UNITED STATES
                SECURITIES & EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549


                           FORM 10-Q

      [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934

        For the Quarterly Period Ended November 30, 1995

                               or

     [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934

                 Commission File Number 1-5858


                       UNIVAR CORPORATION


                A Delaware            I.R.S. Employer
               Corporation             No. 91-0816142

                      6100 Carillon Point
                  Kirkland, Washington  98033
                  Telephone No. (206) 889-3400


Indicated by a check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the Registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.  
YES  X   NO ___

On January 4, 1996, the Registrant had outstanding 21,675,202 shares
(excluding treasury shares) of common stock of $0.33-1/3 par value,
which is the Registrant's only class of common stock.


UNIVAR CORPORATION and Subsidiaries

INDEX TO FORM 10-Q


                                                    PAGE NO.

PART I - FINANCIAL INFORMATION

     Item 1.       Financial Statements

           Condensed Consolidated Balance Sheets
           November 30, 1995 and February 28, 1995         3

           Consolidated Statements of Operations
           Three and Nine Months Ended November 30, 1995
           and 1994                                        4

           Condensed Consolidated Statements of Cash
           Flows
           Three and Nine Months Ended November 30, 1995
           and 1994                                        5

           Notes to Condensed Consolidated Financial
           Statements                                      6


     Item 2.Management's Discussion and Analysis of 
           Financial Condition and Results of Operations   8



PART II - OTHER INFORMATION

     Item 6.      Exhibits and Reports on Form 8-K        11


SIGNATURES                                                12


UNIVAR CORPORATION and Subsidiaries
Condensed  Consolidated Balance Sheets  (See Notes)

(000's)                   November 30, 1995     February 28, 1995
                                     (Unaudited)
Assets
Current Assets:                                                 
  Cash and cash equivalents       $  18,009            $  19,516
  Receivables - net                 271,497              243,899
  Inventories                       156,039              133,282
  Other current assets               12,970               10,551
                                  ---------            ---------
      Total current assets          458,515              407,248
                                             
Real Properties Held for                                        
Sale and Long Term                   30,681               28,780
  Receivables                                       
Property, Plant and                 202,872              208,355
  Equipment - net
Other Assets                         26,699               28,820
                                  ---------             --------
                                   $718,767             $673,203
                                  =========            =========
                                                                
Liabilities and                                                 
Shareholders' Equity
Current Liabilities:                                            
  Bank overdrafts                  $ 18,192             $ 19,584
  Notes payable                      60,692               36,284
  Current portion of long-              657                3,978
  term debt
  Accounts payable                  226,345              222,675
  Accrued liabilities                53,819               48,119
                                  ---------            ---------
    Total current liabilities       359,705              330,640
                                                                
Long-term Debt                      129,910              122,086
                                                                
Other Long-term Liabilities          41,912               44,314
                                                                
                                                                
Shareholders' Equity                                            
  Common stock                        8,006                8,006
  Additional paid-in capital        107,929              107,799
  Retained earnings                  81,676               74,428
  Cumulative translation                159               -4,909
    adjustment
  Treasury stock                    -10,507               -9,087
   Deferred stock                       -23                  -74
     compensation expense
                                   --------             --------
      Total shareholders'           187,240              176,163
      equity
                                   --------             --------
                                                                
                                   $718,767             $673,203
                                   ========             ========

UNIVAR CORPORATION and Subsidiaries
Consolidated Statements of Operations (Unaudited) (See Notes)


                               Three Months Ended    Nine Months Ended
                                  November 30,          November 30,
(000's except per share data)   1995       1994        1995        1994
                                ----       -----      -----        -----
Sales                          $479,756  $468,778   $1,563,743  $1,468,933
Cost of Sales                   412,443   399,814    1,345,200   1,258,782    
                                -------   -------   ----------  ---------- 
Gross Margin                     67,313    68,964      218,543     210,151
Gross Margin Percentage           14.0%     14.7%        14.0%       14.3%
                                                                     
Operating Expenses               63,008    62,873      187,803     186,645
Reengineering Costs                 160       604          160      37,361
                                -------   -------      -------     -------
Income (Loss) from Operations    4,145      5,487       30,580     -13,855
                               -------    -------      -------     -------
Other Income (Expense):                                              
Interest expense                -3,872     -3,293      -11,213      -9,207
Other income-net                   409        197        1,917         224
   Income (Loss) Before Taxes   ------     ------      -------      ------
    and Minority Interest          682      2,391       21,284     -22,838
                                                                     
Provision for (Benefit of)         654      1,560        9,193      -6,779
  Taxes on Income
                                ------     ------       ------      ------
Income (Loss) before Minority       28        831       12,091     -16,059
     Interest
                                ------     ------       ------     -------
Minority Interest in Univar          0       -104            0         604
     Europe
                                ------     ------       ------     -------
Net Income (Loss)                  $28      $ 935      $12,091    $-16,663
                                ======     ======      =======     =======
Net Income  (Loss) per Share     $0.00      $0.04        $0.56     $ -0.79
                                ======     ======      =======     =======
Dividends Paid per Share         $0.08     $ 0.08        $0.23      $ 0.23
                                ======     ======       ======     =======
Weighted Average Number of                                           
Shares Outstanding              21,674     21,791       21,708      21,198
                                ======     ======       ======      ======

UNIVAR CORPORATION and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited) (See Notes)


                                   Three Months Ended  Nine Months Ended
                                     November  30,       November  30,
(000's except per share data)        1995      1994       1995    1994
                                     ----      ----       ----    -----
Cash Flows Provided (Used) by                                         
Operating Activities:
Net Income (Loss)                  $    28   $  935   $12,091 $-16,663
Adjustments to reconcile net                                          
income to net cash provided by
operating activities:
  Depreciation and amortization      7,230    7,003    21,358   20,827
   Non-cash portion of                   0        0         0   16,389
    reengineering costs
   Other - net                      -2,332   -4,348    -3,676   -1,794
Changes in assets and                                                 
liabilities:
   Accounts receivable              14,905   16,044   -22,101  -13,891
   Inventories                       1,580    1,071   -19,330   -4,872
   Accounts payable                -21,293    1,455    -2,843   21,180
   Other current assets, net          -342   -2,201    -2,632   -3,898
   Other current liabilities,net    -4,776   -4,446     4,605    2,433
                                    ------  -------  --------  -------
Net Cash Provided (Used) by         -5,000   15,513   -12,528  19,711
  Operating Activities                                
                                    ------   ------   -------  -------
                                         
Cash Flows Used by Investing                                          
Activities:
   Proceeds from (acquisition          924  -33,339     1,073  -32,713
    of) investments
   Additions to property, plant     -6,734   -6,966   -13,605  -15,250
    and equipment
   Changes in other assets             182       25       154       69  
                                    ------  -------    ------  -------
                                         
Net Cash Used by Investing          -5,628  -40,280   -12,378  -47,894
Activities
                                    ------  -------    ------  -------
                                         
Cash Flows Provided by Financing                                      
   Activities:
   Short-term borrowings - net      13,958    4,595    20,728   17,321
   Common stock activity                53      194       189   37,515
   Long-term debt incurred          66,489   20,244    93,706   20,351
   Reduction in long-term debt     -64,632     -450   -87,443  -38,432
   Payment of dividends             -1,624        0    -4,851   -4,580
                                    ------   ------   -------  -------
Net Cash Provided by                14,244   24,583    22,329   32,175
   Financing Activities                      
                                    ------   ------   -------   ------
Effect of Exchange Rate Changes       -243       53     1,070      853   
   on Cash
                                    ------   ------   -------   ------
Net Cash Provided (Used)             3,373     -131    -1,507    4,845
                                                                      
Cash and Equivalents at                                       
  Beginning of Period              14,636    20,506    19,516   15,530
                                    ------  -------   -------  -------
                                         
Cash and Equivalents at End of     $18,009  $20,375   $18,009  $20,375
  Period                           ======   =======   =======  =======
                                         

UNIVAR CORPORATION and Subsidiaries
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


1.   Basis of presentation

           The  accompanying unaudited condensed consolidated  financial
     statements  were  prepared in accordance  with  generally  accepted
     accounting  principles for interim financial  information  pursuant
     to  the  rules  and  regulations of  the  Securities  and  Exchange
     Commission  and instructions to Form 10-Q.  While these  statements
     reflect   all  adjustments  (which  consist  of  normal   recurring
     accruals) which are, in the opinion of management, necessary  to  a
     fair   presentation  of  the  results  for  the   interim   periods
     presented,  they  do  not  include  all  of  the  information   and
     disclosures  required  by generally accepted accounting  principles
     for  complete financial statements. These statements should be read
     in  conjunction  with the financial statements  and  notes  thereto
     included  in  the Annual Report of the Registrant  for  the  fiscal
     year  ended  February 28, 1995, and filed as Item 8 to  Form  10-K,
     Commission File No. 1-5858.

           Results of operations for interim periods are not necessarily
     indicative of the results that may be expected for the year  ending
     February 29, 1996.


     2.   LIFO inventory

           The  LIFO method of pricing is used for approximately 62%  of
     the   Registrant's  inventory.  Because  an  actual  valuation   of
     inventory  under the LIFO method can be made only  at  the  end  of
     each  fiscal year based on the inventory levels and costs  at  that
     time,  interim  financial  results  are  based  on  estimated  LIFO
     adjustments   and  are  subject  to  final  fiscal  year-end   LIFO
     inventory amounts.


     3.   Reengineering costs
     
            Beginning  in  the  third  quarter  of  fiscal   1994,   the
     Corporation  began  work on a strategic business transformation  of
     the U.S. operating company.  The project began with an analysis  of
     all   aspects   of   services  provided,  customer   profitability,
     logistics  network design, and information systems   effectiveness.
     As  a  result  of this effort, at the end of the third  quarter  of
     fiscal 1995, the Corporation announced its plans to reorganize  the
     U.S.   company,  redesign  its  distribution  network,  develop   a
     national  procurement and materials management  strategy,  increase
     sales  force  efficiency,  improve gross margins,  and  reduce  the
     amount of capital required to conduct ongoing operations.
     
     
          During  the first nine months of fiscal 1995, the Corporation
     recorded  pretax  reengineering charges  of  $37.4  million.  These
     charges   included  the  write-down  to  fair  value   of   certain
     facilities,  facility closure costs, the estimated effect  of  work
     force reductions, and consultant fees.
     
           During  the third quarter this year, the Corporation  revised
     its   estimates  of  severance  related  to  planned   work   force
     reductions.   The  cost  of  additional  severance  recognized   in
     connection  with  organizational changes made  during  the  current
     quarter  was  offset, in part, by reversal of work force  reduction
     accruals established in fiscal 1995.
     
           At the end of the third quarter of fiscal 1996, the remaining
     accruals  for facility closure costs, severance, and an unallocated
     facility valuation allowance totals $14.1 million.

        
        
        Item  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

Organizational Change

During  the third quarter Paul H. Hough was elected President and  Chief
Executive Officer of the Corporation, as well as President of Van Waters
&  Rogers  Inc.,  the  Corporation's U.S.  subsidiary.   Management  has
previously  announced that its U.S. reengineering program was  expected,
absent  unforeseen economic or other circumstances, to result in a  pre-
tax  improvement in income from operations at an annual run rate of  $30
million  by the end of the Corporation's 1997 fiscal year.  In light  of
the  changes in officers, the timetable for realizing the benefits  from
the reengineering program is being re-evaluated.

Results of Operations

Net  earnings  for  the third fiscal quarter were $28,000.   Last  year,
income  for the third quarter totaled $935,000.  The essentially  break-
even  results  for  the quarter resulted from a lack of  adequate  sales
volume  and  increased  transportation costs in the  Corporation's  U.S.
operations, affecting gross margins in that business unit.

For  the first nine months of this fiscal year, the Corporation reported
net  income  of  $12.1 million. Excluding after-tax reengineering  costs
totaling  $23.2 million, earnings for the similar period last year  were
$6.5 million.

Sales  for  the third quarter were $479.8 million, an increase  of  2.3%
over  the third quarter last year.  Sales in the U.S. decreased by  less
than  one  percent,  while  sales  in  foreign  markets  served  by  the
Corporation  continued  to  demonstrate  growth.   Reported   in   local
currencies, foreign sales were up 9.5% in Europe and up 1.4% in  Canada.
When  measured  in  U.S.  dollars, European sales  increased  14.9%  and
Canadian sales increased 2.2%, due to favorable currency exchange rates.

Sales  for  the first nine months this year increased by 6.5%,  compared
with  the same period last year.  In the U.S., sales were flat. Reported
in  constant dollars, European sales grew by 17.0%, while Canadian sales
increased 14.8%. When measured in U.S. dollars, European sales increased
by  25.6%,  and Canadian sales increased by 15.3%, both benefiting  from
favorable currency exchange rates.

On  a  worldwide basis, gross margin percentage was 14.0% for the  third
quarter,  down  from 14.7% in the third quarter last  year.  A  drop  in
margin  percentage  in  the  U.S.  more than  offset  margin  percentage
increases  in  both Europe and Canada.  Higher volumes of  lower  margin
products,  such  as  bulk and commodity chemicals,  contributed  to  the
decrease  in  gross margin percentage.  For the first nine  months  this
year,  gross  margin percentage was 14.0%, compared with 14.3%  for  the
first nine months of the prior year.

Operating  expenses for the third quarter this year were $63.0  million,
an  increase of less than 1% compared with the third quarter last  year.
In  the  U.S., operating expenses decreased, while in Canada and Europe,
operating  expenses increased, in part as a result of  the  increase  in
related  sales  volumes,  and in part to changes  in  currency  exchange
rates.   As a percentage of sales, operating expenses dropped to  13.1%,
down from 13.4% in the third quarter last year.

As a percentage of sales, operating expense for the first nine months of
this  year  dropped to 12.0%, down from 12.7% in the first  nine  months
last  year.  Operating expenses, as a percentage of sales, decreased  in
each of the Corporation's operations, worldwide.

The   Corporation   is  involved  in  certain  elective   and   required
environmental  programs.  The following table  shows  additions  to  and
expenditures charged against the Corporation's environmental  accruals
for  the  current  and  prior  year  comparable quarters and
first nine months:

                       Quarter ended  Nine months ended
                           Nov. 30,        Nov. 30,
      (millions)       1995      1994    1995    1994
                       ----      ----   -----    ----

     Beginning         $17.3    $16.9   $17.0    $15.5
     balance
                                                      
     Expense             1.1      1.7     3.8      4.8
     provisions
                                                      
     Expenditures       -1.6     -1.1    -4.0     -2.8
                        ----     ----    ----     ----
     Ending balance    $16.8    $17.5   $16.8    $17.5
                       =====    =====   =====   =====

The disproportionate effective tax rate for the quarter  resulted  from
losses  incurred in the U.S. where a tax benefit was provided  at  rates
which  are  lower compared with the tax provision rates  in  Canada  and
Europe.   Additional factors which had the effect of increasing the  tax
expense  provision  rate while decreasing the tax benefit  rate  include
operating  losses and goodwill amortization in certain foreign countries
for which no immediate tax  benefit is available.

Liquidity and Capital Resources

Working  capital  at  the end of the third quarter  was  $98.8  million,
compared  with  $74.5  million at the prior  year-end.   Over  the  same
period, the current ratio increased to 1.27:1 compared with 1.23:1.  The
changes  in  working  capital and current ratios  are  due  in  part  to
seasonal   fluctuations  in  working  capital  components   related   to
agricultural sales and to increased short term borrowings, which support
higher inventory levels.
        
During the third quarter and first nine months of the current year, cash
totaling  $5.0 million and $12.5 million, respectively, was utilized  by
operating  activities.  During the same  periods  last  year,  cash  was
provided  by  operating  activities totaling  $15.5  million  and  $19.7
million.

The utilization of cash for the third quarter of this year is consistent
with the seasonal fluctuation of working capital related to agricultural
sales.    Cash  utilization  for  the  first  nine  months  reflects   a
combination   of   the  non-recurring  cash  impact   of   last   year's
reengineering   costs,  changes  in  components   of   working   capital
necessitated  by  the  growth of sales in both Canada  and  Europe,  and
increased inventory in the U.S.
        
The  Corporation  has  domestic  and  foreign  short-term  credit  lines
totaling $98.2 million, of which $37.5 million was available at quarter-
end.   The Corporation also has access to funds up to $285 million under
two  medium-term revolving credit agreements, of which $173 million  was
available  at  quarter  end.  The Corporation  believes  its  internally
generated cash, together with its access to bank lines, will be adequate
to fund planned capital expenditures and investments, and to support its
working capital requirements.

Capital Expenditures

During  the  third quarter of this fiscal year, additions  to  property,
plant,  and  equipment totaled $6.7 million, compared with $7.0  million
for  the prior year third quarter.  For the first nine months, additions
to  property,  plant and equipment totaled $13.6 million  compared  with
$15.3  million in the same period last year.  Additions in  the  current
year  consisted primarily of normal replacement and upgrading  of  fixed
assets  and  construction  expenditures for refurbishing  warehouse  and
office  facilities.  The Corporation utilized available cash and  credit
capacity to fund the capital expenditures.

Part II.     OTHER INFORMATION


Item 6.       Exhibits and Reports on Form 8-K

A.   Exhibit
     Number    Description

     10.29     Separation agreement with James P. Alampi

     10.30     Separation agreement with James W. Bernard


B.   Reports on Form 8-K

Form  8-K, filed on November 1, 1995, announced the appointment of  Paul
H.  Hough  as  president and chief executive officer of the  registrant,
replacing  James W. Bernard.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned therunto duly authorized.


UNIVAR CORPORATION

Date:           January 10, 1996       By:  /s/   PAUL H. HOUGH
                                            Paul H. Hough
                                            President and Chief
                                            Executive Officer

Date:           January 10, 1996       By:  /s/  GARY E. PRUITT
                                            Gary E. Pruitt
                                            Chief  Financial Officer
                         (Principal Financial and Accounting Officer)


Exhibit 10.29

                         SEPARATION AGREEMENT

      This  Separation Agreement ("Agreement") is entered  into  by  and
between James P. Alampi, a Washington resident ("Alampi"), Van Waters  &
Rogers  Inc.,  a  Washington  corporation (the  "Company"),  and  Univar
Corporation,  a  Delaware  corporation  ("Univar"),  to  set  forth  the
parties'   understanding  regarding  Alampi's   resignation   from   and
termination of employment with the Company.

                                    2
                                RECITALS

      Whereas, Alampi has served the Company in various capacities, most
recently as President; and

     Whereas, the Company is a wholly-owned subsidiary of Univar, and

     Whereas, Alampi tendered his resignation as an officer and director
of  the  Company  and an officer of Univar effective October  26,  1995,
which  was  accepted by the Board of Directors of Univar Corporation  on
said  date,  and Alampi was relieved of all duties effective said  date;
and

     Whereas, Alampi and Univar Corporation are parties to an employment
agreement dated November 16, 1990; and

      Whereas, Alampi and Univar are parties to an Agreement dated March
2, 1992 ("Change of Control Agreement"), which sets forth various rights
of  Alampi that arise upon a "Change of Control" of Univar as said  term
is defined in the Agreement; and

      Whereas, the parties mutually agree their joint interests will  be
furthered by an amicable parting,

     Now, therefore, the parties agree as follows:

                                COVENANTS

      1.  The Company shall continue Alampi in its employ, on paid leave
of absence, through and including December 30, 1995 ("paid employment"),
during which time he shall continue to be compensated in accordance with
the  Company's standard payroll practices at his current gross  rate  of
pay  of  $  24,071.67 per month.  During the period of paid  employment,
Alampi  shall  continue  to be provided an auto  allowance  ($1,437  per
month),  health care coverage, and life and disability insurance,  shall
remain  eligible  to  participate in the UNI$AVER 401(K)  plan  and  the
Univar Stock Purchase Plan, shall continue to accrue vacation, and shall
continue to accrue service credit under the Univar Pension Plan, all  on
the  identical  terms  as  were in effect on October  25,  1995.  Univar
sponsored  personal automobile insurance shall remain in effect  through
Alampi's  paid employment.  Sums paid Alampi pursuant to this  paragraph
are subject to all applicable lawfully required withholdings, and Alampi
shall  have  full  responsibility  for  his  personal  tax  obligations.
Eligible earnings received by Alampi through December 30, 1995 shall  be
included  in  calculating his pension benefit, and amounts  received  by
Alampi after December 30, 1995 do not qualify as eligible earnings.

      2.    a.   Alampi  shall  be  removed from  the  payroll  and  his
employment  shall  terminate  effective  December  30,  1995  ("Date  of
Termination").  On the following regular pay day he shall  be  paid  for
his  accrued  vacation  the  sum  of  $23,457,  less  lawfully  required
withholdings.   As severance, Alampi shall receive the gross  amount  of
$252,124,  less lawfully required withholdings (representing  his  final
annual salary pro rated for the period December 31, 1995 through October
25, 1996, plus a monthly auto allowance of $1,437 for the months January
through  October,  1996).  Such amount shall be paid  in  equal  monthly
installments of $25,212.40 on the fifth business day of each  month  for
the   period   January  through  and  including  October,  1996.    Said
installments  shall be paid by the Company, with payment  guarantied  by
Univar.

           b.  Alampi shall be eligible to participate in the Management
Annual  Incentive  Plan ("MIP") for Fiscal Year  1996,  with  an  annual
target  bonus  of $151,738.  If a MIP bonus is earned based  on  Company
performance as provided in the Plan, Alampi will receive the  amount  of
MIP  actually  earned, with an employee performance multiplier  of  one,
with any payout subject to lawfully required withholdings; provided, the
Company  is  not guaranteeing or representing that a MIP bonus  will  be
payable under the terms of the Plan.

      3.  During the period December 31, 1995 through October  25,  1996
("severance  period"),  or  until such sooner  time  as  Alampi  becomes
eligible  for coverage under any other employer's health care plan,  the
Company  will  pay Alampi's COBRA cost for continuation of  medical  and
dental  benefits, if he elects coverage, for him and such of his  family
members as were covered by the Company's health care plan on October 25,
1995.  Alampi agrees to provide notice to the Company at such time as he
becomes covered by any other employer's health care plan.

     4.   a.  Effective December 30, 1995, Alampi shall be deemed fully
vested in the 3348 shares of Univar Corporation common stock granted by
the June 21, 1991 Restricted Stock Award.  Alampi shall have the option
of satisfying his withholding tax obligations on said stock grant by
having the amount of required withholding tax deducted from the
severance allowance referenced in paragraph 2 above, or by surrender of
shares in an amount necessary to satisfy the withholding obligation.

          b.  Effective December 30, 1995, Alampi shall be deemed fully
vested in the 3348 Non- Qualified Options to purchase shares of Univar
Corporation common stock, which options were granted on June 21, 1991,
at  an option price of $13.875.  Said stock options must be exercised
within ninety (90) days after the  Date of Termination, or they will
lapse and be forfeited.

          c.  Under the Non-Qualified Options granted under the 1992
Long Term Incentive Plan ("LTIP"), Alampi's separation shall be deemed
an involuntary termination without cause, and the options shall vest on
the terms set forth in the Plan, which are summarized as follows (in the
event of any inconsistency between this summary and the Plan, the Plan
shall govern):

          (i)  Fixed Vesting Without Deferred Cash Incentive ("DCI"):
Starting on the first anniversary of the Date of Termination, and
continuing on each of the four succeeding anniversaries of the Date of
Termination, twenty percent (20%) of each of Alampi's grants, as set
forth in subparagraph 4 (c.)(iii), shall be vested and eligible for
exercise.  Upon that vesting, the LTIP options may be exercised by
Alampi, but the Company will not provide any DCI (as defined in the
LTIP).

          (ii) Accelerated Vesting With DCI:  At the end of each three
year Performance Cycle, as defined in the LTIP, commencing with the
Performance Cycle for the period ending February 29, 1996 and ending at
the end of the Performance Cycle that immediately precedes the
termination date of each individual LTIP grant, the Company will
determine how many of the options would then be eligible for accelerated
vesting in accordance with the LTIP.  If any of the above referenced
LTIP options are eligible for accelerated vesting, then they will vest
and have the DCI attached to them, even if they may have previously
become vested in accordance with paragraph 4(c.)(i) above.  Upon such
accelerated vesting, Alampi will then be obliged to exercise the LTIP
options in accordance with the LTIP.

          (iii)     Alampi's outstanding stock options under the LTIP
are as follows:

 GRANT DATE  TERMINATION DATE      NO. OF SHARES    PER SHARE PRICE
  3/02/92         6/02/02              7900             $12.75
  3/01/93         6/01/03             11,899            $10.625
  3/01/94         6/01/04             14,225            $11.25
  3/01/95         6/01/05             13,187            $12.50

      5.   Alampi  will be provided executive outplacement  services  at
Company expense from an outplacement firm of his choice located  in  the
greater  Seattle area, provided that the cost to the Company  shall  not
exceed $25,000, and payment by the Company shall be made directly to the
service provider after receipt of its invoice.

      6.  Except as expressly provided herein, Alampi's entitlements  to
accrued  benefits under the UNI$AVER plan, the Univar Pension Plan,  the
Univar  Supplemental Benefits Plan, and the Univar Stock  Purchase  Plan
shall  be  governed by the terms of the corresponding plan documents  as
applicable  to  terminations of employment.  Specifically,  Alampi  will
receive  a  total  pension benefit equivalent to  that  which  he  would
receive  computed  under the formula established by the  Univar  Pension
Plan and Univar Supplemental Benefits Plan based on his original service
date  of  December 1, 1978, with credited service through  December  30,
1995  (`adjusted  pension benefit").  From the adjusted pension  benefit
will  be deducted the sum of $1,927.89, representing the monthly benefit
payable  to him under the VWR Corporation Pension Plan, which is payable
to  Alampi  from  said Plan and not from the Univar  Pension  Plan,  the
Univar  Supplemental Benefits Plan, from Univar, nor from Van  Waters  &
Rogers  Inc.  As to the balance of the total benefit payable  to  Alampi
(adjusted  pension  benefit less $1927.89), to  the  extent  the  amount
payable  to Alampi under the Univar Pension Plan and Univar Supplemental
Benefits  Plan, based on his actual credited  service  date of July  30,
1990, is less than the adjusted pension benefit, such difference will be
paid from corporate assets of Van Waters & Rogers Inc. Univar represents
that  the  Triggered  Rabbi Trust applicable to the Univar  Supplemental
Benefits  Plan  in the event of a change of control,  as  that  term  is
defined  in  said document, is applicable to vested benefits  of  former
employees  of  Univar entitled to benefits under The Univar Supplemental
Benefits Plan.

      7.   Neither  the Company, Univar, its subsidiary  and  affiliated
companies,   nor   their  respective  directors,  officers,   employees,
attorneys, or agents are advising Alampi with respect to the income  tax
consequences  of  compensation and benefits conveyed  pursuant  to  this
Separation Agreement, and Alampi agrees that he is responsible  for  all
applicable taxes based on his receipt of such compensation and benefits.

      8.  Alampi  further agrees that he shall not at any time  make  or
cause to be made negative, disparaging or defamatory statements, written
or  oral,  about  the  Company, Univar, or  their  respective  officers,
directors,  or employees.  The Company and Univar agree that they  shall
not  at  any  time  make  or cause to be made negative,  disparaging  or
defamatory  statements, written or oral, about Alampi, and  will  inform
their respective officers and directors of this commitment.

      9.   By  entering  into this Agreement, the Company,  Univar,  its
subsidiary  and  affiliated companies, and their  respective  directors,
officers, employees, attorneys, and agents neither acknowledge nor admit
any  wrongdoing  or  liability to Alampi for  any  claims,  and  to  the
contrary  expressly  deny any wrongdoing or liability  by  the  Company,
Univar,  its  subsidiary and affiliated companies, and their  respective
directors, officers, employees, attorneys and agents.

     10.  As consideration for the obligations undertaken by the Company
and  Univar pursuant to this Agreement, Alampi, on behalf of himself and
his  heirs,  administrators,  representatives,  executors  and  assigns,
hereby  releases  the Company, Univar, their subsidiary  and  affiliated
companies,  their  successors, predecessors, and  all  their  respective
officers,  directors,  stockholders, employees,  attorneys,  agents  and
persons  acting by, through, under or in concert with any of them,  from
any  and  all claims, causes of action, suits, demands, debts, expenses,
liabilities,  obligations,  agreements, controversies,  damages,  costs,
and/or  attorney's fees, known or unknown, arising from or  relating  to
his employment and the termination of the employment relationship.  This
release  includes,  without  limitation, any  and  all  rights  and  age
discrimination   claims   Alampi  may  have  under   the   federal   Age
Discrimination in Employment Act of 1967 (29 USC  621, et  seq.),  Title
VII  of  the Civil Rights Act (42 USC  2000e, et seq.), and any and  all
state  or local anti-discrimination laws.  This waiver and release shall
not  apply to claims arising after Alampi's execution of this Agreement.
Alampi  represents  that  there are, as of the date  this  Agreement  is
executed  by  him, no claims, charges, complaints, or legal  proceedings
pending against the Company or Univar Corporation that have been brought
by him or on his behalf.

     11.  Alampi  specifically agrees as follows:

                     A.   Alampi  is knowingly and voluntarily  entering
          into this Agreement;

                     B.  Alampi acknowledges that the Company and Univar
          are  providing  him benefits and compensation,  to  which  the
          Company  and  Univar  maintain  he  would  not  otherwise   be
          entitled,  as part of the consideration for Alampi's  entering
          into this Agreement;

                     C.  Alampi  is hereby advised by this Agreement  to
          consult with an attorney prior to executing this Agreement;

                     D.   Alampi  understands that he has  a  period  of
          twenty-one (21) days from the date he is provided  a  copy  of
          this  Agreement  in which to consider and sign  the  Agreement
          (during which the offer will remain open), and that he has  an
          additional seven (7) days after signing this Agreement  within
          which to revoke his acceptance of the Agreement; and

                    E.  If during the twenty-one (21) day waiting period
          Alampi should elect not to sign this Agreement, or during  the
          seven   (7)   day  revocation  period  Alampi  should   revoke
          acceptance  of  the  Agreement, then this Agreement  shall  be
          void.

      12.  Alampi agrees that all trade secrets of the Company,  Univar,
and  their  subsidiary and affiliated companies that he has acquired  in
his  capacity  as  an officer, director, employee or consultant  of  the
Company  and/or officer or consultant of Univar will be held by  him  in
confidence  and  shall not be disclosed to any other  person  or  entity
except  to the extent compelled by legal process. Alampi further  agrees
the  fact of and terms of this Agreement shall be confidential  and  not
disclosed  to  any other person or entity other than his legal  counsel,
tax  advisors,  and his spouse and her attorney, except  to  the  extent
compelled by legal process.

     13.  Alampi shall execute simultaneously with the execution of this
Agreement  a  Noncompetition Agreement identical  to  that  attached  as
Exhibit A, and incorporated herein by reference.  Alampi agrees  not  to
seek  or  accept  re-employment with the Company, nor with  any  parent,
subsidiary or affiliated company with common ownership, unless requested
by a resolution from the Board of Directors of Univar.

      14.  Alampi agrees that in the event his assistance is required or
requested   in  connection  with  any  litigation  or  legal  proceeding
involving  the  Company  or Univar Corporation, he  shall  make  himself
available  at reasonable times and upon reasonable notice and  cooperate
fully  in providing any lawful assistance that may be needed.   If  such
need arises after October 25, 1996, Alampi shall be compensated for  his
time  in  such event at a daily rate of compensation equal to his  final
daily pay rate of $1,110.00, and the Company shall reimburse Alampi  for
his reasonable out of pocket business expenses.

      15.  Alampi shall return to the Company any and all of its, and/or
Univar's  property,  in  his  possession or control,  including  without
limitation  all  Univar  and Company reports,  memoranda,  spreadsheets,
projections, budgets, customer lists, contracts, quotes, correspondence,
and  all  other  documentation, including  electronically  stored  data,
together  with all personal property of the Company and Univar including
but  not limited to keys, computers, computer equipment, telephones, and
electronic or office equipment.  All such property shall be returned  no
later  than  five  business days after execution of  this  Agreement  by
Alampi.   The  Company acknowledges Alampi has returned  previously  the
laptop  computer,  keys,  key card, and credit  card  assigned  to  him.
Additionally, within fifteen days after the execution of this  Agreement
Alampi  shall  take  all  steps necessary  to  sell  the  membership  at
Inglewood  Country Club, the initiation fee for which was  paid  by  the
Company.   The  membership shall be offered at  a  price  agreed  to  in
advance by the Company; Alampi shall pay to the Company the net proceeds
of  the  sale within three business days after his receipt of the  same.
The Company shall pay only the monthly membership fee until the sale  is
consummated.

      16.  In consideration of the obligations undertaken by Univar  and
the  Company  pursuant to this Agreement, effective  October  26,  1995,
Alampi  hereby  releases Univar from obligations under  and  waives  all
rights arising from the Change of Control Agreement.

      17.  The parties agree that in the event of a breach by Alampi  of
the  obligations he has undertaken hereunder and under the  incorporated
Noncompetition  Agreement, damages would be difficult or  impossible  to
calculate, and the parties therefore agree that in the event of a proven
breach by Alampi the Company shall be awarded liquidated damages in  the
amount of $252,124.

      18.  This Separation Agreement and the incorporated Noncompetition
Agreement set forth the full understanding and agreement of the  parties
and supersede any and all other understandings or agreements, written or
oral,   including  without  limitation  the  Agreement  between   Univar
Corporation  and Alampi dated November 16, 1990.  This Agreement  cannot
be  amended  or modified except in writing signed by the parties  hereto
and no oral modification of this provision shall be given effect.

      19.   This  Agreement  shall be governed by Washington  law.   Any
dispute  arising  from or relating to this Agreement shall  be  resolved
exclusively  through  arbitration conducted in King  County,  Washington
under the auspices and rules of the American Arbitration Association, or
such  other  private  dispute resolution mechanism as  the  parties  may
mutually  agree upon in writing.  In any such proceeding, the prevailing
party  shall  be awarded its reasonable attorney's fees  and  costs,  in
addition  to any damages that may be awarded.  This provision shall  not
preclude  the  Company,  Univar, nor their successors   from  commencing
legal  proceedings  in  a  court  of  competent  jurisdiction  to   seek
injunctive  and  all other available relief in the event  of  a  claimed
breach of the Noncompetition Agreement incorporated herein.

Van Waters & Rogers Inc.                James P. Alampi
/s/ Drew MacAfee      1/9/96            /s/ James P. Alampi   12/28/95
By: Drew MacAfee       Date             By: James P. Alampi      Date
     Vice President,
     Human Resources

Univar Corporation

/s/ James Wiborg       12/29/95
By:  James Wiborg       Date
     Chairman, Board of Directors
     of Univar Corporation


Exhibit 10.30

                         SEPARATION AGREEMENT

      This  Separation Agreement ("Agreement") is entered  into  by  and
between James W. Bernard, a Washington resident ("Bernard"), and  Univar
Corporation, a Delaware Corporation ("Univar" or the "Company"), to  set
forth  the  parties' understanding regarding Bernard's resignation  from
and termination of employment with the Company.

                                RECITALS

     Whereas, Bernard has served the Company in various capacities, most
recently as President and Chief Executive Officer; and

      Whereas, Bernard tendered his resignation as an officer of  Univar
effective October 26, 1995, which was accepted by the Board of Directors
of Univar on said date, and Bernard was relieved of all duties effective
said date; and

     Whereas, Bernard and Univar are parties to an Agreement dated March
2, 1992 ("Change of Control Agreement"), which sets forth various rights
of  Bernard that arise upon a "Change of Control" of Univar as said term
is defined in the Agreement; and

      Whereas, the parties mutually agree their joint interests will  be
furthered by an amicable parting,

     Now, therefore, the parties agree as follows:

                                COVENANTS

      1.   As  severance,  Bernard shall receive  the  gross  amount  of
$500,844,  less lawfully required withholdings (representing his  annual
salary  and  annualized auto allowance).  Such amount shall be  paid  in
twelve equal monthly installments of $41,737, on the fifth business  day
of  each  month,  for  the period November, 1995 through  and  including
October, 1996.  Any installment that would be due prior to expiration of
the  revocation  period  referenced herein shall  be  paid  within  five
business  days  after  expiration  of said  period.   Eligible  earnings
received  by  Bernard through October 26, 1995 ("Date  of  Termination")
shall  be  included  in  calculating his pension  benefit,  and  amounts
received  by  Bernard after his Date of Termination do  not  qualify  as
eligible earnings.  Bernard shall also be paid the sum of $96,490,  less
lawfully required withholdings, for accrued vacation; said amount  shall
be  paid  at  the  time  of  payment of the  first  monthly  installment
referenced above.  Univar sponsored personal automobile insurance  shall
remain in effect through November 30, 1995.

      2.   Bernard  shall be eligible to participate in  the  Management
Annual  Incentive  Plan ("MIP") for Fiscal Year  1996,  with  an  annual
target  bonus  of  $230,788.   If  a MIP  is  earned  based  on  Company
performance as provided in the Plan, Bernard will receive the amount  of
MIP  actually  earned, with an employee performance multiplier  of  one,
with any payout subject to lawfully required withholdings; provided, the
Company  is not guaranteeing or representing that an MIP bonus  will  be
payable under the terms of the Plan.
      3.   During the period October 26, 1995 through October  25,  1996
(the  "severance period"), or until such sooner time as Bernard  becomes
eligible  for  coverage under any other employer's health care  plan  or
elects  early retirement and becomes eligible for the Company's  Retiree
Medical Plan, the Company will pay Bernard's COBRA cost for continuation
of  medical and dental benefits, if he elects coverage, for him and such
of  his family members as were covered by the Company's health care plan
on October 25, 1995.  Bernard agrees to provide the Company notice if he
becomes covered by another employer's health care plan.

     4.   a.  Effective five business days following expiration of the
rescission period provided for herein, Bernard shall be deemed fully
vested in the 802 Non- Qualified Options to purchase shares of Univar
Corporation common stock, which options were granted on April 9, 1990,
at  an option price of $11.20.  Said stock options and all other vested
options granted under the 1986 LTI Stock Plan must be exercised within
ninety (90) days after the Date of Termination, or they will lapse and
be forfeited.

          b.  Under the Non-Qualified Options granted under the 1992
Long Term Incentive Plan ("LTIP") Bernard's separation shall be deemed
an involuntary termination without cause, and the options shall vest on
the terms set forth in the Plan, which are summarized as follows (in the
event of any inconsistency between this summary and the Plan, the Plan
shall govern):

          (i)  Fixed Vesting Without Deferred Cash Incentive ("DCI"):
Starting on the first anniversary of the Date of Termination, and
continuing on each of the four succeeding anniversaries of the Date of
Termination, twenty percent (20%) of each of Bernard's grants, as set
forth in subparagraph 4 (b.)(iii), shall be vested and eligible for
exercise.  Upon that vesting, the LTIP options may be exercised by
Bernard, but the Company will not provide any DCI (as defined in the
LTIP).

          (ii) Accelerated Vesting With DCI:  At the end of each three
year Performance Cycle, as defined in the LTIP, commencing with the
Performance Cycle for the period ending February 29, 1996 and ending at
the end of the Performance Cycle that immediately precedes the
termination date of each individual LTIP grant, the Company will
determine how many of the options would then be eligible for accelerated
vesting in accordance with the LTIP.  If any of the above-referenced
LTIP options are eligible for accelerated vesting, then they will vest
and have the DCI attached to them, even if they may have previously
become vested in accordance with paragraph 4(b.)(i) above.  Upon such
accelerated vesting, Bernard will then be obliged to exercise the LTIP
options in accordance with the LTIP.

          (iii)     Bernard's outstanding stock options under the LTIP
are as follows:

 GRANT DATE  TERMINATION DATE      NO. OF SHARES    PER SHARE PRICE
  3/02/92         6/02/02             15,790            $12.75
  3/01/93         6/01/03             19,302            $10.625
  3/01/94         6/01/04             21,636            $11.25
  3/01/95         6/01/05             20,057            $12.50


      5.   Should  Bernard  elect  to take early  retirement  and  begin
receiving pension benefits under the Univar Pension Plan and the  Univar
Supplemental  Benefits Plan prior to the time he  reaches  age  62,  the
Company  shall  pay  Bernard monthly an amount equal to  the  difference
between his monthly pension benefits under the referenced Plans and  the
amount  of  monthly benefits he would receive under  said  Plans  if  he
retired  at age 62, with his present number of years of credited service
("age  62 equivalent differential").  The age 62 equivalent differential
shall be paid from general assets of the Company and not from either  of
the referenced Plans, shall be paid at the same time as monthly benefits
are paid pursuant to the referenced Plans, and shall be paid for so long
as  monthly benefits are paid pursuant to said Plans.  If Bernard should
elect  to begin receiving pension benefits after age 62, his actual  age
at  the time he elects to begin receiving pension benefits shall be used
for  pension  calculation purposes and no age 62 equivalent differential
will be paid.

      6.  Except as expressly provided herein, Bernard's entitlements to
accrued  benefits under the UNI$AVER plan, the Univar Pension Plan,  The
Univar  Supplemental Benefits Plan, and the Univar Stock  Purchase  Plan
shall  be  governed by the terms of the corresponding plan documents  as
applicable  to terminations of employment.  Univar represents  that  the
Triggered  Rabbi  Trust  applicable to the Univar Supplemental  Benefits
Plan  in  the event of a change of control, as that term is  defined  in
said  document, is applicable to vested benefits of former employees  of
Univar entitled to benefits under The Univar Supplemental Benefits Plan.

      7.   Bernard shall continue to act in his capacity as a member  of
the  Board of Directors of Univar for the balance of his current elected
term,  and for any subsequent term(s) for which he shall be so  elected,
and shall be compensated for such service on the same basis as other non-
employee members of the Board.

      8.  Neither the Company, its subsidiaries or affiliates, nor their
respective officers, employees, agents or directors are advising Bernard
with respect to the income tax consequences of compensation and benefits
conveyed pursuant to this Separation Agreement, and Bernard agrees  that
he  is responsible for all applicable taxes based on his receipt of such
compensation and benefits.

      9.  By entering into this Agreement, the Company, its subsidiaries
and  affiliates  and  their respective directors,  officers,  employees,
attorneys,  and agents neither acknowledge nor admit any  wrongdoing  or
liability to Bernard for any claims, and to the contrary expressly  deny
any  wrongdoing  or  liability  by the  Company,  its  subsidiaries  and
affiliated  corporations,  and  their  respective  directors,  officers,
employees, attorneys and agents.

      10. As consideration for the obligations undertaken by the Company
pursuant to this Agreement, Bernard, on behalf of himself and his heirs,
administrators, representatives, executors and assigns, hereby  releases
Univar,  all  subsidiary  and  affiliated companies,  their  successors,
predecessors,   and   all   their   respective   officers,    directors,
stockholders,  employees,  attorneys,  agents  and  persons  acting  by,
through, under or in concert with any of them, from any and all  claims,
causes of action, charges, suits, demands, debts, expenses, liabilities,
obligations,   agreements,   controversies,   damages,   costs,   and/or
attorney's  fees,  known or unknown, arising from  or  relating  to  his
employment  and  the  termination of the employment relationship.   This
release  includes,  without  limitation, any  and  all  rights  and  age
discrimination   claims  Bernard  may  have  under   the   federal   Age
Discrimination in Employment Act of 1967 (29 USC  621, et

seq.),  Title VII of the Civil Rights Act (42 USC  2000e, et seq.),  and
any  and  all state or local anti-discrimination laws.  This waiver  and
release  shall not apply to claims arising after Bernard's execution  of
this  Agreement.  Bernard represents that there are, as of the date this
Agreement is executed by him, no claims, charges, complaints,  or  legal
proceedings  pending  against  Univar  or  any  of  its  subsidiary   or
affiliated companies that have been brought by him or on his behalf.

     11.  Bernard  specifically agrees as follows:

                     A.   Bernard is knowingly and voluntarily  entering
          into this Agreement;

                      B.   Bernard  acknowledges  that  the  Company  is
          providing him benefits and compensation, to which the  Company
          maintains he would not otherwise be entitled, as part  of  the
          consideration for Bernard's entering into this Agreement;

                     C.  Bernard is hereby advised by this Agreement  to
          consult with an attorney prior to executing this Agreement;

                     D.   Bernard  understands that he has a  period  of
          twenty-one (21) days from the date he is provided  a  copy  of
          this  Agreement  in which to consider and sign  the  Agreement
          (during which the offer will remain open), and that he has  an
          additional seven (7) days after signing this Agreement  within
          which to revoke his acceptance of the Agreement; and

                    E.  If during the twenty-one (21) day waiting period
          Bernard should elect not to sign this Agreement, or during the
          seven   (7)  day  revocation  period  Bernard  should   revoke
          acceptance  of  the  Agreement, then this Agreement  shall  be
          void.

      12. Bernard agrees that all trade secrets of the Company, and  its
subsidiary and affiliated companies, he has acquired in his capacity  as
an  employee of the Company will be held by him in confidence and  shall
not  be  disclosed to any other person or entity except  to  the  extent
compelled by legal process. Bernard further agrees the fact of and terms
of  this Agreement shall be confidential and not disclosed to any  other
person  or entity other than his legal counsel and tax advisors,  except
to the extent compelled by legal process.

      13.   Bernard  shall execute simultaneously with the execution  of
this Agreement a Noncompetition Agreement identical to that attached  as
Exhibit A, and incorporated herein by reference.  Bernard agrees not  to
seek  or  accept re-employment with the Company, nor with any successor,
parent,  subsidiary or affiliated company with common ownership,  unless
requested by a resolution from the Board of Directors of Univar  or  its
successor.  Bernard further agrees that he shall not at any time make or
cause to be made negative, disparaging or defamatory statements, written
or   oral,  about  Univar  Corporation,  its  subsidiary  or  affiliated
companies,  or  their respective officers, directors, or employees.  The
Company  and Univar agree that they shall not at any time make or  cause
to  be  made negative, disparaging or defamatory statements, written  or
oral,  about  Bernard,  and will inform their  respective  officers  and
directors of this commitment.

     14.  Bernard agrees that in the event his assistance is required or
requested   in  connection  with  any  litigation  or  legal  proceeding
involving Univar or any of its subsidiary or affiliated companies (other
than in his capacity as member of the Board of Directors), he shall make
himself  available  at reasonable times and upon reasonable  notice  and
cooperate  fully in providing any lawful assistance that may be  needed.
If  such need arises after October 25, 1996, and other than in Bernard's
capacity  as  a Director, Bernard shall be compensated for his  time  in
such event at a daily rate of compensation equal to his final daily  pay
rate  of  $1860,  and  the  Company  shall  reimburse  Bernard  for  his
reasonable out of pocket business expenses.

     15.  With the exception of materials required by Bernard to fulfill
his  ongoing  obligations as a member of Univar's  Board  of  Directors,
Bernard shall return to the Company any and all of its property  in  his
possession,   including  without  limitation  all   Company   (including
subsidiaries')  reports, memoranda, spreadsheets, projections,  budgets,
customer  lists,  contracts,  quotes,  correspondence,  and  all   other
documentation, including electronically stored data, together  with  all
personal  property  of the Company including but not  limited  to  keys,
computers,  computer  equipment, telephones, and  electronic  or  office
equipment.   All  such property shall be returned  no  later  than  five
business  days  after execution of this Agreement by  Bernard.   Bernard
shall be entitled to retain the mobile telephone in his automobile.

      16.   In  consideration of the obligations  undertaken  by  Univar
pursuant  to this Agreement, effective October 26, 1995, Bernard  hereby
releases  Univar  from obligations under and waives all  rights  arising
from the Change of Control Agreement.

      17.  The parties agree that in the event of a breach by Bernard of
the obligations he has undertaken hereunder and under the Noncompetition
Agreement  incorporated herein, damages would be difficult or impossible
to  calculate, and the parties therefore agree that in the  event  of  a
proven breach by Bernard the Company shall be awarded liquidated damages
in the amount of $500,844.

      18.  This Separation Agreement and the incorporated Noncompetition
Agreement set forth the full understanding and agreement of the  parties
and supersede any and all other understandings or agreements, written or
oral.   This  Agreement cannot be amended or modified except in  writing
signed  by the parties hereto and no oral modification of this provision
shall be given effect.

      19.   This  Agreement  shall be governed by Washington  law.   Any
dispute  arising  from or relating to this Agreement shall  be  resolved
exclusively  through  arbitration conducted in King  County,  Washington
under the auspices and rules of the American Arbitration Association, or
such  other  private  dispute resolution mechanism as  the  parties  may
mutually  agree upon in writing.  In any such proceeding, the prevailing
party  shall  be awarded its reasonable attorney's fees  and  costs,  in
addition  to any damages that may be awarded.  This provision shall  not
preclude  the Company from commencing legal proceedings in  a  court  of
competent jurisdiction to seek injunctive and all other available relief
in  the  event  of  a  claimed  breach of the  Noncompetition  Agreement
incorporated herein.


Univar Corporation                      James W. Bernard


/s/ James Wiborg  12/29/95            /s/ James W.Bernard   12/22/95

By: James Wiborg    Date              By: James W. Bernard    Date
     Chairman, Board of Directors
      of Univar Corporation