EXHIBIT 10(j)
                            SECOND AMENDMENT TO
                  STANHOME INC. SUPPLEMENTAL PENSION PLAN



      WHEREAS, Stanhome Inc., a Massachusetts corporation (the "Company"),
has heretofore adopted and maintains a supplemental pension plan for the
benefit of certain of its employees designated the "Stanhome Inc.
Supplemental Pension Plan" (the "Plan"); and

      WHEREAS, the Company desires to amend in certain respects;

      NOW, THEREFORE, pursuant to the power of amendment contained in
Section 5 of the Plan, Section 3 of the Plan is amended, effective January
1, 1997, to add a new paragraph at the end thereof to read as follows:

            Notwithstanding any provision of this Section 3 to the
      contrary, the retirement benefits payable to a Participant (or his
      beneficiary) under the Plan shall be paid in a lump sum upon the
      occurrence of (i) a termination of Participant's employment under
      circumstances that entitle Participant to payment of a severance
      benefit under Paragraph 1 of the "Change in Control Agreement"
      between the Company and the Participant (or, if at the time of such
      termination the Change in Control Agreement is no longer in effect,
      under circumstances that would entitle the Participant to such
      payment if such Agreement were in effect), or (ii) a Change in
      Control (as defined in the Change in Control Agreement) at any time
      following the Participant's termination of employment from the
      Company.  Such lump-sum payment shall be the present value of the
      Supplemental Pension benefit payable to the Participant under the
      Plan using the Pension Benefit Guaranty Corporation immediate annuity
      interest rate as is in effect for the month in which the payment is
      made and the mortality table based on the UP-1984 Table, all as in
      accordance with generally acceptable actuarial principles.
      
      
      IN WITNESS WHEREOF, the Company has caused this instrument to be
executed by its duly authorized officers this 5th day of June, 1997.

                                    STANHOME INC.


                                By:/s/G. William Seawright
                                Title:President & CEO

ATTEST:

/s/Bruce H. Wyatt
Title:Secretary