UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934

                               (Amendment No. 1)*



                           Build-A-Bear Workshop, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                     Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    120076104
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                December 31, 2005
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the  appropriate box to designate the rule pursuant to which this Schedule
13G is filed:

            [ ] Rule 13d-1(b)
            [X] Rule 13d-1(c)
            [ ] Rule 13d-1(d)

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).


CUSIP NO. 120076104 - -------------------------------------------------------------------------------- (1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only): Ronald J. Juvonen - -------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) - -------------------------------------------------------------------------------- (3) SEC Use Only - -------------------------------------------------------------------------------- (4) Citizenship or Place of Organization: United States - -------------------------------------------------------------------------------- Number of Shares Beneficially Owned by Each Reporting Person (5) Sole Voting Power: * ----------------------------------- (6) Shared Voting Power: * ----------------------------------- (7) Sole Dispositive Power: * ----------------------------------- (8) Shared Dispositive Power: * ----------------------------------- - -------------------------------------------------------------------------------- (9) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,275,200* - -------------------------------------------------------------------------------- (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) - -------------------------------------------------------------------------------- (11) Percent of Class Represented by Amount in Row (9): 6.4%* - -------------------------------------------------------------------------------- (12) Type of Reporting Person (See Instructions): IA - -------------------------------------------------------------------------------- * The shares of the common stock of Build-A-Bear Workshop, Inc., par value $0.01 per share (the "Common Stock"), are held by Downtown Associates I, L.P., Downtown Associates II, L.P., Downtown Associates IV, L.P. and Downtown Associates V, L.P. (collectively referred to as the "Downtown Funds"). The general partner of the Downtown Funds is Downtown Associates, L.L.C. (the "General Partner"). Ronald J. Juvonen, as the Managing Member of the General Partner, has sole power to vote and direct the disposition of all shares of the Common Stock held by the Downtown Funds. For the purposes of Reg. Section 240.13d-3, Ronald J. Juvonen is deemed to beneficially own 1,275,200 shares, or 6.4% of the Common Stock.

Item 1(a). Name Of Issuer: Build-A-Bear Workshop, Inc. Item 1(b). Address of Issuer's Principal Executive Offices: 1954 Innerbelt Center Drive, St. Louis, MO 63114 Item 2(a). Name of Person Filing: Ronald J. Juvonen Item 2(b). Address of Principal Business Office or, if None, Residence: c/o Downtown Associates, L.L.C., 674 Unionville Road, Suite 105, Kennett Square, PA 19348 Item 2(c). Citizenship: United States Item 2(d). Title of Class of Securities: Common Stock, par value $0.01 per share Item 2(e). CUSIP No.: 120076104 Item 3. If This Statement Is Filed Pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a Not Applicable. Item 4. Ownership (a) Amount Beneficially Owned (as of December 31, 2005) 1,275,200* (b) Percent of Class (as of December 31, 2005): 6.4%* (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote * (ii) shared power to vote or to direct the vote * (iii) sole power to dispose or to direct the disposition of * (iv) shared power to dispose or to direct the disposition of * * The shares of the common stock of Build-A-Bear Workshop, Inc., par value $0.01 per share (the "Common Stock"), are held by Downtown Associates I, L.P., Downtown Associates II, L.P., Downtown Associates IV, L.P. and Downtown Associates V, L.P. (collectively referred to as the "Downtown Funds"). The general partner of the Downtown Funds is Downtown Associates, L.L.C. (the "General Partner"). Ronald J. Juvonen, as the Managing Member of the General

Partner, has sole power to vote and direct the disposition of all of the Common Stock held by the Downtown Funds. For the purposes of Reg. Section 240.13d-3, Ronald J. Juvonen is deemed to beneficially own 1,275,200 shares, or 6.4% of the Common Stock. Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. Item 9. Notice of Dissolution of Group. Not Applicable. Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 14, 2006 /s/ Ronald J. Juvonen ---------------------------------- Ronald J. Juvonen, in his capacity as the Managing Member of Downtown Associates, L.L.C. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)