UPDATE 4-Eddie Bauer files bankruptcy, gets $202 mln offer

* Eddie Bauer files for bankruptcy in Delaware court

* Accepts $202 mln offer for almost all assets from CCMP

* Eddie Bauer shares down 21.7 pct (Adds CCMP comment)

By Martinne Geller and Phil Wahba

NEW YORK, June 17 (Reuters) - Outdoor apparel retailer Eddie Bauer Holdings Inc EBHI.O filed for bankruptcy for the second time in six years and said it would seek court approval to sell its assets to private equity firm CCMP Capital for $202 million.

The company, which also sought relief under Canada's bankruptcy laws, filed for Chapter 11 protection in the U.S. Bankruptcy Court in Delaware.

CCMP is the "stalking horse" bidder, which submits a starting bid to set a floor under other possible offers.

CCMP managing director Jonathan Lynch said that Eddie Bauer was in the classic "good company, bad balance sheet" situation.

He said CCMP was attracted to the strength of Eddie Bauer's brand and its ability to sell its products through various channels, such as on the Internet, by mail order and in stores.