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Exhibit 10 (p)

This Agreement is made as of the 10 day of July, 1997 (the "Effective Date") by
and between Bruce Baron ("I") and THE FIRST YEARS INC. (the "Company").

In consideration of my employment with the Company, its subsidiaries,
affiliates, successors, or assigns, and the compensation hereafter paid to me by
the Company, I agree as follows:

1.    I recognize that during my employment with the Company I will receive,
      develop, or otherwise acquire information which is of a confidential or
      secret nature. Except as authorized in writing by the Company, I will not
      disclose or use, directly or indirectly, during or after my employment
      with the Company, any information of the Company which I obtain during the
      course of my employment, including information relating to inventions,
      products, product specifications, processes, procedures, machinery,
      apparatus, prices, discounts, manufacturing costs, business affairs,
      future business or product plans, ideas, technical data, the Company's
      customers, sources of supply, planned advertising, promotion or marketing,
      or other information which is of a secret or confidential nature, whether
      or not acquired or developed by me. My obligation under this paragraph
      shall not apply to information known by me prior to my employment with the
      Company, information generally known in the Company's field of business,
      information known to others hereafter without fault by me, or information
      disclosed to me by a third party without restriction and without breach of
      obligation to the Company.

2.    I will communicate to the Company promptly and fully all discoveries,
      improvements, and inventions (hereinafter called "inventions") and all
      writings, drawings, and other works of authorship (hereinafter called
      "works of authorship") made or conceived or created or authored by me
      (either solely or jointly with others) during my employment and, as to
      inventions, for six months thereafter which are along the lines of the
      actual or anticipated business, work, or investigations of the Company or
      which result from or are suggested by any work I may do for the Company;
      and such inventions, whether patented or not, and works of authorship and
      any copyrights therein, arising from my employment shall be and remain the
      sole and exclusive property of the Company or its nominees.

3.    I will, during my employment, keep and maintain adequate and current
      written records of all such inventions and works of authorship, in the
      form of notes, drafts, layouts, sketches, drawings, reports and the like
      relating thereto, which records shall be and remain the property of and
      available to the Company at all times.

4.    I will, during and after my employment with the Company, without charge to
      the Company, but at its request and expense, assist the Company and its
      nominees in every proper way to obtain and vest in it or them title to,
      and to maintain and support the validity of, patents and copyrights on the
      inventions and works of authorship referred to in paragraph 2, above, in
      all countries by executing all necessary or desirable documents, including
      applications for patents and copyrights, assignments thereof, assignments
      of priority rights thereof and such other lawful documents as may be
      requested, and I agree to do such other lawful acts as may be requested
      for said purposes.


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5.    Upon the termination of my employment by the Company, I agree to deliver
      to the Company all property of the Company, including all documents and
      things evidencing or relating to the subject matter of this Agreement, an
      including without limitation, the documents referred to in Paragraph 3
      above.

6.    During the course of my employment by the Company, and for a period of 12
      months after the termination of my employment by the Company for any
      reason whatsoever, I shall not engage or become interested, directly or
      indirectly, as an employee, owner, consultant, officer, director or
      partner, through stock ownership, investment of capital, lending of money
      or property, rendering of services or otherwise, either alone or in
      association with others, in the operation of any type of business or
      enterprise competitive with the Company's business of developing,
      marketing, and distributing products for infants, toddlers, and young
      children (a "competitor company,") regardless of where such competitor
      company sells its products or where such competitor company is located.

7.    My holding (individually or otherwise) of any investment in any business
      or enterprise other than the Company shall not be deemed to be a violation
      of Paragraph 6 if such investment does not constitute over 5% of the
      outstanding issue of such security, and I do not otherwise accept
      employment with, act as a consultant to, become an officer, director, or
      partner of, or otherwise become actively associated with the issuer of
      such security.

8.    I recognize, acknowledge and agree that the foregoing limitations of
      Paragraphs 6 and 7 are reasonable and properly required for the adequate
      protection of the Company's business and do not preclude me from pursuing
      my livelihood. However, if any such limitation is found by any court of
      competent jurisdiction to be unenforceable because it extends for too long
      a period of time or over too great a range of activities or in too broad a
      geographic area, it shall be interpreted to extend only over the maximum
      period of time, range of activities or geographic area as to which it may
      be enforceable.

9.    In further consideration of my services and the agreement not to compete
      set forth in Paragraph 6, the Company agrees that in the event the Company
      terminates my employment for any reason (other than in the event of my
      death, Disability, or for Cause as defined in Paragraph 10 below), then
      the Company (1) will continue to pay me my base salary (then in effect)
      for a twelve (12) month period (to be paid in twelve (12) equal monthly
      installments), reduced by the amount, if any, that I earn from other
      employment during such 12-month period; and (2) continue to provide the
      benefits (then in effect for executive officers), provided I continue to
      comply with my obligations under Paragraphs 1 through 7 during such
      6-month period. Notwithstanding the foregoing, I will not participate in
      the Company's Annual Incentive Plan, 1993 Equity Incentive Plan (or
      similar cash-based or equity-based bonus plans then in effect for
      executive officers), or Pension/401K Plans during such 12-month
      post-employment period. Although I am not under any obligation to seek new
      employment, in the event I do obtain new employment during such 12- month
      period, the Company will cease providing the benefits on the day I obtain
      new employment. In the event I leave the employ of the Company
      voluntarily, no severance payments and/or benefits will be paid to me by
      the Company.


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10.   Termination for Cause for purposes of this Agreement shall be limited to
      termination for: (i) My gross, willful, and deliberate failure to perform
      a substantial portion of my duties hereunder for reasons other than
      disability, which failure continues for more than sixty (60) days after
      the Company gives written notice to me, setting forth in reasonable detail
      the nature of such failure; or (ii) conviction of a felony by a court of
      competent jurisdiction which is upheld upon appeal to a higher court, or
      upon the lapse of an appeal period if no appeal is taken from such
      conviction. Any termination for Cause shall be approved by the majority
      vote of the members of the Company's Board of Directors.

      Termination without cause shall be deemed to include a termination of
      employment by me by reason of (i) work relocation of more than 50 miles
      from Avon, MA, (ii) material adverse reduction in employment
      responsibilities or (iii) material adverse reduction in compensation and
      benefits

      Disability, for purposes of this Agreement, shall be limited to the
      following situations: (1) If I suffer any illness, disability, or
      incapacity which prevents me from substantially performing my duties, and
      such illness, disability or incapacity shall be deemed by a duly-licensed
      physician (who may be my personal physician) to be permanent; or (2) I am
      unable to substantially perform my duties for a period of twelve (12)
      consecutive months by reason of illness, disability, or incapacity, and
      the Board, by majority vote of its members, determines that I am
      permanently disabled.

11.   If I violate any provisions of this Agreement, then the time limitations
      set forth in this Agreement shall be extended for a period of time equal
      to the period of time during which such breach occurs and, in the event
      the Company is required to seek relief from such breach before any court,
      board, or other tribunal, then the time limitation shall be extended for a
      period of time equal to the pendency of such proceedings, including all
      appeals.

12.   I acknowledge that any breach of this Agreement by me may give rise to
      irreparable injury to the Company, which may not be adequately compensated
      by damages. Moreover, I acknowledge that to the extent that any breach of
      this Agreement by me may give rise to injury to the Company, which may be
      adequately compensated by damages, such damages are difficult or
      impossible to calculate. Accordingly, in the event of a breach or
      threatened breach of Paragraphs 1 through 7 of this Agreement by me, the
      Company shall have, in addition to any remedies it may have at law, the
      right to an injunction or other equitable relief to prevent the violation
      of its rights hereunder.

13.   (a) The invalidity or unenforceability of any provision of this Agreement
          shall not affect the validity or enforceability of any other provision
          of this Agreement.

      (b) This Agreement supersedes all previous agreements, written or oral,
          between the Company and me relating to the subject matter of this
          Agreement. This Agreement may not be modified, changed or discharged
          in whole or in part, except by an agreement in writing signed by the
          Company and me. This Agreement shall be binding upon me and my heirs
          and personal representatives, and shall inure to the benefit of the
          Company and its successors, assigns and nominees, provided that
          Paragraph 1 above shall be binding upon such heirs and personal
          representatives only to the extent that they obtain from me
          confidential information of the Company.


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      (c) No delay or omission by the Company in exercising any right under this
          Agreement shall operate as a waiver of that or any other right. A
          waiver or consent given by the Company on any one occasion is
          effective only in that instance and shall not be construed as a bar to
          or waiver of any right on any other occasion.

      (d) I expressly consent to be bound by the provisions of this Agreement
          for the benefit of the Company or any parent, subsidiary, or affiliate
          thereof, without the necessity for any separate execution of this
          Agreement in favor of such parent, subsidiary, or affiliate.

      (e) This Agreement is governed by the laws of the Commonwealth of
          Massachusetts, without giving effect to conflict of laws provisions
          thereof.


By: /s/ Bruce Baron      7-10-97
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        Bruce Baron

Agreed to and accepted by



THE FIRST YEARS INC.

By: /s/ Ronald J. Sidman
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    Ronald J. Sidman
    President, CEO and
    Chairman of the Board