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                                                                   EXHIBIT 10.48

                          UNITED STATIONERS SUPPLY CO.

                           DEFERRED COMPENSATION PLAN

                               ARTICLE I. PURPOSE

The purpose of the Plan is to assist a select group of key management in
their financial and retirement planning by providing a means for the deferral
of a portion of their current compensation. It is anticipated that this will
aid in attracting and retaining the key management required for the continued
growth and profitability of United Stationers Inc. and its subsidiaries. This
Plan is an amendment and restatement as of August 1, 2000 ("Effective Date")
of the United Stationers Supply Co. Deferred Compensation Plan in effect
prior to the Effective Date.

                            ARTICLE II. PARTICIPATION

1.       ELIGIBILITY. All associates classified as Grade 1, 2, 3, 4 or 5 of
         United Stationers Supply Co. or any other direct or indirect subsidiary
         of United Stationers Inc. permitted to participate in the Plan by the
         Committee (as hereafter defined) ("Company") are eligible to
         participate in the Plan.

2.       ELECTION TO DEFER. Each Participant may elect to defer any portion of
         future compensation, either base salary or cash bonus, or both,
         ("Deferred Amount") by filling out Designation of Amount to be treated
         as a Deferred Amount Form(s) ("Deferral Election Form") stating the
         percentage of compensation. Subject to the following two sentences, the
         election to defer base salary or bonus must be submitted on or before
         December 31 preceding the calendar year to which the election applies.
         However, for the period commencing on the Effective Date, the
         Participant must make the election or reelect with respect to amounts
         deferred under the Plan prior to the Effective Date within 30 days
         before the Effective Date. For the first year in which the employee
         becomes eligible, the Participant must make the election within 30 days
         after the date the employee becomes eligible. A new Deferral Election
         Form must be submitted each year. In no event will the Company agree to
         defer an amount less than $5,000 annually.

3.       DEFERRED ACCOUNTS.

         (a)      The Company shall establish an unfunded notional deferred
                  account ("Account") for each Participant. Such Account shall
                  be credited with the amount of compensation deferred and
                  reduced by each payment.

         (b)      Prior to the Effective Date for Accounts as of the Effective
                  Date and with each Deferral Election Form executed by a
                  Participant on or after the Effective Date, each Participant
                  shall elect an investment preference for purposes of
                  calculating a rate of return on the Participant's Account, in
                  accordance with procedures established by the committee
                  administering the Plan as set forth in Article IV
                  ("Committee"). Within the month of December to be effective as
                  of January 1st of the following calendar year or at such other
                  time or times determined by the Committee, each Participant
                  may change the Participant's election of an investment
                  preference for purposes of

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                  calculating a rate of return on the Participant's Account, in
                  accordance with procedures established by the Committee.
                  Unless determined otherwise by the Committee, the investment
                  preferences among which the Participant may elect shall be the
                  investment funds under the 401(k) Savings Plan. The investment
                  preference selected by the Participant shall remain in effect
                  until a new investment election is filed in accordance with
                  procedures established by the Committee. Unless otherwise
                  determined appropriate by the Committee, the investment
                  preference selected by the Participant shall be the investment
                  fund ("Investment Fund") used as a measure for determining a
                  rate of return for the Participant's Account.

                  If a Participant fails to elect an investment preference, the
                  Investment Fund shall be the investment fund under the 401(k)
                  Savings Plan in which amounts under the 401(k) Savings Plan
                  for which no investment election are received are invested,
                  unless the Committee determines otherwise. (As of the
                  Effective Date, such fund is the Fidelity Money Market Trust:
                  Retirement Money Market Portfolio).

                  As of the last day of each calendar quarter or such shorter
                  applicable period or such date as determined by the Committee,
                  each Account shall be credited or debited with a rate of
                  return which reflects the earnings, gains and losses equal to
                  the amount the Account would have earned, gained or lost if
                  invested in the applicable Investment Funds. For purposes of
                  determining such rate of return, the Committee shall establish
                  such procedures as it deems appropriate. The Committee may at
                  any time or from time to time change or otherwise modify the
                  basis or the method of calculating and crediting such rate of
                  return.

4.       COMPANY LIABILITY. The rights granted to the Participant or any
         beneficiary shall be solely those of a general unsecured creditor. The
         Plan constitutes a mere promise by the Company to make benefit payments
         in the future. The Company shall not be required to fund or otherwise
         segregate assets to be used for payment of benefits under the Plan. The
         Company may maintain a trust ("Trust") to hold assets to be used for
         payment of benefits under the Plan and may make investments in amounts
         equal or unequal to amounts payable hereunder but the Company shall not
         be under any obligation to establish a Trust or make such investments
         and the assets of any such Trust and such investments shall remain an
         asset of the Company subject to the claims of the Company's general
         creditors. Any payments by the Trust to a Participant of benefits under
         the Plan shall be considered payments by the Company and shall
         discharge the Company of any liability under the Plan for such
         payments. The Plan, and any action taken pursuant to it, are not to be
         construed as creating a fiduciary relationship of any kind.

                    ARTICLE III. PAYMENT OF DEFERRED AMOUNTS

1.       METHOD OF PAYMENT. All payments will be made in cash. The participant
         shall submit a Payment Election Form on or before the Effective Date
         and simultaneously with the filing of subsequent Deferral Election
         Forms, electing a lump sum payment, designating a number of periodic
         installments (to be not less than 12 nor more than 120), designating
         the year payments shall commence or such other manner and pursuant to
         such other procedures as the Committee may prescribe. The lump-sum
         payment will be made during the first month of the year selected by the
         Participant. The initial installment payment will be made in such month
         if the installment option is chosen. Subsequent installments shall be
         payable on the

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         first day of each succeeding month. If a participant fails to submit
         a Payment Election Form with a Deferral Election Form and the
         participant previously completed a Payment Election Form, the
         Committee may, in its sole discretion, use the previously completed
         Payment Election Form or use such other procedures for determining
         payment as it may prescribe.

2.       ACCELERATED PAYMENTS. An accelerated payment may be made to a
         Participant or his or her beneficiary (as designated under paragraph 3)
         in the case of Participant's retirement, death, disability retirement,
         voluntary or involuntary termination of employment, a Change in Control
         of the Company, or in the event of unforeseeable emergency.

         (a)      In the case of death or disability of the Participant any time
                  prior to receiving the full balance of his or her Account, the
                  remaining balance shall be paid to the Participant, if living,
                  or to the Participant's beneficiary if not, in one lump sum as
                  soon as reasonably practicable after determination by the
                  Committee that disability or death has occurred. If no
                  beneficiary has been designated, or none survives, the payment
                  will be to the Participant's estate. If a beneficiary
                  survives, but is legally disabled, the payment may be to any
                  person deemed by the Committee to have incurred expenses for
                  such beneficiary unless a prior claim has been made by a duly
                  appointed guardian or legal representative.

         (b)      An unforeseeable emergency for purpose of the Plan is an
                  unanticipated emergency caused by an event beyond the control
                  of the Participant or the Participant's beneficiary that would
                  result in severe financial hardship if withdrawal is not
                  permitted. In the case of a financial emergency the
                  Participant may apply to the Committee in writing for an
                  accelerated payment. Only that portion of the Account
                  necessary to meet the emergency, as determined by the
                  Committee, shall be paid. The applicant must supply all
                  information necessary to make such a determination.

3.       DESIGNATION OF BENEFICIARY. Each Participant shall have the continuing
         right to designate a beneficiary. A Beneficiary Designation Form may be
         submitted to the Committee at any time. A change in beneficiary may be
         made by submitting a revised Beneficiary Designation Form to the
         Committee. Consent of any person previously named is not required.

                           ARTICLE IV. ADMINISTRATION

The Plan shall be administered by the members of the Administrative Committee
under the 401(k) Savings Plan or such other committee appointed to administer
the Plan by the Human Resources Committee of the Board of Directors of United
Stationers Inc. The Committee may adopt such rules for carrying out the
provisions and purposes of the Plan, as it deems advisable. The Committee's
interpretations and determinations of any question arising under the Plan or any
such rule shall be conclusive if not inconsistent with the provision and
purposes of the Plan. No member of the Committee shall be liable for any action
taken or omitted in connection with the Plan unless attributable to his or her
own willful misconduct or lack of good faith.

                           ARTICLE V. MISCELLANEOUS

1.       TRANSFERABILITY. The rights and interests of the Participants under the
         Plan may not be transferred, assigned, pledged or encumbered except by
         will or by the laws of descent and distribution.

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2.       BINDING EFFECT. The plan shall bind and inure to the benefit of the
         Company, its affiliates and its successors by merger, consolidation,
         purchase or otherwise and the Participant and his or her heirs and
         legal representatives.

3.       STATUS. The Plan does not confer upon the Participant any legal right
         to any specific amount of compensation, or to continue in the employ of
         the Company, nor does it restrict the right of the Participant to
         terminate his or her service. Nothing in this Plan shall interfere with
         or limit in any way the right of the Company to terminate or change a
         Participant's employment at any time nor confer upon any Participant
         any right to any benefits not specifically provided by the Plan.

4.       WITHHOLDING. The Company shall deduct from any amounts being deferred
         or any payment any amount required by law to be withheld.

5.       OTHER COMPENSATION. The adoption of this Plan shall in no way be
         construed as limiting the power of the Board to adopt any other
         compensation arrangements it deems desirable.

6.       ENTIRE PLAN. The Plan and the forms mentioned herein constitute the
         entire agreement between the Company and the Participant with respect
         hereto.

7.       MODIFICATION AND TERMINATION. The Board of Directors of United
         Stationers Supply Co. at any time may amend, modify, suspend, reinstate
         or terminate this Plan in whole or in part or with respect to any
         Participants, provided that such action shall not adversely affect the
         rights of any Participants with respect to the amounts already deferred
         hereunder.

8.       GOVERNING LAW. This Plan shall be governed by the laws of the State of
         Illinois. It is intended that the Plan complies with the provisions of
         the Internal Revenue Code and Regulations in effect at the time of its
         adoption. If such laws are later construed in such way as to make this
         Plan void, or its deferral benefits no longer available, then the Plan
         will be given effect in such manner as will best carry out the purposes
         and intentions of the parties.

9.       NOTICES. Any notice in connection with the Plan shall be in written and
         delivered in person or by registered or certified mail, return receipt
         requested. Date of delivery will be the date personally delivered or
         the date on the return receipt, if correctly addressed.

10.      EFFECTIVE DATE AND TERM. The Plan as amended and restated as of the
         Effective Date shall continue until terminated by the Board.