BWLD Buffalo Wild Wings, Inc. (delisted)

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

SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )

Filed by the Registrant |X|
Filed by a Party other than the Registrant |_|

Check the appropriate box:

|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
|_| Definitive Proxy Statement
|X| Definitive Additional Materials
|_| Soliciting Material Pursuant to ss.240.14a-12

Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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BUFFALO WILD WINGS, INC.

SUPPLEMENT
TO
NOTICE OF AND PROXY STATEMENT FOR
ANNUAL MEETING OF SHAREHOLDERS
to be held
May 15, 2008

TO THE SHAREHOLDERS OF BUFFALO WILD WINGS, INC.:

Subsequent to printing the enclosed Notice of Annual Meeting and Proxy Statement, Kenneth H. Dahlberg retired from our Board, effective as of April 11, 2008; therefore, we are providing this Supplement to update information in the Notice and Proxy Statement.

The Notice of Annual Meeting is amended to change Proposal #1 to read "To set the number of members of the Board of Directors at seven (7)."

The Proxy Statement is amended to delete all references to Mr. Dahlberg being a current director and a current member of the Governance/Nominating Committee. Proposals #1 and #2 set forth in the Proxy Statement are amended to change the number of director nominees to seven (7) and to delete Mr. Dahlberg as a nominee. The Principal Shareholders and Management Shareholdings table in the Proxy Statement is amended to show that the current executive officers and directors as a group (13 individuals) beneficially own 543,700 shares, or 3.0% of our outstanding shares.

This Supplement is being mailed with the definitive Notice and Proxy Statement, along with a revised proxy card. Whether or not you plan to attend the 2008 Annual Meeting, please sign, date, and mail the enclosed form of Proxy in the return envelope provided as soon as possible. The Proxy is revocable and will not affect your right to vote in person in the event you attend the meeting. The prompt return of proxies will help us avoid the unnecessary expense of further requests for proxies.

Sincerely,

 /s/ Sally J. Smith

 Sally J. Smith
Dated: April 17, 2008 President and Chief Executive Officer
 Minneapolis, Minnesota

FOLD AND DETACH HERE AND READ THE REVERSE SIDE

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

Buffalo Wild Wings, Inc.
ANNUAL MEETING OF SHAREHOLDERS

Thursday, May 15, 2008, 9:00 a.m. Central Daylight Time

Buffalo Wild Wings, Inc. 5500 Wayzata Boulevard, Suite 1600 Minneapolis, Minnesota

The undersigned appoints Sally J. Smith and Mary J. Twinem, and each of them, as proxies, each with the power to appoint her substitute, and authorizes each of them to represent and to vote, as designated on the reverse hereof, all of the shares of common stock of Buffalo Wild Wings, Inc. held of record by the undersigned at the close of business on March 24, 2008 at the Annual Meeting of Shareholders of Buffalo Wild Wings, Inc. to be held on May 15, 2008 or at any adjournment thereof.

(Continued, and to be marked, dated and signed, on the other side)

Buffalo Wild Wings, Inc. 5500 Wayzata Boulevard, Suite 1600 Minneapolis, Minnesota 55416

PROXY - BUFFALO WILD WINGS, INC.

This proxy will be voted as directed, or if no direction is indicated, will be voted "for" the proposals. This proxy is solicited on behalf of the board of directors.

Please mark your votes like this [X]

1. Set the number of Directors at seven (7)

[ ] FOR [ ] AGAINST [ ] ABSTAIN

2. Election of Directors:

[ ] FOR [ ] WITHHOLD AUTHORITY

INSTRUCTION: (To withhold authority to vote for any individual nominee, strike a line through that nominee's name in the list below)

Sally J. Smith, Dale M. Applequist, Robert W. MacDonald, Warren E. Mack, J. Oliver Maggard, Michael P. Johnson, James M. Damian

3. Approve amendment and restatement of 2003 equity incentive plan

[ ] FOR [ ] AGAINST [ ] ABSTAIN

4. Approve an amendment to articles of incorporation to increase common

[ ] FOR [ ] AGAINST [ ] ABSTAIN

5. Ratify appointment of KPMG LLP

[ ] FOR [ ] AGAINST [ ] ABSTAIN

6. In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting

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Signature Signature Date
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NOTE: Please sign exactly as name appears hereon. When shares are held by joint owners, both should sign. When signing as attorney, executor, administrator, trustee or guardian, please give title as such. If a corporation, please sign in full corporate name by President or other authorized officer. If a partnership, please sign in partnership name by authorized person.

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