Stock Option Grant

Exhibit 10.2

Stock Option Grant

Staples, Inc.

Employer ID: 04-2896127

500 Staples Drive

Framingham, MA 01702

You have been granted an option to purchase Staples, Inc. Common Stock as follows:

By your acceptance of this Stock Option Grant, you agree that this option is granted under and governed by the terms and conditions of Staples, Inc.’s Amended and Restated 2004 Stock Incentive Plan (as further amended or restated from time to time) and by the terms and conditions of Staples, Inc.’s Non-Qualified Stock Option Agreement, which is attached hereto.

Staples, Inc.

Ronald L. Sargent

Chairman and Chief Executive Officer

Attachment: Staples, Inc. Director Stock Option Agreement

STAPLES, INC. DIRECTOR STOCK OPTION AGREEMENT

1. Grant of Option .  Staples, Inc., a Delaware corporation (“Staples”), hereby grants to the Optionee named on the reverse hereof an option, pursuant to Staples’ Amended and Restated 2004 Stock Incentive Plan (the “Plan”), to purchase an aggregate of the Total Number of Option Shares of Common Stock of Staples stated on the reverse hereof at a price per share equal to the Option Price per Share stated on the reverse hereof, purchasable as set forth in, and subject to the terms and conditions of, this Option Agreement and the Plan.

2. Non-Statutory Stock Option .  This option is not intended to qualify as an incentive stock option under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”).

3. Exercise of Option and Provisions for Termination .

(a)  Vesting Schedule .  Except as otherwise provided in this Agreement, this option may be exercised up to and including the tenth anniversary of the Date of Grant set forth on the reverse hereof (hereinafter the “Expiration Date”) in installments as to not more than the number of shares commencing on the respective vesting dates set forth in the table on the reverse hereof.  Notwithstanding the foregoing: (1) if the Optionee ceases to serve as a director of Staples before the vesting date set forth in the table on the reverse hereof, no shares of Common Stock shall become exercisable on such vesting date following the cessation of his or her service as director; and (2) this option shall immediately become exercisable in full in the event (i) a Change in Control (as defined below) of Staples occurs,  (ii) the Optionee ceases to serve as a director of Staples due to his or her death or disability (within the meaning of Section 22(e)(3) of the Code or any successor provision) or (iii) the Optionee ceases to serve as a director of Staples after attaining age 72.

(b)  Definitions.  For purposes of this Agreement, the following terms shall have the following meanings:

(i)  A “Change in Control” shall be deemed to have occurred if (A) any “person”, as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) (other than Staples, any trustee or other fiduciary holding securities under an employee benefit plan of Staples, or any corporation owned directly or indirectly by the stockholders of Staples in substantially the same proportion as their ownership of stock of Staples), is or becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of Staples representing 30% or more of the combined voting power of Staples’ then outstanding securities (other than pursuant to a merger or consolidation described in clause (1) or (2) of subsection (C) below); (B) individuals who, as of the date hereof, constitute the Board of Directors of Staples (as of the date hereof, the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board of Directors, provided that any person becoming a director subsequent to the date hereof whose election, or nomination for election by Staples’ stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board (other than an election or nomination of an individual whose initial assumption of office is in connection with an actual or threatened election contest relating to the election of the directors of Staples, as such terms are used in Regulation 14A under the Exchange Act) shall be, for purposes of this Agreement, considered as though such person were a member of the Incumbent Board; (C) the stockholders of Staples approve a merger or consolidation of Staples with any other corporation, and such merger or consolidation is consummated, other than (1) a merger or consolidation which would result in the voting securities of Staples outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than 75% of the combined voting power of the voting securities of Staples or such surviving entity outstanding immediately after such merger or consolidation, or (2) a merger or consolidation effected to implement a recapitalization of Staples (or similar transaction) in which no “person” (as defined above) acquires more than 30% of the combined voting power of Staples’ then outstanding securities; or (D) the stockholders of Staples approve an agreement for the sale or disposition by Staples of all or substantially all of Staples’ assets, and such sale or disposition is consummated.

(ii) “Surviving Corporation” shall mean (x) in the case of a Change in Control pursuant to clause (A) or clause (B) of Section 3(b)(i), Staples; (y) in the case of a Change in Control pursuant to clause (C) of Section 3(b)(i), the surviving or resulting corporation in such merger or consolidation; and (z) in the case of a Change in Control pursuant to Clause (D) of Section 3(b)(i), the entity acquiring the majority of the assets being sold or disposed of by Staples.

(c)  Continuous Service as Director Required .  Except as otherwise provided in this