Apparel

                              CONSULTANT AGREEMENT


         This Consultant Agreement ("Agreement") is made and entered into this
18th day of May, 2001 by and between Bakers Footwear Group, a Missouri
corporation ("Client"), having a mailing address of 2815 Scott Ave., St. Louis,
MO 63103, and Mark H. Brown & Associates, LLC, a Missouri limited liability
company ("Consultant"), having a mailing address of 12 Meadowbrook Country Club
Estates, Ballwin, MO 63011.

WITNESSETH:

         In consideration of the mutual covenants and conditions  . . .