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                                                               EXHIBIT 10 (iii)

                         GRAYBAR ELECTRIC COMPANY, INC.

                            SUPPLEMENTAL BENEFIT PLAN

1.   Purpose

     Sections 401(a)(17), 415 and 417(e) of the Internal Revenue Code of 1986
     (the "Code") restrict benefit payments under the Graybar Electric Company,
     Inc. Pension Plan (the "Pension Plan") and allocations to a Member's
     account under the Profit Sharing and Savings Plan of Graybar Electric
     Company, Inc. (the "Profit Sharing Plan"). Code Section 401(a) also
     proscribes the inclusion of certain deferred compensation in the
     compensation taken into account under such Plans. However, a company may
     pay benefits and/or make allocations without regard to such restrictions
     through an unfunded supplemental benefit plan. The purpose of this
     "Supplemental Benefit Plan" is to provide benefits to those Pension Plan
     and Profit Sharing Plan Participants whose benefits may be limited by any
     provision of Code Sections 401(a), 415 and 417(e), on a basis consistent
     with the Pension Plan and Profit Sharing Plan without regard to any
     limitations contained in such sections.

2.   Eligibility

     Any Participant in the Pension Plan or Member of the Profit Sharing Plan
     whose Retirement Income or annual allocation is limited, directly or
     indirectly, by any requirement of Code Sections 401(a), 415 or 417(e), or
     whose compensation as defined in Section 4 hereof is not used in
     calculating such Retirement Income or annual allocation shall be eligible
     for benefits under this Supplemental Benefit Plan.

3.   Amount of Benefits

     (a)   Supplemental Pension Benefit. The supplemental
           pension benefit payable to an eligible Participant or
           his spouse shall equal the excess, if any, of (A)
           over (B), where:

           (A)   is the Retirement Income which would have been paid
                 to such Participant or his spouse under the Pension
                 Plan if the provisions of Code Sections 401(a)(17),
                 415 and 417(e) did not apply and Compensation as
                 defined in Section 4 hereof were used in determining
                 such Retirement Income; and

           (B)   is the Retirement Income which is payable to the
                 Participant or his spouse under the Pension Plan.

     (b)   Supplemental Profit Sharing Benefit. The supplemental profit sharing
           benefit payable to an eligible Participant for a Plan Year shall
           equal the excess, if any, of (C) over (D), where:

           (C)   is the allocation which would have been made to such
                 Participant's Account B under the Profit Sharing Plan
                 for any Plan Year if the limitations imposed by Code
                 Sections 401(a)(17) and 415 did not apply and
                 Compensation as defined in Section 4 hereof were used
                 in determining such allocation; and

           (D)   is the allocation which is made to such Participant's
                 Account B under the Profit Sharing Plan for such Plan Year.

4.   Compensation

     For purposes of making the calculations described in clauses (A) and (C) of
     Section 3 above, Compensation means the Participant's total regular salary
     paid by the Company, excluding living allowances and Employer contributions
     to this or any other benefit plan, but including (1) any overtime, (2)
     payments under any regular incentive plans, (3) any compensation relating
     to such Plan Year which has been deferred under a deferred compensation
     agreement between the Company and the Participant, and (4) contributions
     made by salary reduction under a plan described in Code Section 125.

5.   Funding

     Benefits under the Supplemental Benefit Plan shall be payable from the
     general assets of Graybar Electric Company, Inc. and no funds shall be set
     aside for the purpose of making payments under the Supplemental Benefit
     Plan.



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6.   Payment of Benefits

     (a)   Supplemental Pension Benefit. A Participant entitled to a
           supplemental pension benefit shall be paid the Actuarial Present
           Value of such benefit in 10 annual installments, beginning during
           the month of January of the year following the year of the
           Participant's Retirement Date, with subsequent payments made
           within 10 days of each anniversary of the first payment. For this
           purpose, the Actuarial Present Value of the Participant's benefit
           shall be determined as of the Participant's Retirement Date using
           the generally applicable actuarial factors set forth in the
           Pension Plan before any application of Code Sections 415 or
           417(e). Interest on any unpaid installments shall be credited at
           the rate used to calculate the Actuarial Present Value.

           (1)   The Participant may request, and, in its sole and
                 absolute discretion, the Company may agree to an
                 alternate method or time for distribution of any
                 supplemental pension benefit payable hereunder, provided
                 such agreement is reached and recorded at least 90 days
                 prior to the Participant's Retirement Date under the
                 Pension Plan.

           (2)   Prior to the Participant's Retirement Date, the same
                 pre-retirement joint and surviving spouse protections as
                 are applicable to the Participant under the Pension Plan
                 shall apply to the Participant's

           (3)   (A) Upon the death of a married Participant on or after
                     his Retirement Date, any unpaid installments, plus
                     interest to the date of payment, shall be paid to his
                     surviving spouse in the same form and at the same times
                     as such installments would have been paid to the
                     Participant. If such spouse should die prior to
                     receiving all payments due under this paragraph, any
                     installments remaining to be paid to such spouse, plus
                     interest to the date of payment, shall be paid to the
                     spouse's estate in a single sum.

                 (B) Upon the death of an unmarried Participant on or after
                     his Retirement Date, any unpaid installments, plus
                     interest to the date of payment, shall be paid to his
                     estate in a single sum.

                 (C) If the Participant is receiving a form of payment other
                     than installments, post-retirement death benefits, if any,
                     shall be determined under such form.

     (b)   Supplemental Profit Sharing Benefit. If the Participant has executed
           a deferred compensation agreement with the Company for the Plan
           Year prior to January 1 thereof, any supplemental profit sharing
           benefit to which the Participant is entitled hereunder for such
           Plan Year shall automatically be credited to the deferred
           compensation account established for the Participant on the
           Company's books pursuant to such agreement, and shall be payable,
           at or after the termination of the Participant's service, in
           accordance with the terms of such deferred compensation
           agreement. If no deferred compensation agreement is in force with
           respect to the Participant for the Plan Year, any supplemental
           profit sharing benefit payable for such Plan Year shall be paid
           to the Participant in cash as soon as may be practicable after
           the amount thereof is determined.

7.   Administration

     The Supplemental Benefit Plan shall be administered by the Company in a
     manner generally consistent with the substance of Article IX of the Pension
     Plan.

8.   Amendment and Termination

     The Supplemental Benefit Plan may be amended by the Board of Directors of
     Graybar Electric Company, Inc. at any time and for any reason and shall
     terminate when both the Pension Plan and the Profit Sharing Plan terminate.


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