Exhibit 10.22

AMENDED AND RESTATED 1990 DIRECTOR STOCK OPTION PLAN

1.Purpose.

The
purpose of this Amended and Restated 1990 Director Stock Option Plan (the "Plan") of Staples, Inc. (the "Company") is to encourage ownership in the Company by the Company's
outside directors, whose continued services the Company considers essential to its future progress, and to provide these individuals with a further incentive to remain as directors of the Company.

2.Administration.

The
Board of Directors shall supervise and administer the Plan. Grants of stock options ("Options") and awards of restricted stock under the Plan and the amount and nature of the Options
and restricted stock to be granted shall be made by the Board of Directors in accordance with Section 4. All questions concerning interpretation of the Plan or any Options or restricted stock
issued under it shall be resolved by the Board of Directors and such resolution shall be final and binding upon all persons having an interest in the Plan.

3.Participation in the Plan.

Directors
of the Company who are not employees of the Company or any subsidiary of the Company ("outside directors") shall be eligible to receive Options and restricted stock under the
Plan.

4.Terms, Conditions and Form of Options and Restricted Stock.

All
Options and restricted stock granted under the Plan shall be evidenced by a written agreement in such form as the Board of Directors shall from time to time approve, which agreements
shall comply with and be subject to the following terms and conditions.





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5.Limitation of Rights.



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6.Adjustment Provisions for Recapitalizations and Related Transactions.



7.Mergers, Consolidations, Asset Sales, Liquidations, etc.

Subject
to the provisions of Section 4(c)(iii) and 4(d)(iv), in the event of a merger or consolidation or sale of all or substantially all of the assets of the Company in which
outstanding shares of Staples Common Stock are exchanged for securities, cash or other property of any other corporation or business entity or in the event of a liquidation of the Company, the Board
of Directors of the Company, or the board of directors of any corporation assuming the obligations of the Company, shall take one or more of the following actions, as to outstanding Options of Staples
Common Stock: (i) provide that such Options shall be assumed, or equivalent Options shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof); (ii) upon
written notice to the optionees, provide that all unexercised Options shall (A) immediately become exercisable in full and (B) terminate immediately prior to the consummation of such
transaction unless exercised by the optionee within a specified period following the date of such notice; or (iii) in the event of a merger under the terms of which holders of Staples Common
Stock of the Company will receive upon consummation thereof a cash payment for each share surrendered in the merger (the "Merger Price"), make or provide for a

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cash
payment to such optionees equal to the difference between (A) the Merger Price times the number of shares of Staples Common Stock subject to such outstanding Options (to the extent then
exercisable) with exercise prices not in excess of the Merger Price and (B) the aggregate exercise price of all such Options, in exchange for the termination of such Options.

8.Change in Control.

For
purposes of the Plan, a "Change in Control" shall be deemed to have occurred if (i) any "person", as such term is used in Sections 13(d) and 14(d) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act") (other than the Company, any trustee or other fiduciary holding securities under an employee benefit plan of the Company, or any corporation owned
directly or indirectly by the stockholders of the Company in substantially the same proportion as their ownership of stock of the Company), is or becomes the "beneficial owner" (as defined in
Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing 30% or more of the combined voting power of the Company's then outstanding
securities (other than pursuant to a merger or consolidation described in clause (A) or (B) of subsection (iii) below); (ii) during any period of two consecutive years
ending during the term of the Plan (not including any period prior to the adoption of the Plan), individuals who at the beginning of such period constitute the Board of Directors of the Company, and
any new director (other than a director designated by a person who has entered into an agreement with the Company to effect any transaction described in clause (i), (iii) or
(iv) of this Section 8) whose election by the Board of Directors or nomination for election by the Company's stockholders was approved by a vote of at least two-thirds of the
directors then still in office who were either directors at the beginning of the period or whose election or nomination for election was previously so approved (collectively, the "Disinterested
Directors"), cease for any reason to constitute a majority of the Board of Directors; (iii) the closing of a merger or consolidation of the Company or any subsidiary of the Company with any
other corporation, other than (A) a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by
remaining outstanding or by being converted into voting securities of the surviving entity) more than 50% of the combined voting power of the voting securities of the Company or such surviving entity
outstanding immediately after such merger or consolidation or (B) a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no "person"
(as defined above) acquires more than 30% of the combined voting power of the Company's then outstanding securities; or (iv) a complete liquidation of the Company or a sale by the Company of
all or substantially all of the Company's assets.

9.Modification, Extension and Renewal of Options and Restricted Stock.

The
Board of Directors shall have the power to modify or amend outstanding Options and restricted stock; provided, however, that no modification or amendment may (i) have the
effect of altering or impairing any rights or obligations of any Option or restricted stock previously granted without the consent of the optionee or holder thereof, as the case may be,
(ii) modify the number of shares of Staples Common Stock subject to the Option or number of shares of Staples Common Stock or Restricted Stock Deferred Units subject to the restricted stock
(except as provided in Section 6) or (iii) reprice, replace or regrant options issued through cancellation or by lowering the option exercise price of a previously granted award unless
approved by the stockholders of the Company.

10.Amendment of the Plan.

The
Board of Directors may suspend or discontinue the Plan or amend it in any respect whatsoever; provided, however, that without approval of the stockholders of the Company, no
amendment may (i) materially modify the requirements as to eligibility to receive Options or restricted stock under the Plan, or (ii) materially increase the benefits accruing to
participants in the Plan.

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11.Withholding.



12.Notice.

Any
written notice to the Company required by any of the provisions of the Plan shall be addressed to the Treasurer of the Company and shall become effective when it is received.

13.Governing Law.

The
Plan and all determinations made and actions taken pursuant hereto shall be governed by the laws of the State of Delaware.

14.Stockholder Approval.

The
Plan is conditional upon stockholder approval of the Plan, and the Plan shall be null and void if the Plan is not so approved by the Company's stockholders.

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