
31, 2000.

1. PURPOSE

         The purposes of the Plan are to:

         (A)      Promote the interests of the Company.

         (B)      Provide  incentives  and  rewards to senior  executives,  as a
                  group and  individually,  who are largely  responsible for the
                  management, growth and profitability of the Company.

         (C)      Qualify  compensation  under  the  Plan  as  performance-based
                  compensation  within  the  meaning  of  Section  162(m) of the
                  Internal Revenue Code of 1986 or successor provision ("Section
                  162(m)").

Should any further  limitation on bonuses payable under the Plan be necessary to
satisfy the requirements of Section 162(m) under final  regulations  thereunder,
such limitations shall apply.

2. ADMINISTRATION

         The Plan will be administered by the Company's  Compensation  Committee
or a subcommittee thereof that satisfies the requirements of Section 162(m) (the
"Committee").  The Committee  will have full  authority to administer  the Plan,
including  authority  to interpret  and  construe any relevant  provision of the
Plan, determine eligibility for an award and to adopt such rules and regulations
as it may deem  necessary.  Decisions of the  Committee are final and binding on
all persons who have an interest in the Plan.

3.       ELIGIBILITY AND PARTICIPATION

         (A)      The  executives  eligible to  participate  in the Plan for any
                  fiscal year shall be each  officer of the Company at the level
                  of Vice President and above.

         (B)      Participants   are  approved  for  each  fiscal  year  by  the
                  Committee  by name or position and will not be eligible for an
                  award for any fiscal year unless explicitly  approved for such
                  fiscal  year.  Participants  may,  at  the  discretion  of the
                  Committee,  be approved for participation for part of a fiscal
                  year on a pro-rata basis.



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         (C)      No executive shall participate in the Plan for any fiscal year
                  if  he/she   participates   in  any  other   Company-sponsored
                  incentive,  sales or bonus plan for that fiscal  year,  unless
                  the Committee approves such participation.

         (D)      If an  executive's  employment is  terminated  during a fiscal
                  year,  the Committee  may, in its sole  discretion,  reduce or
                  cancel the participation of such executive for that year.

4. DETERMINATION OF BONUSES

         (A)      The Committee shall establish a target bonus for each eligible
                  participant, either by name or position, for such fiscal year,
                  payable if a specified  Company  performance goal is satisfied
                  for  such  fiscal  year.  The  target  bonus  payable  to  any
                  Participant   for  any  fiscal   year  shall  be  a  specified
                  percentage of that  participant's  salary for the fiscal year,
                  but in no event shall exceed [$3,000,000].  Both the specified
                  percentage and the Company  performance goal for a fiscal year
                  shall be determined  by the Committee  within the first ninety
                  (90) days of such  fiscal  year of the Company (or within such
                  earlier period as shall be required under Section 162(m)).

         (B)      The  performance  goal for each  fiscal year shall be based on
                  one of the following measures of Company performance:  (i) the
                  achievement of a specified closing or average closing price of
                  Company common stock, (ii) the absolute or percentage increase
                  in the  closing or  average  closing  price of Company  common
                  stock,  and/or one or more of the  following  measures  of the
                  Company's  net  income  for such  fiscal  year  determined  in
                  accordance with generally  accepted  accounting  principles as
                  consistently applied by the Company:  absolute net income or a
                  percentage or absolute dollar increase in net income, earnings
                  per share or a  percentage  or  absolute  dollar  increase  in
                  earnings  per share,  or return on equity or a  percentage  or
                  absolute  dollar  increase in return on equity.  The Committee
                  may provide for various levels of bonus  depending on relative
                  performance  toward a  performance  goal.  The  Committee  may
                  establish  a goal based on one or more  measures of net income
                  or may  establish  multiple  goals  based  on  more  than  one
                  measure,   but  any  bonus   payable  must  be  based  on  the
                  satisfaction of at least one goal.

         (C)      For  purposes of this Plan,  net income shall be net income of
                  the Company and its  consolidated  subsidiaries as reported by
                  the  Company  and   certified   by  its   independent   public
                  accountants,  but the Committee in fixing any goal may exclude
                  any or all of the following if they have a material  effect on
                  annual  net  income:  events or  transactions  that are either
                  unusual  in  nature  or  infrequent  in  occurrence  (such  as
                  restructuring\reorganization     charges,    the    sale    or
                  discontinuance of a business  segment,  the sale of investment
                  securities,  losses from litigation,  the cumulative effect of



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                  changes  in  accounting  principles,  and  natural  disasters)
                  depreciation, interest or taxes.

         (D)      Final payouts are subject to the approval of the Committee and
                  shall  occur  as soon as  practical  after  the  close  of the
                  Company's  financial  books for the fiscal year. The Committee
                  reserves  the right to reduce or cancel any payout  that would
                  otherwise be due to a participant if, in its sole  discretion,
                  the  Committee  deems  such  action  warranted  based on other
                  circumstances  relating to the  performance  of the Company or
                  the participant.

5. DEFERRAL OF BONUSES

         (A)      The Committee may, subject to such limits as the Committee may
                  specify, permit a participant in the Plan to defer all or part
                  of the bonus  awarded  to him/her  with  respect to any fiscal
                  year by  executing  and  delivering  to the Company a deferral
                  election form provided by the Committee no later than the date
                  specified in the  notification  to the  participant of his/her
                  participation for such fiscal year.

         (B)      The deferred  bonus will be credited to a special book account
                  maintained for each participant and will accrue earnings based
                  on  a   reasonable   rate  of  interest  or  on  one  or  more
                  predetermined   actual  investments  (whether  or  not  assets
                  associated  with  the  amount  originally  owed  are  actually
                  invested therein) such that the amount payable by the employer
                  at the later date will be based on the  actual  rate of return
                  of a specific  investment  (including  any decrease as well as
                  any increase in the value of an  investment).  Distribution of
                  the deferred bonus plus accrued  interest will be made at such
                  time or times  and in such  manner  as the  participant  shall
                  specify at the time he/she files the deferral  election forms,
                  subject,  however, to such restrictions and limitations as the
                  Committee may from time to time impose.

         (C)      The  obligation to pay a deferred bonus plus earnings shall at
                  all  times be an  unfunded  and  unsecured  obligation  of the
                  Company.  The participant and his/her  beneficiary(ies)  shall
                  look  exclusively  to the general  assets of the  Company,  as
                  general  creditors of the Company.  The Plan is intended to be
                  unfunded  for  purposes  of  the  Employee  Retirement  Income
                  Security  Act of 1974 and the  Internal  Revenue Code of 1986.
                  The  participant  shall  have no right to  assign,  pledge  or
                  encumber  his/her  interest  in  the  amount  credited  to the
                  deferred  bonus  account.   The  participant   may,   however,
                  designate  one or more  beneficiaries  to receive  the account
                  balance in the event of his/her death.

6. AMENDMENT/TERMINATION



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         The Company hereby reserves the right, exercisable by the Committee, to
amend the Plan at any time and in any respect or to  discontinue  and  terminate
the Plan in whole or in part at any time,  subject to Section  7.  Amendment  or
termination  may be effective  with respect to any amount which has not yet been
paid out,  except that  amounts  which have been  credited  to a deferred  bonus
account shall be paid out in accordance  with the applicable  deferral  election
or, if the Committee so determines upon termination of the Plan,  distributed to
such  participant  as soon as practicable  after  termination of the Plan. In no
event shall any award be increased,  other than pursuant to Section 4(C),  after
the  last  day  that  an  award  must  be   specified   for   qualification   as
performance-based compensation under Section 162(m).

         No provision of the Plan shall be deemed to  constitute a commitment of
the  Company  to pay,  or to  confer  any  contractual  or other  rights  upon a
participant  to  receive a bonus  award for any one or more  fiscal  years or to
confer upon any  participant  any right to continue in the employ of the Company
or to constitute  any contract or agreement of employment or to interfere in any
way  with  the  right  of  the  Company  or  a  participant   to  terminate  the
participant's  employment  at any  time,  with or  without  cause,  but  nothing
contained herein shall affect any contractual right of a participant pursuant to
a written employment agreement.

7. TERM AND SHAREHOLDER APPROVAL

         In no event  shall  any  award be made  under  the Plan for any  fiscal
beginning  after  calendar year 2005.  The Plan,  awards under the Plan, and any
amendment  to the Plan  which  would  change  the  class of  executives  who are
eligible  to receive  awards  under the Plan or the  permissible  amount of such
awards shall be subject to approval of the Company's shareholders in such manner
and with such frequency as shall be required under Section 162(m).

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