EXHIBIT 10(a)
                                  STANHOME INC.
                       1984 Stock Option Plan, as amended
                              Through March 1, 1995
                                        

      1.  Purpose.  The purpose of this 1984 Stock Option Plan (the "Plan") is
to advance the interests of Stanhome Inc. (the "Company") by encouraging key
management employees of the Company and its subsidiaries to acquire a
proprietary interest in the Company through ownership of common stock of the
Company.  Such ownership will encourage the employees to remain with the Company
and will help attract other qualified persons to become employees.

      2.  Administration.  The Plan shall be administered by the Compensation
and Stock Option Committee of the Board of Directors (the "Committee") which
shall be composed of not less than three directors of the Company elected or to
be elected as members of the Committee from time to time by the Board of
Directors of the Company.  None of the Committee members shall be, during
service on the Committee, nor shall have been, during the one year prior to
service on the Committee, granted or awarded Shares or options to acquire Shares
under this Plan or any other plan maintained by Stanhome or any of Stanhome's
affiliates, other than any grant or award of options or other equity securities
of Stanhome pursuant to Section 9 of the Stanhome Inc. 1991 Stock Option Plan or
any other plan of Stanhome that would not result in such Committee member
failing to qualify as a 'disinterested person' under Rule 16b-3 of the
Securities Exchange Act of 1934, as amended, as in force from time to time.
Members of the Committee shall be subject to any additional restrictions
necessary to satisfy the requirements for disinterested administration under
Rule 16b-3 of the Securities Exchange Act of 1934, as amended, as in force from
time to time.  Subject to the provisions of the Plan and the approval of the
Board of Directors of the Company, except that the Board of Directors shall have
no discretion with respect to the selection of officers within the meaning of
Rule 16a-1(f), directors or 10% or more shareholders ("Insiders") for
participation and decisions concerning the timing, pricing and amount of a grant
or award to such "Insiders", the Committee is authorized to grant options under
the Plan and to interpret the Plan and such options, to prescribe, amend and
rescind rules and regulations relating to the Plan and the options, and to make
other determinations necessary or advisable for the administration of the Plan,
all of which determinations shall be conclusive.  The Committee shall act
pursuant to a majority vote or by unanimous written consent.

      3.  Types of Option.  Options granted pursuant to the Plan may be either
incentive stock options under Section 422A of the Internal Revenue Code of 1954,
as amended, ("Incentive Stock Options") or options not qualifying under that
section ("Non-qualified Stock Options").

      4.  Eligibility.  Options shall be granted under the Plan to such
selected key full-time salaried and commissioned employees (including officers
and directors if they are employees) of the Company or any of its subsidiaries
as the Committee shall determine from time to time.

      5.  Stock Subject to Options.  The aggregate number of shares which may
be issued or sold under options granted pursuant to the Plan (the "Shares")
shall not exceed 1,500,000 shares of the Company's common stock $0.25 par value
each.  Such Shares shall be either authorized but unissued shares of said common
stock or issued shares of said common stock which shall have been reacquired by
the Company.  Such aggregate number of Shares may be adjusted under Section 10
below.  If any outstanding option under the Plan expires or is terminated for
any reason, the Shares allocated to the unexercised portion of such option may
again be subjected to an option or options under the Plan.


      6.  Allotment of Shares.  The Committee shall determine the total number
of Shares to be offered to each optionee under the Plan.

      7.  Option Price.  The Shares shall be offered from time to time under
the Plan at a price which shall be not less than 100 percent of their fair
market value on the date the option is granted, provided, however, that the
price shall be not less than 110 percent of such fair market value in the case
of shares offered under any Incentive Stock Option granted to an individual who,
at the time the option is granted, owns stock possessing more than 10 percent of
the total combined voting power of all classes of stock of the Company or of its
parent or subsidiary corporation.

      8.  Terms and Conditions of Options.  The Committee shall have power,
subject to the limitations contained in the Plan, to prescribe the terms and
conditions of any option granted hereunder.  Each such option shall be evidenced
by a certificate in such form as the Committee shall from time to time
determine, which certificate shall prescribe the following terms and conditions
and such other terms and conditions as the Committee may deem necessary or
advisable:

      (a)  Duration of Option.  An Incentive Stock Option shall not be
exercisable after the expiration of ten years from the date it is granted,
provided, however, that any Incentive Stock Option granted to an individual who,
at the time the option is granted, owns stock possessing more than 10 percent of
the total combined voting power of all classes of stock of the Company or of its
parent or subsidiary corporation shall by its terms not be exercisable after the
expiration of five years from date of grant.

      (b)  Exercise of Option.  Each option granted under the Plan may be
exercised only after one year of continued employment by the Company or one of
its subsidiaries immediately following the date the option is granted and only
during the continuance of the optionee's employment with the Company or one of
its subsidiaries and such additional period as may be provided in subsections
(e) and (f) below.  No option shall be exercised for less than 10 Shares except
as a result of an adjustment under Section 10 below. No option can be exercised
at any time by anyone other than the optionee during his or her lifetime or the
optionee's legal representative(s) after the optionee's death under subsection
(f) below.  No Incentive Stock Option granted after January 1, 1987 may be
exercised in any calendar year as to shares having an aggregate fair market
value (determined as of the time the option was granted) in excess of $100,000.

      (c)  Payment.  The purchase price of each Share purchased upon the
exercise of any option shall be paid in full at the time of such purchase, and a
stock certificate representing Shares so purchased shall be delivered to the
person entitled thereto.  Until the stock certificate for such Shares is issued
in the optionee's name, he or she shall have none of the rights of a
stockholder.  Payment may be made in whole or in part in (i) cash or (ii) whole
shares of the Company's common stock acquired at least six months previously by
the optionee and evidenced by negotiable certificates, valued at their Fair
Market Value on the date preceding the date the option is exercised.  If
certificates representing shares of common stock are used to pay all or part of
the purchase price of an option, separate certificates shall be delivered by the
Company representing the same number of shares as each certificate so used and
an additional certificate shall be delivered representing the additional shares
to which the option holder is entitled as a result of exercise of the option.
It shall be a condition to the performance of the Company's obligation to issue
or transfer Shares upon exercise of an option or options that the optionee pay,
or make provision satisfactory to the


Company for the payment of, any taxes (other than stock transfer taxes) which
the Company is obligated to collect with respect to the issue or transfer upon
such exercise.  With respect to the exercise of Non-qualified Stock Options
under this Plan, optionees may elect to have the Company withhold Shares
otherwise issuable upon the exercise of such stock options, or, in the case of
"Insider" optionees, to irrevocably commit at an acceptable time to surrender to
the Company shares of common stock to cover Federal and State tax obligations
incident to such exercise, or such lesser amount as may be determined by the
Committee.

      (d)  Nontransferability of Options.  No option shall be transferable by
the optionee otherwise than (1) by will or the laws of descent and distribution
or (2) pursuant to a qualified domestic relations order as defined in Section
414(p) of the Internal Revenue Code of 1986, as amended, and each option shall
be exercisable, during his or her lifetime, only by the optionee or his or her
guardian or legal representative(s), except to the extent that options granted
hereunder are assigned pursuant to a qualified domestic relations order.

      (e)  Termination of Options.  If the optionee's full-time employment by
the Company or any of its subsidiaries shall terminate for any reason other than
death or disability, his or her options shall terminate immediately upon such
termination, if not sooner terminated pursuant to their terms, except that,
subject to subsection (a) above, any option shall be exercisable during the
twelve-month period following such termination as to the number of Shares which
the optionee was entitled to purchase on the day preceding such termination
except that in the case of Incentive Stock Options, the period for such exercise
following such termination shall be limited to three months.  Cessation of any
corporation's relationship with the Company as a subsidiary shall constitute a
"termination of employment" hereunder as to individuals employed by that
corporation, and options held by such individuals shall be terminated in
accordance with this subsection (e).

      (f)  Death or Disability of Employee.  If the optionee's full-time
employment by the Company or any of its subsidiaries shall terminate by reason
of disability, his or her options shall terminate immediately upon such
termination of employment, if not sooner terminated pursuant to their terms,
except that, subject to subsection (a) above, any such options shall be
exercisable during the twelve-month period following any such termination of
employment by the optionee or his or her guardian or legal representative(s)
only as to the number of Shares which the optionee was entitled to purchase on
the day preceding such termination.  If the optionee's full-time employment by
the Company or any of its subsidiaries shall terminate by reason of death, his
or her options shall terminate immediately upon such termination of employment,
if not sooner terminated pursuant to their terms, except that, subject to
subsection (a) above, any such options shall be exercisable, as of the time of
such optionee's death, to the extent such options were granted to such optionee
on or prior to the date which is one year prior to the date of such optionee's
death and any such options shall be exercisable during the twelve-month period
following any such termination of employment by the optionee's legal
representative(s).  For purposes of subsection (e) above and of this subsection,
the meaning of the words "disability" and "disabled" shall be determined under
the provisions of Section 422A(c)(9) of the Internal Revenue Code of 1954, as
amended, or of any successor provisions.

      (g)  Prior Incentive Stock Options.  Each Incentive Stock Option granted
prior to January 1, 1987 shall by its terms not be exercisable while there is
outstanding any Incentive Stock Option which was granted, before the granting of
such option, to the employee to purchase stock in the Company or in a
corporation which (at the time of granting such option)


is a parent or subsidiary corporation of the Company or in a predecessor
corporation of any such corporations.  An option shall be deemed outstanding for
purposes of this subsection (g) until such option is exercised in full or
expires by reason of lapse of time.

      9.  Fair Market Value.  For purposes of this Plan, "Fair Market Value"
shall be the applicable day's closing sales price of the Company's common stock
as reflected on the consolidated tape of the principal exchange on which such
stock is traded, or, if there are no sales on such date, such price on the most
recent trading day prior thereto.

      10.  Changes in Stock.  In the event of a stock dividend, split-up or
combination of shares, recapitalization, reclassification or merger in which the
Company is the surviving corporation, or other similar capital or corporate
structure change, the number and kind of shares of stock or securities of the
Company at the time of such change remaining subject to the Plan and to any
option granted or to be granted pursuant to the Plan, the option price and any
other relevant provisions shall be appropriately adjusted by the Board of
Directors of the Company, whose determination shall be binding on all persons.
In the event of a consolidation or merger in which the Company is not the
surviving corporation, or the complete liquidation of the Company, (i) each
option outstanding hereunder that is held by an "Insider" optionee shall become
immediately exercisable and (ii) each option outstanding hereunder that is held
by an optionee who is not an "Insider" shall terminate, provided that at least
twenty days prior to the effective date of any such consolidation or merger, the
Board of Directors of the Company shall do one of the following with respect to
options held by optionees who are not "Insiders":  (1) make such options
immediately exercisable, (2) arrange to have the surviving or consolidated
corporation grant replacement options to the optionees involved, or (3) pay in
cash the difference between the exercise price of the unpurchased shares under
the options and the value of consideration receivable in the transaction by a
holder of the number of shares of common stock equal to the number subject to
the options.  No adjustment provided for in this Section 10 shall require the
Company to issue or sell a fractional share under any option hereunder and any
fractional share resulting from any such adjustment shall be deleted from the
option involved.

      Notwithstanding anything herein to the contrary, in the event of a
"Change in Control" as defined below, including certain consolidation or merger
events otherwise giving rise to the adjustments or alternatives described in the
above paragraph, all previously issued and outstanding options under this Plan
shall immediately become exercisable as of the date of the Change in Control.
As used herein, "Change in Control" means a Change in Control of a nature that
would, in the opinion of the Company counsel, be required to be reported in
response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under the
Securities Exchange Act of 1934, as amended ("Exchange Act"); provided that,
without limitation, such a Change in Control shall be deemed to have occurred
if:  (i) any "Person" (as such term is used in Sections 13(d) and 14(d) of the
Exchange Act (other than the Company or any subsidiary of the Company, any
trustee or fiduciary holding securities under an employee benefit plan of the
Company or any of its subsidiaries or a corporation owned, directly or
indirectly, by the stockholders of the Company in substantially the same
proportions as their ownership of the stock of the Company)) becomes the
"beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or
indirectly, of securities of the Company representing 25% or more of the
combined voting power of the Company's then outstanding securities; or (ii)
during any period of two consecutive years (not including any period prior


to the effective date of this Plan), individuals who at the beginning of such
period constitute the Board of Directors and any new director (other than a
director designated by a Person who has entered into an agreement with the
Company to effect a transaction described in clause (i), (iii), or (iv) of this
paragraph) whose election by the Board of Directors or nomination for election
by the Company's stockholders was approved by a vote of at least two-thirds
(2/3) of the directors then still in office who either were directors at the
beginning of the period or whose election or nomination for election was
previously so approved cease for any reason to constitute a majority thereof; or
(iii) the stockholders of the Company approve a merger or consolidation of the
Company with any other corporation, other than (A) a merger or consolidation
which would result in the voting securities of the Company outstanding
immediately prior thereto continuing to represent (either by remaining
outstanding or by being converted into voting securities of the surviving
entity), in combination with the ownership of any trustee or other fiduciary
holding securities under an employee benefit plan of the Company, at least 75%
of the combined voting power of the voting securities of the Company or such
surviving entity outstanding immediately after such merger or consolidation, or
(B) a merger or consolidation effected to implement a recapitalization of the
Company (or similar transaction) in which no Person acquires 25% or more of the
combined voting power of the Company's then outstanding securities; or (iv) the
stockholders of the Company approve a plan of complete liquidation of the
Company or an agreement for the sale or disposition by the Company of all or
substantially all the Company's assets.

      No Change in Control shall be deemed to have occurred if the optionee is
a member of a management group which first announces a proposal which
constitutes a Potential Change in Control, unless otherwise determined by a
majority of the members of the Board of Directors who are not members of such
management group.  A "Potential Change in Control" shall be deemed to have
occurred if the conditions set forth in any one of the following subsections
shall have been satisfied:  (i) the Company enters into an agreement, the
consummation of which would result in the occurrence of a Change in Control;
(ii) the Company or any Person publicly announces an intention to take or to
consider taking actions, which if consummated, would constitute a Change in
Control; (iii) any Person who is or becomes the beneficial owner, directly or
indirectly, of securities of the Company representing 10% or more of the
combined voting power of the Company's then outstanding securities, increases
such Person's beneficial ownership of such securities by 5% or more over the
percentage so owned by such Person on the date hereof; or (iv) the Board of
Directors adopts a resolution to the effect that, for purposes of this Plan, a
Potential Change in Control has occurred.

      11.  Effective Date; Stockholder Approval; Term.  The Plan was adopted by
the Board of Directors on March 7, 1984 and shall become effective on May 1,
1984 if the Plan is approved by the holders of a majority of the common stock
outstanding and entitled to vote at the Annual Meeting of Stockholders scheduled
for April 26, 1984.  No option hereunder shall be granted after March 6, 1994 or
the earlier suspension or termination of the Plan in accordance with its terms.
The Plan shall terminate on March 6, 1994 or on such earlier date as it may be
suspended or terminated under the provisions of Section 12 below or as of which
all shares of stock subject to options authorized to be granted under the Plan
shall have been acquired by exercise of such options.

      12.  Amendment or Discontinuance of the Plan.  The Board of Directors of
the Company may, insofar as permitted by law, at any time or from time to time,
suspend or terminate the Plan or revise or amend it in any respect whatsoever
except that, without appropriate approval of the stockholders of the common
stock, no such revision or amendment shall increase the maximum


number of Shares subject to the Plan, change the designation of the class of
employees eligible to receive options, decrease the price at which options may
be granted or otherwise change the provisions of this Plan to the extent that
approval of the holders of the common stock of the Company is required under
applicable securities laws.

      13.  Applicable Laws or Regulations and Notification of Disposition.  The
Company's obligation to sell and deliver Shares under an option is subject to
such compliance as the Company deems necessary or advisable with federal and
state laws, rules and regulations applying to the authorization, issuance,
listing or sale of securities.  The Company may also require in connection with
any exercise of an Incentive Stock Option that the optionee agree to notify the
Company when making any disposition of the Shares whether by sale, gift, or
otherwise, within two years of the date of grant or within one year of the date
of exercise.

      14.  No Employment Right; No Obligation to Exercise Option.  Nothing
contained in the Plan, or in any option granted under it, shall confer upon any
optionee any right to continued employment by the Company or any of its
subsidiaries or limit in any way the right of the Company or any subsidiary to
terminate the optionee's employment at any time.  The granting of any option
hereunder shall impose no obligation upon the optionee to exercise such option.