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                                                                    EXHIBIT 10.1

                                AMENDMENT NO. 1
                                     TO THE
            COMPSAVINGS PLAN FOR EMPLOYEES OF COMPUSA INC. AND TRUST


     WHEREAS, CompUSA Inc. (the "Company"), approved and adopted the CompSavings
Plan for Employees of CompUSA Inc. (the "Plan") and Trust Agreement (the
"Trust") which were originally effective January 1, 1995 and most recently
restated effective January 1, 1996;

     WHEREAS, Section 19.1 of the Plan and Trust provides that the Company
reserves the right to amend the Plan and Trust;

     NOW THEREFORE RESOLVED, that Sections 1 and 2 are amended effective January
1, 1996, Sections 1 and 18 are amended effective October 13, 1996 and Section 3
is amended effective February 3, 1997 as follows:

Effective January 1, 1996:
------------------------- 

1.   Section 1 is amended to restate Subsection 1.55 in its entirety as follows:

     1.55  "Trustee". BZW Barclays Global Investors, National Association, known
           as Barclays Global Investors, National Association effective October
           15, 1996.

2.   Section 2 is amended to restate Subsection 2.1 in its entirety as follows:

     2.1   Eligibility

           All Participants as of January 1, 1996 shall continue their
           eligibility to participate in the Plan. Each other Eligible Employee
           shall become a Participant on the later of January 1, 1996 or, on the
           first day of the next month following the date he or she attains age
           21 and completes a six-month eligibility period in which he or she is
           credited with at least 500 Hours of Service. The initial eligibility
           period begins on the date an Employee first performs an Hour of
           Service. Subsequent eligibility periods begin with the start of each
           half of the Plan Year beginning after the first Hour of Service is
           performed.

Effective October 13, 1996:
-------------------------- 

1.   Section 1 is amended to add a new Subsection 1.56 and to redesignate each
     subsequent Subsection as follows:

     1.56  "USERRA". The Uniformed Services Employment and Reemployment Rights
           Act of 1994.

2.   Section 18 is amended to add a new Subsection 18.2 and to redesignate each
     subsequent Subsection as follows:

     18.2  Compliance With USERRA

           Notwithstanding any provision of the Plan to the contrary, with
           regard to an Employee who serves in qualified military service (as
           defined by Code section 414(u)(5)) and is reemployed on or after
           December 12, 1994, within the time required by USERRA, contributions
           shall be made and benefits and service credit shall be provided with
           respect 

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           to his or her qualified military service in accordance with Code
           section 414(u). Furthermore, notwithstanding any provision of the
           Plan to the contrary, Participant loan payments may be suspended
           during a period of qualified military service.

Effective February 3, 1997:
-------------------------- 

1.   Section 3 is amended to restate Subsection 3.6 in its entirety as follows:

     3.6   Timing, Posting and Tax Considerations

           Pre-Tax Contributions may only be made through payroll deduction. 
           Pre-Tax Contributions, other than Pre-Tax Contributions attributable
           to a Participant's Deferred Compensation Plan 401(k) Plan Election,
           shall be paid to the Trustee in cash and posted to each Participant's
           Account(s) as soon as such amounts can reasonably be separated from
           the Employer's general assets and balanced against the specific
           amount made on behalf of each Participant and in no event later than
           15 business days following the end of the month that includes the
           date amounts are deducted from a Participant's Pay (or as that
           maximum period may be otherwise extended by ERISA). Pre-Tax
           Contributions attributable to a Participant's Deferred Compensation
           Plan 401(k) Plan Election shall be paid to the Trustee in cash and
           posted to each Participant's Account(s) as soon as such amounts can
           be determined following the end of the Plan Year and balanced against
           the specific amount to be transferred on behalf of each Participant
           and in no event later than the March 15 following immediately
           thereafter.

           Pre-Tax Contributions shall be treated as Contributions made by an
           Employer in determining tax deductions under Code section 404(a).



Date: October 1, 1997         COMPUSA INC.
      ---------    --

                              By: /s/ MEL McCALL
                                 --------------------------------------------
                              Title:  Senior Vice President - Human Resources
                                    -----------------------------------------


The provisions of the above amendment which relate to the Trustee are hereby
approved and executed.

Date: November 12, 1997       BARCLAYS GLOBAL INVESTORS, NATIONAL ASSOCIATION
      -----------    --
                              By: Merrill Lynch, Pierce, Fenner & Smith, Inc.
                              
                              By: /s/ DOLORES UPTON
                                 --------------------------------------------
                                 Title: Assistant Vice President
                                       --------------------------------------

Date: November 12, 1997       BARCLAYS GLOBAL INVESTORS, NATIONAL ASSOCIATION
      -----------    --
                              By: Merrill Lynch, Pierce, Fenner & Smith, Inc.

                              By: /s/ PETER H. SORENSEN
                                 --------------------------------------------
                                 Title: Vice President
                                       --------------------------------------

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