IRON MOUNTAIN INCORPORATED EXECUTIVE DEFERRED COMPENSATION PLAN

Exhibit 10.1

IRON MOUNTAIN INCORPORATED
EXECUTIVE DEFERRED COMPENSATION PLAN

ARTICLE 1
PURPOSE; EFFECTIVE DATE

        1.1.     Adoption of Plan .    Iron Mountain Incorporated (the "Company") hereby amends and restates, effective as of January 1, 2008, a deferred compensation plan known as the Iron Mountain Incorporated Executive Deferred Compensation Plan (the "Plan"). The amendments reflected herein shall apply to Plan Years beginning with the 2008 Plan Year and to elections and forms on file as of December 31, 2007. For periods after December 31, 2004 and before January 1, 2008, the Plan has been and shall be operated in good faith compliance with Section 409A of the Code and relevant guidance thereunder.

        1.2.     Purpose .    This Plan is unfunded and is maintained for the purpose of providing deferred compensation to a select group of management and highly compensated employees of the Company and its Subsidiaries within the meaning of the United States Code of Federal Regulations Section 2520.104-23 and Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended. This Plan is expected to encourage the continued employment of the participating employees whose management and individual performance are largely responsible for the success of the Company and its subsidiaries, and to facilitate the recruiting of key management and highly compensated employees required for the continued growth and profitability of the Company and its subsidiaries.

ARTICLE 2
DEFINITIONS

        2.1.     Definitions .    Wherever the following terms are used in this Plan, they shall have the meaning specified below.

•         (a)   " Account " means one or more separate, unfunded bookkeeping account(s) established under this Plan for each Participant.

          (b)   " Accounting Date " means December 31, and any other date that the Committee designates.

          (c)   " Beneficiary " means the person or entity determined to be a Participant's beneficiary pursuant to Section 7.1.

          (d)   " Beneficiary Designation Form " means a beneficiary designation form approved by the Committee for use by a Participant under the Plan.

          (e)   " Board " means the Board of Directors of the Company.

          (f)    " Claimant " has the meaning set forth in Section 8.1.

          (g)   " Code " means the Internal Revenue Code of 1986, as amended from time to time.

          (h)   " Committee " has the meaning set forth in Section 3.1.

          (i)    " Company " means Iron Mountain Incorporated.

          (j)    " Deferral Form " means any election form approved by the Committee for use by a Participant to elect a deferral under Section 5.1 of this Plan.

          (k)   " Deferred Compensation " has the meaning set forth in Section 5.3.

•         (l)    " Disability " means a long-term disability as determined under the group long-term disability program that is a part of The Iron Mountain Companies Welfare Plan and that constitutes a disability under Treas. Reg. § 1.409A-3(i)(4), or any successor thereto.

          (m)  " Employer " means the Company or the Subsidiary of which the Participant is an employee.

          (n)   " ERISA " means the Employee Retirement Income Security Act of 1974, as amended from time to time.

          (o)   " 401(k) Plan " means The Iron Mountain Companies 401(k) Plan, as amended from time to time.

          (p)   " Participant " means an employee of the Company or a Subsidiary who is eligible to participate pursuant to Section 4.1.

          (q)   " Plan " means this Iron Mountain Incorporated Executive Deferred Compensation Plan, as amended from time to time.

          (r)   " Plan Year " means the calendar year.

          (s)   " Retirement " means a Participant's Normal or Late Retirement under the 401(k) Plan.

          (t)    " Specified Employee " means a "specified employee" within the meaning of Treas. Reg. § 1.409A-1(i), or any successor thereto, using each December 31 as the specified employee identification date.

          (u)   " Subsidiary " means any corporation, company, partnership or other form of business organization of which the Company owns, directly or indirectly through an unbroken chain ownership, fifty percent or more of the total combined voting power of all classes of stock or other form of equity ownership.

          (v)   " Termination of Employment " means ceasing to be an employee of the Company and of every Subsidiary for any reason, all within the meaning of Treas. Reg. § 1.409A-1(h)(1)(ii), or any successor thereto, and treating a termination of employment as occurring only if a Participant's reasonably anticipated reduced level of bona fide services is less than twenty-one percent of the Participant's average level of bona fide services provided in the immediately preceding thirty-six months.

          (w)  " Unforseeable Emergency " means a severe financial hardship to a Participant, or the Participant's spouse, Beneficiary or dependent, within the meaning of Treas. Reg. § 1.409A-3(i)(3), or any successor thereto, and relevant guidance thereunder.

ARTICLE 3
ADMINISTRATION

        3.1.     Administration .    The Plan shall be administered by the Compensation Committee of the Board or, in the discretion of the Board, the Board itself or any other committee or subcommittee of the Board (each, the "Committee"), appointed by the Board and composed of at least two members of the Board. In the event that a vacancy on the Committee occurs on account of the resignation of a member or the removal of a member by vote of the Board, a successor member may be appointed by vote of the Board. All references in the Plan to the "Committee" shall be understood to refer to the Committee or the Board, whoever shall administer the Plan.

        The Committee shall select one of its members as Chairman and shall hold meetings at such times and places as it may determine. A majority of the Committee shall constitute a quorum, and acts of the

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Committee at which a quorum is present, or acts reduced to or approved in writing by all the members of the Committee, shall be the valid acts of the Committee.

        The Committee is authorized to interpret and construe any provision of this Plan, to determine eligibility and benefits under this Plan, to prescribe, amend and rescind rules and regulations relating to this Plan, to adopt such forms as it may deem appropriate for the administration of this Plan, to provide for conditions and assurances deemed necessary or advisable to protect the interests of the Company or a Subsidiary and to make all other determinations necessary or advisable for the administration of this Plan, but only to the extent not contrary to the express provisions of this Plan. The Committee shall be responsible for the day-to-day administration of this Plan. Determinations, interpretations or other actions made or taken by the Committee under this Plan shall be final and binding for all purposes and upon all persons.

        3.2.     Cost .    All expenses and costs incurred in the administration and operation of this Plan shall be borne by the Company, except to the extent funded by Participant deferrals of compensation in accordance with Article 5.

ARTICLE 4
ELIGIBILITY AND PARTICIPATION

        4.1.     Eligibility to Participate .    Each management employee and highly compensated employee of the Company or a Subsidiary who is exempt from the minimum wage and overtime provisions of the Fair Labor Standards Act of 1938, as amended, and whose base salary for the preceding year is (or in the case of a new hire is anticipated to be) at least equal to the amount currently in effect under Section 414(q)(1)(B) of the Code shall be eligible to participate in the Plan as of the date, if any, that the Committee determines that such individual shall be offered participation in the Plan. Unless hired during a Plan Year, an individual shall only become eligible as of the first day of a Plan Year.

ARTICLE 5
DEFERRAL CONTRIBUTIONS

        5.1.     Election to Defer Payment .    A Participant may irrevocably elect to defer the payment to him by the Company or a Subsidiary of from five to fifty percent (in one percent increments) of his base salary and from five to 100 percent (in one percent increments) of any incentive compensation bonus by notice to the Committee on a Deferral Form received by the Committee or its designee.

        No deferral shall be effective unless the Participant has completed and returned a Deferral Form on or prior to November 30 (or such other date not later than December 31 that the Committee may specify) of the year prior to the Plan Year in which the base salary and/or incentive compensation bonus is earned.

        Notwithstanding the foregoing paragraph, a Participant who first becomes eligible to participate after the beginning of a Plan Year shall be entitled to make an election to defer payment within thirty days after the date he becomes eligible to participate in the Plan, with such election applicable solely to compensation earned after the date that it is filed.

        5.2.     Irrevocability of Elections .    An election described in the second paragraph of Section 5.1 shall become irrevocable as of December 31 preceding the Plan Year to which it relates (or such earlier date as the Committee may specify). Notwithstanding the foregoing, an election described in Section 5.1 may be cancelled if the Committee determines that such cancellation should be permitted due to an Unforeseeable Emergency or due to a hardship distribution pursuant to Treas. Reg. § 1.401(k)-1(d)(3), all to the extent permitted under Treas. Reg. § 1.409A-3(j)(4)(viii), or any successor thereto.

        5.3.     Terms of Deferral .    A Participant's election to defer payment of any portion of base salary or an incentive compensation bonus shall provide for deferral of payment until the Participant's

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Retirement, Disability or Termination of Employment or such earlier date as the Participant may specify on a Deferral Form or in such other manner as shall be satisfactory to the Committee. Amounts that a Participant has elected to defer are hereinafter referred to as "Deferred Compensation." Upon a Participant's Retirement, Disability or Termination of Employment or upon such earlier date as the Participant may have specified, payment of his Deferred Compensation shall be made as provided in Section 6.1.

        5.4.     Deferred Compensation Always Fully Vested .    The amount of a Participant's Deferred Compensation shall always be and remain fully vested and nonforfeitable by him, except as otherwise provided in Sections 5.7 and 5.8.

        5.5.     Credits and Adjustments to Account .    The Participant's Account shall be credited in the amount of all compensation deferred pursuant to the Participant's election in accordance with this Plan. The Participant's Account shall be reduced by the amount of any distributions to the Participant from this Plan. Pursuant to procedures established by the Committee, each Participant's Account shall be adjusted as of each Accounting Date to reflect the earnings or losses of any hypothetical investment media as may be designated by the Committee.

        5.6.     Investments .    The Committee in its discretion may from time to time designate one or more investment media in which Accounts shall be hypothetically invested. As of January 1, 2008 and unless the Committee shall otherwise designate, such hypothetical investment media shall consist of the mutual funds (other than the Stable Value Fund but including in lieu thereof a money market fund) that are available as investment options from time to time under the 401(k) Plan. The Committee may determine the value of the hypothetical investment media in any manner it may in its discretion select, including the use of a formula, or of an appraisal or other valuation review by a third party.

        The Committee may provide Participants and Beneficiaries the opportunity to determine how their Accounts will be deemed to be hypothetically invested from among the available investment options, and may permit changes in those investment directions at whatever frequency it deems appropriate and within whatever limitations are applicable to any investment option. If any Participant or Beneficiary makes an investment selection, the Committee (or in the event of the establishment of a trust hereunder, the trustee of such trust) may follow such investment selection but neither shall be legally bound to do so.

        5.7.     Forfeiture of Earnings on Accounts .    Notwithstanding any other provision herein, a Participant shall forfeit all earnings on his Account in the event the Committee determines that termination of the Participant's employment by the Company or a Subsidiary has occurred due to behavior materially prejudicial to the organization, including, but not limited to: fraud, forgery or misappropriation of funds, or any other offense of dishonesty; theft, willful damage, deliberate wastage or unauthorized possession of property of the Company, a Subsidiary or any employee; assault, including physically striking another person or threatening behavior; indulging in unsafe practices or endangering the safety of othe