Exhibit 10.1

AMENDMENT NO. 1

to

AMENDED AND RESTATED FIVE-YEAR REVOLVING CREDIT AGREEMENT

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED FIVE-YEAR REVOLVING CREDIT AGREEMENT (the “ Amendment ”) is made as of November 10, 2006 (the “ Effective Date ”), by and among UNITED STATIONERS SUPPLY CO. (the “ Borrower ”), UNITED STATIONERS INC., as a credit party (the “ Parent ”), the financial institutions listed on the signature pages hereof (the “ Lenders ”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (successor by merger to Bank One, NA (Illinois)), in its capacity as administrative agent (the “ Agent ”) under that certain Amended and Restated Five-Year Revolving Credit Agreement dated as of October 12, 2005 by and among the Borrower, the Parent, the financial institutions party thereto and the Agent (as amended, supplemented or otherwise modified as of the date hereof, the “ Credit Agreement ”).  Defined terms used herein and not otherwise defined herein shall have the meaning given to them in the Credit Agreement.

WITNESSETH

WHEREAS, the Borrower, the Parent, the Lenders and the Agent are parties to the Credit Agreement; and

WHEREAS, pursuant to Section 2.21 of the Credit Agreement, the Borrower has requested that the Aggregate Commitment be increased from $275,000,000 to $325,000,000;

WHEREAS, the Borrower, the Agent, each Increasing Lender (as defined below) and any New Lender (as defined below) have agreed to amend the Credit Agreement to increase the Aggregate Commitment to $325,000,000 (the “ Commitment Increase ”), and in connection therewith each Increasing Lender and each New Lender has agreed to extend a Commitment in the amount set forth on Annex I hereto, in each case, on the terms and conditions set forth herein;

WHEREAS, immediately after giving effect to the Commitment Increase, the Borrower has requested that the Lenders amend the Credit Agreement on the terms and conditions set forth herein;

WHEREAS, the Borrower, the Agent and the Required Lenders (after giving effect to the Commitment Increase) have agreed to amend the Credit Agreement on the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the premises set forth above, the terms and conditions contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto have agreed to the following amendments to the Credit Agreement:

1.                                        Increase of Aggregate Commitment .  Effective as of the Effective Date and subject to the satisfaction of the conditions precedent set forth in Section 3 below:

1.1.                               The Commitments of the Lenders electing to increase their respective Commitments in accordance with Section 2.21 of the Credit Agreement (each, an “ Increasing Lender ”) are amended as set forth on Annex I hereto.  Any new Lender signatory hereto which was not party to the Credit Agreement prior to the date hereof (each, a “ New Lender ”) shall be deemed to be a Lender for all purposes under the Credit Agreement and each such New Lender’s Commitment is set forth on Annex I hereto.

1.2.                               Each Increasing Lender and New Lender shall make available to the Agent such amounts in immediately available funds as the Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to the Commitment Increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Pro Rata Share.  The Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the Effective Date (with such reborrowing to consist of the Types of Advances, with related Interest Periods if applicable, specified in a Borrowing Notice delivered by the Borrower in accordance with the requirements of Section 2.8).  The deemed payments made pursuant to the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid.  In the event that any deemed payment made pursuant to this Section 1.2 occurs other than on the last day of the related Interest Period related to any Revolving Loan, each Lender party hereto hereby waives any indemnification by the Borrower pursuant to the provisions of Section 3.4 solely with respect to any such Revolving Loan.

2.                                        Amendments to the Credit Agreement .  Effective as of the Effective Date and immediately after giving effect to the Commitment Increase and subject to the satisfaction of the conditions precedent set forth in Section 3 below, the Credit Agreement is hereby amended as follows:

2.1.                               Section 2.21 of the Credit Agreement is amended (i) to delete each occurrence of the phrase “$100,000,000” now appearing therein, and to substitute the following therefor:  “$150,000,000”, and (ii) to delete the phrase “$375,000,000” now appearing therein, and to substitute the following therefor:  “$425,000,000”; it being understood and agreed that the Commitment Increase shall be deemed to constitute an increase of the Aggregate Commitment pursuant to Section 2.21 (as amended by this Amendment) in an amount equal to $50,000,000.

2.2.                               Section 6.12.4 of the Credit Agreement is amended to delete the phrase “$275,000,000” now appearing therein, and to substitute the following therefor:  “$350,000,000”.

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2.3.                               Section 6.14.4 of the Credit Agreement is amended to delete the phrase “$275,000,000” now appearing therein, and to substitute the following therefor:  �