Exhibit 10.26


                                  APTIMUS, INC.
                       95 SOUTH JACKSON STREET, SUITE 300
                                SEATTLE, WA 98104

                                NOVEMBER 13, 2001

VIA FACSIMILE AND US MAIL

FINGERHUT COMPANIES, INC.
4400 BAKER ROAD
MINNETONKA, MN  55343

         RE:  PROMISSORY NOTE PAYOFF

Gentlemen:

     Aptimus, Inc. ("Aptimus") and Fingerhut Companies,  Inc.  ("Fingerhut") are
parties to that certain Stock Redemption  Agreement (the "Agreement"),  dated as
of April 6, 2001, pursuant to which Aptimus redeemed 2,720,000 shares of Aptimus
common stock from Fingerhut. In connection with the Agreement, Aptimus delivered
to Fingerhut (i) a Promissory  Note (the  "Note"),  dated April 16, 2001, in the
principal sum of $838,000,  (ii) a Warrant to Purchase  Common Stock for 150,000
shares  at an  exercise  price per share of $2.50  (the  "Warrant")  and (iii) a
Letter  Agreement,  dated April 16, 2001  regarding  future  purchases of common
stock (the "Buyback Letter Agreement").

     As of November 16, 2001,  the  outstanding  principal  and interest due and
owing  under the Note shall be  $576,392.35,  with twelve  monthly  installments
remaining  to be  paid.  Aptimus  agrees  to  immediately  pay and  satisfy  all
remaining  sums due under the Note and  Fingerhut  agrees to accept a discounted
principal amount and release all remaining rights under the Agreement,  Note and
Warrant as set forth below; provided,  however, that notwithstanding anything to
the contrary in this Letter  Agreement,  Fingerhut shall maintain all rights (i)
pursuant to the Buyback  Letter  Agreement,  (ii)  pursuant to the  Stockholders
Agreement,  dated  December  10,  1998 and (iii) as a  stockholder  of  Aptimus;
provided  further,  however,  that Aptimus and Fingerhut shall each maintain all
rights pursuant to Section 6 and Section 7 of the Agreement respectively.

     Aptimus shall pay Fingerhut the sum of $471,140.90 in immediately available
funds  (the  "Payment")  on or before 5 P.M.  Central  Standard  Time,  Tuesday,
November 13, 2001 (the "Payment  Date").  Payment shall be made in same day wire
funds pursuant to wire  instructions to be delivered by Fingerhut to Aptimus not
later than 11 A.M.  Central  Standard Time on the Payment Date.  Upon receipt of
the Payment and without  further act,  Aptimus and Fingerhut do for  themselves,
and their respective shareholders,  directors,  officers,  employees,  partners,
attorneys, affiliates, predecessors, successors and assigns, RELEASE AND FOREVER
DISCHARGE each other, and their respective  shareholders,  directors,  officers,
employees,  partners,  attorneys,  affiliates,   predecessors,


successors and assigns, from all debts,  judgments,  claims,  demands, causes of
action  and  rights of action in law or in  equity,  whether  known or  unknown,
accrued or unaccrued,  contingent or non-contingent,  that any of them ever had,
now have, or may in the future have against the other arising from or in any way
related to the parties'  respective  rights,  duties and  obligations  under the
Agreement  (except  as set  forth  in the  second  paragraph  hereof),  Note and
Warrant,   all  of  which  rights,   duties  and  obligations  shall  be  deemed
conclusively  paid,  performed and  satisfied  upon  Fingerhut's  receipt of the
Payment from Aptimus.  Without  limiting the generality of the  foregoing,  upon
receipt of the Payment,  all rights of Fingerhut  under the Note and the Warrant
shall be deemed  satisfied,  and each such instrument shall be deemed cancelled,
void and unenforceable.

     Aptimus  represents  and  warrants  to  Fingerhut  that (i) the  execution,
delivery and  performance of this Letter  Agreement have been duly authorized by
all necessary action of Aptimus, (ii) this Letter Agreement constitutes a legal,
valid  and  binding  agreement  of  Aptimus,   enforceable  against  Aptimus  in
accordance with its terms, except as otherwise limited by law and (iii) there is
no outstanding contract,  commitment or agreement to which Aptimus is a party or
legal  impediment of any kind known to Aptimus which  conflicts with this Letter
Agreement  or might  limit,  restrict or impair the rights  granted to Fingerhut
hereunder.

     Fingerhut  represents  and  warrants  to  Aptimus  that (i) the  execution,
delivery and  performance of this Letter  Agreement have been duly authorized by
all necessary  action of  Fingerhut,  (ii) this Letter  Agreement  constitutes a
legal, valid and binding agreement of Fingerhut,  enforceable  against Fingerhut
in accordance with its terms, except as otherwise limited by law and (iii) there
is no  outstanding  contract,  commitment  or agreement to which  Fingerhut is a
party or legal  impediment of any kind known to Fingerhut  which  conflicts with
this Letter  Agreement or might limit,  restrict or impair the rights granted to
Aptimus hereunder.

     All  notices and other  communications  required  or  permitted  under this
Letter Agreement shall be in writing  (including fax  communication) and mailed,
faxed or delivered  to:  Aptimus,  Inc. at 95 South Jackson  Street,  Suite 300,
Seattle, WA 98104, attn. General Counsel; to Fingerhut  Companies,  Inc. at 4400
Baker Road, Minnetonka, MN 55343, attn: Michael Sherman, with a copy to: Winston
& Strawn,  200 Park Avenue,  New York, New York 10166, attn: David F. Kroenlein,
Esq.;  or, as to either  party,  at such other address as shall be designated by
such party in a written  notice to the other  party.  All such notices and other
communications  shall be  effective  when  delivered,  deposited in the mails or
faxed, respectively.

     This Letter Agreement may be executed in one or more counterparts,  each of
which shall be deemed an original, and all of which, when taken together,  shall
constitute  one and the same  instrument.  Delivery of a signed  counterpart  by
telephone  facsimile  transmission  shall be effective as delivery of a manually
signed counterpart of this Letter Agreement.  This Letter Agreement shall become
effective when each party hereto shall have received a counterpart hereof signed
by the other party hereto.


     This Letter Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective successors and assigns;  provided,  however,
that neither party may assign,  delegate or otherwise transfer any of its rights
or  obligations  under this  Letter  Agreement  without the consent of the other
party hereto,  except no such consent  shall be required  when such  assignment,
delegation  or transfer is pursuant to a transaction  or series of  transactions
resulting in a change of control of greater than 50% of the voting securities of
a party or the merger of sale of substantially  all of the assets of such party.
If any  provision  of this Letter  Agreement  shall be held to be  invalid,  the
remainder of this Letter Agreement shall not be affected thereby.

     The  failure of any party to seek  redress for  violation,  or to insist on
strict performance, of any covenant of this Letter Agreement shall not prevent a
subsequent  act which would have  constituted a violation from having the effect
of an original violation.

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     Please  indicate  your  agreement to the terms of this Letter  Agreement by
signing  the  enclosed  copy of this  letter  in the  space  provided  below and
returning it to us via facsimile at (206) 441-9661.


                                                Sincerely,

                                                APTIMUS, INC.


                                                By: /s/ David H. Davis
                                              Name: David H. Davis
                                               Its: General Counsel



We hereby agree to the terms of this Letter Agreement.

Dated:  November 13, 2001

FINGERHUT COMPANIES, INC.


By:  /s/ Tony Pellegrin
Its: Director Corporate Development




















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