FOURTH AMENDMENT
                             TO EMPLOYMENT AGREEMENT

                               DATED APRIL 1, 1997

     Reference is made to the Executive  Employment  Agreement dated as of April
1, 1997 as amended on September 1, 1997,  March 31, 1998 and April 10, 1999 (the
"Agreement") by and between J. Baker,  Inc. and Alan I.  Weinstein.  Pursuant to
paragraph 19 of the Agreement  and in order to amend  certain  provisions of the
Agreement, the Agreement is hereby amended as follows:

     1. Paragraph 3 of the Agreement is hereby  amended by deleting  $625,000 in
the second line thereof and inserting in its place $675,000.

     2.  Paragraph 6 of the  Agreement is hereby  amended by deleting the phrase
"ending on April 30, 2001" in the fifth line thereof and  inserting in its place
the phrase "ending on April 30, 2002".

     3. All other terms of the Agreement shall remain  unchanged and continue in
full force and effect.




J. BAKER, INC.



By:    /s/ Sherman N. Baker               3/14/00
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         Sherman N. Baker                 Date
         Chairman of the Board




   /s/ Alan I. Weinstein                  3/14/00
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         Alan I. Weinstein                Date