Exhibit 10.15(a)

                               AGREEMENT

This Agreement is entered into between Robert G. Moussa and
Mallinckrodt Inc., subject to and upon approval of the Board of
Directors of Mallinckrodt Inc., or as delegated to an authorized
Committee thereof ("MI" or "Mallinckrodt") pursuant to Moussa's
voluntary tender of his irrevocable resignation of the position and
office of President, International effective June 30, l997.

It is the desire of the parties, among other things, to state the
terms and conditions of the severance of their relationship as
executive employee and employer undertaken on June 30, 1997 and to
provide for, inter alia, a consulting agreement between Mallinckrodt  
and Moussa in exchange for which he makes certain pledges specified
below.

NOW THEREFORE, in consideration of the promises and the mutual
covenants and representations made herein, the sufficiency of which
are hereby acknowledged, the parties hereto agree as follows:

1.   I, Robert G. Moussa, voluntarily agree to resign from employment 
     from MI effective June 30, 1997.  Except as otherwise provided in 
     this Agreement, I shall not be entitled to any wages, benefits   
     or other forms of remuneration or compensation from Mallinckrodt 
     after June 30,1997.  I acknowledge that I have received all      
     compensation and employee benefits to which I was entitled       
     during my employment.  An announcement of my resignation and the  
     timing of such announcement shall be agreed upon in writing and  
     made at a date no later than the date of my resignation,
     June 30, 1997.

2.   I agree that in exchange for promises which I make in this       
     Agreement, MI will provide me with the following additional      
     compensation and benefits beyond those amounts to which I am     
     otherwise entitled provided that I agree to give the Release and 
     make the promises described below:

     (a)  A Consulting Agreement entered into with MI and attached    
          hereto for a period of twenty (20) months commencing
          July 1, 1997 providing compensation and benefits as         
          specifically provided under the terms and conditions of     
          that Consulting Agreement.

     (b)  Qualified Retirement And SERP Plan Benefits.  MI agrees to
          -------------------------------------------
          pay and arrange for the payment from the Retirement Plans   
          described below, to me the sum of One Million Four          
          Hundred Thousand Dollars ($ 1,400,000.00) which shall be    
          comprised of (i) the lump sum present value of my accrued   
          benefit determined as of June 30, 1997 and payable to       
          me or on my behalf as of that date from the tax qualified   
          Mallinckrodt Inc. Retirement Plan, (ii) the lump sum        
          present value of my accrued benefit determined as of
          June 30, 1997 pursuant to the actuarial assumptions         
          applicable under those plans and in accordance with their   
          terms in which I participated as an employee of             
          Mallinckrodt, Gmbh and all other MI non-domestic            
          subsidiaries regardless of whether such benefits            
          are payable as a lump sum and with such lump sum present    
          value calculation to be verified by an independent pension  
          benefit consultant selected by me.  If the difference in     
          such calculation is greater than Five Thousand Dollars      
          ($5,000.00), then a third calculation shall be undertaken   
          at Mallinckrodt Inc.'s expense by an independent pension    
          benefit consultant mutually acceptable to Mallinckrodt and  
          me and such calculation shall govern and (iii) although I   
          am ineligible for a benefit under the Company's             
          Supplemental Executive Retirement Plan ("SERP"), an amount  
          with respect to the SERP which amount, when combined with   
          the amounts determined under (i) and (ii) above, shall      
          equal One Million Four Hundred Thousand Dollars             
          ($1,400,000.00).  This payment shall be made as soon as     
          possible after June 30, 1997 but no later than three (3)    
          months after the date of my executive employment            
          resignation.  I agree that I shall not be entitled to accrue 
          any further benefits under the SERP, the Mallinckrodt Inc.  
          Retirement Plan, the Supplemental Benefit Plan for          
          Participants in the Mallinckrodt Inc. Retirement Plan or    
          any other retirement plan maintained by MI during the       
          period of my Consulting Agreement. However, MI agrees that  
          I will be entitled to receive an allocation of Supermatch   
          contribution (whenever made) under the Investment Plan for  
          Employees for Mallinckrodt Inc. for the Year ending
          June 30, 1997 in accordance with Plan terms, if any such    
          contribution is made to the Plan.

     (c)  Outplacement.   Executive outplacement services during the 
          ------------
          twenty (20) month consultancy period, including, but not    
          limited to, secretarial services and voice and phone mail   
          and E-mail services.

     (d)  Management Incentive Compensation Plan.  An amount equal to 
          --------------------------------------
          100% of the Fiscal Year 1997 Management Incentive           
          Compensation Plan using the same formula as applicable to  
          other participants in the Plan but paid before the end of   
          the Fiscal Year 1997, and to the extent possible on the     
          date awarded or as soon as practicable based upon projected 
          Mallinckrodt performance with subsequent reimbursement by   
          Moussa of the excess of any payment made based upon         
          projected performance over the value actually due based     
          upon actual Mallinckrodt Fiscal Year performance.

     (e)  Long Term Incentive Plan.  All Long Term Incentive Plan 
          ------------------------ 
          payments shall be made using the same formula as applicable 
          to other participants in the Plan and in the same manner.   
          All Long Term Incentive Plan payments shall be made as soon 
          as practicable after calculation of the formula at the end  
          of the Fiscal Year as set forth in the Plan.

     (f)  Stock Options.  Subject to approval by the Board of          
          -------------          
          Directors, MI shall hereby provide additional periods       
          during which I may exercise certain stock options or        
          additional payments with respect to stock options as        
          described below:
          (i)  At the time of my termination of employment, I will be 
               vested in and eligible to exercise the following       
               options for purchase of shares of the Company's common 
               stock:

     GRANT      NUMBER OF        OPTION           ORIGINAL
     DATE        SHARES           PRICE       EXPIRATION DATE
     -----      ---------       -------       ---------------
    02/20/90     5,625           19.18           02/20/2000
    02/20/90     5,625           19.18           02/20/2000
    12/04/90     5,625           22.26           12/04/2000
    12/04/90     5,625           22.26           12/04/2000
    12/03/91     2,650           36.80           12/03/2001
    12/03/91     2,650           36.80           12/03/2001
    12/01/92     2,550           38.03           12/01/2002
    12/01/92     2,550           38.03           12/01/2002
    12/15/92     3,450           37.68           12/15/2002
    12/15/92     3,450           37.68           12/15/2002
    11/30/93     6,750           35.01           11/30/2003
    11/30/93     6,750           35.01           11/30/2003
    12/13/94     8,250           29.97           12/13/2004
    12/13/94     8,250           29.97           12/13/2004
    12/12/95     8,250           34.79           12/12/2005

               In exchange and as additional consideration for my     
               execution of this Agreement, MI hereby provides Moussa 
               with an additional period of time during which each of 
               these options may be exercised.  Subject to the         
               aforementioned approval, the terms of the above        
               described options are hereby further amended to        
               provide that they may be exercised on any date through 
               earlier of (I) their stated original expiration date   
               (determined without reference to my termination of     
               employment) or (II)February 28, 1999.  All such        
               options, if not exercised on or before such date shall 
               expire on February 28, 1999.

          (ii) At the time of my termination of employment, I was not 
               vested in and was not eligible to exercise, but would  
               have become vested in and would have become eligible   
               to exercise the following options for purchase of      
               shares of the Company's common stock had I remained    
               employed by the Company through February 28, 1999:

                  NUMBER                                 ORIGINAL
   GRANT            OF          VESTING    OPTION       EXPIRATION
   DATE           OPTIONS         DATE     PRICE           DATE  
   -----          -------       -------    ------       ---------- 
 12/12/95          8,250       12/12/97    34.79        12/12/2005
 08/20/96          6,200       08/20/97    38.43        08/20/2006
 08/20/96          6,200       08/20/89    38.42        08/20/2006

               In exchange and as additional consideration for        
               Moussa's execution of this Agreement and subject to    
               the foregoing approval, MI will provide to me an       
               additional payment with respect to each of these       
               options equal to the excess, if any, of (i) the price  
               at which the Company's common stock closes on the New 
               York Stock Exchange on any date that I may designate   
               in writing to the Company with respect to              
               participation (which designated date must be           
               communicated in writing to MI's General Counsel within 
               two (2) business days of such date), during the period 
               commencing with the date on which each of the          
               aforementioned options would have become vested (i. e. 
               the Vesting Date) as described above) and ending on    
               February 28, 1999 over (ii) the exercise price of      
               these non-vested options.  If the closing price of the  
               Company's common stock as described in the preceding   
               sentence does not exceed the exercise price of any of  
               the non-vested options during the period described,    
               then no payment shall be made under this subparagraph  
               with respect to such options.  Also, if the Executive   
               does not designate a price determination date in       
               writing to the Company, which designation is received  
               within the two (2) day time period described above,    
               then no payment under this subparagraph (c) shall be   
               made. Amounts due and payable under this subparagraph, 
               if any, less applicable federal and state withholding  
               taxes shall be payable as described in paragraph 2     
               below.

Payment of the aforementioned amounts shall be made as described
following Moussa's execution of this Agreement and expiration of the
revocation period described in paragraph 7 without Moussa having
revoked this Agreement.  All such amounts shall be subject to the      
remainder of this Agreement.

     (g)  Relocation.  Mallinckrodt agrees to pay Moussa One Hundred 
          ----------
          Thousand Dollars ($100,000.00), to cover the cost of        
          relocation to Europe, if he determines during the twenty    
          (20) month consultancy period to relocate to Europe, unless 
          such relocation to Europe is based upon new employment      
          requiring such relocation and the relocation cost is paid   
          by Moussa's new employer.

I agree that all income and other tax withholding determined by MI to
be applicable shall be deducted from all benefits and compensations
payable hereunder.

3.   In exchange for all the benefits described above, I promise on   
     behalf of myself, my heirs, my assigns and all others to  
     discharge and release MI and each of its subsidiaries, parent 
     and affiliated corporations, business entities and employee 
     benefit plans and all of their past and present directors, 
     officers, employees, agents and fiduciaries and their successors 
     and assigns ("Released Parties") from any and all claims, causes 
     of action or suits which I have or might have or might have had 
     of whatever nature from the beginning of time, whether they are 
     known or unknown, that arose, could arise or could be asserted 
     relating to or arising out of my employment relationship with MI 
     or the termination of that relationship up through and including 
     the date of this Agreement or which may relate to any other 
     facts, actions or circumstances which may have occurred or 
     existed prior to the date of this Agreement.  This Separation and 
     Release and discharge of claims includes but is not limited to 
     all claims of whatever type arising under common law, whether in 
     contract or in tort, and all claims arising under federal, state 
     or local law and regulation including, but not limited to, all 
     claims for personal recovery under Title VII of the Civil Rights 
     Act of 1964, the Civil Rights Act of 1991, the Employee 
     Retirement Income Security Act of 1974 and all claims for 
     benefits arising under any employee benefit plan as described in 
     that Act (except for claims under benefit plans for the benefits 
     described in paragraph 2), the Americans With Disabilities Act 
     of 1990, the Age Discrimination in Employment Act of 1967, and 
     the Family and Medical Leave Act of 1993, the Occupational 
     Safety and Health Act, the Civil Rights Act of 1866, the Fair 
     Labor Standards Act of 1938, as amended, the Rehabilitation Act 
     of 1973, as amended, as well as, but not limited to, any claim, 
     right or cause of action under the laws of the State of 
     Missouri, inclusive of the Missouri Human Rights Act, Section 
     213.010, et seq., R.S.Mo. and the Missouri Service Letter 
     Statute, Section 290.140, R.S.Mo.; any and all claims for 
     intentional or negligent infliction of emotional distress, 
     wrongful or retaliatory discharge, public policy violations, 
     whistleblower, interference with contract, pain and suffering, 
     compensatory or punitive damages, service letters, costs, 
     interest, attorneys' fees and expenses, reinstatement or 
     reemployment (collectively referred to as "Claims").  I further 
     waive any right to future employment with MI, its subsidiaries, 
     parent and affiliated corporations.  In further consideration for 
     the benefits described above, I hereby covenant and agree not to 
     bring or assert any claim for further recovery, cause of action, 
     administrative charge, lawsuit or other proceeding for further 
     recovery against any Released Party related to or arising out of 
     any Claim.  If any court rules that such waiver of rights to 
     file, or have filed on my behalf, any administrative or judicial 
     charges or complaints for further recovery is ineffective, 
     Moussa agrees not to seek or accept any money damages upon the 
     filing of any such administrative or judicial charges or 
     complaints. In the event any person brings any claim or action 
     for further recovery which is contrary to or violates the above 
     Release and Waiver, then the party defendant to that action 
     shall be entitled to reimbursement for costs and attorneys' fees 
     incurred in defense of that claim or action.

4.   Moussa agrees that the existence of this Agreement, as well as 
     the terms and conditions of this Agreement, are confidential and 
     shall not be made public by him or disclosed by him to any other 
     person, other than his immediate family, attorney and tax 
     advisor, or as may be necessary by court order, without the 
     express written consent of Mallinckrodt.  Moussa further agrees 
     that if he breaks this promise as determined by a Court of law 
     to keep the existence and terms of this Agreement confidential, 
     he will become immediately liable to Mallinckrodt for the amount 
     of pay and benefits actually paid and received by Moussa 
     pursuant to Paragraph 2, and any costs, including attorneys' 
     fees, incurred by Mallinckrodt in collecting that amount from 
     him.

5.   Moussa acknowledges his obligations to MI of nondisclosure and 
     confidentiality pursuant to and as provided in the Consulting    
     Agreement entered effective July 1, 1997 and executed 
     simultaneously herewith and as otherwise provided by law.  Moussa 
     agrees to deliver to Mallinckrodt, and not keep or deliver to 
     anyone else, at any time, any and all records, documents, notes, 
     memoranda, specifications, devices, including but not limited    
     to, Mallinckrodt provided storage devices and other property,    
     including but not limited to any telephones, computers, fax      
     machines, keys, credit cards and in general, any and all         
     material relating to Mallinckrodt's business or Confidential or  
     Proprietary Information furnished to or acquired by him during   
     the period of his employment with Mallinckrodt.  To the extent    
     any such information is stored on any computer, computer disk,   
     or any other information storage devices, Moussa agrees to       
     return such information to Mallinckrodt and not to retain such   
     information in any fashion except as provided in the Consulting  
     Agreement and except that Moussa shall be permitted to retain    
     and use his computer, printer and fax machine during the twenty  
     (20) month period of the Consulting Agreement and he may elect   
     to purchase that computer equipment at the conclusion of the     
     twenty (20) month consultancy for its fair market value.

6.   By execution of this Agreement, Robert G. Moussa expressly       
     waives any and all rights or claims arising under the Age        
     Discrimination in Employment Act of 1967 ("ADEA") and: 

     a. I acknowledge that my waiver of rights arising under the ADEA 
        is in writing;

     b. I understand that this waiver refers to rights or claims      
        arising under the ADEA;

     c. I understand that by execution of this Agreement, I do not    
        waive any rights or claims under the ADEA that may arise      
        after the date the waiver is executed;

     d. I acknowledge that the waiver of my rights arising under the  
        ADEA is in exchange for the consideration outlined in         
        paragraph 2 above, which is substantially greater than that   
        to which I am otherwise entitled;

     e. I acknowledge that MI is hereby advising me to consult with   
        an attorney of my choosing prior to executing this Agreement;

     f. I acknowledge that I have been advised by MI that I have a    
        period of at least twenty-one (21) days from May 21, 1997,    
        within which to consider this Agreement;

     g. I acknowledge that I have been advised by MI that I am        
        entitled to revoke (if I execute this Agreement) this waiver  
        of rights arising under the ADEA within seven (7) days after  
        executing this Agreement and that the wavier will not and     
        does not become effective or enforceable until the seven (7)  
        day period has expired;

     h. I understand that this waiver has not been requested in       
        connection with an exit incentive.   I further acknowledge  
        that the compensation and benefits to which I am entitled     
        hereunder are greater than those which would be provided to 
        Mallinckrodt employees who are affected by and whose 
        employment has been or may be terminated as a result of its 
        Strategic Change Initiative.  I acknowledge that my 
        termination is not part of an exit incentive or group 
        employee termination program.

     i. I agree that if I exercise my right to revoke the waiver      
        under subparagraph (g), this entire Agreement and its          
        obligations are null and void and of no effect, and I will    
        only be entitled to receive MI's normal executive severance   
        benefit; and

     j. I agree that no sums or benefits described in Paragraph 2,    
        which are in addition to those provided pursuant to standard  
        severance policy shall be paid or provided until the          
        revocation period specified in subparagraph (g) has expired.

7.   Nothing contained in this Agreement shall be construed to 
     require the commission of any act contrary to the law or to be 
     contrary to law, and wherever there is any conflict between any  
     provision of this Agreement and any present or future statute, 
     law, governmental regulation or ordinance contrary to which the 
     parties have no legal right to contract, the latter shall 
     prevail, but in such event, the provisions of this Agreement 
     affected shall be curtailed and restricted only to the extent  
     necessary to bring them within legal requirements.  Should 
     however, Moussa contest the legality of this Agreement or any 
     part thereof and such challenge by Moussa be sustained in whole 
     or in part, then Mallinckrodt, at its sole option, may cancel 
     this Agreement upon written notice to Moussa and any sums paid 
     by it to Moussa under Paragraph 2, shall be repaid by Moussa to 
     Mallinckrodt within thirty (30) days of such written notice.

8.   Should it be determined by a Court of law that Moussa has 
     breached any term of this Agreement, all remaining payments 
     payable by Mallinckrodt under this Agreement will cease, and 
     Mallinckrodt shall be excused from performance of any and all 
     other obligations contained in this Agreement.  The cessation of 
     future payments shall not preclude Mallinckrodt from requesting 
     all other remedies, either at law or equity, including 
     injunctive relief or otherwise preclude a court of competent 
     jurisdiction from awarding any other remedy, either at law or 
     equity, including, but not limited to, restitution, court costs 
     and attorneys' fees.  The parties further agree that the amounts 
     to be paid to Moussa pursuant to this Agreement shall be the 
     measure of damages that may be sought in any action by 
     Mallinckrodt for breach or specific performance of the terms 
     stated.

9.   I agree that the terms of this Agreement constitute the entire 
     agreement between me and MI regarding the subject matters 
     covered by it.  I agree that in executing this Agreement, I am 
     not relying upon any representation made by any person and that 
     I am only relying upon the terms stated in this Agreement by MI. 
     Any change or addition to this Agreement must be made in writing 
     and signed by me and MI to be effective.  However, I agree that 
     all compensations and benefits described in this Agreement shall 
     be paid in accordance with the terms of the Plans under which 
     they are provided, except as otherwise provided herein or in the 
     Consulting Agreement.

10.  This Agreement is governed by and construed according to the 
     laws of the State of Missouri.

<PAGE>

I HEREBY ACKNOWLEDGE THAT I HAVE READ THIS RELEASE AGREEMENT
CONSISTING OF NINE (9) PAGES AND TEN (10) NUMBERED PARAGRAPHS; FULLY
UNDERSTANDING AND ACCEPTING ALL OF ITS TERMS OF MY OWN FREE WILL; AND
THAT I HAVE HAD AN ADEQUATE OPPORTUNITY TO DISCUSS THIS DOCUMENT WITH
AN ATTORNEY AND HAVE DONE SO OR HAVE VOLUNTARILY ELECTED NOT TO DO
SO.




Date: May 21, 1997                         ROBERT G. MOUSSA
                                           --------------------  
                                           Robert G. Moussa



Date: May 21, 1997                         MALLINCKRODT INC.



                                        By: C. RAY HOLMAN
                                            ------------------- 
                                            C. Ray Holman
                                            Chairman and Chief        
                                            Executive Officer


STATE OF MISSOURI  )
                   ) ss
COUNTY OF ST. LOUIS)


     Comes now Robert G. Moussa, who states to me that he has read
and understands the foregoing Separation Agreement and Release and
agrees to and accepts its terms and conditions as a free act of his
own volition.


Sworn to before me this   21st   day of   May , 1997.
                       ----------      --------   



"NOTARY SEAL"
Christine Bimslager, Notary Public
St. Louis County, State of Missouri
My Commission Expires 9/19/97