EXHIBIT 10.22

                      AMENDMENT
                 TO EMPLOYMENT AGREEMENT
                   DATED JUNE 1, 1993




         Reference is made to the Executive Employment Agreement
dated as of June 1, 1993 (the "Agreement") by and between J. Baker,
Inc. and John E. Lattanzio.  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 6 of the Agreement is hereby amended by
deleting the phrase "ending on April 1, 1995" in the fourth line
thereof and inserting in its place the phrase "ending on April
1, 1996".

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




J. BAKER, INC.




                                                                  
      /s/ Jerry M. Socol                    February 9, 1995
      -----------------------               ----------------
            
By:   Jerry M. Socol                        Date
      President and
      Chief Executive Officer





                                                                  
     /s/John E. Lattanzio                   February 9, 1995
     ------------------------               ----------------
      John E. Lattanzio                     Date