SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT

Exhibit 10.1 SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT       THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this " Amendment ") is dated as of January 6, 2009 (the " Amendment Date "), by and between WACHOVIA BANK, NATIONAL ASSOCIATION (formerly known as Congress Financial Corporation (Southwest), a Texas corporation) (" Lender "), and SUPPLIES DISTRIBUTORS, INC. , a Delaware corporation (" Borrower "). RECITALS      WHEREAS, Borrower and Lender are parties to that certain Loan and Security Agreement dated as of March 29, 2002, as amended by each of the following (as so amended, the " Loan Agreement "): (a) the First Amendment to Loan and Security Agreement dated as of April 20, 2004; (b) the Second Amendment to Loan and Security Agreement dated as of December 21, 2004; (c) the Third Amendment to Loan and Security Agreement dated as of June 24, 2005; (d) the Fourth Amendment to the Loan and Security Agreement dated as of April 17, 2006; and (e) the Fifth Amendment to the Loan and Security Agreement dated as of March 28, 2007.      WHEREAS, Borrower and Lender desire to amend the Loan Agreement in the manner provided below.      NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, do hereby amend the Loan Agreement as follows. AGREEMENT ARTICLE I
DEFINITIONS       1.01 Capitalized terms used in this Amendment, to the extent not otherwise defined herein, shall have the same meaning as in the Loan Agreement, as amended by this Amendment. ARTICLE II
AMENDMENTS TO THE LOAN AGREEMENT      Effective as of the Amendment Date, the Loan Agreement is hereby amended and supplemented as follows:       2.01 Amendment to definition of "Interest Rate" . Clause (a) of the definition of "Interest Rate" contained in Section 1.1 of the Loan Agreement shall be deleted in its entirety and the following new clause (a) shall be substituted therefor: Sixth Amendment to Loan and Security Agreement

     "‘ Interest Rate ’ shall mean,      (a) Subject to clause (b) of this definition below:      (i) as to Prime Rate Loans, a rate per annum equal to the greater of (x) three percent (3.00%) or (y) sum of the "Applicable Prime Rate Margin" if the average Excess Availability for the immediately preceding four (4) fiscal quarters for the Borrower is at or within the amounts indicated for such percentage (set forth below), plus the Prime Rate,      (ii) as to Eurodollar Rate Loans, a rate per annum equal to the greater of (x) three percent (3.00%) or (y) the sum of the corresponding "Applicable Eurodollar Rate Margin" if the average Excess Availability for the immediately preceding four (4) fiscal quarters is at or within the amounts indicated for such percentage (set forth below), plus the Adjusted Eurodollar Rate (in each case, based on the Eurodollar Rate applicable for the Interest Period selected by Borrower, as in effect three (3) Business Days after the date of receipt by Lender of the request of Borrower for such Eurodollar Rate Loans in accordance with the terms hereof, whether such rate is higher or lower than any rate previously quoted to Borrower).

Any increase or decrease in the Interest Rate resulting from a change in average Excess Availability for the immediately preceding four (4) fiscal quarters shall become effective as of the first Business Day immediately following the end of a fiscal quarter of Borrower; provided , however , that if average Excess Availability for the immediately preceding four (4) fiscal quarters cannot be determined, Pricing Level III shall apply as of the first Business Day immediately following the end of a fiscal quarter of Borrower until such time as average Excess Availability is determined. In addition, at all times (i) either (A) during the period on and after the date of termination or non-renewal hereof until such time as all Obligations are indefeasibly paid and satisfied in full in immediately available funds, or (B) during the period from and after the date of the occurrence of any Event of Default, and for so long as such Event of Default is continuing as Sixth Amendment to Loan and Security Agreement

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determined by Lender and (ii) when the Revolving Loans are outstanding in excess of the amounts available to Borrower under Section 2 (whether or not such excess(es) arise or are made with or without Lender’s knowledge or consent and whether made before or after an Event of Default), Pricing Level III shall apply."       2.02 Amendment to Section 3.3 . Section 3.3 of the Loan Agreement shall be deleted in its entirety and the following shall be substituted therefor:      " Servicing Fee . Borrower shall pay to Lender quarterly, a servicing fee in an amount equal to $1,500 in respect of Lender’s services for each fiscal quarter (or part thereof) while the Loan Agreement remains in effect and for so long thereafter as any of the Obligations are outstanding, which fee shall be fully earned as of and payable in advance on the first day of every fiscal quarter hereafter."       2.03 Amendment to Section 3.4 . Section 3.4 of the Loan Agreement shall be deleted in its entirety and the following shall be substituted therefor:      " Unused Line Fee . Borrower shall pay to Lender monthly an unused line fee at a rate equal to three-eighths of one percent (0.375%) per annum calculated upon the amount by which $17,500,000 exceeds the average daily principal balance of the outstanding Revolving Loans during the immediately preceding month (or part thereof) while this Agreement is in effect and for so long thereafter as any of the Obligations are outstanding, which fee shall be payable on the first day of each month in arrears."       2.04 Amendment to Section 9.9 . The amount "$5,000,000" contained in Section 9.9(g) of the Loan Agreement shall be deleted and the amount "$4,250,000" shall be substituted therefor.       2.05 Amendment to Section 9.11(c) . Subsection (c) of Section 9.11 shall be deleted in its entirety and the following new subsection (c) shall be substituted therefor: "(c) the aggregate amount of all such dividends does not exceed (i) $1,500,000 per year, plus (ii) an amount equal to any cash dividends received by Borrower from Business Supplies Distributors Europe BV, plus (iii) an amount equal to any cash dividends received by Borrower from Supplies Distributors SA, plus (iv) an amount equal to any cash dividends received by Borrower from Supplies Canada."       2.06 Amendment to Section 9.16(f) . The amount "$850.00" contained in Section 9.16(f) of the Loan Agreement shall be deleted and the amount "$1,000" shall be substituted therefor.       2.07 Amendment to Section 12.1 . Amendment to Section 12.1(a)(i) of the Loan Agreement . Effective as of the date hereof, Section 12.1(a)(i) of the Loan Agreement is hereby amended and restated in its entirety as follows: Sixth Amendment to Loan and Security Agreement

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     "(i) March 29, 2011, or" ARTICLE III.
NO WAIVER       3.01 No Waiver . Nothing contained in this Amendment shall be construed as a waiver by Lender of any covenant or provision of the Loan Agreement, the other documents and agreements relating hereto or thereto (hereinafter individually referred to as a " Loan Document " and collectively referred to as the " Loan Documents "), this Amendment, or of any other contract or instrument between Borrower and Lender, and the failure of Lender at any time or times hereafter to require strict performance by Borrower of any provision thereof shall not waive, affect or diminish any right of Lender to thereafter demand strict compliance therewith. Lender hereby reserves all rights granted under the Loan Agreement, the other Loan Documents, this Amendment and any other contract or instrument between Borrower and Lender. ARTICLE IV.
CONDITIONS PRECEDENT       4.01 Conditions to Effectiveness. The effectiveness of this Amendment is subject to the satisfaction of the following conditions precedent, in a manner satisfactory to Lender, unless specifically waived in writing by Lender:      (a) Lender shall have received a closing fee the amount of $20,000, which shall be fully earned and payable on the Amendment Date.      (b) Lender shall have received, in form and substance satisfactory to Lender in its sole discretion, (i) this Amendm