EXHIBIT 10.1

                               AMENDMENT NO. 1 TO
                                DAY RUNNER, INC.
                             1995 STOCK OPTION PLAN


          Section 3 of the Day Runner, Inc. 1995 Stock Option Plan is hereby
amended to read in its entirety as follows:

               "3. Shares Reserved. The maximum aggregate number of
          Shares reserved for issuance pursuant to the Plan shall be
          500,000 Shares or the number of shares of stock to which
          such Shares shall be adjusted as provided in Section 10 of
          the Plan. Such number of Shares may be set aside out of
          authorized but unissued Shares not reserved for any other
          purpose, or out of issued Shares acquired for and held in
          the treasury of the Company from time to time.

               Shares subject to, but not sold or issued under, any
          Option terminating, expiring or canceled for any reason
          prior to its exercise in full, shall again become available
          for Options thereafter granted under the Plan, and the same
          shall not be deemed an increase in the number of Shares
          reserved for issuance under the Plan. Any Shares which may
          be tendered, actually or by attestation, by an Optionee as
          full or partial payment in connection with the exercise of
          any Option under the Plan shall again be available for
          Options thereafter granted during the remainder of the term
          of the Plan."


Dated:  October 21, 1996