If the parties agree on details of the deal, Soros will gain majority ownership of Bluefly. Soros submitted its proposal in a nonbinding letter of intent.
The Net retailer was trading up 25 cents, or 9 percent, at $3 per share in early trading Friday.
Under terms of the proposal, Soros would buy $5 million of Bluefly preferred stock, which would be convertible into common stock at a rate of $2.34 per share.
Bluefly in turn would offer shareholders the right to buy up to $20 million of its stock at the same rate of $2.34 a share. But in the proposal, Soros said it would buy up to $10 million of the stock if Bluefly shareholders don't pick up the full $20 million.
The proposal comes as many online retailers face hard times and are being forced to close their doors when investors pull out.
In September, teen site Kibu.com, backed by prominent Silicon Valley businessman Jim Clark, shut down after investors bailed out. Then earlier this month, WebHouse Club, the gas-and-groceries licensee of name-your-own-price online retailer Priceline.com, announced it too was closing shop.