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                                                                  EXHIBIT 10(pp)

                                   TERM NOTE



$661,251.00                      Dallas, Texas                     June 16, 1997



  FOR VALUE RECEIVED, Daniel F. Brown, an individual, referred to herein as
"Borrower", promises to pay to the order of CompuCom Systems, Inc., a Delaware
corporation and referred to herein as "Lender", the principal sum Six Hundred
Sixty One Thousand, Two Hundred Fifty-One Dollars ($661,251.00), together with
interest on the unpaid principal balance as set forth below.  All sums hereunder
are payable to Lender at its principal office in Dallas, Dallas County, Texas.

  1.  DEFINITIONS.  Unless the context hereof otherwise requires or provides,
the terms used herein defined in that certain Pledge Agreement between Borrower
and Lender dated June 16, 1997, as the same has been or may be amended or
supplemented from time to time (the "Agreement") have the same meanings.  In
addition, the following terms shall have the following meanings:

      a.  "PRIME RATE" means that variable rate of interest per annum
established by NationsBank of Texas, N.A. (the "Bank") from time to time as its
"prime rate" (whether by that or any other name). The Bank sets such rate as a
general reference rate of interest and takes into account such factors as the
Bank may deem appropriate. Many of the Bank's commercial or other loans are
priced in relation to such rate, but it is not necessarily the lowest or best
rate actually charged to any customer.

      b.  "MAXIMUM RATE" means the higher of the maximum interest rate allowed
by applicable United States or Texas law as amended from time to time and in
effect on the date for which a determination of interest accrued hereunder is
made. The determination of the maximum rate permitted by applicable Texas law
shall be made pursuant to the indicated rate ceiling as defined in
Tex.Rev.Civ.Stat.Ann. art. 5069-1.04, but Lender reserves the right to implement
from time to time any other rate ceiling permitted by such law.

  2.  INTEREST RATE.

      a.  The unpaid principal balance from the date hereof until maturity
(whether by acceleration or otherwise) shall bear interest at a rate per annum
equal to 6.25%.

      b.  All past-due payments of principal and interest under this Note shall
bear interest at the Maximum Rate (or if there is no such Maximum Rate, then at
the Prime Rate plus 3%) from maturity until paid.
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  3.  PAYMENT OF PRINCIPAL AND INTEREST.

      a.  The principal amount outstanding under this Note shall be due and
payable on June 17, 2000. Interest shall be payable annually on June 17th of
each year during the term hereof, commencing June 17, 1998, and upon payment of
this Note in full.

      b.  Unless Lender in its sole discretion elects to apply payments
differently, each payment shall be first credited to the discharge of interest
accrued on the unpaid principal balance to the date of the payment, and the
remainder shall be credited to the reduction of said principal.

      c.  The principal and interest due hereunder shall be evidenced by
Lender's records which, absent manifest error, shall be conclusive evidence of
the computation of principal and interest balances owed by Borrower to Lender.

      d.  Notwithstanding anything contained in this Note or in the Agreement to
the contrary, in the event Borrower's employment with Lender is terminated,
whether such termination is voluntary or involuntary, this Note shall be due and
payable on the 30th day immediately following the effective date of such
termination. In the event this Note becomes payable pursuant to the terms of
this Section 3(d), Borrower at his option may elect to have Lender offset any
amounts owed to Lender by Borrower under this Note against any severance or
other payments to be made by Lender to Borrower as a result of Borrower's
termination of employment with Lender.

  4.  DEFAULT.  Failure to pay this Note or any installment hereunder as it
becomes due, or failure of Borrower or any other person to perform (after the
expiration of any applicable cure period) any of the terms or provisions set
forth in the Agreement, or the occurrence of any default under the terms of the
Agreement, or the occurrence of any default under any other agreement between
Borrower and Lender shall, at the election of the holder hereof, without notice,
demand or presentment, which are hereby waived, mature the principal of this
Note and all interest then accrued, and the same shall at once become due and
payable and subject to the remedies of the holder hereof.

  5.  PREPAYMENT.  Borrower may at any time prepay in whole or in part the
unpaid principal of this Note without premium or penalty, and the interest shall
immediately cease on any amounts so prepaid.  Prepayments of principal shall be
applied in the inverse order of maturity.

  6.  WAIVER.  Each surety, endorser, guarantor and any other party now or
hereafter liable for the payment of this Note in whole or in part ("Surety") and
Borrower hereby severally (a) waive grace, demand, presentment for payment,
notice of nonpayment, protest, notice of protest, non-payment or dishonor,
notice of intent to accelerate, notice of acceleration and all other notices
(except as provided in the Agreement), filing of suit and diligence in
collecting this
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Note or enforcing any other security with respect to same, (b) agree to any
substitution, surrender, subordination, waiver, modification, change, exchange
or release of any security or the release of the liability of any parties
primarily or secondarily liable hereon, (c) agree that Lender is not required
first to institute suit or exhaust its remedies hereon against Borrower, any
Surety or others liable or to become liable hereon or to enforce its rights
against them or any security with respect to same or to join any of them in any
suit against any others of them, and (d) consent to any extension or
postponement of time of payment of this Note and to any other indulgence with
respect hereto without notice thereof to any of them. No failure or delay on the
part of Lender in exercising any right, power or privilege hereunder shall
operate as a waiver thereof.

  7.  ATTORNEYS' FEES.  If this Note is not paid at maturity, regardless of how
such maturity may be brought about, or is collected or attempted to be collected
through the initiation or prosecution of any suit or through any probate,
bankruptcy or any other judicial proceedings, or is placed in the hands of an
attorney for collection, Borrower shall pay, in addition to all other amounts
owing hereunder, all actual expenses of collection, all court costs and
reasonable attorney's fees incurred by the holder hereof.

  8.  LIMITATION ON AGREEMENTS.  All agreements between Borrower and Lender,
whether now existing or hereafter arising, are hereby limited so that in no
event shall the amount paid, or agreed to be paid to Lender for the use,
forbearance, or detention of money or for the payment or performance of any
covenant or obligation contained herein or in any other document evidencing,
securing or pertaining to this Note, exceed the Maximum Rate.  If any
circumstance otherwise would cause the amount paid to exceed the Maximum Rate,
the amount paid or agreed to be paid to Lender shall be reduced to the Maximum
Rate, and if Lender ever receives interest which otherwise would exceed the
Maximum Rate, such amount which would be excessive interest shall be applied to
the reduction of the principal of this Note and not to the payment of interest,
or if such excessive interest otherwise would exceed the unpaid balance of
principal of this Note such excess shall be applied first to other indebtedness
of Borrower to Lender, and the balance, if any, shall be refunded to Borrower.
In determining whether the interest paid or agreed to be paid hereunder exceeds
the highest amount permitted by applicable law, all sums paid or agreed to be
paid to Lender for the use, forbearance or detention of the indebtedness of
Borrower to Lender shall, to the extent permitted by applicable law, (i) be
amortized, prorated, allocated and spread throughout the full term of such
indebtedness until payment in full so that the actual rate of interest on
account of such indebtedness is uniform throughout such term, (ii) be
characterized as a fee, expense or other charge other than interest, and (iii)
exclude any voluntary prepayments and the effects thereof.  The terms and
provisions of this paragraph shall control and supersede every other provision
of all agreements between Lender and Borrower in conflict herewith.

  9.  GOVERNING LAW AND VENUE.  This Note and the rights and obligations of the
parties hereunder shall be governed by the laws of the United States of America
and by the laws of the State of Texas, and is performable in Dallas, Dallas
County, Texas.  Chapter 15 of the Texas Credit Code (Tex. Rev. Civ. Stat. Ann.
art 5069.1501 et seq.) does not apply to this Note.

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  10. BUSINESS DAY.  If any action is required or permitted to be taken
hereunder on a Sunday, legal holiday or other day on which banking institutions
in the State of Texas are authorized or required to close (a "Non-Business
Day"), such action shall be taken on the next succeeding day which is not a Non-
Business Day, and, to the extent applicable, interest on the unpaid principal
balance shall continue to accrue at the applicable rate.


  11. AGREEMENT.  This Note is the Note referred to in the Agreement, and is
entitled to the benefits thereof and the security as provided for therein.
Reference is made to the Agreement for a statement of the rights and obligations
of Borrower, a description of the nature and extent of the security and the
rights of the parties in respect to such security, and a statement of the terms
and conditions under which the due date of this Note may be accelerated.



                                         /s/ DANIEL F. BROWN
                                         ---------------------------------------
                                         Daniel F. Brown
                                         Address: