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                                                                   Exhibit 10.10

                                  STAPLES, INC.




                            STAPLES.COM COMMON STOCK
                               PURCHASE AGREEMENT




                          Dated as of December 7, 1999


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                                  STAPLES, INC.

                   STAPLES.COM COMMON STOCK PURCHASE AGREEMENT

         This Agreement dated as of December 7, 1999 is entered into by and
between Staples, Inc., a Delaware corporation (the "Company), and the
undersigned outside Director of the Company or his or her designee, provided
that the designee is either the spouse or minor child of the outside Director or
a trust solely for the benefit of any of the foregoing (the "Purchaser").

         In consideration of the mutual promises and covenants contained in this
Agreement, the parties hereto agree as follows:

         1. SALE OF SHARES. Subject to the terms and conditions of this
Agreement, the Company hereby sells and issues to the Purchaser, and the
Purchaser hereby purchases, 100,000 shares of the Company's Staples.com Common
Stock, $0.0006 par value per share (the "Staples.com Stock"), for the purchase
price of $162,500 (the "Purchase Price"). The shares of Staples.com Stock sold
under this Agreement are referred to as the "Shares." Promptly after the
execution of this Agreement, the Company shall deliver to the Purchaser a
certificate for the number of Shares being purchased by the Purchaser,
registered in the name of the Purchaser, against payment to the Company of the
Purchase Price, by wire transfer or other method acceptable to the Company.

         2. REPRESENTATIONS OF THE COMPANY. The Company hereby represents and
warrants to the Purchasers that the statements contained in this Section 2 are
true, complete and correct.

            2.1 ORGANIZATION AND STANDING. The Company is a corporation duly
organized, validly existing and in good standing under the laws of the State of
Delaware and has full corporate power and authority to conduct its business as
presently conducted and as proposed to be conducted by it and to enter into and
perform this Agreement and to carry out the transactions contemplated by this
Agreement. The Company is duly qualified to do business as a foreign corporation
and is in good standing in every jurisdiction in which the failure so to qualify
would have a material adverse effect on the business, prospects, assets or
condition (financial or otherwise) of the Company (a "Company Material Adverse
Effect").

            2.2 ISSUANCE OF SHARES. The issuance, sale and delivery of the
Shares in accordance with this Agreement, have been duly authorized by the
Board of Directors of the Company, and all such Shares have been, or will be
on or prior to the Closing, duly reserved for issuance. The Shares when so
issued, sold and delivered against payment therefor in accordance with the
provisions of this Agreement, will be duly and validly issued, fully paid and
nonassessable and will have been issued in compliance with the registration
and qualification requirements of all applicable federal and state securities
laws.

            3. REPRESENTATIONS OF THE PURCHASER. The Purchaser severally
represents and warrants to the Company as follows:

            3.1 INVESTMENT. The Purchaser is acquiring the Shares for his or her
own account for investment and not with a view to, or for sale in connection
with, any distribution

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thereof, nor with any present intention of distributing or selling the same,
except for possible sales to Affiliates (as that term is defined in Rule 144
adopted under the Securities Act of 1933, as amended (the "Securities Act"), of
the Purchaser; and, except as contemplated by this Agreement the Purchaser has
no present or contemplated agreement, undertaking, arrangement, obligation,
indebtedness or commitment providing for the disposition thereof. The Purchaser
is an "accredited investor" as defined in Rule 501(a) under the Securities Act.
The Purchaser has carefully reviewed the representations concerning the Company
contained in this Agreement, and has made detailed inquiry concerning the
Company, its business and its personnel. The officers of the Company have made
available to the Purchaser any and all written information which he or she has
requested and have answered to the Purchaser's satisfaction all inquiries made
by the Purchaser. The Purchaser has sufficient knowledge and experience in
finance and business that he or she is capable of evaluating the risks and
merits of its investment in the Company and the Purchaser is able financially to
bear the risks thereof.

         4. TRANSFER RESTRICTIONS.

            4.1 SECURITIES RESTRICTIONS. The Purchaser acknowledges that the
Shares have not been registered under the Securities Act and shall not be sold
or transferred unless either (i) they first shall have been registered under the
Securities Act, or (ii) the Company first shall have been furnished with an
opinion of legal counsel to such Purchaser, reasonably satisfactory to the
Company, to the effect that such sale or transfer is exempt from the
registration requirements of the Securities Act.


                4.2 LEGEND. The Purchaser acknowledges that, until such time as
the Shares become eligible for resale pursuant to Rule 144(k) under the
Securities Act, each certificate representing the Shares shall bear a legend
substantially in the following form:

                "The shares represented by this certificate have not been
                registered under the Securities Act of 1933, as amended, and
                may not be offered, sold or otherwise transferred, pledged or
                hypothecated unless and until such shares are registered under
                such Act or an opinion of counsel satisfactory to the Company
                is obtained to the effect that such registration is not
                required."

                4.3 RIGHT OF FIRST OFFER. The Purchaser shall not sell, assign,
pledge or otherwise transfer (collectively, "transfer") any of the Shares or any
right or interest therein, whether voluntarily, by gift or otherwise, except to
an Affiliate of such Purchaser who agrees in a writing addressed to the Company
to be bound by the terms of this Agreement (a "Permitted Transferee"), other
than in accordance with the following requirements:

                (a) OFFERING NOTICE. If the Purchaser wishes to transfer all or
any portion of his or her Shares to any person (a "Third Party Purchaser"), the
Purchaser shall offer such Shares first to the Company, by sending written
notice (an "Offering Notice") to the Company, which shall state (i) the number
of Shares proposed to be transferred (the "Offered Securities"); (ii) the
proposed purchase price per Share for the Offered Securities (the "Offer
Price"); and (iii) the terms and conditions of such sale. Upon delivery of the
Offering Notice, such offer shall be irrevocable unless and until the rights of
first offer provided for herein shall have been waived or shall have expired.


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                (b) COMPANY OPTION; EXERCISE. For a period of 15 days after
the giving of the Offering Notice pursuant to Section 4.3(a) (the "Company
Option Period"), the Company shall have the right (the "Company Option") but
not the obligation to purchase any or all of the Offered Securities at a
purchase price equal to the Offer Price and upon the terms and conditions set
forth in the Offering Notice. The right of the Company to purchase any or all
of the Offered Securities under this Section 4.3(b) shall be exercisable by
delivering written notice of the exercise thereof, prior to the expiration of
the 15-day period referred to above, to the Purchaser, which notice shall
state the number of Offered Securities proposed to be purchased by the
Company. The failure of the Company to respond within such 15-day period
shall be deemed to be a waiver of the Company Option, PROVIDED that the
Company may waive its rights under this Section 4.3(b) prior to the
expiration of such 15-day period by giving written notice to the Purchaser.

                (c) SALE TO THIRD PART PURCHASER. If the Company does not elect
to purchase all of the Offered Securities pursuant to Section 4.3(b), the
Purchaser may sell all, but not less than all, of the remaining Offered
Securities to a Third Party Purchaser on the terms and conditions set forth in
the Offering Notice; PROVIDED, HOWEVER, that such sale is bona fide and
consummated within 60 days after the earlier to occur of (i) the waiver by the
Company of its option to purchase the Offered Securities and (ii) the expiration
of the Company Option Period (the "Contract Date"); and PROVIDED FURTHER, that
such sale shall not be consummated unless and until, prior to the purchase by
such Third Party Purchaser of any of such Offered Securities, such Third Party
Purchaser shall become a party to this Agreement and shall agree to be bound by
the terms and conditions hereof. If such sale is not consummated by the Contract
Date for any reason, then the restrictions provided for herein shall again
become effective, and no transfer of such Offered Securities may be made
thereafter by the Purchaser without again offering the same to the Company in
accordance with this Section 4.3.

                (d) NON-COMPLYING TRANSFERS. Any sale or transfer, or purported
sale or transfer, of Shares shall be null and void unless the terms, conditions
and provisions of this Section 4 are strictly observed and followed.

                (e) TERMINATION. The terms of this Section 4.3 shall terminate
upon (i) the first anniversary of the closing of the first public offering of
shares of Staples.com Stock which is effected pursuant to a registration
statement filed with, and declared effective by, the Securities and Exchange
Commission under the Securities Act (other than an offering registered on Form
S-4, Form S-8 or any successor forms), (ii) the sale of all or substantially all
of the assets or business of the Company, whether by merger, sale of assets or
otherwise (except a merger or consolidation in which the holders of capital
stock of the Company immediately prior to such merger or consolidation continue
to hold immediately following such merger or consolidation at least 75% by
voting power of the capital stock of the surviving corporation in approximately
the same relative proportions) or (iii) at such time as all of the outstanding
shares of Staples.com Stock are exchanged for shares of Staples Retail and
Delivery Common Stock, or all of the outstanding shares of Staples Retail and
Delivery Common Stock are exchanged for shares of Staples.com Stock, pursuant to
the terms of the Certificate of Incorporation of the Company, as amended.

                (f) LEGEND. The certificates representing the Shares shall bear
a legend that indicates that the Shares are subject to a right of first offer in
favor of the Company as set forth in


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this Section 4.3 (in addition to, or in combination with, any legend required by
applicable federal and state securities laws).

           5.   MISCELLANEOUS.

                5.1 SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon
and inure to the benefit of the parties and their respective successors and
permitted assigns. This Agreement, and any rights and obligations of a Purchaser
hereunder, may be assigned by such Purchaser to any person or entity to which
Shares are transferred by such Purchaser in accordance with the terms of this
Agreement, PROVIDED that such transferee agrees in writing with the Company to
be bound by the terms of this Agreement.

                5.2 SURVIVAL OF REPRESENTATIONS AND WARRANTIES. All agreements,
representations and warranties contained herein shall survive the execution and
delivery of this Agreement and the closing of the transactions contemplated
hereby.

                5.3 SEVERABILITY. The invalidity or unenforceability of any
provision of this Agreement shall not affect the validity or enforceability of
any other provision of this Agreement.

                5.4 GOVERNING LAW. This Agreement shall be governed by and
construed in accordance with the internal laws of the Commonwealth of
Massachusetts (without reference to the conflicts of law provisions thereof).

                5.5 NOTICES. All notices, requests, consents, and other
communications under this Agreement shall be in writing and shall be deemed
delivered (i) two business days after being sent by registered or certified
mail, return receipt requested, postage prepaid or (ii) one business day after
being sent via a reputable nationwide overnight courier service guaranteeing
next business day delivery, in each case to the intended recipient as set forth
below:

           If to the Company, at 500 Staples Drive, Framingham, Massachusetts
01702, Attention: Jack A. VanWoerkom or at such other address or addresses as
may have been furnished in writing by the Company to the Purchaser; or

           If to a Purchaser, at such Purchaser's address as set forth on the
records of the Company.

           Any party may give any notice, request, consent or other
communication under this Agreement using any other means (including, without
limitation, personal delivery, messenger service, telecopy, first class mail or
electronic mail), but no such notice, request, consent or other communication
shall be deemed to have been duly given unless and until it is actually received
by the party for whom it is intended. Any party may change the address to which
notices, requests, consents or other communications hereunder are to be
delivered by giving the other parties notice in the manner set forth in this
Section 5.5.

                5.6 COMPLETE AGREEMENT. This Agreement constitutes the entire
agreement and understanding of the parties hereto with respect to the subject
matter hereof and supersedes all prior agreements and understandings relating to
such subject matter.


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                5.7 AMENDMENTS AND WAIVERS. The terms of this Agreement may be
amended only with the prior written consent of all parties to this Agreement.

                5.8 COUNTERPARTS; FACSIMILE SIGNATURES. This Agreement may be
executed in any number of counterparts, each of which shall be deemed to be an
original, and all of which shall constitute one and the same document. This
Agreement may be executed by facsimile signatures.

                5.9 SECTION HEADINGS. The section headings are for the
convenience of the parties and in no way alter, modify, amend, limit, or
restrict the contractual obligations of the parties.

         Executed as of the date first written above.

                                             COMPANY:

                                             STAPLES, INC.

                                             By:____________________________
                                                Name:
                                                Title:

                                             PURCHASER:

                                             -------------------------------
                                             Name:




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