8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT

                         Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported): August 31, 2005

                             BIG DOG HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)

             Delaware                    0-22963                52-1868665
     -----------------------        ------------------       -----------------
  (State or other jurisdiction       (Commission File        (I.R.S. Employer
      of incorporation)                  Number)           Identification No.)


   121 Gray Avenue, Santa Barbara, CA                          93101
  -----------------------------------                     --------------------
 (Address of Principal Executive Offices)                    (Zip Code)

                                     (805) 963-8727
                    ----------------------------------------------------
                    (Registrant's telephone number, including area code)
                    ----------------------------------------------------
         (Former name or former address, if changed, since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (See General Instruction A.2. below):
                                                                   
_ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

_ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

_ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

_ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  




                                TABLE OF CONTENTS

   Item 2.01 Completion of an Acquisition of Disposition of Assets
   ---------------------------------------------------------------
   Item 2.03 Creation of a Direct Financial Obligation
   ----------------------------------------------------

   Item 9.01 Financial Statements and Exhibits
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SIGNATURES
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EXHIBIT INDEX
- -------------
EXHIBIT 99.1
- ------------
_______________________________________________________________________________

Item 2.01. Completion of an Acquisition or Disposition of Assets

On August 31, 2005, Big Dog Holdings, Inc. completed the acquisition of
substantially all of the assets of Footworks, a division of the privately held
shoe retailer, Bianca of Nevada, Inc. The assets include seven store locations,
inventory, trademarks and tangible personal property. The total purchase price
was $10,094,750. The Company made a cash payment of $7,094,750 and issued a
promissory note in the principal amount of $3,000,000 to the seller.

The promissory note is payable in three $1,000,000 annual installments due on
the anniversary of the closing date. It has a fixed interest rate of 5% and is
secured by a $2,000,000 irrevocable letter of credit issued by Wells Fargo
Retail Finance. The letter of credit secures the second and third installment
payments due under the note and expires on October 10, 2008.

In addition, the Company also entered into a $3,000,000 term loan on August 31,
2005 with Wells Fargo Retail Finance. The term loan carries interest at prime
plus .5% or Libor plus 2.75% payable monthly in arrears commencing with the
month immediately following the date the term loan is advanced. The loan
requires 44 consecutive monthly payments of $55,555 beginning March 1, 2006. Any
unpaid balance is due at the loan maturity on October 23, 2009. This term loan,
along with the Company's existing line of credit facility with Wells Fargo
Retail Finance, is collateralized by substantially all of the Company's assets.

The remaining cash portion of the purchase price was funded through existing
working capital.

A copy of the press release is attached as Exhibit 99.1.

Item 2.03. Creation of a Direct Financial Obligation

As discussed in Item 2.01, on August 31, 2005, the Company issued a promissory
note in the principal amount of $3,000,000 to Bianca of Nevada, Inc. The
promissory note is payable in three $1,000,000 annual installments due on August
31, 2006, 2007 and 2008. The note has a fixed interest rate of 5% and is secured
by a $2,000,000 irrevocable letter of credit issued by Wells Fargo Retail
Finance which expires on October 10, 2008. The letter of credit secures the
second and third installment payments under the note.

In addition, the Company also entered into a $3,000,000 term loan on August 31,
2005 with Wells Fargo Retail Credit. The term loan carries interest at prime
plus .5% or Libor plus 2.75% payable monthly in arrears commencing with the moth
immediately following the date the term loan is advanced. The loan requires 44
payments of $55,555 beginning March, 2006. Any unpaid balance is due at the
loans maturity, October 23, 2009. This term loan, along with the Company's
existing line of credit facility with Wells Fargo Retail Finance, is
collateralized by substantially all of the Company's assets.

A copy of the press release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(a) Financial Statements of business acquired

In accordance with Rule 3-05(b) of Regulation S-X financial statements are
not required.

(b) Pro forma financial information

Pursuant to Article 11 of Regulation S-X, pro forma information is not
required to be furnished.

(c) Exhibits


        Exhibit 99.1 -- Press Release of Big Dog Holdings, Inc., dated
        September 1, 2005.


                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                    BIG DOG HOLDINGS, INC.

Dated: September 2, 2005            By:  /s/ Roberta Morris
                                    -------------------------------------
                                    Roberta Morris
                                    Chief Financial Officer

_____________________________________________________________________________


                                  EXHIBIT INDEX


Exhibit
Number                                    Description
- ------    ----------------------------------------------------------------
 99.1     Press Release of Big Dog Holdings, Inc., dated September 1, 2005

EX-99.1

For Further Information:                        Exhibit 99.1

Big Dog Holdings, Inc.
121 Gray Avenue
Santa Barbara, California 93101
www.bigdogs.com

CONTACT:
Andrew Feshbach
(805) 963-8727


               THE WALKING COMPANY COMPLETES FOOTWORKS ACQUISITION

Santa   Barbara,   CA,   September   1,   2005:   Big  Dog   Holdings,   Inc.
(NASDAQ:BDOG; www.bigdogs.com, www.thewalkingcompany.com) today announced that
its  subsidiary  The Walking  Company  ("TWC") has completed the acquisition of
substantially  all of the assets of  Footworks, a division of the privately
held shoe retailer Bianca of Nevada, Inc.

The total purchase price was $10,094,750 which included the payment and issuance
of cash and notes by TWC and the Company pursuant to the definitive agreement.
The acquisition includes a chain of 7 retail stores selling comfort shoes and
accessories. Footworks' operations have historically focused on high-visibility
stores in Las Vegas, Nevada. TWC is the leading specialty retailer of
high-quality, technically designed comfort shoes and accessories. TWC intends to
convert the majority of the acquired stores into "The Walking Company" stores.

Big Dog Holdings, Inc. consists of Big Dogs and The Walking Company. Big Dogs
develops, markets and retails a branded, lifestyle collection of unique,
high-quality, popular-priced consumer products, including activewear, casual
sportswear, accessories and gifts. The BIG DOGS(R) brand image is one of
quality, value and fun. The BIG DOGS(R) brand is designed to appeal to people of
all ages and demographics, particularly baby boomers and their kids, big and
tall customers, and pet owners. In addition to its approximately 181 retail
stores, Big Dogs markets its products through its catalog, internet and
corporate sales accounts. The Walking Company is a leading independent specialty
retailer of high quality, technically designed comfort shoes and accessories
that features premium brands such as ECCO, Mephisto, Dansko, Birkenstock and
Merrell among many others. These products have particular appeal to one of the
largest and most rapidly growing demographics in the nation. The Walking Company
operates 77 stores in premium malls across the nation.

Statements contained herein that relate to the Company's future performance,
including the satisfaction of contingencies and closing of the acquisition, are
forward-looking statements within the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Such statements are based on current
expectations only, and are subject to certain risks, uncertainties and
assumptions. Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from those anticipated, estimated or projected. Other factors
affecting the Company's operations, markets, products, services and prices as
are set forth in its 2004 Annual Report on Form 10-K, including those described
under "Forward-Looking Statements and Risk Factors." The Company undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.