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                                                                 Exhibit 10.75


                             RENAISSANCE COSMETICS, INC.
                                  635 Madison Avenue
                                  New York, NY 10022

                                        [date]


[name]
[address]

Dear ________:

          I am writing to confirm the action approved by the Renaissance 
Cosmetics, Inc. (the "Company") Board of Directors at its October 22, 1997 
meeting.

          The Company considers it essential to the best interests of its 
stockholders to foster the continuous employment of the key management 
personnel of the Company.  In this connection, the Board of Directors of the 
Company (the "Board") recognizes that your departure would be a detriment to 
the Company and its stockholders.

          On behalf of the Board, I am pleased to inform you that you have 
been selected by the Board as a key employee eligible to receive a retention 
bonus, as more fully described below.

RETENTION BONUS:

          Subject to satisfaction of the terms and conditions set forth 
below, if (i) a Significant Transaction (as defined below) is consummated on 
or before December 31, 2004 (or a definitive agreement to consummate a 
Significant Transaction is entered into on or prior to December 31, 2004 and 
such Significant Transaction is ultimately consummated) and (ii) you are 
employed by the Company as of the date of consummation of such Significant 
Transaction (the "Payment Event Date") or cease to be employed by the Company 
prior to the Payment Event Date as a result of the Company's termination of 
your employment without Cause (as defined below) or due to your death or 
Disability (as defined below), then you will be entitled to receive a 
retention bonus in the amount of $379,620, or such greater (but not lesser) 
amount as may be determined by the Company in its sole discretion (a 
"Retention Bonus").

          To the extent a Retention Bonus becomes payable to you hereunder, 
the Retention Bonus will be paid to you (or your estate, as the case may be) 
in a lump sum cash payment no later than 30 days following the Payment Event 
Date.

          If (i) a Significant Transaction is not consummated on or before 
December 31, 2004 (or, in the event a definitive agreement to consummate a 
Significant Transaction is entered into on 

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or prior to December 31, 2004, if such Significant Transaction is not 
ultimately consummated) or (ii) if your employment with the Company is 
terminated prior to the Payment Event Date due to your voluntary resignation 
or termination of your employment by the Company for Cause, then you will not 
be entitled to the payment of a Retention Bonus and you will cease to have 
any rights hereunder.

CONFIDENTIALITY AGREEMENT:

          In consideration for your opportunity to receive a Retention Bonus, 
you hereby agree to be bound by the terms of the Confidentiality Agreement 
attached hereto as Exhibit I (the "Confidentiality Agreement"), which is 
hereby incorporated into this letter agreement by this reference.  Your 
entitlement to any payments hereunder is expressly conditioned upon your 
compliance with the terms of the Confidentiality Agreement.

DEFINED TERMS:

          For purposes of this letter agreement:

          "CAUSE" means (i) your substantial failure to satisfactorily 
perform your reasonably assigned duties to the Company or any of its 
affiliates (including, without limitation, your failure to use your best 
efforts to assist in the structuring or consummation of any strategic 
alternative for the Company that the Board determines to pursue), which 
failure is note cured within ten days after your receipt of written notice 
from the Company describing such failure, (ii) dishonesty in the performance 
of your duties to the Company or its affiliates (iii) an act or acts on your 
part constituting a felony under the laws of the United States or any state 
thereof or crime involving moral turpitude, (iv) your material breach of the 
Confidentiality Agreement or any written policies or practices of the Company 
or its affiliates, or (v) any other willful or grossly negligent act or 
omission by you which is materially injurious to the financial condition or 
business reputation of the Company or any of its affiliates.  For such 
purposes, the term Company shall mean the Company or its successors, as the 
case may be.

          "DISABILITY" means "long term disability" as such term (or similar 
term) is defined in the Company's long-term disability policy as in effect 
from time to time, or if there should be no such policy or such term is not 
defined therein, your inability due to physical or mental incapacity, to 
substantially perform your duties to the Company for a period of six (6) 
consecutive months or for an aggregate of nine (9) months in any twenty-four 
(24) consecutive month period, as determined by the Company in good faith.

          "SIGNIFICANT TRANSACTION" means any of:

               (a)  A registered initial public offering of the equity 
securities of the Company pursuant to an effective registration statement 
under the Securities Act of 1933; or

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               (b) (i)   any "Person" (as defined in Sections 13(d) and 14(d) 
of the Exchange Act) other than the persons or the group of persons in 
control of the Company on the date hereof (or their affiliates) is or becomes 
the "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act), 
directly or indirectly, of securities of the corporation representing fifty 
percent (50%) or more of the combined voting power of the Company's then 
outstanding securities;

               (ii)      within any period of two consecutive years (not 
including any period prior to the execution of this Agreement) there shall 
cease to be a majority of the Board comprised as follows: individuals who at 
the beginning of such period constitute the Board and any new director(s) 
whose election was approved by a vote of at least two-thirds (2/3) of the 
directors then still in office who either were directors at the beginning of 
the period or whose nomination for election was previously so approved;

               (iii)     the shareholders of the Board approve a merger of, 
or consolidation involving, the Company in which (A) the Company's Common 
Stock (such stock, or any other securities of the Company into which such 
stock shall have been converted through a reincorporation, recapitalization 
or similar transaction, hereinafter called "Common Stock of the Company"), is 
converted into shares or securities of another corporation, or into cash or 
other property, or (B) the Common Stock of the  Company is not converted as 
described in Clause (A), but in which more than forty percent (40%) of the 
common stock of the surviving corporation in the merger is owned by 
shareholders other than those who owned such amount prior to the merger; in 
each case, other than a transaction solely for the purpose of reincorporating 
the Company in another jurisdiction or recapitalizing the Common Stock of the 
Company; or

               (iv)      the shareholders of the Company approve a plan of 
complete liquidation of the Company, or an agreement for the sale or 
disposition by the Company of all or substantially all of the proceeds to the 
shareholders.

NO MITIGATION:

          Your entitlement to the payment of a Retention Bonus hereunder will 
not be subject to mitigation.  Consequently, you will not be obligated to 
seek alternative employment in the event of your termination of employment 
with the Company or its affiliates (including any successor) and the amount 
of compensation paid or payable to you hereunder will not be reduced by any 
compensation paid or payable to you by any future employer.

MISCELLANEOUS

          This letter agreement shall be governed by the laws of the Sate of 
New York, without reference to the principles of conflict of laws and may be 
executed in counterparts, each of which shall constitute an original, but all 
of which taken together shall constitute one and the same agreement.

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          Your rights to the payment of any Retention Bonus hereunder may not 
be assigned, transferred, pledged or otherwise alienated, other than by will 
or the laws of descent and distribution.

          Unless otherwise determined by the Board, any payments made 
hereunder shall not be taken into account in computing your salary or 
compensation for the purposes of determining any benefits or compensation 
under (i) any pension, retirement, life insurance or other benefit or 
compensatory plan of the Company or its affiliates or (ii) any agreement 
between the Company or its affiliates and you.

          The Company may withhold from any amounts payable hereunder such 
Federal, state or local taxes as shall be required to be withheld pursuant to 
any applicable law or regulation.

          The terms of this letter agreement may not be amended or modified 
other than by a written agreement executed by the parties hereto or their 
respective successors and legal representatives.

          Kindly sign this letter agreement in the space indicated below at 
which time this letter agreement shall become a binding agreement between you 
and the Company enforceable in accordance with its terms.

                                       RENAISSANCE COSMETICS, INC.



                                       By:
                                          -------------------------------------
                                          [name]
                                          [title]


Accepted and Agreed to:

By
-------------------------------------

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                                      EXHIBIT I

                              CONFIDENTIALITY AGREEMENT

          This Confidentiality Agreement is being entered in connection with 
and shall be deemed to form a part of, the letter agreement dated as of ________
__, 199_ (the "Letter Agreement"), between Renaissance Cosmetics, Inc. (the 
"Company") and __________ (the "Executive").  Capitalized terms used herein 
without definition have the meanings specified in the Letter Agreement.

     I.   Executive acknowledges and agrees that the Executive's work for the 
Company has brought him and will continue to bring him into close contact 
with many confidential affairs not readily available to the public.  
Accordingly, to preserve the value of the Company, the Executive covenants 
and agrees that:

          A.   CONFIDENTIAL INFORMATION.  During the term of Executive's 
employment by the Company or any of its affiliates and thereafter, Executive 
shall keep secret and retain in strictest confidence, and shall not use for 
the benefit of himself or others, or disclose to any person or entity, except 
as required in connection with the business and affairs of the Company, all 
confidential matters of the Company and its affiliates, including, without 
limitation, trade "know-how," trade secrets, consultant contracts, customer 
lists, subscription lists, details of consultant contracts, pricing policies, 
operational methods, marketing plans or strategies, product development 
techniques or plans, business acquisition, disposition or merger plans, new 
personnel acquisition plans, methods of manufacture, technical processes, 
designs and design projects, inventions and research projects and other 
business affairs of the Company and its affiliates learned by Executive 
heretofore or hereafter, and shall not disclose them to anyone outside of the 
Company and its affiliates, except (i) as required in the course of 
performing Executive's duties to the Company, (ii) with the Company's express 
written consent, (iii) if such information is or become generally known by 
the public other than as a result of a breach hereof or of a similar 
confidentiality agreement, or (iv) as required by law or judicial or 
administrative process.
               
          B.   RETENTION BONUS ARRANGEMENT/SIGNIFICANT TRANSACTION.  Without 
limiting the generality of the restrictions set forth in Paragraph A above, 
during the term of Executive's employment by the Company or any of its 
affiliates and thereafter, Executive shall keep secret and retain in 
strictest confidence, and shall not use for the benefit of himself or others, 
or disclose to any person or entity, except as required in connection with 
the business and affairs of the Company, the term or conditions of the Letter 
Agreement (including, without limitations, the amount of the Retention Bonus 
provided thereunder) and any intention the Company may have or develop to 
consider or pursue a Significant Transaction or other corporate transaction 
and any information relating to any potential Significant Transaction or 
other corporate transaction, except (i) as required in the course of 
performing Executive's duties to the Company, (ii) with the Company's express 
written consent, (iii) if such information is or becomes generally known by 
the public other than as 

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a result of a breach hereof or of a similar confidentiality agreement, or 
(iv) as required by law or judicial or administrative process.

          C.   PROPERTY OF THE COMPANY.  All memoranda, notes, lists, records 
and other documents (and all copies thereof) made or compiled by Executive or 
made available to executive concerning the business of the Company or any of 
its affiliates shall be the Company's property and shall be delivered to the 
Company promptly upon the termination of Executive's employment with the 
Company or any of its affiliates or at any other time on request.

     II.  RIGHTS AND REMEDIES UPON BREACH.  If Executive breaches, or 
threatens to commit a breach of, any of the provisions of this 
Confidentiality Agreement (the "Restrictive Covenants"), the Company shall 
have the following rights and remedies, each of which rights and remedies 
shall be independent of the other and severally enforceable, and all of which 
rights and remedies shall be in addition to, and not in lieu of, any other 
rights and remedies available to the Company under law or in equity;

          A.   SPECIFIC PERFORMANCE.  The right and ready to have the 
Restrictive Covenants specifically enforced by any court having equity 
jurisdiction, it being acknowledged and agreed that any such breach or 
threatened breach will cause irreparable injury to the company and that money 
damages will not provide an adequate remedy to the Company.

          B.   ACCOUNTING.    The right and remedy to require Executive to 
account for and pay over to the Company all compensation, profits, monies, 
accruals, increments or other benefits (collectively, "Benefits") derived or 
received by Executive as the result of any transactions constituting a breach 
of any of the Restrictive Covenants, and Executive shall account for and pay 
over such benefits to the Company.

          C.   The right to discontinue the payment of any amounts owing 
under the Letter Agreement.

     III. SEVERABILITY OF COVENANTS.   If any court determines that any of 
the Restrictive Covenants, or any part thereof, is invalid or unenforceable, 
the remainder of the Restrictive Covenants shall not thereby affected and 
shall be given full effect, without regard to the invalid portions.

     IV.  BLUE-PENCILING.  If any court construes any of the Restrictive 
Covenants, or any part thereof, to be unenforceable because of the duration 
of such provision or the area covered thereby, such court shall have the 
power to reduce the duration or area of such provision and, in its reduced 
form, such provision shall then be enforceable and shall be enforced.

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