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                                                             EXHIBIT 10.55

                    EXECUTIVE EMPLOYMENT AGREEMENT


         This  Agreement  is dated as of April 1, 1997 by and between  Philip G.
Rosenberg (the "Employee") and J. BAKER, INC., a Massachusetts  corporation (the
"Company").


         WHEREAS,  the Employee  and the Company  desire to set forth in writing
the terms and conditions of the Employee's employment agreement with the Company
from the date hereof;


         NOW,  THEREFORE,  in consideration  of the mutual  covenants  contained
herein, the parties hereto agree as follows:


         1. Employment.  Under and subject to the terms and conditions set forth
herein,  the Company  hereby  agrees to employ the Employee  during the Term (as
defined in Section 6 hereof) as its Executive Vice President and Chief Financial
Officer and/or in such other senior  executive  management  position(s) with the
Company,  or any parent or subsidiary of the Company,  as the Board of Directors
of the Company (the "Board") may determine  from time to time,  and the Employee
hereby accepts such employment.

         2. Duties.  The Employee  agrees,  during the Term and any extension of
the Term, faithfully to perform for the Company, and any subsidiary or parent of
the Company, the duties of the Chief Financial Officer, and/or such other duties
as may be assigned to him from time to time by the Company. The Employee further
agrees to devote his entire business time, attention and energies exclusively to
such  employment  and  to  conform  to  the  rules,  regulations,  instructions,
personnel  practices  and  policies  of the  Company  and its  subsidiaries,  as
existing and amended from time to time. The Employee may be required to relocate
his principal  residence only to an area in which the Company or a subsidiary of
the Company has or determines to have significant operations.

         3.       Compensation.

                  (a) Base Salary. The Company shall pay the Employee during the
Term an annual base salary ("Base Salary") of not less than $225,000, payable in
equal  installments in accordance  with the Company's  regular pay intervals for
its senior executives.

                  (b) Cash  Incentive  Compensation.  In  addition to his annual
base salary as determined pursuant to Section 3(a), the Company shall pay to the
Employee such amounts, if any, to which the Employee is entitled,  as an officer
of the  Company,  under the  Company's  Cash  Incentive  Compensation  Plan (the
"Incentive Plan"), as from time to time such plan may

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be amended.


         4.       Other Benefits.

                  (a)  Fringe  Benefits.  The  Employee  shall  be  entitled  to
participate  in all  benefit  programs  that the Company  establishes  and makes
available to management  generally and in any event shall be entitled to receive
benefits at least  substantially  comparable to those  provided  pursuant to the
present practices of the Company and its subsidiaries.

                  (b) Paid  Vacations.  The  Employee  shall be  entitled  to an
annual paid  vacation of four weeks in each  calendar  year, to be taken at such
time or times as the Employee and the Company shall  mutually  agree,  provided,
however,  that no more  than two weeks  shall be taken  during  any three  month
period unless otherwise agreed upon by the Company's Chief Executive Officer.

         5.  Expenses.   The  Company  shall  reimburse  the  Employee  for  all
reasonable travel, entertainment and other business expenses incurred or paid by
the Employee in performing his duties under this Agreement upon  presentation by
the  Employee  of expense  statements  or  vouchers  and such  other  supporting
information  as the Company may from time to time  request,  provided,  however,
that the amount available for such expenses may be fixed in advance by the Board
after consultation with the Employee.

         6. Effective Date and Term. This Agreement shall become effective as of
the date  hereof  and the  Employee's  employment  under  this  Agreement  shall
commence  on such date and,  unless  sooner  terminated  as  provided  herein or
extended,  shall  continue for a term (the "Term")  ending on April 1, 1999. The
Employee and the Company have obligations hereunder extending past the Term.

         7.       Noncompetition.

                  (a) During the Employee's  employment  under this Agreement or
otherwise  and for a period of two years after the date of  termination  of such
employment (the "Termination  Date"), the Employee will not, without the express
written  consent of the Company,  anywhere in the United States or any territory
or possession  thereof or in any foreign country in which the Company was active
as of the  Termination  Date:  (i) compete  with the Company or any other entity
directly or indirectly  controlled by the Company (each an "Affiliate"),  in the
Company's  Business  (as  defined in Section  7(c)  hereof);  or (ii)  otherwise
interfere with, disrupt or attempt to interfere with or disrupt the relationship
between  the  Company  or an  Affiliate  and any person or  business  that was a
customer,  supplier,  lessor, licensor,  manufacturer,  contractor,  designer or
employee of the Company or such Affiliate on the Termination  Date or within two
years prior to the Termination Date.



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                  (b)  The  term  "compete"  as used  in  this  Section  7 means
directly or indirectly, or by association with any entity or business, either as
a  proprietor,   partner,  employee,  agent,  consultant,   director,   officer,
shareholder  (provided  that  the  Employee  may  make  passive  investments  in
competitive  enterprises the shares of which are listed on a national securities
exchange if the Employee at no time owns directly or indirectly  more than 2% of
the outstanding equity ownership of such enterprise) or in any other capacity or
manner (i) to solicit,  hire,  purchase  from,  sell to, rent from, or otherwise
conduct  business  related to the  Company's  Business  with any party that is a
customer or supplier of the Company or an  Affiliate  or (ii) operate any retail
store or leased footwear department  ("Leased  Department") which sells products
related to the Company's Business (as defined in Section 7(c) hereof).

                  (c) The term  "Company's  Business"  as used in this Section 7
means the operation of any of the following  specialty retail  businesses,  as a
principal business unit, either alone or in combination:  (i) Leased Departments
in discount or mass merchandising department stores; (ii) retail stores offering
casual  clothing for "Big and Tall" men or the mail order catalog sales thereof;
or (iii) retail stores offering primarily work related clothing and uniforms for
medical and  laboratory  purposes or the mail order catalog sales  thereof.  The
term shall also include any additional  specialty  retail  businesses  which the
Company may  acquire  subsequent  to the date  hereof and which are  operated as
principal business units of the Company on the Termination Date.

                  (d) The term  "supplier"  as used in this Section 7 shall mean
any party or affiliate of a party from which, on the Termination  Date or within
two years prior to the Termination  Date, the Company or an Affiliate  purchased
products  sold by the  Company or an  Affiliate  or was in  contact or  actively
planning to contact in  connection  with the  purchase  of products  sold by the
Company or an Affiliate on or before the  Termination  Date or which the Company
or an Affiliate was contemplating the sale of at some time after the Termination
Date.

                  (e) The term  "customer"  as used in this Section 7 shall mean
any party or affiliate of a party,  that on the  Termination  Date or within two
years  prior to the  Termination  Date,  was a wholesale  vendee or  prospective
wholesale  vendee of the Company or an  Affiliate  or in  connection  with whose
business  the Company or an  Affiliate  operated a Leased  Department,  a retail
store  for the sale of casual  clothing  for "Big and Tall"  men,  work  related
clothing and uniforms for medical and laboratory purposes or any other specialty
retail business which the Company  operated as a principal  business unit on the
Termination  Date, had contacted in connection  with the potential  operation of
such  businesses  within two years  prior to the  Termination  Date or which the
Company or an Affiliate was actively  planning to contact in connection with the
potential operation of any such businesses on the Termination Date.

         8.       Confidential Information.  The Employee agrees that he will
never use for his own advantage or disclose any proprietary or confidential 
information relating to the business operations or properties of the Company, 
any Affiliate or any of their respective customers, suppliers, landlords, 
licensors or licensees.  Upon termination of the Employee's employment,

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the  Employee  will  surrender  and  deliver to the Company  all  documents  and
information  of  every  kind  relating  to or  connected  with the  Company  and
Affiliates and their respective  businesses,  customers,  suppliers,  landlords,
licensors and licensees.

         9.       Termination.

                  (a) Death.  In any event of the death of the  Employee  during
the Term,  his  employment  shall  terminate  and the  Company  shall pay to the
Employee's  surviving  spouse,  or to  the  Employee's  estate  if  their  is no
surviving  spouse,  (i) the Employee's base salary for one year from the date of
death,  payable in accordance  with the Company's  regular pay intervals for its
senior  executives  and (ii) amounts under the Incentive  Plan, if any,  payable
with respect to the fiscal year in which his death occurs which  otherwise would
have been paid to the Employee on the basis of the results for such fiscal year,
prorated to the date of his death. Upon the death of the Employee, the rights of
the Employee's  surviving spouse or estate hereunder,  as the case may be, shall
be limited solely to the benefits set forth in this Section 9(a).

                  (b)  Disability.  In the event that the Employee  shall become
disabled (as  hereinafter  defined)  during the Term, the Company shall have the
right to terminate the  Employee's  employment  upon written  notice,  provided,
however, that in such event the Company shall (i) continue to pay the Employee's
base  salary  for one year from the date such  termination  occurs,  payable  in
accordance  with the Company's  regular pay intervals for its senior  executives
and (ii) pay to the Employee  amounts  under the Incentive  Plan, if any,  which
otherwise  would have been paid to the  Employee on the basis of the results for
the fiscal year in which such termination  occurs,  prorated to the date of such
termination.  For purposes of this  Agreement,  the Employee shall be considered
disabled  on the date when any  physical or mental  illness or other  incapacity
shall, in the judgment of a majority of the members (other than the Employee) of
the Board,  after consulting with or being advised by one or more physicians (it
being understood that one of such physicians may be the Employee's physician but
that the Board shall not be bound by his views),  have prevented the performance
in a manner reasonably satisfactory to the Company of the Employees duties under
this Agreement for a period of six consecutive months.

                  (c)  For  Cause.  The  Company  may by  notice  terminate  the
Employee's employment at any time for cause, which shall mean (i) failure by the
Employee  to cure a  material  breach of this  Agreement  within  15 days  after
written notice thereof by the Company, (ii) the continuation after notice by the
Company  of  willful  misconduct  by  the  Employee  in the  performance  of the
Employee's  duties  hereunder or (iii) the  commission by the Employee of an act
constituting a felony.  In such event all  obligations of the Company  hereunder
shall thereupon terminate, including the obligation to pay any amounts under the
Incentive Plan with respect to the fiscal year in which such termination occurs,
but the  Employee  shall be entitled  to receive  any  accrued  salary and other
amounts under the Incentive Plan accrued with respect to any prior fiscal years.

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                  (d)  Without  Cause.  During the Term  hereof and prior to any
Change of Control of the Company,  the Company may terminate  this  Agreement at
any time without cause. In such event, the Company shall pay to the Employee, in
accordance with the Company's  regular pay intervals for its senior  executives,
an amount  equal to the  greater of (i) the amount of Base  Salary the  Employee
would  have  received  through  the last day of the Term or (ii) one (1) year of
Base Salary.

                  (e)      Change of Control.

         (i)  In the  event  the  Employee's  employment  with  the  Company  is
terminated  (A) by the Company or (B) by the Employee for "good  reason"  within
three (3) years  after a Change in Control of the Company  occurring  during the
Term hereof (regardless of whether such Employee's  termination occurs after the
expiration of the Term), or

         (ii) in the event the  Employee's  employment is terminated  (C) by the
Company  (except if such  termination is for "Cause") or (D) by the Employee for
good reason within three (3) years after the employment of any of Messrs. Socol,
Weinstein or Levin,  respectively,  with the Company has  terminated  during the
Term  hereof  for  any  reason   including,   without   limitation,   dismissal,
resignation,  retirement,  death or termination  for any other reason,  then, in
either  event  occurring  in (e)(i) or  (e)(ii),  the  Company  shall pay to the
Employee an amount,  in cash, (the "Severance  Payment") equal to the greater of
(I) the amount of Base Salary the Employee would have received  through the last
day of the  Term or (II)  one (1)  year of Base  Salary.  For  purposes  of this
Agreement  "Annual Base Salary" shall mean the Employee's  base salary in effect
on the date of this Agreement, as such base salary may be increased from time to
time.

         (iii) In the event the Employee's employment is terminated as described
in  subparagraph  (e)(i)  above,  the  Severance  Payment  shall  be made to the
Employee  in a  single  lump sum  cash  payment.  In the  event  the  Employee's
employment  is  terminated  as  described in  subparagraph  (e)(ii)  above,  the
Severance Payment shall be made to the Employee in accordance with the Company's
regular pay intervals for its senior executives beginning  immediately following
the Employee's termination of employment with the Company.

         (iv)  Notwithstanding the Employee's rights to receive the payments and
benefits  pursuant to this  agreement,  the Employee shall not be deemed to have
waived any rights the  Employee  may have at law or equity  with  respect to the
termination of his employment.

         (v) A termination  for "good reason" shall be deemed to have  occurred,
and the Employee  shall be entitled to the benefits set forth in this  Paragraph
(e), if the Employee voluntarily  terminates his employment after the occurrence
of any of the  following  events,  if  either  the  circumstances  set  forth in
subparagraphs (e)(i) or (e)(ii) has occurred: (i) the assignment to the Employee
of any duties inconsistent with the highest position (including status, offices,
titles  and  reporting  requirements),  authority,  duties  or  responsibilities
attained by the  Employee  during the period of his  employment  by the Company;
(ii) a relocation of the Employee outside the metropolitan Boston area; or (iii)
a decrease in the Employee's

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compensation  (including base salary,  bonus or fringe  benefits).  For purposes
hereof,  "Change of Control of the Company"  shall have the meaning set forth in
the Company's 1994 Equity Incentive Plan, as approved by the Stockholders of the
Company  on June 7,  1994  (and  without  regard  to any  subsequent  amendments
thereto).

                  (f) Severance  Payment  Limitation Upon Change of Control.  If
all or part  of the  Severance  Payment  payable  to the  Employee  pursuant  to
subparagraph  9(e) hereof,  when added to other payments payable to the Employee
as a result of a Change of Control, constitute Parachute Payments, the following
limitation shall apply. If the Parachute Payments,  net of the sum of the Excise
Tax, Federal income and employment taxes and state and local income taxes on the
amount of the Parachute  Payments in excess of the Threshold Amount, are greater
than the Threshold Amount,  the Employee shall be entitled to the full Severance
Payment  payable under  subparagraph  9(e) of this  Agreement.  If the Threshold
Amount is greater than the Parachute Payments, net of the sum of the Excise Tax,
Federal  income and  employment  taxes and state and local  income  taxes on the
amount of the  Parachute  Payments in excess of the Threshold  Amount,  then the
Severance  Payment  payable under  subparagraph  9(e) of this Agreement shall be
reduced to the extent necessary so that the maximum Parachute Payments shall not
exceed the  Threshold  Amount.  The Company  shall select a firm of  independent
certified  public  accountants to determine  which of the foregoing  alternative
provisions  shall apply.  For purposes of determining  the amount of the Federal
income and employment  taxes,  and state and local income taxes on the amount of
the Parachute  Payments in excess of the Threshold Amount, the Employee shall be
deemed to pay  Federal  income  taxes at the  highest  marginal  rate of Federal
income  taxation  applicable to  individuals  for the calendar year in which the
Severance  Payments  under  subparagraph  9(e) of this Agreement are payable and
state  and  local  income  taxes at the  highest  marginal  rates of  individual
taxation in the state and locality of the Employee's  residence for the calendar
year in which the Severance  Payments under  Subparagraph 9(e) of this Agreement
are payable, net of the maximum reduction in Federal income taxes which could be
obtained from deduction of such state and local taxes.

         For purposes of this Agreement:

         "Parachute Payments" shall mean any payment or provision by the Company
of any amount or benefit to and for the benefit of the Employee, whether paid or
payable or  provided  or to be  provided  under the terms of this  Agreement  or
otherwise,  that would be considered  "parachute payments" within the meaning of
Section   280G(B)(2)(A)  of  the  Internal  Revenue  Code  and  the  regulations
promulgated thereunder.


         "Threshold  Amount" shall mean three times the Employee's "base amount"
within the meaning of Section  280(G)(b)(3) of the Internal Revenue Code and the
regulations promulgated thereunder, less one dollar.



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         "Excise  Tax" shall mean the excise tax imposed by Section  4999 of the
Internal Revenue Code.

         10.      Approval of Board.  The Company represents that this Agreement
has been duly approved by the Board and is in all respects valid and binding
upon the Company.

         11. Key Person  Insurance.  The Employee agrees to take such actions as
may be  reasonably  required to permit the  Company to, in its sole  discretion,
maintain key person life  insurance on the  Employee's  life in such amounts and
for such periods of time,  if any, as the Company  deems  appropriate,  with all
benefits being payable to the Company.  Upon payment by the Employee of the cash
surrender  value, if any, of any such policy and any paid but unearned  premiums
for such  policy,  the Company  will assign  such  policy to the  Employee  upon
termination  (other  than  because of the  Employee's  death) of the  Employee's
employment  with  the  Company,  provided,  however,  that,  in  the  event  the
Employee's  employment is terminated by reason of the disability of the Employee
and the death of the Employee may  reasonably be expected  within one year after
such  termination  as a result  of such  disability,  the  Company  shall not be
required to assign any such policy.

         12. Notices. Any notice or other communication required or permitted to
be given  hereunder  shall be in writing  and shall be deemed to have been given
and  received  when  actually  delivered,  one  business  day after  dispatch by
telegraphic  means,  two business days after  dispatch by  recognized  overnight
delivery  service,  or five days after mailing by certified or  registered  mail
with proper postage affixed,  return receipt  requested and addressed as follows
(or to such other address as a party  entitled to receive  notice  hereunder may
have designated by notice pursuant to this Section 12):

                  (a)      If to the Company:

                           J. Baker, Inc.
                           555 Turnpike Street
                           Canton, Massachusetts 02021
                           Attention:   Chief Executive Officer

                  (b)      If to the Employee:

                           Philip G. Rosenberg
                           36 Castle Drive
                           Sharon, Massachusetts 02067


         13.      Severability.  If any provision of this Agreement or its 
application to any person or circumstances is invalid or unenforceable, then 
the remainder of this Agreement or the application of such provision to other 
persons or circumstances shall not be affected thereby.

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Further,  if any provision or  application  hereof is invalid or  unenforceable,
then a suitable and equitable  provision shall be substituted  therefor in order
to carry out so far as may be valid or  enforceable  the intent and  purposes of
the invalid and unenforceable provision.

         14.      Applicable Law.  This Agreement shall be interpreted and 
construed in accordance with, and shall be governed by, the laws of the 
Commonwealth of Massachusetts without giving effect to the conflict of law 
provisions thereof.

         15.  Assignment.  Neither of the  parties  hereto  shall,  without  the
written consent of the other, assign or transfer this Agreement or any rights or
obligations  hereunder,  provided,  however,  that in the event that the Company
sells all or  substantially  all of its assets the Company may assign its rights
and transfer its obligations hereunder to the purchaser of such assets. A merger
of the Company  with or into  another  corporation  shall be deemed not to be an
assignment of this Agreement, and, in any such event, this Agreement shall inure
to the  benefit  of and be  binding  upon  the  surviving  corporation  and  the
Employee.  Subject to the foregoing,  this Agreement  shall be binding upon, and
shall inure to the benefit  of, the  parties  and their  respective  successors,
heirs, administrators, executors, personal representatives and assigns.

         16.      Headings.  This section and paragraph headings contained in 
this Agreement are for convenience of reference only and shall not affect in 
any way the meaning or interpretation of this Agreement.

         17. Remedies. It is specifically  understood and agreed that any breach
of the  provisions  of Section 7 or 8 of this  Agreement  is likely to result in
irreparable injury to the Company, that damages at law will be inadequate remedy
for such  breach,  and that in  addition  to any other  remedy it may have,  the
Company shall be entitled to enforce the specific  performance  of said Sections
and to seek both temporary and permanent  injunctive relief therefor without the
necessity of proving actual damages.

         18.      Waiver of Breach.  Any waiver by either the Company or the 
Employee of a breach of any provision of this Agreement shall not operate or be
construed as a waiver of any subsequent breach.

         19.      Amendment of Agreement.  This Agreement may be altered, 
amended or modified, in whole or in part, only by a writing signed by both the
Employee and the Company.

         20.  Integration.  This  Agreement  constitutes  the  entire  agreement
between the parties with respect to the subject  matter  thereof and  supersedes
all prior agreements whether oral or written with respect to such subject matter
between  the parties  including,  without  limitation,  that  certain  Severance
Compensation  Agreement dated as of November 1, 1995 by and between the Employee
and the Company.


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         Intending to be legally bound, the Company and the Employee have signed
this  Agreement  as if under  seal as of the  date set  forth at the head of the
first page.

                                   J. BAKER, INC.



                                    /s/ Alan I. Weinstein
                                    Alan I. Weinstein
                                    President and Chief Executive Officer


                                    /s/ Philip Rosenberg
                                    Philip G. Rosenberg

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