Exhibit 10.1

          SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT

     THIS  SECOND  AMENDMENT  (this  "Amendment")  is made as of this 4th day of
April, 2005 to that certain AMENDED AND RESTATED EMPLOYMENT AGREEMENT,  dated as
of May 15, 2002, as amended (the "Employment  Agreement"),  by and between DAVID
E. ULLMAN ("Employee") and JOS. A. BANK CLOTHIERS, INC. ("Employer").

     FOR GOOD AND VALUABLE CONSIDERATION,  the receipt and adequacy of which are
hereby  acknowledged,  Employer  and  Employee,  being the sole  parties  to the
Employment Agreement, hereby amend the Employment Agreement as follows:

          1.  Subject  to  earlier  termination   otherwise  set  forth  in  the
     Employment  Agreement,  the  last  day of the  Employment  Period  shall be
     January 31, 2007.

          2.  Effective  February  27,  2005,  Employee's  Base Salary  shall be
     $295,000.00.

     Except as  specifically  amended  hereby,  the Employment  Agreement  shall
remain in full force and  effect  according  to its terms.  To the extent of any
conflict  between the terms of this  Amendment and the terms of the remainder of
the Employment Agreement, the terms of this Amendment shall control and prevail.
Capitalized  terms used but not  defined  herein  shall  have  those  respective
meanings  attributed to them in the Employment  Agreement.  This Amendment shall
hereafter be deemed a part of the  Employment  Agreement for all  purposes.  The
terms of employment  set forth in this Amendment have been approved by the Audit
Committee of the Board of Directors of the Employer.

     IN WITNESS  WHEREOF,  the parties hereto have executed this Amendment as of
the date first above written.


JOS. A. BANK CLOTHIERS, INC.

By: /s/ Robert N. Wildrick                  /s/ David E. Ullman
    ----------------------                  -------------------
      Robert N. Wildrick,                   DAVID E. ULLMAN
      Chief Executive Officer


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