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                                                                    Exhibit 10.9
                              MOORE MEDICAL CORP.
                                 P.O. Box 1500
                             389 John Downey Drive
                           New Britain, CT 06050-1500

                         Change of Control Payment Plan

6.  Purpose

          The plan is designed to offer an incentive to selected key employees
          of the Company to continue in its employ by providing for severance
          payments if they should be affected as a result of a "change of
          control".

7.  Eligibility

          The participants in this plan are the key employees of the Company
          selected for participation by the President, as evidenced by her
          letter to the employee advising him or her of participation, and
          extent of participation, in the plan. Eligibility will terminate in
          the event of, and on, the material breach of his or her duties to the
          Company.

8.  Severance Payment Conditions

          Severance will be payable to participants only if the following
          condition is satisfied: (a) a "change of control" on or before
          December 31, 2000.*

          (c)  A "change of control" is:

               (iv) either (x) any merger or consolidation of the Company into
               or with another corporation (other than a subsidiary of the
               Company), or (y) the acquisition by another person or entity of
               beneficial ownership (as defined in Rule 13d-3 under the
               Securities Exchange Act of 1934) of more than 50% of the common
               stock of the Company unless, immediately after such merger,
               consolidation or acquisition, the holders of common stock of the
               Company immediately prior to such merger, consolidation or
               acquisition own more than 50% of the voting capital stock of such
               other corporation or the voting interests of such person or
               entity; or


               (v) any sale by the Company of substantially all of the assets
               and business of the Company for cash, stock, or any combination
               thereof, unless, immediately after such sale, the holders of
               common stock of the Company immediately prior to such sale own
               50% or more of the voting capital stock of the acquiring
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               corporation or, if the acquiring person or entity is not a
               corporation, more than 50% of the voting equity interests of such
               acquiring person or entity; or

          (vi) either (x) the election or removal of a majority of the
               directors of the Company as a result of a solicitation subject to
               Rule 14a-11 (or successor Rule) under the Securities Exchange Act
               of 1934 relating to the election or removal of directors, or (y)
               the election of directors constituting a majority of the
               directors of the Company by other than the action of directors a
               majority to whom consist of Continuing Directors; for purposes
               hereof, a "Continuing Director" means a director (aa) for whose
               election the Company solicited proxies pursuant to a proxy
               statement under Regulation 14A of said Act, or (bb) who was
               elected by action of the directors a majority of whom were
               elected as described in clause (aa) hereof, or (cc) who was
               elected by action of directors a majority of whom were elected as
               described in clause (aa) and/or clause (bb) hereof.

9.  Severance Amount

          Each participant's severance amount will be the amount stated in the
          President's letter referred to in paragraph 2, above, as a percentage
          of the participant's annualized W-2 gross salary plus employee 401(k)
          contribution, but will not include any amount computed with respect to
          any incentive or bonus compensation, Company 401(k) contribution, car
          allowance, or other Company provided benefit. (Should you accept, the
          letter refers to 75% of annualized W-2 gross salary). Payment of
          severance amounts will be made within 45 days after the quarter-end
          during which the later of the two conditions described in paragraph 3,
          above, occurs. In no event shall the amount payable under this
          paragraph exceed an amount which would (when aggregated with any other
          amounts which would be subject to the Section 280G or Section 162(m)
          provisions hereinafter referred to) result in any part of a payment
          otherwise to be made under this paragraph constituting a "parachute
          payment" under Section 280G of the Internal Revenue Code of 1986, as
          amended, or a payment which, pursuant to Section 162(m) of said Code,
          would not be deductible by the Company as compensation for federal
          income tax purposes.

10.  Administration:  Determinations

     The Board's Compensation Committee will administer the plan. All
     interpretations and implementations of the plan by the Committee not
     expressly inconsistent with the plan will be final and binding on the
     company and all participants. Neither this plan nor any letter or a
     participant under Section 2 thereof can be changed orally and can be
     changed only by writing specifically making a change and signed by the
     President of the Company.