SEVERANCE AGREEMENT AND RELEASE

Exhibit 10.24

SEVERANCE AGREEMENT AND RELEASE

     This Severance Agreement and Release (“Agreement”) is entered into as of the 16 ^th day of December, 2005 (the “Effective Date”). The parties to this Agreement are Hastings Entertainment, Inc. (“Hastings” or the “Company”) and Steve Hicks (“Hicks”).

Recitals

     1. Hicks has been employed by Hastings as Vice President of Product and has voluntarily resigned his position as the Vice President of Product with Hastings effective December 7, 2005, in order to pursue other business opportunities. Hicks will remain an employee of Hastings through January 13, 2006.

     2. Hastings and Hicks do not anticipate that there will be any dispute between them or legal claims arising out of Hicks’ separation from the Company, but nevertheless desire to settle fully and finally any and all differences, causes of action, claims, or disputes that might otherwise arise out of Hicks’ employment with the Company.

Agreement

     IN CONSIDERATION OF THE MUTUAL PROMISES CONTAINED HEREIN, IT IS AGREED AS FOLLOWS:

      1. Temporary Continuation of Pay. Hastings will continue to pay Hicks his regular salary through January 13, 2006. These payments will be issued through the Company’s payroll less all applicable taxes and withholding. Hicks will receive his vested employee benefits (including a proportionate part of the bonus payable for the period ending January 31, 2006 payable when bonuses for the period ending January 31, 2006 are paid, and $7,379.25 for accrued but not used vacation pay) payable on or before December 31, 2005.

      2. Severance Benefits.

          (a) Following his final date of employment, Hastings agrees to pay Hicks a sum equal to ten (10) months of his current base salary plus bonus computed at his bonus percentage for such period based upon an assumed achievement of 100%, equal to $152,303.00, payable in one lump sum less all applicable taxes and withholding. This payment will be made after January 1, 2006, but before February 5, 2006.

          (b) If Hicks has not obtained employment by October 15, 2006, Hastings will pay Hicks on a month by month basis his base salary plus bonus computed at his bonus percentage for such period based upon an assumed achievement of 100% for up to an additional three-month period payable in the amount of $ 15,230.30 per month, payable once a month, beginning October 15, 2006, and continuing until January  15, 2007, unless Hicks finds a job sooner. If Hicks becomes employed

during such three-month period this payment shall cease. For purposes of this Agreement, “Employment” means any contract of hire in excess of eighty (80) hours per month whether written, verbal or implied whereby Hicks receives compensation of any kind in exchange for work or services including but not limited to consulting, customer care, data processing, data analysis or market planning.

          (c) In addition, the Company will pay the Company’s group health care plan premiums on behalf of Hicks and his family for the ten (10) month period beginning January 13, 2006 and during any period payments are made to Hicks pursuant to Section 2.b above.

      3. Placement Assistance. The Company will provide placement assistance to assist Hicks through Right Management Consultants for a period of three (3) months, starting April 1, 2006.

      4. Letter of Recommendation. Hastings will execute a letter of recommendation on Hicks’ behalf which letter will be subject to reasonable approval by Hicks. Hastings agrees to supply up to twenty-five (25) original copies for Hicks at his request. Any subsequent inquiry regarding Hicks’ employment and subsequent resignation will be addressed by supplying a copy of the letter of recommendation or otherwise communicating its content.

      5. Options. The unvested Options granted pursuant to Option Grant Nos. 514 (being 6000 shares) and 609 (being 9000 shares) will be vested as of January 13, 2006, and all Options under such grants must be exercised within ninety (90) days of January 13, 2006. Any option shares under such grants not exercised by such date will expire. All other Options Grants remain in force as written, and must be exercised within ninety (90) days of January 13, 2006 and Hicks agrees to release grants 12, 552 and 675 as to the unvested portions of such options.

      6. Return of Property. Hicks agrees to return to the Company any property owned by the Company in a timely manner, provided that he may retain his Company phone at the Company’s expense (based upon historical costs) through March 15, 2006, retain the cell phone at his cost thereafter and the digital video camera provided to him by the Company.

      7. Agreement Confidentiality. Hicks represents and agrees that the existence, terms and conditions of this Agreement shall be kept strictly and completely confidential subject only to the following exceptions:

     The phrase, “terms and conditions of this Agreement” means those terms and conditions that appear on the face of the Agreement and any and all discussions, information and documentation used, generated and/or relied upon in producing this Agreement. Except to the extent necessary to enforce this Agreement, it is further agreed that neither this Agreement nor any part thereof is to be used or admitted into evidence in any proceeding of any character, judicial or otherwise, now pending or hereafter instituted.

      8. Release. In consideration of the severance pay, severance benefits, and other promises contained herein, and as a material inducement to Hastings to enter into this Agreement, Hicks hereby irrevocably and unconditionally releases, acquits, forever discharges, and agrees to hold harmless Hastings and its agents, assigns, directors, officers, employees, representatives, attorneys, divisions, subsidiaries, affiliates and all persons acting by, through, under, or in concert with any of them (hereinafter “the releasees”), from any and all claims, causes of action, demands or liabilities whatsoever, whether known or unknown or suspected to exist by Hicks that he ever had or may now have against the releasees, or any of them, including, without limitation, any claims, causes of action, demands, or liabilities in connection with either Hicks’ employment with the Company or his resignation from the Company. This Agreement expressly covers, but is not limited to, any claims that Hicks may have raised under any state or federal statutory or common law prohibiting discrimination in employment on the basis of age, gender, disability, race, national origin, religion, “whistleblower” or on any other basis prohibited by law including claims arising under Title VII of the Civil Rights Act of 1964, Section 21.051 of the Texas Labor Code, and the Americans with Disabilities Act.

     In addition and in consideration of the promises contained in this Agreement, Hicks hereby waives, releases and forever discharges, and agrees that he will not in any manner institute, prosecute, or pursue, any complaint, claim, charge, demand, or suit, whether in law or in equity, which asserts or could assert at common law or any statute, rule or any grounds whatsoever, any claim or claims under the federal Age Discrimination in Employment Act, 29 U.S.C. §621 et seq., against any one or all of the releasees with respect to any event, matter, claim, damage, or injury, whether known or unknown, arising out of his employment and resignation of employment with the Company and its subsidiaries and/or the execution of this Agreement.

      9. Reasonable Assistance & Cooperation. In consideration of the severance payment and other benefits provided to Hicks in this Agreement, from the Effective Date through January 13, 2006, Hicks agrees to provide reasonable assistance and cooperation to Hastings regarding certain items and areas over which he managed or otherwise worked on while employed at the Company,

not to exceed twenty (20) hours per month or a total of thirty (30) hours overall. Hicks acknowledges and agrees that his receipt of the severance payment and other benefits provided for in this Agreement are contingent upon his good faith efforts to provide reasonable assistance and cooperation during the transition period identi