**Exhibit 10.16**

AMENDMENT TO THE PSS WORLD MEDICAL, INC. 

2006 INCENTIVE PLAN 

THIS AMENDMENT (this “Amendment”) to the PSS World Medical, Inc. 2006 Incentive Plan (the “Plan”) was approved and adopted by theCompensation Committee of the Board of Directors of PSS World Medical, Inc. on December 11, 2008. 

1. Section 11.3 of the Plan ishereby amended by deleting the word “Retirement.” 

2. The first sentence of Section 14.6 and the first sentence ofSection 14.7 are hereby amended by deleting the words “(or, if later, the first date that such payment may be made without causing a violation of Section 409A of the Code)” and replacing them with the words “(unless a laterdate is required by Section 17.4 hereof).” 

3. The Plan is hereby amended by deleting Section 17.4 in its entirety andreplacing it with the following: 

“17.4 SPECIAL PROVISIONS RELATED TO SECTION 409A OF THE CODE. 

(a) It is intended that the payments and benefits provided under the Plan and any Award shall either be exempt from the application of, or comply with,the requirements of Section 409A of the Code. The Plan and all Award Certificates shall be construed in a manner that effects such intent. Nevertheless, the tax treatment of the benefits provided under the Plan or any Award is not warranted orguaranteed. Neither the Company, its Affiliates nor their respective directors, officers, employees or advisers shall be held liable for any taxes, interest, penalties or other monetary amounts owed by any Participant or other taxpayer as a resultof the Plan or any Award. 

(b) Notwithstanding anything in the Plan or in any Award Certificate to the contrary, to the extent that anyamount or benefit that would constitute non-exempt “deferred compensation” for purposes of Section 409A of the Code would otherwise be payable or distributable, or a different form of payment (e.g., lump sum or installment) would beeffected, under the Plan or any Award Certificate by reason of the occurrence of a Change in Control, or the Participant’s Disability or separation from service, such amount or benefit will not be payable or distributable to the Participant,and/or such different form of payment will not be effected, by reason of such circumstance unless the circumstances giving rise to such Change in Control, Disability or separation from service meet any description or definition of “change incontrol event”, “disability” or “separation from service”, as the case may be, in Section 409A of the Code and applicable regulations (without giving effect to any elective provisions that may be available under suchdefinition). This provision does not prohibit the *vesting* of any Award upon a Change in Control, Disability or separation from service, however defined. If this provision prevents the payment or distribution of any amount or benefit, suchpayment or distribution shall be made on the next earliest payment or distribution date or 

event specified in the Award Certificate that is permissible under Section 409A of the Code. If this provision prevents the application of a differentform of payment of any amount or benefit, such payment shall be made in the same form as would have applied absent such designated event or circumstance. 

(c) If any one or more Awards granted under the Plan to a Participant could qualify for any separation pay exemption described in Treas. Reg. Section 1.409A-1(b)(9), but such Awards in the aggregate exceed thedollar limit permitted for the separation pay exemptions, the Company shall determine which Awards or portions thereof will be subject to such exemptions. 

(d) Notwithstanding anything in the Plan or in any Award Certificate to the contrary, if any amount or benefit that would constitute non-exempt “deferred compensation” for purposes of Section 409A ofthe Code would otherwise be payable or distributable under this Plan or any Award Certificate by reason of a Participant’s separation from service during a period in which the Participant is a Specified Employee (as defined below), then,subject to any permissible acceleration of payment by the Committee under Treas. Reg. Section 1.409A-3(j)(4)(ii) (domestic relations order), (j)(4)(iii) (conflicts of interest), or (j)(4)(vi) (payment of employment taxes): 

(i) the amount of such non-exempt deferred compensation that would otherwise be payable during the six-month period immediately following theParticipant’s separation from service will be accumulated through and paid or provided on the first day of the seventh month following the Participant’s separation from service (or, if the Participant dies during such period, within 30days after the Participant’s death) (in either case, the “Required Delay Period”), and 

(ii) the normal payment ordistribution schedule for any remaining payments or distributions will resume at the end of the Required Delay Period. 

For purposes ofthis Plan, the term “Specified Employee” has the meaning given such term in Section 409A of the Code and the final regulations thereunder, *provided, however*, that, as permitted in such final regulations, the Company’sSpecified Employees and its application of the six-month delay rule of 409A(a)(2)(B)(i) of the Code shall be determined in accordance with rules adopted by the Board or any committee of the Board, which shall be applied consistently with respect toall nonqualified deferred compensation arrangements of the Company, including this Plan. 

(e) Eligible Participants who are serviceproviders to an Affiliate may be granted Options or SARs under this Plan only if the Affiliate qualifies as an “eligible issuer of service recipient stock” within the meaning of §1.409A-1(b)(5)(iii)(E) of the final regulations underSection 409A of the Code. 

(f) No Option or SAR granted under the Plan shall provide for any feature for the deferral of compensationother than the deferral of recognition of income until the exercise or disposition of the Option or SAR.” 

 

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5. Except as expressly amended hereby, the terms of the Plan shall be and remain unchanged and the Planas amended hereby shall remain in full force and effect. 

IN WITNESS WHEREOF, the PSS World Medical, Inc. has caused this Amendment to beexecuted by its duly authorized representative as of the day and year first above written. 

 
PSS World Medical, Inc., Inc.By: 
/s/ David A. Smith
 David A. Smith Chairman and Chief Executive Officer
 

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