10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

____________________________________________________________________________

FORM 10-K

____________________________________________________________________________

(Mark one)
ý	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
or
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                        to

For the fiscal year ended: January 28, 2012		Commission File Number: 0-17586
	STAPLES, INC. (Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) Five Hundred Staples Drive, Framingham, MA 01702 (Address of principal executive office and zip code) 04-2896127 (I.R.S. Employer Identification No.)

508-253-5000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, par value $0.0006 per share	The NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:

None

___________________________________________________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý    No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o    No ý

Indicate by 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 ý    No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý    No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ý Accelerated filer o Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o    No ý

The aggregate market value of common stock held by non-affiliates of the registrant, based on the last sale price of Staples' common stock on July 30, 2011, as reported by NASDAQ, was approximately $11.3 billion. In determining the market value of non-affiliate voting stock, shares of Staples' common stock beneficially owned by each executive officer and director have been excluded. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

The registrant had 694,102,453 shares of common stock, par value $0.0006, outstanding as of February 27, 2012.

Documents Incorporated By Reference

Listed below is the document incorporated by reference and the part of the Form 10-K into which the document is incorporated:

Portions of the Proxy Statement for the 2012 Annual Meeting of Stockholders Part III

PART I

Item 1.    Business

Staples, Inc. and its subsidiaries (''we'', ''Staples'' or the ''Company''), the world's leading office products company, is committed to making it easy for customers to buy a wide range of office products and services. We pioneered the office products superstore concept by opening the first office products superstore in Brighton, Massachusetts in 1986 to serve the needs of small businesses, and we currently serve businesses of all sizes and consumers in North America, Europe, Australia, South America and Asia. We operate three business segments: North American Delivery, North American Retail and International Operations. Additional information regarding our operating segments is presented in Management's Discussion and Analysis of Financial Condition and Results of Operations contained in this Annual Report on Form 10-K, and financial information regarding these segments is provided in Note N in the Notes to the Consolidated Financial Statements contained in this Annual Report on Form 10-K.

Strategy

We provide superior value to our customers through a combination of low prices, a broad selection of office products, a wide range of technology and copy and print services, high quality and innovative Staples brand products, convenient store locations, easy to use web sites, reliable and fast order delivery, and excellent customer service. Our strategy is to maintain our leadership position by delivering on our brand promise: we bring easy to your office.

We view the office products and services market as large and diversified. We reach our contract, catalog, on-line and retail store customers through sales channels which are designed to be convenient. Our businesses attract different customer groups with distinct purchasing behaviors. Our contract business targets mid-size businesses and organizations with 20 to 500 office workers as well as Fortune 1000 companies. Our on-line and catalog customers are generally small businesses and organizations with up to 20 office workers. Our retail stores target small businesses, home offices and consumers. Our ability to address customer groups with different needs expands our available market opportunities and increases awareness of the Staples brand among customers in all segments. Customers around the world often shop on our websites and in our retail stores, which differentiates our multichannel offering from traditional retailers. This allows us to benefit from a number of important economies of scale, such as enhanced efficiencies in purchasing, distribution, advertising, and general and administrative expenses.

North American Delivery

Our strategies for North American Delivery focus on customer service, customer acquisition and retention, and providing our customers a broad assortment of core office products and services. We are also focused on expanding categories beyond core office supplies, including facilities and breakroom supplies, copy and print services, promotional products and furniture. We continue to focus on improving our perfect order metric, which measures the number of orders that we fulfill on time and without error, and have established industry leading customer service standards to support our brand promise. Since acquiring Corporate Express in 2008, we have completed the majority of our integration efforts. We are currently in the process of transitioning all of our legacy Corporate Express customers to our new and improved contract ordering web site, StaplesAdvantage.com.

Our North American Delivery segment consists of the U.S. and Canadian business units that sell and deliver office products and services directly to businesses and consumers, and includes Staples Advantage, Staples.com and Quill.com. The majority of our delivery customers place their orders on-line, making Staples the second largest Internet reseller in the world.

Staples Advantage: Our contract operations focus on serving the needs of mid-sized businesses and organizations up through and including Fortune 1000 companies through Staples Advantage. Contract customers often require more service than is provided by a traditional retail or mail order business. Through our contract sales force, we offer customized pricing and payment terms, usage reporting, the stocking of certain proprietary items, a wide assortment of products with various environmental attributes and services, and full service account management.

Staples.com: Staples.com operations combine the activities of our U.S. and Canadian Internet sites as well as our direct mail catalog business. Staples.com is designed to reach small businesses, home offices and consumers, offering next business day delivery for most office supply orders in the majority of our markets. We continue to make investments in Staples.com to enhance the usability, efficiency and overall customer experience. We have increased our focus on leveraging the cross-channel synergies between Staples.com and our retail store network in an effort to provide our customers with a more integrated and consistent shopping experience. We market Staples.com through Internet and other broad-based media advertising, direct mail advertising, catalog mailings and a telesales group, which is focused on generating new business and growing existing accounts.

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Quill.com: Quill.com is an Internet and catalog business with a targeted approach to servicing the needs of small and mid-sized businesses in the United States. To attract and retain its customers, Quill.com offers outstanding customer service, Quill brand products and special services. Quill.com also operates Medical Arts Press, Inc., an Internet and catalog business offering specialized office supplies and products for medical professionals.

North American Retail

Our strategy for North American Retail focuses on offering an easy-to-shop store with quality products that are in-stock and easy to find, with fast checkout and courteous, helpful and knowledgeable sales associates. Our goals are to continue to be a destination for core office supply categories like ink and toner and to become an authority for business technology through redesigned stores and an expanded technology assortment. We have also made investments to grow our EasyTech business, which offers expert technology services such as installations and repairs, to develop a mobile communication offering in 500 of our stores, and to establish a leadership position in copy and print services. Store sales associates are trained to deliver excellent service through our “Inspired Selling” service model, which encourages engagement with customers and solution selling.

Our North American Retail segment consisted of 1,583 stores in the United States and 334 stores in Canada at the end of fiscal 2011. We operate a portfolio of retail store formats, tailored to the unique characteristics of each location. The “Dover” superstore represents the majority of our U.S. store base. The customer friendly ''Dover'' design appeals to the customer with an open store interior that provides a better view of our wide selection and makes it easier to find products. In an effort to improve store productivity and effectively manage our cost structure, we have reduced the size of our “Dover” store format over time from 24,000 square feet to 15,000 square feet. We also operate smaller format stores designed for rural markets and dense urban markets. Additionally, to address the attractive quick print market opportunity, we operate 26 stand alone copy and print shops. These 3,000 to 4,000 square foot stores are designed for locations with high customer density and offer a full service copy and print shop along with a broad assortment of core office supplies.

We believe that our network of stores and delivery businesses enhances our profitability by allowing us to leverage marketing, distribution and supervision costs. We are highly selective with our new store openings. In determining where to open new retail stores, we assess potential real estate sites through a stringent approval process which evaluates the financial return of each store. Our evaluations consider such factors as the concentration of small and mid-sized businesses and organizations, the number of home offices, household income levels, our current market presence, proximity to competitors, the availability of quality real estate locations and other factors.

In 2012, we plan for our store count to be about flat in North America. We will add stores to existing markets and expand into select new markets. This will be offset by our decision to close certain stores that are at the end of their lease term and are not achieving the desired financial returns. This plan compares to a net of 17 stores opened in 2011 and 29 stores in 2010. We intend to drive increased productivity through our on-going store remodel program, with a focus on upgrading our technology product and service offerings, as well as our copy and print offerings.

International Operations

Our International Operations segment consists of businesses in 24 countries in Europe, Australia, South America and Asia. The markets for office products and services in these countries are highly fragmented.

Our European Office Products business represents a balanced multi-channel portfolio serving contract, retail, Internet and catalog customers in 16 countries. Our contract business includes sizable operations in Scandinavia, Germany, the United Kingdom and the Netherlands. We operate 331 retail stores with the largest concentration of stores in the United Kingdom, Germany, the Netherlands and Portugal. We operate Internet and direct mail catalog businesses with a significant concentration of sales in France, Italy and the United Kingdom.

Our strategies for our European Office Products business focus on strengthening our value proposition with customers, increasing the productivity of our marketing programs, leveraging best practices from our North American businesses, including our mid-market contract selling model, and expanding our mix of business services with a focus on copy and print. We are also focused on improving profitability by reducing overhead expense, increasing sales of higher margin Staples brand products and improving the performance of our supply chain.

In 2010, we acquired the remaining shares in Corporate Express Australia Limited, increasing our ownership to 100% from the 59% we acquired with the acquisition of Corporate Express in 2008. This business serves primarily contract customers in Australia and New Zealand. In addition to our contract business, we operate a public website which targets small business and home office customers. Our strategies focus on improving sales force productivity by providing customers with a broad assortment of products and services, including office products, IT solutions, business furniture and print management.

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We continue to establish a foundation for growth in Asia and South America, where our businesses are in various stages of development. We operate retail and delivery businesses in China, a delivery business in Taiwan through a joint venture with UB Express and a multi-channel business in India through a joint venture with Pantaloon Retail Limited. We also operate delivery businesses in Argentina and Brazil and operate two stores in Argentina.

Merchandising and Marketing

We sell a wide variety of office supplies and services, office machines and related products, computers and related products and office furniture. Our merchandising staff uses integrated systems to perform the vast majority of our merchandise planning and product purchasing centrally. However, some of our business units, particularly Quill.com, our Canadian operations and our multiple international businesses, leverage our global buying and merchandising staff along with local staff to meet their specific buying and merchandising needs. We purchase products from thousands of vendors worldwide and we believe that competitive sources of supply are available to us for substantially all of the products we carry.

Our merchandising team constantly reviews and updates our product assortment to respond to changing customer needs and to maximize the performance of our key categories. Ink and toner remain important product categories, and we offer our customers a wide assortment, an in-stock guarantee and a strong pricing message which is supported by our loyalty programs. We continue to enhance our product offering beyond core office supplies, particularly in the areas of technology and facilities and breakroom supplies.

Our product offering includes Staples, Quill, and other proprietary branded products, which represented approximately 27% of our sales in 2011. We offer more than 10,000 own brand products and services, including an assortment of products with various environmental attributes, which includes our “Sustainable Earth” brand products. Own brand products deliver value to our customers with prices that are on average 10% to 20% lower than the national brand, while generating higher gross margin rates on average than national brands. Our own brand strategy focuses on offering national brand quality at lower prices. We have brought to market hundreds of new own brand products in the last year, many of which are innovative and exclusive to Staples. Our long-term goal is to grow own brand to more than 30% of total sales. Our sourcing office in Shenzhen, China supports our own brand strategy by driving high quality and lower costs and by bringing new products to market more quickly. In addition to our proprietary branded products, we also differentiate our core product offering through exclusive third-party relationships. For instance, we recently began selling an exclusive and innovative line of Martha Stewart home office products in our retail stores and on our websites.

In addition to products, we also offer a broad array of services, which represented 6.0% of our sales in 2011. This includes copy and print services that we provide to our retail and delivery customers, as well as technology services that we provide through our “EasyTech” business in North American Retail. The multi-billion dollar market for these services is highly fragmented, and we believe we have a significant opportunity to offer these services to existing customers and acquire new customers. Over the past several years, we have upgraded the technology, signage, labor, training and quality of these services to increase sales by driving greater customer awareness and differentiating our offering.

The following table shows our sales by each major category as a percentage of total sales for the periods indicated:

	Fiscal Year Ended
	January 28, 2012		January 29, 2011		January 30, 2010
Office supplies	43.9	%	43.3	%	43.1	%
Services	6.0	%	5.5	%	5.2	%
Office machines and related products	30.1	%	30.7	%	31.3	%
Computers and related products	15.0	%	15.3	%	15.2	%
Office furniture	5.0	%	5.2	%	5.2	%
	100.0	%	100.0	%	100.0	%

We utilize a variety of marketing vehicles to drive brand awareness and sales of products and services to both new and existing customers. These vehicles include broad-based media such as television, radio, newspaper circulars and Internet advertising, including mobile applications and social media. We also utilize catalogs, e-mail marketing, loyalty programs and sophisticated direct marketing capabilities. In addition, we market to larger customers through a combination of direct mail catalogs, customized catalogs and a field sales force. We change our level of marketing spend, as well as the mix of media employed, depending upon market, customer value, seasonal focus, competition and cost factors. This flexible approach allows us to optimize the effectiveness and efficiency of our marketing expenditures. We continue to improve our systems and capabilities

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to track our customers' multi-channel purchasing behaviors and to execute more effective direct marketing and customer loyalty programs to drive higher sales across all our channels.

Supply Chain

We operate two distinct networks to fulfill the majority of our replenishment and delivery needs in North America. Our network of 66 delivery fulfillment centers supports our North American Delivery operations. During 2011, we completed the multi-year process of integrating the fulfillment center network that we acquired from Corporate Express in 2008. During this integration period, we have enabled 35 of our North American Delivery fulfillment centers to fill orders from both Staples customers and legacy Corporate Express customers.

We operate a separate network of four large distribution centers to support our U.S. retail operations. Our retail distribution centers provide us with significant labor and merchandise cost savings by centralizing receiving and handling functions, and by enabling us to purchase in full truckloads and other economically efficient quantities from suppliers. Our centralized purchasing and distribution systems enable our store associates to spend more time on customer service and store presentation. Since our distribution centers maintain backup inventory, our in-store inventory requirements are reduced, allowing us to more efficiently operate our retail stores.

In Europe, we are in the process of implementing a multi-year supply chain plan to reduce the complexity and redundancy of our distribution network. We are standardizing all of our supply chain processes and systems architecture, and continuing to consolidate facilities. These efforts are expected to improve customer service and quality, drive cost savings and increase overall operating efficiency.

Associates

We have a strong corporate culture that values ethics, high performance, entrepreneurship, and teamwork. We place great importance on recruiting, training, retaining and providing the proper incentives for high quality associates. Offering attractive growth and development opportunities and a commitment to a diverse and safe work environment, we pride ourselves on being a great place to work.

We consider customer relations and our associates' knowledge of our product and service offerings to be significant to our marketing approach and our ability to deliver customer satisfaction. Associates are trained in a number of areas, including where appropriate, sales techniques, management skills and product knowledge.

As of January 28, 2012, Staples employed 51,542 full-time and 36,240 part-time associates.

Corporate Values

Staples is committed to responsible corporate citizenship, or what we refer to internally as Staples Soul. Staples Soul is a holistic approach to business that recognizes the close connection between our financial success and our desire to make a positive impact on our associates, communities and the planet. We believe that by practicing sound ethics, sustaining the environment, embracing diversity and giving back to the community, we will solidify our place as the world's most trusted source for office solutions. For more information, visit www.staples.com/community.

Ethics - Ethics at Staples is part of our culture. Staples maintains ethical business practices by encouraging open and honest communication and fostering an environment where it is safe to speak up without fear of retaliation. Through our Code of Ethics and ongoing communications and training programs, we make it easy for associates around the world to understand what they need to know and do to make sound decisions in the best interests of our company and shareholders. These efforts help ensure that our associates build trusting relationships with customers and other stakeholders, thus strengthening and protecting Staples' brand reputation.

Environment - At Staples, our vision is to generate business and environmental benefits - for ourselves, our customers and our communities - by leading the way in sustainable business practices. We are working to achieve this vision through a continued focus on sourcing and selling more sustainable products, improving our offering of recycling and other green services, maximizing our energy efficiency and renewable energy use and eliminating waste.

We continue to partner with suppliers and stakeholder groups to drive sustainability in our supply chain, in our vendors' supply chains and in certain industries as a whole.  In 2011, Staples continued the successful implementation of our “Race to the Top” initiative, launched in 2010, to challenge 23 key suppliers to find innovative solutions for reducing the environmental impacts of packaging, product design and manufacturing.

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We are helping customers make more sustainable choices by offering more than 10,000 products with environmentally friendly features in stores and online as well as greener copy and print services and product recycling programs. In 2011, we recycled more than 67 million ink and toner cartridges and 13 million pounds of office electronics through our customer recycling program.

We also actively mitigate the environmental impact of our own business operations. At the end of 2011, Staples had more than 285 locations designated as ENERGY STAR qualified for energy efficiency, and is hosting 36 solar systems on the rooftops of stores and distribution centers nationally. We also purchased more than 340 million kilowatt hours of green power in the form of renewable energy certificates, equivalent to 50% of our U.S. electricity use.

Diversity - Staples' commitment to diversity and inclusion stems from our recognition that being a successful company requires people with diverse backgrounds and perspectives. We know that differences in age, race, gender, nationality, sexual orientation, physical ability, background and thinking style allow us to be more innovative as a company. We believe that attracting, developing and retaining an associate base that reflects the diversity of our customers is essential to our success. Our diverse workforce and network of suppliers strengthens relationships with our customers and gives us the flexibility to adapt to the ever-changing global marketplace.

Community - Staples contributes to educational and youth oriented community efforts, from literacy and mentoring to career skills development, through in-kind and monetary donations and grants from the Staples Foundation, our private charitable arm. Through our community relations efforts, we have helped more than 6,000 organizations in 2,000 communities across 27 countries.

Competition

We compete with a variety of online and traditional retailers, dealers and distributors in the highly competitive office products market. We compete in most of our geographic markets with other high-volume office supply providers, including Office Depot, OfficeMax and Lyreco, as well as mass merchants such as Walmart, Target and Tesco, warehouse clubs such as Costco, computer and electronics retail stores such as Best Buy, specialty technology stores such as Apple, copy and print businesses such as FedEx Office, online retailers such as Amazon.com and other discount retailers. In addition, our retail stores and delivery operations both compete with numerous mail order firms, contract stationers, electronic commerce distributors, regional and local dealers and direct manufacturers. Many of our competitors have increased their presence in our markets in recent years.

We believe we are able to compete favorably against other high-volume office supply providers, mass merchants and other retailers, dealers and distributors because of the following factors: our focus on the business and home office customer; our tenured management team's ability to respond to the dynamic markets in which we operate and the changing needs of our customers; courteous, helpful and knowledgeable associates focused on making it easy for customers to buy office products and services; a wide assortment of office supplies and services that are in-stock and easy to find; fast checkout; easy to use web sites; reliability and speed of order shipment; convenient store locations; hassle-free returns and competitive prices.

Trademarks, Patents, Copyrights and Domain Names

We own or have applied to register numerous trademarks and service marks in the United States and throughout the world in connection with our businesses. Some of our principal global and regional marks include Staples, the Staples red brick logo, Staples the Office Superstore, the Easy Button logo, ''that was easy'', Staples EasyTech, Quill.com, Corporate Express, Sustainable Earth by Staples and many other marks incorporating ''Staples” or another primary mark, which in the aggregate we consider to be of material importance to our business. While the duration of trademark registrations varies from country to country, trademarks are generally valid and may be renewed indefinitely so long as they are in use and their registrations are properly maintained.

We own and maintain a number of patents on certain products, systems and designs. We also own copyrights for works such as packaging, training materials, promotional materials, computer software, in-store graphics, website content and multi-media. In addition, we have registered and maintain numerous Internet domain names, including many that incorporate ''Staples."

Available Information

We maintain a web site with the address www.staples.com. We are not including the information contained on our web site as a part of, or incorporating it by reference into, this Annual Report on Form 10-K. We make available free of charge through our web site our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K and amendments to these reports, as soon as reasonably practicable after we electronically file such material with, or furnish such material to, the Securities and Exchange Commission ("SEC").

We were organized in 1985 and are incorporated in Delaware.

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EXECUTIVE OFFICERS OF THE REGISTRANT

Our executive officers, their respective ages and positions as of February 27, 2012 and a description of their business experience are set forth below. There are no family relationships among any of the executive officers named below.

Joseph G. Doody, age 59

Mr. Doody has served as President—Staples North American Delivery since March 2002. Prior to that, he served as President—Staples Contract & Commercial from November 1998, when he first joined Staples, until March 2002.

Christine T. Komola, age 44

Ms. Komola has served as Senior Vice President and Chief Financial Officer since February 2012. Prior to that, she served as the Senior Vice President and Corporate Controller from July 2004 to January 2012. She also served as the Senior Vice President, General Merchandise Manager for furniture from January 2002 to July 2004. She has also held other roles within Staples since joining in April 1997, including Assistant Controller, Vice President of Planning, Margin and Control and Chief Financial Officer of Staples.com.

John J. Mahoney, age 60

Mr. Mahoney has served as Vice Chairman since February 2012. Prior to that, he served as our Vice Chairman and Chief Financial Officer from January 2006 to January 2012. He also served as Executive Vice President, Chief Administrative Officer and Chief Financial Officer from October 1997 to January 2006, and as Executive Vice President and Chief Financial Officer from September 1996, when he first joined Staples, to October 1997.

Michael A. Miles, age 50

Mr. Miles has served as President and Chief Operating Officer since January 2006. Prior to that, he served as Chief Operating Officer since September 2003. Prior to joining Staples in September 2003, Mr. Miles was Chief Operating Officer, Pizza Hut for Yum! Brands, Inc. from January 2000 to August 2003.

Demos Parneros, age 49

Mr. Parneros has served as President—U.S. Stores since April 2002. Prior to that, he served in various capacities since joining Staples in October 1987, including Senior Vice President of Operations from March 1999 to March 2002 and Vice President of Operations from October 1996 to February 1999.

Cynthia Pevehouse, age 54

Ms. Pevehouse has served as our Senior Vice President, General Counsel and Secretary since January 2012. Prior to that, she served as Senior Counsel at the international law firm Steptoe & Johnson LLP from March 2010 to December 2011. She also served as Executive Vice President and General Counsel of Allianz of America Corporation from January 2006 to March 2009. Prior to that, she served as General Counsel at Polycom, Inc. from January 2003 to October 2005 and Ask Jeeves, Inc. from January 2000 to December 2002.

Ronald L. Sargent, age 56

Mr. Sargent has served as Chairman since March 2005, as Chief Executive Officer since February 2002 and as a Director since 1999. Prior to that, he served in various capacities since joining Staples in March 1989, including President from November 1998 to January 2006, Chief Operating Officer from November 1998 to February 2002, President—North American Operations from October 1997 to November 1998, and President—Staples Contract & Commercial from June 1994 to October 1997.

FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K and, in particular, the description of our Business set forth in Item 1 and our Management's Discussion and Analysis of Financial Condition and Results of Operations set forth in Appendix B ("MD&A") contain or incorporate a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 ("the Exchange Act").

Any statements contained in or incorporated by reference into this report that are not statements of historical fact should be considered forward-looking statements. You can identify these forward-looking statements by use of the words like "believes," "expects," "anticipates," "plans," "may," "will," "would," "intends," "estimates" and other similar expressions, whether in the

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negative or affirmative. These forward-looking statements are based on current expectations, estimates, forecasts and projections about the industry and markets in which we operate and management's beliefs and assumptions and should be read in conjunction with our MD&A and our consolidated financial statements and notes to consolidated financial statements included in Appendix C. We cannot guarantee that we actually will achieve the plans, intentions or expectations disclosed in the forward-looking statements made. There are a number of important risks and uncertainties that could cause our actual results to differ materially from those indicated by such forward-looking statements. These risks and uncertainties include, without limitation, those set forth below under the heading "Risk Factors" as well as risks that emerge from time to time that are not possible for us to predict. Forward-looking statements, like all statements in this report, speak only as of the date of this report (unless another date is indicated). We disclaim any obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise.

Item 1A.    Risk Factors

Global economic conditions could adversely affect our business and financial performance.

As the world's leading office products company operating in 26 countries, our operating results and performance depend significantly on worldwide economic conditions and their impact on business and consumer spending. Increases in the levels of unemployment, particularly white collar unemployment, energy and commodities costs, healthcare costs, higher interest rates and taxes, a return to tighter credit markets, consumer credit availability, turmoil in the financial markets (including recent events in the European Union), lower consumer confidence, lack of small business formation and other factors could result in a decline in business and consumer spending. Although there has been some improvement in some of these measures, the level of business and consumer spending across the globe is not where it was prior to the global recession. Our business and financial performance may continue to be adversely affected by current and future economic conditions if there is a renewed decline in business and consumer spending or such spending remains stagnant.

Our market is highly competitive and we may not be able to continue to compete successfully.

The office supply and services market is highly competitive. We compete with a variety of local, regional, national and international retailers and online and traditional retailers, dealers and distributors for customers, associates, locations, products, services, and other important aspects of our business. In most of our geographic markets, we compete with other high-volume office supply providers such as Office Depot, OfficeMax and Lyreco, as well as mass merchants such as Walmart, Target and Tesco, warehouse clubs such as Costco, computer and electronics retail stores such as Best Buy, specialty technology stores such as Apple, copy and print businesses such as FedEx Office, online retailers such as Amazon.com, and other discount retailers. We also compete with numerous mail order firms, contract stationer businesses, electronic commerce distributors, regional and local dealers and direct manufacturers. Some of our current and potential competitors are larger than we are, may have more experience in selling certain products or delivering services or may have substantially greater financial resources. Also, many of our competitors have increased their presence in our markets in recent years by expanding their assortment of office products and services, opening new stores near our existing stores, and offering direct delivery of office products.  Intense competitive pressures from one or more of our competitors could affect prices or demand for our products and services. If we are unable to timely and appropriately respond to these competitive pressures, or offer the appropriate mix of products and services at competitive prices, our financial performance and market share could be adversely affected.

If the products and services that we offer fail to meet our customer needs, our performance could be adversely affected.

We strive to differentiate ourselves from our competitors in part by executing our brand promise: we bring easy to your office. This involves providing our customers with solutions through a broad selection of products and services at competitive prices that meet customers' changing needs and purchasing habits.  For example, technology has rapidly changed how people work and conduct business, which impacts the types of office products being purchased and the services needed by businesses and consumers.  We offer, among other things, convenient store locations, helpful associates and reliable and fast order delivery.  If we misjudge either the demand for products and services we sell or our customers' purchasing habits and tastes, we may be faced with excess inventories of some products or missed opportunities for products and services we do not offer.   Failure to execute on our brand promise of providing the products and services preferred by our customers could have a material adverse affect on our revenue, results of operations and ability to attract and retain customers.

We may be unable to continue to enter new markets successfully.

An important part of our business plan is to increase our presence in new markets, which could include providing new products and service offerings or adding delivery operations or stores in new geographic markets. We may have limited experience in these newer markets such as technology services, and such offerings may present new and difficult challenges. For example,

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when entering a new geographic market customers may not be familiar with our brand or our competitors may have a larger, more established market presence. Our sales or profit levels in newer activities thus may not be successful enough to recoup our investments in them and may reduce our overall profitability. In addition, for our strategy to be successful, we must identify favorable store sites, negotiate leases on acceptable terms, hire and train qualified associates and adapt management and operational systems to meet the needs of our expanded operations. Local zoning and other land use regulations may prevent or delay the opening of new stores in some markets. If we are unable to open new stores as efficiently as we planned, our future sales and profits may be adversely affected.

Our expanding international operations expose us to risks inherent in foreign operations.

We currently operate in 25 countries outside the United States and plan to continue to grow internationally. In certain international market segments, we may not benefit from any first-to-market advantages or otherwise succeed. Cultural differences abroad and local practices of conducting business may conflict with our own business practices and ethics standards. Ensuring compliance with foreign and U.S. laws and our own policies may require that we implement new operational systems and financial controls, conduct audits or internal investigations, train our associates and third parties on our existing compliance methods, and take other actions, all of which may be expensive, divert management's time and impact our operations. There are also different employee/employer relationships and in some cases the existence of workers' councils that may delay or impact the implementation of some of these operational systems. In addition, differences in business practices in our international markets may cause customers to be less receptive to our business model than we expect.

Risks inherent in international operations also include, among others, the costs and difficulties of managing international operations, adverse tax consequences and greater difficulty in enforcing intellectual property rights. Other factors that may also have an adverse impact on our international operations include limitations on the repatriation and investment of funds, foreign currency exchange restrictions, complex import and export schemes, increased local competition, our lack of familiarity with local customer preferences, unfavorable foreign trade policies, unstable political or economic conditions, and geopolitical events, including war and terrorism.

Failure to manage growth and continue to expand our operations successfully could adversely affect our financial results.

Our business has experienced significant historical growth over the years, and we expect our business to continue to grow organically and through strategic acquisitions.  Sales of our products and services, the types of our customers, the nature of our contracts, the mix of our businesses, the number of countries in which we conduct business, the number of stores that we operate and the number of our associates have grown and changed, and we expect they will continue to grow and change over the long-term. This growth places significant demands on management and operational systems. If we cannot effectively manage our growth, it is likely to result in operational inefficiencies and ineffective management of our business thus negatively impacting our operating results. In addition, as we grow, our business is subject to a wider array of complex state, federal and international regulations, and may be increasingly the target of private actions. This increases the cost of doing business and the risk that our business practices could unknowingly result in liabilities that may adversely affect our business and financial performance.  To the extent we grow through strategic acquisitions, our success will depend on selecting the appropriate targets, integrating such acquisitions quickly and effectively and realizing any expected synergies and cost savings related to such acquisitions.

Our effective tax rate may fluctuate.

We are a multi-national, multi-channel provider of office products and services. As a result, our effective tax rate is derived from a combination of applicable tax rates in the various countries, states and other jurisdictions in which we operate. Our effective tax rate may be lower or higher than our tax rates have been in the past due to numerous factors, including the sources of our income, any agreements we may have with taxing authorities in various jurisdictions, changes in the laws and the tax filing positions we take in various jurisdictions. We base our estimate of an effective tax rate at any given point in time upon a calculated mix of the tax rates applicable to our company and to estimates of the amount of business likely to be done in any given jurisdiction. The loss of one or more agreements with taxing jurisdictions, a change in the mix of our business from year to year and from country to country, changes in rules related to accounting for income taxes, adverse outcomes from tax audits that we may be subject to in any of the jurisdictions in which we operate, or changes in tax laws in any of the multiple jurisdictions in which we operate could result in an unfavorable change in our effective tax rate which could have an adverse effect on our business and results of our operations.

Fluctuations in foreign exchange rates could lead to lower earnings.

As we have expanded our international operations, our exposure to exchange rate fluctuations has increased.  Sales from our delivery operations and stores outside the U.S. are denominated in the currency of the country in which these operations or stores

8

are located and changes in foreign exchange rates affect the translation of the sales and earnings of these businesses into U.S. dollars for financial reporting purposes. Additionally, merchandising agreements may also be denominated in the currency of the country where the vendor resides. Although we attempt to mitigate such risks by sometimes entering into foreign exchange hedges or utilizing risk management strategies, such hedges and strategies themselves present some risk and thus may not be entirely successful in mitigating the risk.

We may be unable to attract, train, engage and retain qualified associates.

Our customers value courteous and knowledgeable associates, and an important part of our “Easy” brand strategy is a positive customer service experience. Accordingly, our performance depends on attracting, training, engaging and retaining a large number of qualified associates. We face intense competition for qualified associates. We face even tighter labor markets as we expand into emerging markets such as India and China. Many of our associates, particularly in retail stores, are in entry-level or part-time positions with historically high rates of turnover. Our ability to meet our labor needs while controlling our labor costs is subject to numerous external factors, including the availability of a sufficient number of qualified persons in the workforce, unemployment levels, prevailing wage rates, changing demographics, health and other insurance costs and the cost of compliance with labor and wage laws and regulations. If we are unable to attract, train, engage and retain a sufficient number of qualified associates, our business and financial performance may be adversely affected.

Our quarterly operating results are subject to significant fluctuation.

Our operating results have fluctuated from quarter to quarter in the past, and we expect that they will continue to do so in the future. Historically, sales and profitability are generally stronger in the second half of our fiscal year than the first half of our fiscal year due in part to back-to-school, holiday and back-to-business seasons.  Factors that could also cause these quarterly fluctuations include: the mix of products sold; pricing actions of competitors; the level of advertising and promotional expenses; the outcome of legal proceedings; severe weather; consumer confidence; and the other risk factors described in this section. Most of our operating expenses, such as occupancy costs and associate salaries, do not vary directly with the amount of sales and are difficult to adjust in the short term. As a result, if sales in a particular quarter are below expectations, we may not proportionately reduce operating expenses for that quarter, and therefore such a sales shortfall would have a disproportionate effect on our net income for the quarter.

If we are unable to manage our debt, it could materially harm our business and financial condition and restrict our operating flexibility.

We have long-term debt and debt service requirements, with $1.5 billion 9.75% notes due in January 2014 and $325 million 7.375% notes due in October 2012. Additionally, we have outstanding obligations under our local lines of credit. Our consolidated outstanding debt as of January 28, 2012 was $2.04 billion. If we are unable to satisfy our debt service requirements, we may default under one or more of our credit facilities or the indentures governing our notes. If we default or breach our obligations, we could be required to pay a higher rate of interest or lenders could require us to accelerate our repayment obligations. As a result, we may be forced to use an unplanned portion of cash flows to pay our debt, thereby reducing the availability of our cash flow to fund working capital, capital expenditures and other general corporate purposes, which could materially harm our business and financial condition.  Our level of indebtedness may also place us at a competitive disadvantage against less leveraged competitors.

We could incur significant goodwill impairment charges.

At January 28, 2012, we had $4.0 billion of goodwill on our balance sheet. We evaluate goodwill for impairment annually in the fourth quarter, or sooner if events occur or circumstances change that indicate potential impairment.   Certain factors, including consumer spending levels, industry and macroeconomic conditions, the price of our stock and the future profitability of our acquired businesses might have a negative impact on the carrying value of our goodwill.  The process of testing goodwill for impairment involves numerous judgments, assumptions and estimates made by management which inherently reflect a high degree of uncertainty.  If the business climate deteriorates, or if we fail to manage acquired companies successfully, then actual results may not be consistent with these judgments, assumptions and estimates, and our goodwill may become impaired.  This would in turn have an adverse impact on our financial position and results of operations.  Our goodwill impairment analysis also includes a comparison of the aggregate estimated fair value of all reporting units to our total market capitalization.  Therefore, a significant and sustained decline in our stock price could result in goodwill impairment charges.

Our expanded offering of proprietary branded products may not improve our financial performance and may expose us to intellectual property and product liability claims.

Our product offering includes Staples, Quill and other proprietary branded products and services, which represented

9

approximately 27% of our sales in fiscal 2011 and which typically provide for higher margins. Our proprietary branded products compete with other manufacturers' branded items that we offer. An increase in our proprietary branded product and services also exposes us to risk that third parties will assert infringement claims against us with respect to such products and services. We also have greater exposure and responsibility to the consumer for replacements as a result of product defects. If any of our customers are harmed by our proprietary branded products or services, they may bring product liability and other claims against us or we may have to issue voluntary or mandatory recalls. The more proprietary brand product and services we offer, the more these risks increase. A loss of consumer acceptance of these products could also adversely affect our sales and gross margin rates. Any of these circumstances could damage our reputation and have an adverse effect on our business and financial performance.

Problems in our information systems and technologies may disrupt our operations.

We rely heavily on various information systems and technology to sell and deliver our products and services and operate our business, including systems to track inventory, to process and record transactions, to generate financial reports and to communicate with our associates, vendors and customers. Our ability to attract and retain customers, compete and operate effectively depends in part on a consistent, secure and easy to use technology infrastructure with reliable back-up systems. Any disruption to the Internet or our technology infrastructure, including a disruption affecting our web sites and information systems, may cause a decline in our customer satisfaction, jeopardize accurate financial reporting, impact our sales volumes or result in increased costs. We may also outsource our information technology to third parties. Although we continue to invest in our technology, if we are unable to continually add software and hardware, effectively manage or upgrade our systems and network infrastructure, and develop effective system availability, disaster recovery plans and protection solutions, our business could be disrupted thus subjecting us to liability and potentially harming our reputation.

In addition, we will periodically make modifications and upgrades to our information technology systems and technology. Some of these modifications and upgrades will be outsourced to third parties. Modifications involve replacing legacy systems with successor systems, making changes to legacy systems or acquiring new systems with new functionality. Although we make a diligent effort to ensure that all providers of outsourced services observe proper internal control practices and procedures, we cannot assure that failures will not occur. We are aware of inherent risks associated with replacing our systems, including accurately capturing data, system disruptions and outsourcing to third parties. Information technology system disruptions, if not anticipated and appropriately mitigated, could have a material adverse effect on our operations.

Compromises of our information systems or unauthorized access to confidential information or our customers' or associates' personal information may materially harm our business or damage our reputation.

Through our sales and marketing activities and our business operations, we collect and store confidential information and certain personal information from our customers and associates. For example, we handle, collect and store personal information in connection with our customers purchasing products or services, enrolling in our promotional or rewards programs, registering on our web site or otherwise communicating or interacting with us. We also process payment card information and check information. In addition, in the normal course of business, we gather and retain personal information about our associates and generate and have access to confidential business information. We may share confidential and personal information with vendors or other third parties in connection with processing of transactions, operating certain aspects of our business or for marketing purposes. Although we have taken steps designed to safeguard such information, there can be no assurance that such information will be protected against unauthorized access or disclosure. Computer hackers may attempt to penetrate our or our vendors' network security and, if successful, misappropriate such information. A Staples associate, contractor or other third-party with whom we do business may also attempt to circumvent our security measures in order to obtain such information or inadvertently cause a breach involving such information. We could be subject to liability for failure to comply with privacy and information security laws, for failing to protect personal information, or for misusing personal information, such as use of such information for an unauthorized marketing purpose. Loss or misuse of confidential or personal information could disrupt our operations, damage our reputation, and expose us to claims from customers, financial institutions, regulators, payment card associations, employees and other persons, any of which could have an adverse effect on our business, financial condition and results of operations.

Our business may be adversely affected by the actions of and risks associated with third-party vendors and service providers.

The products we sell are sourced from a wide variety of third-party vendors. In general, we do not have long-term contracts with these vendors committing them to provide products to us on acceptable terms. For example, we derive benefits from vendor allowances and promotional incentives which may not be offered in the future. We also cannot control the supply, design, function or cost of many of the products that we offer for sale and are dependent on the availability and pricing of key products, including paper, ink, toner, technology and printing equipment. Some of the products we offer are supplied to us on an exclusive basis and may be difficult to replace in a timely manner. Additionally, we may not be able to source products that we want to offer for sale on acceptable terms, or at all. Disruptions in the availability of raw materials used in the production of these products, or quality

10

issues that cause us to initiate voluntary or mandatory recalls for proprietary products we sell, may result in customer dissatisfaction, damage our reputation and adversely affect our sales.

Global sourcing of many of the products we sell is an important factor in our financial performance. Our ability to find qualified vendors and access products in a timely and efficient manner is a significant challenge, especially with respect to goods sourced outside the United States. Political instability, the financial instability of suppliers, trade restrictions, tariffs, foreign currency exchange rates, transport capacity and costs, inflation and other factors relating to foreign trade are beyond our control. We also rely upon many independent service providers for services that are important to many aspects of our business. If our vendors or service providers fail or are unable to perform as expected and we are unable to replace them quickly, our business could be harmed at least temporarily until we are able to do so and potentially, in some cases, permanently. These and other issues affecting our vendors and service providers could adversely affect our reputation, business and financial performance.

Various legal proceedings may adversely affect our business and financial performance.

We are involved in various private legal proceedings, which include consumer, employment, intellectual property, tort and other litigation. As our workforce expands, we are subject to potentially increasing challenges by private litigants regarding compliance with local, state and national labor regulations, whether meritorious or not.  In addition, companies have increasingly been subject to employment related class action litigation, and we have experienced an increase in “wage and hour” class action lawsuits.  We expect that these trends will continue to affect us. As our operations grow, we are also subject to claims that the technology we use or the products we sell infringe intellectual property rights of third parties. Such claims, whether meritorious or not, involve significant managerial resources and can become costly. Generally, we have indemnification protections in our agreements which our vendors or licensors have typically honored; however, there are no assurances that such vendors or licensors will continue to do so in the future. We estimate exposure and establish reserves for our estimated liabilities, however, litigation is inherently unpredictable and the outcome of legal proceedings and other contingencies could be unexpected and require us to pay substantial amounts of money or take actions that adversely affect our operations. In addition, defending against these claims may involve significant time and expense. Given the large size of our operations and workforce, the visibility of our brand and our position as an industry leader, we may regularly be involved in legal proceedings that could adversely affect our business and financial performance.

Failure to comply with laws, rules and regulations could negatively affect our business operations and financial performance.

Our business is subject to federal, state, local and international laws, rules and regulations, such as state and local wage and hour laws, the U.S. Foreign Corrupt Practices Act, import and export laws, unclaimed property laws and many others. The complexity of the regulatory environment in which we operate and the related cost of compliance are both increasing due to legal and regulatory requirements, increased enforcement and our ongoing expansion into new markets and new channels. In addition, as a result of operating in multiple countries, we must comply with multiple foreign laws and regulations that may differ substantially from country to country and may conflict with corresponding U.S. laws and regulations. We may also be subject to investigations or audits by governmental authorities and regulatory agencies, which can occur in the ordinary course of business or which can result from increased scrutiny from a particular agency towards an industry, country or practice. If we fail to comply with laws, rules and regulations or the manner in which they are interpreted or applied, we may be subject to government enforcement action, class action litigation or other litigation, damage to our reputation, civil and criminal liability, damages, fines and penalties, and increased cost of regulatory compliance, any of which could adversely affect our results of operations and financial performance.

Item 1B. Unresolved Staff Comments

None.

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Item 2. Properties

As of January 28, 2012, we operated a total of 2,295 retail stores in 48 states and the District of Columbia in the United States, 10 provinces and 2 territories in Canada, and in Belgium, Finland, Germany, the Netherlands, Norway, Portugal, Sweden, the United Kingdom, China, Argentina and Australia. As of that same date, we also operated 124 distribution and fulfillment centers in 29 states in the United States, 7 provinces in Canada, and in Austria, Belgium, Denmark, Finland, France, Germany, Ireland, Italy, the Netherlands, Norway, Portugal, Spain, Sweden, the United Kingdom, China, Argentina, Brazil and Australia. The following table sets forth the locations of our facilities as of January 28, 2012:

RETAIL STORES

Country/State/Province/Region/Territory	Number of Stores
United States
Alabama	12
Arizona	43
Arkansas	8
California	221
Colorado	20
Connecticut	39
Delaware	7
District of Columbia	2
Florida	101
Georgia	39
Idaho	8
Illinois	54
Indiana	30
Iowa	16
Kansas	4
Kentucky	17
Louisiana	1
Maine	12
Maryland	44
Massachusetts	76
Michigan	42
Minnesota	7
Mississippi	2
Missouri	11
Montana	8
Nebraska	5
Nevada	7
New Hampshire	23
New Jersey	89
New Mexico	11
New York	142
North Carolina	50
North Dakota	2
Ohio	63
Oklahoma	18
Oregon	21
Pennsylvania	95
Rhode Island	10

12

South Carolina	21
South Dakota	1
Tennessee	23
Texas	60
Utah	14
Vermont	7
Virginia	45
Washington	31
West Virginia	6
Wisconsin	11
Wyoming	4
Total United States	1,583
Canada
Alberta	37
British Columbia	42
Manitoba	10
New Brunswick	10
Newfoundland	4
Nova Scotia	14
Northwest Territories	1
Ontario	132
Prince Edward Island	2
Quebec	71
Saskatchewan	10
Yukon	1
Total Canada	334
Belgium	6
Finland	7
Germany	62
The Netherlands	46
Norway	21
Portugal	35
Sweden	17
United Kingdom	137
China	28
Argentina	2
Australia	17
	2,295

13

DISTRIBUTION AND FULFILLMENT CENTERS

Country/State/Province/Region/Territory	Number of Centers
United States
Arizona	2
Alaska	1
California	7
Colorado	1
Connecticut	2
Delaware	1
Florida	1
Georgia	2
Idaho	1
Illinois	3
Indiana	1
Iowa	2
Kansas	1
Maryland	2
Massachusetts	2
Michigan	1
Minnesota	2
New Jersey	2
New York	2
North Carolina	2
Ohio	2
Oregon	3
Pennsylvania	2
South Carolina	1
Tennessee	1
Texas	5
Virginia	1
Washington	1
Wisconsin	2
Total United States	56
Canada
Alberta	3
British Columbia	2
Manitoba	1
New Foundland	1
Nova Scotia	2
Ontario	3
Quebec	2
Total Canada	14
Austria	1
Belgium	2
Denmark	2
Finland	1
France	2

14

Germany	2
Ireland	2
Italy	1
The Netherlands	1
Norway	3
Poland	1
Portugal	1
Spain	1
Sweden	1
United Kingdom	4
China	4
Argentina	1
Brazil	1
Australia	23
	124

Most of the existing facilities, including those acquired in connection with our acquisition of Corporate Express, are leased by us with initial lease terms expiring between 2012 and 2026. In most instances, we have renewal options at increased rents. Leases for 156 of the existing stores provide for contingent rent based upon sales.

We own our Framingham, Massachusetts corporate office, which consists of approximately 650,000 square feet.

Item 3. Legal Proceedings

We are subject to ordinary routine litigation incidental to our business. We do not believe the results of such litigation will have a material adverse effect on our business. See Note H of the Notes to our Consolidated Financial Statements.

Item 4. Mine Safety Disclosures

Not applicable

15

PART II

Item 5.    Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

NASDAQ

Our common stock is traded on the NASDAQ Global Select Market under the symbol "SPLS". The following table sets forth for the periods indicated the high and low sales prices per share of our common stock on the NASDAQ Global Select Market, as reported by NASDAQ.

	High		Low
Fiscal Year Ended January 28, 2012
First Quarter	$	22.95	$	19.22
Second Quarter	21.50		14.75
Third Quarter	16.11		11.94
Fourth Quarter	16.34		13.68
Fiscal Year Ended January 29, 2011
First Quarter	$	26.00	$	22.00
Second Quarter	23.97		18.82
Third Quarter	21.25		17.45
Fourth Quarter	23.75		19.96

Cash Dividend

Since 2004, we have returned cash to our stockholders through a cash dividend. We paid quarterly dividends of $0.10 per share on April 14, 2011, July 14, 2011, October 13, 2011 and January 12, 2012, resulting in a total dividend payment for 2011 of $277.9 million or $0.40 per share. We paid quarterly dividends of $0.09 per share on April 15, 2010, July 15, 2010, October 24, 2010 and January 13, 2011, resulting in a total dividend payment for 2010 of $258.7 million or $0.36 per share.

Our payment of dividends is permitted under our public notes and existing financing agreements, although our revolving credit agreement restricts the payment of dividends in the event we are in default under such agreement or such payout would cause a default under such agreement. While it is our intention to continue to pay quarterly cash dividends for 2012 and beyond, any decision to pay future cash dividends will be made by our Board of Directors and will depend upon our earnings, financial condition and other factors.

16

Stock Performance Graph

The following graph compares the cumulative total stockholder return on Staples' common stock, the Standard & Poor's 500 Index and the Standard & Poor's Retail Index during our 2007 through 2011 fiscal years, assuming the investment of $100.00 on February 3, 2007 with dividends being reinvested.

TOTAL RETURN TO STOCKHOLDERS

	3-Feb-07		2-Feb-08		31-Jan-09		30-Jan-10		29-Jan-11		28-Jan-12
Staples, Inc.	$	100.00	$	91.49	$	61.82	$	92.41	$	89.40	$	65.82
S&P 500 Index	$	100.00	$	97.69	$	59.95	$	79.82	$	97.53	$	101.64
S&P Retail Index	$	100.00	$	86.89	$	55.42	$	88.75	$	113.80	$	129.57

Issuer Purchases of Equity Securities

The following table provides information about our purchases of our common stock during the fourth quarter of fiscal 2011:

Fiscal Period	Total Number of Shares Purchased(1)	Average Price Paid per Share (2)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(3)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(3)
October 30, 2011 - November 26, 2011	2,714,398	$	14.50	2,713,955	$	1,392,698,000
November 27, 2011 - December 31, 2011	2,878,099	14.32		2,861,000	1,351,734,000
January 1, 2012 - January 28, 2012	2,294,119	15.16		2,258,707	1,317,495,000
Total for fourth quarter of 2011	7,886,616	$	14.62	7,833,662	$	1,317,495,000

(1) Includes a total of 52,954 shares of our common stock withheld during the fourth quarter of our 2011 fiscal year to satisfy minimum statutory tax withholding obligations in connection with the vesting of restricted stock awards granted pursuant to our equity incentive plans.

(2) Average price paid per share includes commissions paid in connection with our publicly announced share repurchase

17

programs and is rounded to the nearest two decimal places.

(3) Under our new repurchase program, we are authorized to repurchase up to $1.5 billion of common stock in both open market and privately negotiated transactions. Our repurchase program has no expiration date and may be suspended or discontinued at any time.

Other Information

For information regarding securities authorized for issuance under our equity compensation plans, please see Note J in the Notes to the Consolidated Financial Statements contained in this Annual Report on Form 10-K.

At February 27, 2012, we had 5,184 holders of record of our common stock.

Item 6.    Selected Financial Data

The information required by this Item is attached as Appendix A.

Item 7.    Management's Discussion and Analysis of Financial Condition and Results of Operations

The information required by this Item is attached as part of Appendix B.

Item 7A.    Quantitative and Qualitative Disclosures about Market Risk

The information required by this Item is attached as part of Appendix B under the caption "Quantitative and Qualitative Disclosures about Market Risks."

Item 8.    Financial Statements and Supplementary Data

The information required by this Item is attached as Appendix C.

Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A.    Controls and Procedures

1.     Disclosure Controls and Procedures

The Company's management, with the participation of the Company's chief executive officer and chief financial officer, evaluated, as of January 28, 2012, the effectiveness of the Company's disclosure controls and procedures, which were designed to be effective at the reasonable assurance level. The term "disclosure controls and procedures," as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of the Company's disclosure controls and procedures as of January 28, 2012, management, the chief executive officer and the chief financial officer concluded that the Company's disclosure controls and procedures were effective at the reasonable assurance level at that date.

2.     Internal Control over Financial Reporting

(a)   Management's Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the company's principal executive and principal financial officers and effected by the company's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted

18

accounting principles and includes those policies and procedures that:

• Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Staples' internal control system was designed to provide reasonable assurance to the Company's management and Board regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations which may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of Staples' internal controls over financial reporting as of January 28, 2012. In making this assessment, it used the criteria set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our assessment, we conclude that, as of January 28, 2012, the Company has maintained effective internal control over financial reporting based on those criteria.

The independent registered public accounting firm, Ernst & Young LLP, has audited the Consolidated Financial Statements and has issued an attestation report on Staples Inc.'s internal controls over financial reporting as of January 28, 2012 as stated in its reports which are included herein.

19

(b)   Attestation Report of the Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders of

Staples, Inc.

We have audited Staples, Inc.'s internal control over financial reporting as of January 28, 2012, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Staples, Inc.'s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the company's internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Staples, Inc. maintained, in all material respects, effective internal control over financial reporting as of January 28, 2012, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Staples, Inc. and subsidiaries as of January 28, 2012 and January 29, 2011 and the related consolidated statements of income, stockholders' equity, and cash flows for each of the three years in the period ended January 28, 2012 of Staples, Inc. and our report dated February 29, 2012 expressed an unqualified opinion thereon.

	/s/ Ernst & Young LLP
Boston, Massachusetts
February 29, 2012

20

(c)   Changes in Internal Control Over Financial Reporting

No change in the Company's internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the fiscal quarter ended January 28, 2012 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART III

Certain information required by Part III is omitted from this Annual Report on Form 10-K and incorporated herein by reference to the definitive proxy statement with respect to our 2012 Annual Meeting of Stockholders (the "Proxy Statement"), which we will file with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year covered by this Report.

Item 10.    Directors, Executive Officers and Corporate Governance

Certain information required by this Item is contained under the heading "Executive Officers of the Registrant" in Part I of this Annual Report on Form 10-K. Other information required by this Item will appear under the headings "Proposal 1—Election of Directors" and "Corporate Governance" in our Proxy Statement, which sections are incorporated herein by reference.

The information required by this Item pursuant to Item 405 of Regulation S-K will appear under the heading "Section 16(a) Beneficial Ownership Reporting Compliance" in our Proxy Statement, which section is incorporated herein by reference.

We have adopted a written code of ethics that applies to our principal executive officer, principal financial officer, and principal accounting officer or controller, or persons performing similar functions. Our code of ethics, which also applies to our directors and all of our officers and associates, can be found on our web site, which is located at www.staples.com, and is also an exhibit to this report. We intend to make all required disclosures concerning any amendments to or waivers from our code of ethics by filing a Form 8-K disclosing such waiver, or to the extent permitted by applicable NASDAQ regulations, by posting such information in the Investor Information section of our web site.

Item 11.    Executive Compensation

The information required by this Item will appear under the headings "Corporate Governance", "Director Compensation", and "Executive Compensation" including "Compensation Discussion and Analysis", "Compensation Committee Interlocks and Insider Participation" and "Compensation Committee Report" in our Proxy Statement, which sections are incorporated herein by reference.

Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this Item will appear under the headings "Beneficial Ownership of Common Stock" and "Securities Authorized for Issuance under Equity Compensation Plans" in our Proxy Statement, which sections are incorporated herein by reference.

Item 13.    Certain Relationships and Related Transactions, and Director Independence

The information required by this Item will appear under the headings "Certain Relationships and Related Transactions" and "Director Independence" in our Proxy Statement, which sections are incorporated herein by reference.

Item 14.    Principal Accountant Fees and Services

The information required by this Item will appear under the heading "Independent Registered Public Accounting Firm's Fees" in our Proxy Statement, which section is incorporated herein by reference.

Item 15.    Exhibits and Financial Statement Schedules

(a) Index to Consolidated Financial Statements: The following financial statements and schedules of Staples, Inc. are included as Appendix C of this Report:

1.    Financial Statements.

• Consolidated Balance Sheets—January 28, 2012 and January 29, 2011.

21

• Consolidated Statements of Income—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010.

• Consolidated Statements of Stockholders' Equity—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010.

• Consolidated Statements of Cash Flows—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010.

• Notes to Consolidated Financial Statements.

2.    Financial Statement Schedules.

• Schedule II—Valuation and Qualifying Accounts.

All schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission other than the one listed above are not required under the related instructions or are not applicable and, therefore, have been omitted.

3.    Exhibits.    The exhibits which are filed or furnished with this report or which are incorporated herein by reference are set forth in the Exhibit Index on page D-1, which is incorporated herein by reference.

22

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 29, 2012.

STAPLES, INC.
By:	/s/ RONALD L. SARGENT
	Ronald L. Sargent,
	Chairman of the Board and Chief Executive Officer (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

23

Signature	Capacity	Date
/s/ RONALD L. SARGENT	Chairman of the Board and Chief Executive Officer (Principal Executive Officer)	February 29, 2012
Ronald L. Sargent
/s/ BASIL L. ANDERSON	Director	February 29, 2012
Basil L. Anderson
/s/ ARTHUR M. BLANK	Director	February 29, 2012
Arthur M. Blank
/s/ MARY ELIZABETH BURTON	Director	February 29, 2012
Mary Elizabeth Burton
/s/ JUSTIN KING	Director	February 29, 2012
Justin King
/s/ CAROL MEYROWITZ	Director	February 29, 2012
Carol Meyrowitz
/s/ ROWLAND T. MORIARTY	Director	February 29, 2012
Rowland T. Moriarty
/s/ ROBERT C. NAKASONE	Director	February 29, 2012
Robert C. Nakasone
/s/ ELIZABETH A. SMITH	Director	February 29, 2012
Elizabeth A. Smith
/s/ ROBERT E. SULENTIC	Director	February 29, 2012
Robert E. Sulentic
/s/ VIJAY VISHWANATH	Director	February 29, 2012
Vijay Vishwanath
/s/ PAUL F. WALSH	Director	February 29, 2012
Paul F. Walsh
/s/ CHRISTINE T. KOMOLA	Senior Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)	February 29, 2012
Christine T. Komola

24

APPENDIX A

STAPLES, INC. AND SUBSIDIARIES

SELECTED FINANCIAL DATA

(Dollar Amounts in Thousands, Except Per Share Data)

	Fiscal Year Ended
	January 28, 2012 (1) (52 Weeks)		January 29, 2011(2) (52 weeks)		January 30, 2010(3) (52 weeks)		January 31, 2009(4) (52 weeks)		February 2, 2008(5) (52 weeks)
Statement of Income Data:
Sales	$	25,022,192	$	24,545,113	$	24,275,451	$	23,083,775	$	19,372,682
Gross profit	6,741,828		6,606,155		6,473,903		6,246,936		5,550,671
Net income attributed to Staples, Inc.	984,656		881,948		738,671		805,264		995,670
Basic earnings per common share	1.42		1.23		1.04		1.15		1.41
Diluted earnings per common share	1.40		1.21		1.02		1.13		1.38
Dividends	$	0.40	$	0.36	$	0.33	$	0.33	$	0.29
Statistical Data:
Stores open at end of period	2,295		2,281		2,243		2,218		2,038
Balance Sheet Data:
Working capital	$	2,216,542	$	2,174,574	$	2,392,448	$	951,704	$	1,945,484
Total assets	13,430,622		13,911,667		13,717,334		13,073,055		9,036,344
Total long-term debt, less current portion	1,599,037		2,014,407		2,500,329		1,968,928		342,169
Noncontrolling interest	7,062		7,471		83,054		58,224		10,227
Stockholders' equity	$	7,022,213	$	6,951,181	$	6,854,940	$	5,622,431	$	5,728,234

The Company's fiscal year is the 52 or 53 weeks ending the Saturday closest to January 31. Results of operations include the results of acquired businesses since the relevant acquisition date.

(1) Results of operations for this period reflect the receipt of a $20.8 million tax benefit related to a refund due to Corporate Express N.V. ("Corporate Express") from the Italian government that was previously deemed uncollectible.

(2) Results of operations for this period reflect $57.8 million ($36.8 million, net of taxes) of integration and restructuring costs associated with the acquisition of Corporate Express.

(3) Results of operations for this period reflect $84.2 million ($55.2 million, net of taxes) of integration and restructuring costs associated with the acquisition of Corporate Express and a $42.0 million ($27.5 million, net of taxes) charge related to the settlement of retail wage and hour class action lawsuits.

(4) Results of operations for this period reflect $173.5 million ($113.7 million, net of taxes) of integration and restructuring costs associated with the acquisition of Corporate Express. The results of Corporate Express have been included since its acquisition in July 2008.

(5) Results of operations for this period reflect a $38.0 million ($24.3 million, net of taxes) charge related to the settlement of California wage and hour class action litigation.

A-1

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations

General

Our fiscal year is the 52 or 53 weeks ending on the Saturday closest to January 31. Fiscal year 2011 ("2011") consisted of the 52 weeks ended January 28, 2012, fiscal year 2010 ("2010") consisted of the 52 weeks ended January 29, 2011 and fiscal year 2009 ("2009") consisted of the 52 weeks ended January 30, 2010.

Results of Operations

Major contributors to our 2011 results, as compared to the results for 2010, are reviewed in detail in the Consolidated Performance and Segment Performance discussions and are summarized below:

• On a consolidated basis, we generated $25.02 billion in sales, with sales growth of 1.9%;

• North American Delivery sales increased 2.1%, and the business unit income rate increased to 8.7% from 8.5%;

• North American Retail sales increased 1.4%, and the business unit income rate increased to 8.3% from 8.1%;

• International Operations sales increased 2.7%, while the business unit income rate decreased to 1.8% from 3.2%; and

• Our annual income tax rate was 32.6% compared to 34.5%.

To drive our long-term success, we continue to invest in strategic initiatives, including technology products and services, copy and print services, and facilities and breakroom supplies, while maintaining our focus on customer service and expense control. Our results for 2011 reflect our investments in these initiatives.

Outlook

Our expectations for 2012 assume modest improvement in the U.S. economy and that international demand will remain soft, primarily in our European markets. We expect demand for core office supplies to move in line with these trends. To accelerate our growth, we will continue to invest in adjacent categories to meet additional customer needs. These include technology products and services, copy and print services and facilities and breakroom supplies. We expect to continue to experience growth in these areas in 2012 and to benefit from continued strong demand for technology products. We also plan to improve our execution in our International segment during 2012 by controlling costs, leveraging new leadership and by focusing on the product and service offerings that have yielded success in North America.

In 2011, earnings per diluted share was $1.40 on a U.S. GAAP basis and $1.37 on a non-GAAP basis, which excludes the $0.03 per share impact of a $20.8 million tax refund received from the Italian government (see the non-GAAP reconciliation table on page B-2). Including the impact of the 53rd week in 2012, we expect sales to increase in the low single-digits compared to 2011, and earnings per diluted share to grow in the high single-digits relative to non-GAAP earnings per diluted share in 2011.

As with all forward looking statements made in this Annual Report on Form 10-K, we do not intend to publicly update any of the forward looking statements above.

Non-GAAP Measures

In our outlook above and in our analysis of the results of operations below, we have referred to non-GAAP financial measures related to net income and earnings per share which reflect adjustments to exclude the impact of a tax refund received in 2011, integration and restructuring costs in 2010 and 2009, and costs associated with a legal settlement in 2009. We believe these non-GAAP financial measures better enable management and investors to understand and analyze our performance by providing meaningful information relevant to events of a non-recurring nature that impact the comparability of underlying business results from period to period. However, these supplemental measures should be considered in addition to, and not as a substitute for or superior to, the related measures that are determined in accordance with GAAP. Reconciliations of the non-GAAP measures to their corresponding GAAP measures are included in the analysis of our consolidated performance below.

Consolidated Performance

2011 Compared with 2010

Net income attributed to Staples, Inc. for 2011 was $984.7 million or $1.40 per diluted share compared to $881.9 million or $1.21 per diluted share for 2010. Our results for 2011 include the receipt of a $20.8 million refund from the Italian government related to an overpayment of income taxes in previous years. Our results for 2010 include $36.8 million in integration and restructuring costs, net of tax.

B-1

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

A reconciliation of net income adjusted to remove these items is shown below (amounts in thousands, except per share data):

	2011						2010
	Net income			Per Diluted Share			Net income		Per Diluted Share
Net income as reported	$	984,656		$	1.40		$	881,948	$	1.21
Adjustments, net of taxes:
Integration and restructuring costs (1)(2)	—			—			36,780		0.06
Tax refund	(20,800		)	(0.03		)	—		—
Non-GAAP adjusted net income	$	963,856		$	1.37		$	918,728	$	1.27

(1) The tax effect of the 2010 adjustment is based on our 2010 effective tax rate of 34.5%.

(2) See Note A to the Notes to the Consolidated Financial Statements.

Sales: Sales for 2011 were $25.02 billion, an increase of 1.9% from 2010. Our sales growth for 2011 reflects the positive impact of foreign exchange rates of $419.9 million and, to a lesser extent, growth in our North American Delivery business, partially offset by a decrease in comparable store sales in our European retail businesses.

Gross Profit: Gross profit as a percentage of sales was 26.9% for both 2011 and 2010. Gross profit increased in North American Retail as a result of improved product margins, offset by higher fuel costs in our North American Delivery and International Operations.

Selling, General and Administrative Expenses: Selling, general and administrative expenses as a percentage of sales for 2011 were 20.2% compared to 20.0% for 2010. This increase reflects investments in labor to support growth initiatives and deleverage in international fixed costs, partially offset by reduced incentive compensation and lower depreciation.

Amortization of Intangibles:  Amortization of intangibles was $64.9 million for 2011 compared to $61.7 million for 2010, primarily reflecting the amortization of Corporate Express related tradenames, customer relationships and noncompetition agreements.  Amortization of intangibles resulting from our acquisition of Corporate Express was $53.1 million for 2011 compared to $50.1 million for 2010.

Interest Income:  Interest income decreased to $7.6 million for 2011 from $7.7 million for 2010. This decrease was primarily due to a decrease in our worldwide weighted-average cash balances and a slight decrease in U.S. interest rates, mostly offset by an increase in foreign interest rates.

Interest Expense:    Interest expense decreased to $173.8 million for 2011 from $214.8 million for 2010. This decrease was primarily due to a reduction in debt balances resulting from the repayment of the $500 million, 7.75% Notes (the “April 2011 Notes”) on April 1, 2011, the repayment or refinancing of certain debt and liquidity facilities and the positive impact of our interest rate swap agreements, slightly offset by an increase in foreign borrowings.   We used interest rate swap agreements to convert a portion of our fixed rate debt obligations into variable rate obligations. In September 2011, we terminated all of our existing interest rate swap agreements. The interest rate swap agreements that were terminated reduced interest expense by $26.3 million in 2011 and by $25.2 million for 2010.

Other Expense:    Other expense was $3.1 million for 2011 compared to $9.8 million for 2010. The expense in 2011 primarily reflects equity method losses related to a joint venture, partially offset by foreign exchange gains, while the amount in 2010 primarily related to foreign exchange losses.

B-2

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

Income Taxes:    Our effective tax rate was 32.6% for 2011 and 34.5% for 2010. A reconciliation of the federal statutory tax rate to our effective tax rate on historical net income is as follows:

	2011		2010
Federal statutory rate	35.0	%	35.0	%
State effective rate, net of federal benefit	2.6	%	3.3	%
Effect of foreign taxes	(4.6	)%	(5.5	)%
Tax credits	(0.5	)%	(0.4	)%
Italian tax refund (previously deemed uncollectible)	(1.4	)%	—	%
Other	1.5	%	2.1	%
Effective tax rate	32.6	%	34.5	%

The effective tax rate in any year is impacted by the geographic mix of earnings. The earnings generated primarily by Staples in Australia, Canada, Hong Kong and the Netherlands contribute to the foreign tax rate differential noted above. Income taxes have not been provided on certain undistributed earnings of foreign subsidiaries of approximately $896.6 million, net of the noncontrolling interest, because such earnings are considered to be indefinitely reinvested in the business. The determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

2010 Compared with 2009

Net income attributed to Staples, Inc. for 2010 was $881.9 million or $1.21 per diluted share compared to $738.7 million or $1.02 per diluted share for 2009. Our results for 2010 include integration and restructuring costs and our results for 2009 include integration and restructuring costs and a settlement for wage and hour class action lawsuits. A reconciliation of net income adjusted to remove these items, net of taxes, is shown below (amounts in thousands, except per share data):

	2010				2009
	Net income		Per Diluted Share		Net Income		Per Diluted Share
Net income as reported	$	881,948	$	1.21	$	738,671	$	1.02
Adjustments, net of taxes:(1)
Integration and restructuring costs(2)	36,780		0.06		55,180		0.08
Retail wage and hour settlement(3)	—		—		27,510		0.04
Non-GAAP adjusted net income	$	918,728	$	1.27	$	821,361	$	1.14

(1) The tax effect of all adjustments is based on the effective tax rate in effect for the period the expenses were incurred.

(2) See Note A to the Notes to the Consolidated Financial Statements.

(3) See Note H to the Notes to the Consolidated Financial Statements.

Sales:  Sales for 2010 were $24.55 billion, an increase of 1.1% from 2009. Our sales growth for 2010 reflects the positive impact of foreign exchange rates of $222.1 million, growth in our North American Delivery business and, to a lesser extent, non-comparable store sales for stores opened in the last twelve months, partially offset by negative comparable store sales in North America and Europe, in part related to the impact of the inclement weather and resulting promotional activities late in the fourth quarter of 2010.

Gross Profit:  Gross profit as a percentage of sales was 26.9% for 2010 compared to 26.7% for 2009. The increase in gross profit rate for 2010 was primarily driven by improvements in product margin and, to a lesser extent, supply chain efficiencies.

Selling, General and Administrative Expenses:  Selling, general and administrative expenses were 20.0% of sales for 2010 compared to 20.2% for 2009. This decrease reflects the settlement of several retail wage and hour class action lawsuits in 2009, reduced stock-based compensation and lower retirement plan expenses, mostly offset by investments in growth initiatives, primarily labor.

Integration and Restructuring Costs:  Integration and restructuring costs were $57.8 million for 2010 compared to $84.2 million for 2009. Integration and restructuring costs for 2010 included $37.6 million of consulting and other costs, $10.0 million for severance and retention, and $10.2 million for facility closures and other asset write-downs. Integration and restructuring costs for 2009 included $46.1 million of consulting and other costs, $30.5 million for severance and retention and $7.6 million for facility

B-3

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

closures and other asset write-downs.

Amortization of Intangibles:  Amortization of intangibles was $61.7 million for 2010 compared to $100.1 million for 2009. Amortization expense reflects the amortization of certain tradenames, customer relationships and non-competition agreements. Amortization expense relating to intangibles resulting from our acquisition of Corporate Express was $50.1 million for 2010 compared to $69.1 million for 2009.

Interest Income:  Interest income increased to $7.7 million for 2010 compared to $6.1 million for 2009. This increase was due to an increase in our average cash balance, partially offset by a reduction in interest rates.

Interest Expense:  Interest expense decreased to $214.8 million for 2010 compared to $237.0 million for 2009. This decrease was primarily due to expenses recognized in 2009 related to fees associated with borrowings used to fund the acquisition of Corporate Express as well as the positive impact of our interest rate swap agreements. These positive changes partially offset the inclusion of interest on our April 2011 Notes, as defined below. Our interest rate swap agreements reduced interest expense by $25.2 million for 2010 compared to $8.2 million for 2009.

Other (Expense) Income:  Other expense was $9.8 million for 2010. Other income was $4.5 million for 2009. These amounts primarily reflect foreign exchange gains and losses recorded in the respective periods.

Income Taxes:    Our effective tax rate was 34.5% for 2010 and 2009. In the fourth quarter of fiscal 2010, The Tax Relief, Unemployment Insurance Reauthorization and Job Creation Act of 2010 ("The Tax Relief Act") was enacted, extending certain provisions in the Internal Revenue Code which allowed for the deferral of United States income tax on certain unremitted foreign earnings. Prior to the enactment of The Tax Relief Act, we had anticipated that our tax rate for fiscal 2010 would have been 37.5%.

A reconciliation of the federal statutory tax rate to our effective tax rate on historical net income was as follows:

	2010		2009
Federal statutory rate	35.0	%	35.0	%
State effective rate, net of federal benefit	3.3	%	2.9	%
Effect of foreign taxes	(5.5	)%	(3.4	)%
Tax credits	(0.4	)%	(0.7	)%
Other	2.1	%	0.7	%
Effective tax rate	34.5	%	34.5	%

The effective tax rate in any year is impacted by the geographic mix of earnings. The earnings generated primarily by Staples' entities in Australia, Canada, Hong Kong and the Netherlands contribute to the foreign tax rate differential noted above. Income taxes have not been provided on certain undistributed earnings of foreign subsidiaries of approximately $761.3 million, net of the noncontrolling interest, because such earnings are considered to be indefinitely reinvested in the business. A determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

Segment Performance

We have three reportable segments: North American Delivery, North American Retail and International Operations. Our North American Delivery segment consists of the U.S. and Canadian businesses that sell and deliver office products and services directly to consumers and businesses and includes Staples Advantage, Staples.com and Quill.com. Our North American Retail segment consists of the U.S. and Canadian businesses that operate stores that sell office products and services. Our International Operations segment consists of businesses that operate stores and that sell and deliver office products and services directly to consumers and businesses in 24 countries in Europe, Australia, South America and Asia. Additional geographic information about our sales is provided in Note N in the Notes to the Consolidated Financial Statements.

B-4

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

The following tables provide a summary of our sales and business unit income by reportable segment and store activity for the last three fiscal years. Business unit income excludes integration and restructuring costs, stock-based compensation, interest and other expense, non-recurring items and the impact of changes in accounting principles (see reconciliation of total business unit income to consolidated income before income taxes in Note N in the Notes to the Consolidated Financial Statements):

	(Amounts in thousands)						2011 Increase From Prior Year		2010 Increase (Decrease) From Prior Year
Sales:	2011		2010		2009
North American Delivery	$	10,056,011	$	9,849,218	$	9,640,390	2.1	%	2.2	%
North American Retail	9,660,847		9,529,757		9,364,190		1.4	%	1.8	%
International Operations	5,305,334		5,166,138		5,270,871		2.7	%	(2.0	)%
Total segment sales	$	25,022,192	$	24,545,113	$	24,275,451	1.9	%	1.1	%

	(Amounts in thousands)						2011 % of Sales		2010 % of Sales		2009 % of Sales
Business Unit Income:	2011		2010		2009
North American Delivery	$	877,867	$	841,429	$	786,723	8.7	%	8.5	%	8.2	%
North American Retail	804,396		770,122		774,529		8.3	%	8.1	%	8.3	%
International Operations	97,993		166,606		122,028		1.8	%	3.2	%	2.3	%
Business unit income	$	1,780,256	$	1,778,157	$	1,683,280	7.1	%	7.2	%	6.9	%

Store Activity		Stores Open at Beginning of Period	Stores Acquired	Stores Opened	Stores Closed	Stores Open at End of Period
2010	North American Retail	1,871	—	41	12	1,900
2010	International Operations	372	9	12	12	381
2010	Total	2,243	9	53	24	2,281
2011	North American Retail	1,900	—	31	14	1,917
2011	International Operations	381	—	6	9	378
2011	Total	2,281	—	37	23	2,295

North American Delivery

2011 Compared with 2010

Sales increased 2.1% for 2011 compared to 2010. This increase was driven by organic sales growth, our fourth quarter 2010 Print South acquisition and, to a lesser extent, the positive impact of foreign exchange rates of $28.6 million. Our sales growth was favorably impacted by an increase in facilities and breakroom supplies, promotional products and technology products. This growth was partially offset by softness in paper and copier and fax cartridges.

Business unit income as a percentage of sales increased to 8.7% for 2011 from 8.5% for 2010, primarily driven by improved profitability in our facilities and breakroom and promotional products businesses in the U.S. and in our delivery businesses in Canada, as well as overall reduced incentive compensation. This was partially offset by investments in labor to support growth initiatives, investments in website development and other information systems and higher fuel costs.  

2010 Compared with 2009

Sales increased 2.2% for 2010 compared to 2009. This increase was driven by our customer acquisition and retention efforts. This was most notable in our Contract businesses, which experienced growth primarily in our promotional products and printing businesses. To a lesser extent, our sales growth was positively impacted by foreign exchange rates of $65.0 million. These increases were partially offset by lower sales to existing customers.

Business unit income as a percentage of sales increased to 8.5% for 2010 from 8.2% for 2009, primarily driven by a strong performance in our Contract business. For total North American Delivery, the increase in business unit income as a percentage of sales was driven primarily by improved product margins and, to a lesser extent, reduced amortization expense, partially offset by investments in marketing and pricing to support growth initiatives.

B-5

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

North American Retail

2011 Compared with 2010

Sales increased 1.4% for 2011 compared to 2010. This increase was the result of non-comparable sales for new stores opened in the past twelve months and the positive impact of foreign exchange rates of $70.3 million. Comparable store sales were flat this year, reflecting a decrease in customer traffic, offset by an increase in average order size.  Comparable store sales reflect positive performance in laptops, tablets and e-readers, offset by a softness in digital cameras, computer media and software.

Business unit income as a percentage of sales increased to 8.3% for 2011 from 8.1% for 2010, primarily reflecting improved product margins and reduced rent and occupancy costs, partially offset by investments in marketing and labor to drive new initiatives.

2010 Compared with 2009

Sales increased 1.8% for 2010 compared to 2009. This increase was driven by the positive impact of foreign exchange rates of $175.9 million and, to a lesser extent, non-comparable sales for stores opened in the past twelve months, offset by a 1% decrease in comparable store sales reflecting lower average order size and promotional activities conducted to offset the impact of inclement weather late in the fourth quarter. Our comparable store sales decrease for 2010 reflects a decline in durable products, driven by computer accessories and business machines, partially offset by a slight increase in consumables. The slight increase in consumables reflects positive performance in our service offerings.

Business unit income as a percentage of sales decreased to 8.1% for 2010 from 8.3% for 2009. The slight decrease in business unit income as a percentage of sales for 2010 primarily reflects investments in labor and deleverage of fixed overhead costs. This was partially offset by lower depreciation and marketing expenses.

International Operations

2011 Compared with 2010

Sales increased 2.7% for 2011 compared to 2010. This increase was driven by the positive impact of foreign exchange rates of $321.0 million and, to a lesser extent, a full year of sales from our second quarter 2010 acquisition of Oy Lindell AB ("Oy Lindell"), an office products distributor based in Finland. These increases were partially offset by a 9% decrease in comparable store sales in Europe and decreased sales in our European Printing Systems and Australian businesses.

Business unit income as a percentage of sales decreased to 1.8% for 2011 from 3.2% for 2010. The decrease for 2011 reflects deleverage in fixed costs and expenses associated with our system investments in Australia, and deleverage in fixed costs in our European retail businesses.

2010 Compared with 2009

Sales decreased 2.0% for 2010 compared to 2009. This decrease was driven by a 6% decrease in comparable store sales in Europe and, to a lesser extent, lower sales in our European Printing Systems business and the negative impact of foreign exchange rates of $18.7 million, partially offset by sales growth in our European delivery and South American businesses.

Business unit income as a percentage of sales increased to 3.2% for 2010 from 2.3% for 2009. The increase for 2010 reflects improvement in supply chain costs in our European delivery businesses, reduced amortization expense, reduced retirement expenses and the release of a foreign capital duty reserve due to the lapse in the statute of limitations. These increases were partially offset by deleverage in rent and labor costs in our European retail businesses.

Critical Accounting Policies and Significant Estimates

Our financial statements have been prepared in accordance with U.S. GAAP and are based on the application of significant accounting policies (see Note A in the Notes to the Consolidated Financial Statements). Preparation of these statements requires management to make significant judgments and estimates. We believe that the following are some of the more critical judgment areas in the application of our accounting policies that currently affect our financial condition and results of operations.

Inventory:  We record inventory at the lower of weighted-average cost or market value. We reserve for obsolete, overstocked and inactive inventory based on the difference between the weighted-average cost of the inventory and the estimated market value using assumptions of future demand and market conditions. If actual market conditions are less favorable than those projected by management, additional reserves may be required.

Based on historical experience, we do not believe these estimates and assumptions will have a material impact upon the financial statements. Past experience has shown little variability in reserve estimates. Over the past three years, our inventory

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STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

write-offs have been within a range that has averaged approximately a 5% difference from our additions to inventory reserves.

Purchase and Advertising Rebates: We earn rebates from our vendors, which are based on various quantitative contract terms that can be complex and subject to interpretation. Amounts expected to be received from vendors relating to the purchase of merchandise inventories and reimbursement of incremental costs, such as advertising, are recognized as a reduction of inventory cost and realized as part of cost of goods sold as the merchandise is sold. Several controls are in place, including direct confirmation with vendors, which we believe allows us to ensure that these amounts are recorded in accordance with the terms of the contracts.

Past experience has shown little variability in purchase and advertising rebate estimates, no collectability issues and no significant write-off history. Given the historical accuracy of our estimates, we believe that a significant change in our estimates is not likely.

Impairment of Long-Lived Assets: We evaluate long-lived assets held for use for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability is measured based upon the estimated undiscounted cash flows expected to be generated from the use of an asset plus any net proceeds expected to be realized upon its eventual disposition. An impairment loss is recognized if an asset's carrying value is not recoverable and if it exceeds its fair value. Our policy is to evaluate long-lived assets for impairment at a store level for retail operations and at an operating unit level for Staples' other operations. Our undiscounted cash flow projections are based on historical cash flows and our latest forecasts. These projections and our estimates regarding proceeds to be received upon an asset's disposition reflect numerous assumptions and a significant degree of judgment on the part of management. If actual results are less favorable than management's projections, future write-offs may be necessary.

We believe our operating results at the store level for retail operations and at the operating unit level for our other operations would need to be significantly less favorable than projected to result in a material impairment. Our projected future cash flows are sufficient to recover the carrying values of the underlying assets, with the exception of a limited number of retail stores in new markets or challenging markets where short and long-term initiatives are underway to improve current cash flows. However, based upon our historical experience with operations in such markets, we believe that a significant change in our projections is not likely. In addition, if there was an impairment of these store assets, it would not have a material effect on the Company's consolidated financial results.

Impairment of Goodwill:  We review goodwill for impairment annually, in the fourth quarter, and when events or changes in circumstances indicate that the carrying value of goodwill might exceed its current fair value. We determine fair value using discounted cash flow analysis, which requires significant management assumptions and estimates regarding industry economic factors and the future profitability of our businesses. It is our policy to allocate goodwill and conduct impairment testing at a reporting unit level based on our most current business plans, which reflect changes we anticipate in the economy and the industry. We established, and continue to evaluate, our reporting units based on our internal reporting structure and generally define such reporting units at our operating segment level or one level below. The key assumptions used in the discounted cash flow approach include:

• The reporting unit's projections of financial results, which range from four to nine years depending on the maturity of the underlying business.  For established businesses in North America and Australia, we use a four year model, while in Europe we predominantly use a six year model that reflects the changes we are making in the business to capture new segments in the market and improve profitability.  In the emerging markets, we use a nine year model, which is based on our long-range plans at constant foreign exchange rates. The nine year period reflects management's expectations of the development time for emerging markets.  In general, our reporting units' fair values are most sensitive to our sales growth and operating profit rate assumptions, which represent estimates based on our current and projected sales mix, profit improvement opportunities and market conditions.  If the business climate deteriorates, or if we fail to manage acquired companies successfully, then actual results may not be consistent with these assumptions and estimates, and our goodwill may become impaired. 

• The projected terminal value for each reporting unit represents the present value of projected cash flows beyond the last period in the discounted cash flow analysis.  The terminal values are most sensitive to our assumptions regarding long-term growth rates, which are based on several factors including local and macroeconomic variables, the market opportunity, and future growth plans.   While we believe our long-term growth assumptions are reasonable in relation to these factors and our historical results, actual growth rates may be lower than our assumptions due to a variety of potential causes, such as a secular decline in demand for our products and services, unforeseen competition, long-term GDP growth rates in established economies being lower than historical growth rates, or a long-term deceleration in the growth rates of emerging markets.

B-7

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

• The discount rate, which is used to measure the present value of the projected future cash flows, is set using a weighted-average cost of capital method that considers market and industry data as well as our specific risk factors that are likely to be considered by a market participant.  The weighted-average cost of capital is our estimate of the overall after-tax rate of return required by equity and debt holders of a business enterprise. The reporting units' weighted-average costs of capital in future periods may be impacted by adverse changes in market and economic conditions, including risk-free interest rates, and are subject to change based on the facts and circumstances that exist at the time of the valuation, which may increase the possibility of a potential future impairment charge.   

To validate the reasonableness of our reporting units' estimated fair values, we reconcile the aggregate fair values of our reporting units to our total market capitalization. 

Volatility in the current macroeconomic environment has influenced our assumptions and estimates, with the result that the fair values of most of our reporting units declined from the prior year.  Despite these declines, all of our reporting units passed the step one impairment test under ASC 350, Intangibles - Goodwill and Other, as of January 28, 2012.   However, for our European Retail reporting unit, which represented approximately 8% (approximately $315 million) of our goodwill balance at January 28, 2012, the fair value was less than 10% greater than the carrying value of the related reporting unit.  Given the historical performance of our European Retail reporting unit, we believe that our projections are reasonable. We will, however, continue to monitor the performance of our European Retail reporting unit in light of the current macroeconomic environment. Despite this increased focus, our expectations for the business remain strong and at this time we do not believe there will be a significant change in our estimates or assumptions that would give rise to a material impairment.

We also have reporting units in China and South America, emerging market economies which are inherently more volatile compared with more mature regions such as North America or Europe.  While the fair value of these reporting units substantially exceeded their carrying values, our impairment analysis for these reporting units requires a greater degree of judgment and the risk associated with our impairment test conclusions is therefore higher.    Despite the increased risk, we do not believe there will be a significant change in our estimates or assumptions that would lead to a material impairment charge. 

The fair values of all of our reporting units are based on underlying assumptions that represent our best estimate. Many of the factors used in assessing fair value are outside of the control of management and if actual results are not consistent with our assumptions and judgments, we could be exposed to an impairment charge.

Pension Benefits:    Our pension costs and obligations are dependent on various assumptions. Our major assumptions relate primarily to expected long-term rates of return on plan assets, discount rates and inflation. In estimating the expected return on plan assets, we take into account the historical performance for the major asset classes held, or anticipated to be held, by the applicable pension funds and current forecasts of future rates of return for those asset classes. We base the discount rate on the interest rate on high quality (AA rated) corporate bonds that have a maturity approximating the term of the related obligations. We also make assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and the rate of compensation increases.

Based on our analysis of the financial impact of pension obligation assumptions and estimates, we do not believe these assumptions and estimates will have a material impact on our financial statements. The effect on pension obligations at January 28, 2012 of a change in discount rate and other assumptions is included in Note K of the Notes to the Consolidated Financial Statements.

Income Taxes:    The amount of income taxes we pay is subject to ongoing audits by federal, state and foreign tax authorities, which may result in proposed assessments. Our estimate for the potential outcome for any uncertain tax issue is highly judgmental. We assess our income tax positions and record tax benefits for all years subject to examination based upon our evaluation of the facts, circumstances and information available at the reported date. For those tax positions for which it is more likely than not that a tax benefit will be sustained, we record the largest amount of tax benefit likely of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. Interest is accrued, where applicable. We recognize net tax-related interest and penalties in income tax expense. If we do not believe that it is more likely than not that a tax benefit will be sustained, no tax benefit is recognized. However, our future results may include favorable or unfavorable adjustments to our estimated tax liabilities due to closure of income tax examinations, new regulatory or judicial pronouncements, or other relevant events. As a result, our effective tax rate may fluctuate significantly on a quarterly and annual basis.

We record deferred income tax assets for timing differences related to tax payments. We record a valuation allowance to reduce our deferred income tax assets to the amount that is more likely than not to be realized. We have considered estimated future taxable income and ongoing tax planning strategies in assessing the amount needed for the valuation allowance. If actual results differ unfavorably from those estimates used, we may not be able to realize all or part of our net deferred tax assets and additional valuation allowances may be required.

B-8

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

Historically, settlements related to our unrecognized tax benefits, as described in Note I in the Notes to the Consolidated Financial Statements, have been minimal. In addition, we have historically had minimal changes in our valuation allowances related to deferred assets.

New Accounting Pronouncements

In October 2009, a pronouncement was issued that amended the rules on revenue recognition for multiple-deliverable revenue arrangements.  This amendment eliminated the residual method of allocation for multiple-deliverable revenue arrangements, and requires that arrangement consideration be allocated at the inception of an arrangement to all deliverables using the relative selling price method (Accounting Standards Codification (“ASC”) Topic 605).   This pronouncement establishes a selling price hierarchy for determining the selling price of a deliverable, which includes: (1) vendor-specific objective evidence if available, (2) third-party evidence if vendor-specific objective evidence is not available, and (3) estimated selling price if neither vendor-specific nor third-party evidence is available.  In addition, this pronouncement expands the disclosure requirements related to a vendor’s multiple-deliverable revenue arrangements.  This pronouncement is effective for revenue arrangements entered into or materially modified in fiscal years beginning after June 15, 2010. We adopted this pronouncement as of January 30, 2011, on a prospective basis.  The impact of adopting this new accounting standard was not material to our financial statements in 2011, and if it were applied in the same manner to fiscal 2010, it would not have had a material impact on revenue for 2010.  We do not expect the adoption of this new accounting standard to have a significant impact on the timing and pattern of revenue recognition in the future due to the limited number of multiple element arrangements.

 In December 2010, a pronouncement was issued that modified the process used to test goodwill for impairment.  The pronouncement impacted reporting units with zero or negative carrying amounts and required an additional test to be performed to determine whether goodwill has been impaired and to calculate the amount of that impairment.  This amendment is effective for fiscal years beginning after December 15, 2010.  We adopted this pronouncement as of January 30, 2011.  Since none of our reporting units had zero or negative carrying amounts, this pronouncement had no impact on the Company's financial position and results of operations in 2011.

In May 2011, a pronouncement was issued providing consistent definitions and disclosure requirements of fair value with respect to U.S. GAAP and International Financial Reporting Standards. The pronouncement changed certain fair value measurement principles and enhanced the disclosure requirements, particularly for Level 3 measurements. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied prospectively. We are currently evaluating the potential impact, if any, the adoption of this pronouncement will have on our consolidated financial condition, results of operations or cash flows.

In June 2011, a pronouncement was issued that amended the guidance allowing the presentation of comprehensive income and its components in the statement of changes in equity. The pronouncement provides the option to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Furthermore, regardless of the presentation methodology elected, the issuer will be required to present on the face of the financial statements a reclassification adjustment for items that are reclassified from other comprehensive income to net income. The methodology for the computation and presentation of earnings per share remains the same. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied retrospectively. As this pronouncement relates to disclosure only, the adoption will not have a material impact on our consolidated financial condition, results of operations or cash flows.

In September 2011, a pronouncement was issued that amended the guidance for goodwill impairment testing. The pronouncement allows the entity to perform an initial qualitative assessment to determine whether it is "more likely than not" that the fair value of the reporting unit is less than its carrying amount. This assessment is used as a basis for determining whether it is necessary to perform the two step goodwill impairment test. The methodology for how goodwill is calculated, assigned to reporting units and the application of the two step goodwill impairment test have not been revised. The pronouncement is effective for fiscal years beginning after December 15, 2011. We do not expect the adoption of this new accounting standard to have a significant impact on our consolidated financial position, results of operations or cash flows.

In December 2011, a pronouncement was issued that amended the guidance related to the disclosure of recognized financial instruments and derivative instruments that are either offset on the balance sheet or subject to an enforceable master netting arrangement or similar agreement. The amended provisions are effective for fiscal years beginning on or after January 1, 2013, and are required to be applied retrospectively for all prior periods presented. As this pronouncement relates to disclosure only, the adoption of this amendment will not have a material effect on our consolidated financial position, results of operations or cash flows.

B-9

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

Liquidity and Capital Resources

Cash Flows

2011 Compared to 2010

Cash provided by operations was $1.58 billion for 2011 compared to $1.45 billion for 2010. The increase in operating cash flow from 2010 to 2011 was primarily due to an increase in net income adjusted for non-cash expenses in 2011, and to a lesser extent from changes in working capital including the impact of deferred taxes.

Cash used in investing activities was $383.7 million for 2011 compared to $472.0 million for 2010. The decrease in cash used in investing activities from 2010 to 2011 was primarily due to the 2010 acquisition of Oy Lindell, a Finnish office products distributor, combined with a small decrease in capital expenditures during 2011, driven by a reduction in spending on new stores and store remodels activities and lower spending related to facility and system integration.

Cash used in financing activities was $1.36 billion for 2011 compared to $938.4 million for 2010. The increase in cash used in financing activities from 2010 to 2011 is primarily related to the $500 million repayment of the April 2011 Notes and increased purchases under our share repurchase program, offset by the prior year purchase of additional shares of Corporate Express Australia Limited ("Corporate Express Australia").  During 2011, we repurchased 37.3 million shares for $604.5 million compared to 18.0 million shares for $367.4 million during 2010 under our share repurchase program.

2010 Compared to 2009

Cash provided by operations was $1.45 billion for 2010 compared to $2.08 billion for 2009. The decrease in operating cash flow from 2009 to 2010 is primarily due to changes in working capital, offset by an increase in net income adjusted for non-cash expenses. The most significant changes in working capital relate to income taxes and inventory, where we derived material benefits in 2009 as a result of the acquisition of Corporate Express, which did not recur in 2010.

Cash used in investing activities was $472.0 million for 2010 compared to $313.2 million for 2009. The increase from 2009 to 2010 is primarily due to an increase in capital expenditures in 2010, driven by investments in facility and systems integration activities and the acquisition of Oy Lindell, an office products distributor based in Finland for €31 million (approximately $39 million based on foreign exchange rates on the acquisition date).

Cash used in financing activities was $938.4 million for 2010 compared to $1.04 billion for 2009. The change in cash from financing activities from 2009 to 2010 is due to the 2009 repayments and refinancing of the debt we entered into or assumed in connection with the Corporate Express acquisition, offset by the 2010 purchase of additional shares of Corporate Express Australia and the resumption of our share repurchase program during 2010. During 2010, we repurchased 18.0 million shares for $367.4 million under our share repurchase program. During 2009, our financing activities primarily consisted of repayments made on our Commercial Paper Program and the termination of our $3.0 billion credit agreement, which we entered into on April 1, 2008 (the "2008 Agreement") offset by the proceeds from the April 2011 Notes (each as defined below).

Sources of Liquidity

To cover seasonal fluctuations in cash flows and to support our various growth initiatives, we utilize cash generated from operations and borrowings available under our credit agreement with Bank of America, N.A. and other lenders (as defined below), which provides for a maximum borrowing of $1.0 billion. We also have various other lines of credit under which we may borrow a maximum of $373.1 million. At January 28, 2012, we had $2.5 billion in total cash and funds available, which consisted of $1.20 billion of available credit and $1.26 billion of cash and cash equivalents. Of the $1.26 billion of cash and cash equivalents, approximately $805 million is held in jurisdictions outside of the United States. While there could be tax consequences if such amounts were moved out of these jurisdictions or repatriated to the United States, we currently intend to use most of the cash and cash equivalents held outside of the United States to finance the current operations of our foreign subsidiaries and their growth initiatives. The determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

Off-Balance Sheet Financing Arrangements

We do not have any off-balance sheet financing arrangements as of January 28, 2012, nor did we utilize any during 2011.

B-10

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

Contractual Obligations and Commercial Commitments

A summary, as of January 28, 2012, of balances available under our credit agreements and contractual obligations is presented below (amounts in thousands):

					Payments Due By Period
Contractual Obligations and Commercial Commitments (1)(2)	Available Credit		Total Outstanding Obligations		Less than 1 Year		1-3 Years		3-5 Years		More than 5 Years
October 2012 Notes	—		332,617		332,617		—		—		—
January 2014 Notes	—		1,525,003		—		1,525,003		—		—
November 2014 Revolving Credit Facility	1,000,000		—		—		—		—		—
Lines of credit	202,311		170,745		101,540		69,205		—		—
Other notes and capital leases	—		9,815		4,986		3,392		732		705
Total	$	1,202,311	$	2,038,180	$	439,143	$	1,597,600	$	732	$	705
Interest expense	—		$	304,383	$	164,227	$	140,156	$	—	$	—
Operating leases (3)	—		$	4,586,634	$	867,147	$	1,438,537	$	1,011,877	$	1,269,073
Purchase obligations (4)	—		$	488,921	$	369,143	$	49,588	$	18,755	$	51,435

(1) As of January 28, 2012, we had gross unrecognized tax benefits of $250.4 million, all of which, if recorded, would impact our tax rate and an additional $32.7 million for gross accrued interest and penalties (see Note I in the Notes to the Consolidated Financial Statements). At this time, we are unable to make a reasonable estimate of the timing of payments in connection with these tax liabilities; therefore, such amounts are not included in the contractual obligation table above.

(2) The above table excludes expected future contributions to our pension and post-retirement benefit plans. See Note K in the Notes to the Consolidated Financial Statements for future details about these future contributions.

(3) The operating lease payments reported above do not include common area maintenance or real estate taxes, which are expected to approximate 25% to 28% of the related operating lease payments. Utility costs related to leased facilities have also been excluded from this table because the payments do not represent contractual obligations until the services have been provided.

(4) Many of our purchase commitments may be canceled by us without advance notice or payment, and we have excluded such commitments, along with intercompany commitments. Contracts that may be terminated by us without cause or penalty but require advance notice for termination are valued on the basis of an estimate of what we would owe under the contract upon providing notice of termination.

April 2011 Notes: Werepaid in full the $500 million, 7.75% notes (the "April 2011 Notes") on the maturity date, April 1, 2011. We originally entered into the April 2011 Notes on March 27, 2009.

October 2012 Notes:  On September 30, 2002, we issued $325 million aggregate principal amount of notes due October 1, 2012 (the "October 2012 Notes"), with a fixed interest rate of 7.375% payable semi-annually on April 1 and October 1 of each year commencing on April 1, 2003. In January 2003, we entered into an interest rate swap agreement to turn the October 2012 Notes into variable rate obligations and the swap agreement was subsequently terminated in September 2011 (see Note F to the Notes to the Consolidated Financial Statements). Our obligations under the October 2012 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by Staples the Office Superstore LLC, Staples the Office Superstore, East Inc., Staples Contract and Commercial, Inc. and Staples the Office Superstore Limited Partnership (collectively, the "Guarantor Subsidiaries").

January 2014 Notes:  On January 15, 2009, we issued $1.5 billion aggregate principal amount of notes due January 15, 2014 (the "January 2014 Notes"), with a fixed interest rate of 9.75% payable semi-annually on January 15 and July 15 of each year commencing on July 15, 2009. From the sale of the January 2014 Notes, we received net proceeds, after the underwriting discount and estimated fees and expenses of $1.49 billion. In March 2010, we entered into an interest rate swap agreement to turn half of the January 2014 Notes into variable rate obligations, and the swap agreement was subsequently terminated in September 2011 (see Note F of the Notes to the Consolidated Financial Statements). Our obligations under the January 2014 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Revolving Credit Facility:  On November 4, 2010, we entered into a new credit agreement (the "November 2014 Revolving Credit Facility") with Bank of America, N.A, as Administrative Agent and other lending institutions named therein. The November 2014 Revolving Credit Facility replaced the Amended and Restated Revolving Credit Agreement dated as of October 13, 2006,

B-11

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

as amended, which provided for a maximum borrowing of $750.0 million and was due to expire in October 2011 (the "Prior Revolving Credit Facility"). As of January 28, 2012, no borrowings were outstanding under the November 2014 Revolving Credit Agreement, resulting in $1.0 billion of availability under this agreement.

The November 2014 Revolving Credit Facility provides for a maximum borrowing of $1.0 billion which, pursuant to an accordion feature, may be increased to $1.5 billion upon our request and the agreement of the lenders participating in the increase. Borrowings made pursuant to the November 2014 Revolving Credit Facility may be syndicated loans, swing line loans, multicurrency loans, or letters of credit, the combined sum of which may not exceed the maximum borrowing amount. Borrowings made pursuant to the November 2014 Revolving Credit Facility will bear interest at various interest rates, depending on the type of borrowing, plus a percentage spread based on our credit rating and fixed charge coverage ratio. Under the November 2014 Revolving Credit Facility, we agree to pay a facility fee at rates that range from 0.15% to 0.35% per annum depending on our credit rating and fixed charge coverage ratio. Amounts borrowed under the November 2014 Revolving Credit Facility may be borrowed, repaid, and reborrowed from time to time until November 4, 2014.

The November 2014 Revolving Credit Facility is unsecured and ranks pari passu with our public notes and other indebtedness and contains customary affirmative and negative covenants for credit facilities of this type. The November 2014 Revolving Credit Facility also contains financial covenants that require us to maintain a minimum fixed charge coverage ratio and a maximum adjusted funded debt to total capitalization ratio. The borrowings under the November 2014 Revolving Credit Facility are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Commercial Paper Program:  We have a commercial paper program ("Commercial Paper Program") that allows us to issue up to $1.0 billion of unsecured commercial paper notes ("Notes") from time to time. Our November 2014 Revolving Credit Facility serves as a backstop to the Commercial Paper Program. Under the Commercial Paper Program, we use the proceeds from the Notes for general purposes, including working capital, capital expenditures, acquisitions and share repurchases. Maturities of the Notes vary but may not exceed 397 days from the date of issue. The Notes bear such interest rates, if interest bearing, or will be sold at such discount from their face amounts, that we and the dealers under the Commercial Paper Program agree upon from time to time. The payments under the Commercial Paper Program are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries. The Commercial Paper Program contains customary events of default with corresponding grace periods. On June 2, 2011, we resumed the issuance of Notes under the Commercial Paper Program. During 2011, we borrowed under our Commercial Paper Program to support our seasonal cash requirements and stock buyback programs. From June 2, 2011 through the end of commercial paper usage, the weighted-average amount outstanding under the Commercial Paper Program was $150.0 million, with a weighted-average interest rate of 0.3%. At the end of 2011, there were no outstanding borrowings under the Commercial Paper Program. The maximum amount outstanding under the Commercial Paper Program during 2011 was $345.0 million.

Other Lines of Credit: We had $373.1 million in borrowing capacity under various other lines of credit as of January 28, 2012 with an outstanding balance of $170.7 million, leaving $202.4 million of available credit at that date.

There were no instances of default during 2011 under any of our debt agreements.

We expect that our cash generated from operations, together with our current cash, funds available under our existing credit agreements and other alternative sources of financing, will be sufficient to fund our capital expenditures for at least the next twelve months.

Uses of Capital

As a result of our financial position, in addition to investing in our existing businesses and pursuing strategic acquisitions and partnerships, we also expect to continue to return capital to our shareholders through a cash dividend program and our share repurchase program.   Depending on our credit metrics and our liquidity position, from time to time, we may repurchase our public notes in the open market or through privately negotiated transactions.

We do not expect material changes in capital spending in 2012. We expect the source of funds for our capital expenditures to come from operating cash flows. We are not planning on opening a significant number of new stores in 2012, but will instead focus on improving the productivity of existing stores.

While we have primarily grown organically, we may use capital to engage in strategic acquisitions or joint ventures in markets where we currently have a presence and in new geographic markets that could become significant to our business in future years.  We do not expect to rely on acquisitions to achieve our targeted growth plans.  We consider many types of acquisitions for their strategic and other benefits.  In the past, excluding the Corporate Express acquisition, we have focused on smaller acquisitions designed to align with our existing businesses to drive long-term growth.  We expect to continue this strategy and target such acquisitions when opportunities are presented and fit within our financial structure.

B-12

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

We paid quarterly dividends of $0.10 per share on April 14, 2011, July 14, 2011, October 13, 2011 and January 12, 2012, resulting in a total dividend payment for 2011 of $277.9 million or $0.40 per share. We paid quarterly dividends of $0.09 per share on April 15, 2010, July 15, 2010, October 24, 2010 and January 13, 2011, resulting in a total dividend payment for 2010 of $258.7 million or $0.36 per share. While it is our intention to continue to pay quarterly cash dividends for 2012 and beyond, any decision to pay future cash dividends will be made by our Board of Directors and will depend upon our earnings, financial condition and other factors.

From time to time, we repurchase our common stock pursuant to programs approved by our Board of Directors. We spent a total of $604.5 million and $367.4 million on share repurchases during fiscal years 2011 and 2010, respectively. There were no repurchases during fiscal year 2009. On September 13, 2011, we announced a new repurchase program had been approved by the Board of Directors (the "2011 Repurchase Plan"). Under this plan, we are authorized to repurchase up to $1.5 billion of common stock in both open market and privately negotiated transactions. The 2011 Repurchase Plan has no expiration date and may be suspended or discontinued at any time. As of January 28, 2012, we have spent a total of $182.5 million to repurchase 12.6 million shares under the 2011 Repurchase Plan, and therefore, the remaining repurchase authorization was $1.3 billion as of that date. We consider several factors in determining whether and when to execute share repurchases, including our current and projected operating results, capital expenditure requirements, acquisitions or other strategic initiatives, our capacity leverage and cost of borrowings and the market price of our common stock. 

Inflation and Seasonality

While neither inflation nor deflation has had, nor do we expect them to have, a material impact upon operating results, there can be no assurance that our business will not be affected by inflation or deflation in the future. We believe that our business is somewhat seasonal, with sales and profitability historically higher during the second half of our fiscal year due to the back-to-school, holiday and January back-to-business seasons.

Quantitative and Qualitative Disclosures about Market Risks

We are exposed to market risk from changes in interest rates and foreign exchange rates. We have a risk management control process to monitor our interest rate and foreign exchange risks. The risk management process uses analytical techniques, including market value, sensitivity analysis and value at risk estimates.

Interest Rate Risk

At January 28, 2012, we had variable rate debt obligations of approximately $180.6 million. While variable rate debt obligations expose us to the risk of rising interest rates, management does not believe that the potential exposure is material to our overall financial position or results of operations.  Based on January 28, 2012 borrowing levels, a 1.0% increase or decrease in current market interest rates would have the effect of causing a $1.8 million additional pre-tax charge or credit to our statement of operations (see Note F to the Notes to the Consolidated Financial Statements). In certain instances we may use interest rate swap agreements to modify fixed rate obligations to variable rate obligations, thereby adjusting the interest rates to current market rates and ensuring that the debt instruments are always reflected at fair value. We had no interest rate swap agreements outstanding as of January 28, 2012.

Foreign Currency Risk

We are exposed to foreign exchange risks through our business operations and investments in subsidiaries in Canada, Europe, Australia, South America and Asia. The currencies for which we have the most significant exposure to exchange rate fluctuations include the Canadian Dollar, the Euro, the British Pound Sterling and the Australian Dollar.

Revenue and expense transactions in our foreign subsidiaries are primarily denominated in the respective local currencies. The income statements of our international operations are translated into U.S. dollars at the average exchange rates in each applicable period. To the extent the U.S. dollar weakens against foreign currencies, the translation of these foreign currency-denominated transactions results in increased revenues and operating expenses for our international operations. Similarly, our revenues and operating expenses will decrease for our international operations when the U.S. dollar strengthens against foreign currencies. While the matching of local currency revenues and local currency expenses provides in effect a natural hedge, such matching does not completely reduce the foreign currency exchange rate exposure. Revenues from our foreign operations accounted for approximately 33% of consolidated revenues in 2011.

The conversion of our foreign subsidiaries' financial statements into U.S. dollars will lead to a translation gain or loss which is recorded as a component of other comprehensive income (loss) in stockholders' equity. In 2011, we recorded consolidated foreign currency translation losses of approximately $192.0 million. In addition, certain of our foreign subsidiaries have assets

B-13

STAPLES, INC. AND SUBSIDIARIES

Management's Discussion and Analysis of Financial Condition and

Results of Operations (continued)

and liabilities that are denominated in currencies other than the relevant entity's functional currency. Changes in the functional currency value of these assets and liabilities will result in a transaction gain or loss. In 2011, we recorded foreign currency transaction gains of approximately $0.5 million, which are recorded in “Other (expense) income” in our consolidated statement of income.

Our international business is subject to risks, including, but not limited to differing economic conditions, changes in political climate, differing tax structures, and other regulations and restrictions, all of which may influence foreign currency exchange rate volatility. Accordingly, our future results could be materially adversely impacted by changes in these or other factors. As exchange rates vary, our international financial results may vary from expectations and adversely impact our overall operating results.

In accordance with our risk management policies, we use derivative instruments on a limited basis to hedge our foreign currency exposures (see Note F to the Notes to the Consolidated Financial Statements). As of January 28, 2012 we have entered into currency swaps in Canadian dollars in order to hedge a portion of our foreign exchange risk related to our net investment in foreign subsidiaries and to hedge certain intercompany loans. Any increase or decrease in the fair value of our currency exchange rate sensitive derivative instruments would be offset by a corresponding decrease or increase in the fair value of the hedged underlying asset.

B-14

Item 8 APPENDIX C

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	Page
Report of Independent Registered Public Accounting Firm	C-2
Consolidated Balance Sheets— January 28, 2012 and January 29, 2011	C-3
Consolidated Statements of Income—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010	C-4
Consolidated Statements of Stockholders' Equity—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010	C-5
Consolidated Statements of Cash Flows—Fiscal years ended January 28, 2012, January 29, 2011 and January 30, 2010	C-7
Notes to Consolidated Financial Statements	C-8 to C-39
Schedule II—Valuation and Qualifying Accounts	C-41

C-1

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders of

Staples, Inc.

We have audited the accompanying consolidated balance sheets of Staples, Inc. and subsidiaries as of January 28, 2012 and January 29, 2011, and the related consolidated statements of income, stockholders' equity, and cash flows for each of the three years in the period ended January 28, 2012. Our audits also included the financial statement schedule listed in the Index at Item 15(a) 2. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Staples, Inc. and subsidiaries at January 28, 2012 and January 29, 2011, and the consolidated results of their operations and their cash flows for each of the three years in the period ended January 28, 2012, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Staples, Inc.'s internal control over financial reporting as of January 28, 2012, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 29, 2012 expressed an unqualified opinion thereon.

	/s/ Ernst & Young LLP
Boston, Massachusetts
February 29, 2012

C-2

STAPLES, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(Dollar Amounts in Thousands, Except Share Data)

	January 28, 2012			January 29, 2011
ASSETS
Current assets:
Cash and cash equivalents	$	1,264,149		$	1,461,257
Receivables, net	2,033,680			1,970,483
Merchandise inventories, net	2,431,845			2,359,173
Deferred income tax assets	305,611			295,232
Prepaid expenses and other current assets	255,535			382,022
Total current assets	6,290,820			6,468,167
Property and equipment:
Land and buildings	1,034,983			1,064,981
Leasehold improvements	1,330,373			1,328,397
Equipment	2,462,351			2,287,505
Furniture and fixtures	1,084,358			1,032,502
Total property and equipment	5,912,065			5,713,385
Less: accumulated depreciation and amortization	3,831,704			3,565,614
Net property and equipment	2,080,361			2,147,771
Intangible assets, net of accumulated amortization	449,781			522,722
Goodwill	3,982,130			4,073,162
Other assets	627,530			699,845
Total assets	$	13,430,622		$	13,911,667
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	2,220,414		$	2,208,386
Accrued expenses and other current liabilities	1,414,721			1,497,851
Debt maturing within one year	439,143			587,356
Total current liabilities	4,074,278			4,293,593
Long-term debt	1,599,037			2,014,407
Other long-term obligations	735,094			652,486
Stockholders’ equity:
Preferred stock, $.01 par value, 5,000,000 shares authorized; no shares issued	—			—
Common stock, $.0006 par value, 2,100,000,000 shares authorized; issued 922,126,579 shares at January 28, 2012 and 908,449,980 shares at January 29, 2011	553			545
Additional paid-in capital	4,551,299			4,334,735
Accumulated other comprehensive loss	(319,743		)	(96,933		)
Retained earnings	7,199,060			6,492,340
Less: Treasury stock at cost, 226,383,032 shares at January 28, 2012 and 187,536,869 shares at January 29, 2011	(4,416,018		)	(3,786,977		)
Total Staples, Inc. stockholders’ equity	7,015,151			6,943,710
Noncontrolling interests	7,062			7,471
Total stockholders’ equity	7,022,213			6,951,181
Total liabilities and stockholders’ equity	$	13,430,622		$	13,911,667

See notes to consolidated financial statements.

C-3

STAPLES, INC. AND SUBSIDIARIES

Consolidated Statements of Income

(Dollar Amounts in Thousands, Except Share Data)

	Fiscal Year Ended
	January 28, 2012			January 29, 2011			January 30, 2010
Sales	$	25,022,192		$	24,545,113		$	24,275,451
Cost of goods sold and occupancy costs	18,280,364			17,938,958			17,801,548
Gross profit	6,741,828			6,606,155			6,473,903
Operating and other expenses:
Selling, general and administrative	5,048,492			4,913,188			4,907,236
Amortization of intangibles	64,902			61,689			100,078
Integration and restructuring costs	—			57,765			84,244
Total operating and other expenses	5,113,394			5,032,642			5,091,558
Operating income	1,628,434			1,573,513			1,382,345
Other (expense) income:
Interest income	7,577			7,722			6,117
Interest expense	(173,751		)	(214,824		)	(237,025		)
Other (expense) income	(3,119		)	(9,816		)	4,457
Consolidated income before income taxes	1,459,141			1,356,595			1,155,894
Income tax expense	475,308			468,026			398,783
Consolidated net income	983,833			888,569			757,111
(Loss) income attributed to the noncontrolling interests	(823		)	6,621			18,440
Net income attributed to Staples, Inc.	$	984,656		$	881,948		$	738,671
Earnings Per Share:
Basic earnings per common share	$	1.42		$	1.23		$	1.04
Diluted earnings per common share	$	1.40		$	1.21		$	1.02
Dividends declared per common share	$	0.40		$	0.36		$	0.33

See notes to consolidated financial statements.

C-4

STAPLES, INC. AND SUBSIDIARIES

Consolidated Statements of Stockholders' Equity

(Dollar Amounts in Thousands)

For the Fiscal Years Ended January 28, 2012, January 29, 2011 and January 30, 2010

	Equity Attributed to Staples, Inc.
	Common Stock		Additional Paid-In Capital			Accumulated Other Comprehensive (Loss) Income			Retained Earnings			Treasury Stock			Non- controlling Interests			Total Stockholders Equity			Comprehensive Income (Loss)
Balances at January 31, 2009	$	529	$	4,048,398		$	(494,327	)	$	5,367,341		$	(3,357,734	)	$	58,224		$	5,622,431		$	—
Issuance of common stock for stock options exercised	8		114,339			—			—			—			—			114,347			—
Tax benefit on exercise of options	—		8,763			—			—			—			—			8,763			—
Stock-based compensation	—		174,691			—			—			—			—			174,691			—
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	1		36,610			—			—			—			—			36,611			—
Net income for the year	—		—			—			738,671			—			18,440			757,111			757,111
Common stock dividend	—		—			—			(236,874		)	—			—			(236,874		)
Foreign currency translation adjustments	—		—			373,637			—			—			6,390			380,027			380,027
Changes in the fair value of derivatives (net of taxes of $15,807)	—		—			(21,205		)	—			—			—			(21,205		)	(21,205		)
Deferred pension costs (net of taxes of $17,128)	—		—			52,558			—			—			—			52,558			52,558
Purchase of treasury shares	—		—			—			—			(30,661		)	—			(30,661		)	—
Other	—		(2,859		)	—			—			—			—			(2,859		)	—
Balances at January 30, 2010	$	538	$	4,379,942		$	(89,337	)	$	5,869,138		$	(3,388,395	)	$	83,054		$	6,854,940		$	1,168,491
Issuance of common stock for stock options exercised	3		40,562			—			—			—			—			40,565			—
Stock-based compensation	—		146,879			—			—			—			—			146,879			—
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	4		44,860			—			—			—			—			44,864			—
Net income for the year	—		—			—			881,948			—			6,621			888,569			888,569
Common stock dividend	—		—			—			(258,746		)	—			—			(258,746		)	—
Foreign currency translation adjustments	—		—			333			—			—			2,050			2,383			2,383
Changes in the fair value of derivatives (net of taxes of $7,471)	—		—			(10,043		)	—			—			574			(9,469		)	(9,469		)
Deferred pension and other post-retirement benefit costs (net of taxes of $7,507)	—		—			2,114			—			—			—			2,114			2,114
Purchase of treasury shares	—		—			—			—			(398,582		)	—			(398,582		)	—
Purchase of noncontrolling interest	—		(275,767		)	—			—			—			(84,828		)	(360,595		)	—
Other	—		(1,741		)	—			—			—			—			(1,741		)	—

C-5

Balances at January 29, 2011	$	545	$	4,334,735		$	(96,933	)	$	6,492,340		$	(3,786,977	)	$	7,471		$	6,951,181		$	883,597
Issuance of common stock for stock options exercised	3		25,886			—			—			—			—			25,889			—
Tax benefit on exercise of options	—		1,805			—			—			—			—			1,805			—
Stock-based compensation	—		151,822			—			—			—			—			151,822			—
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	5		47,972			—			—			—			—			47,977			—
Net income for the year	—		—			—			984,656			—			(823		)	983,833			983,833
Common stock dividend	—		—			—			(277,936		)	—			—			(277,936		)	—
Foreign currency translation adjustments	—		—			(193,785		)	—			—			1,813			(191,972		)	(191,972		)
Changes in the fair value of derivatives (net of taxes of $1,399)	—		—			(1,505		)	—			—			—			(1,505		)	(1,505		)
Deferred pension and other post-retirement benefit costs (net of taxes of $902)	—		—			(27,520		)	—			—			—			(27,520		)	(27,520		)
Purchase of treasury shares	—		—			—			—			(629,041		)	—			(629,041		)	—
Purchase of noncontrolling interest	—		(8,602		)	—			—			—			(1,398		)	(10,000		)	—
Other	—		(2,319		)	—			—			—			(1		)	(2,320		)	—
Balances at January 28, 2012	$	553	$	4,551,299		$	(319,743	)	$	7,199,060		$	(4,416,018	)	$	7,062		$	7,022,213		$	762,836

See notes to consolidated financial statements.

C-6

STAPLES, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(Dollar Amounts in Thousands)

	Fiscal Year Ended
	January 28, 2012			January 29, 2011			January 30, 2010
Operating Activities:
Consolidated net income, including (loss) income from the noncontrolling interests	$	983,833		$	888,569		$	757,111
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	482,056			498,863			552,441
Stock-based compensation	151,822			146,879			174,691
Excess tax benefits from stock-based compensation arrangements	(1,805		)	—			(8,763		)
Deferred income tax expense	6,706			172,630			(89,753		)
Other	4,452			5,418			(17,177		)
Changes in assets and liabilities:
(Increase) decrease in receivables	(73,670		)	(95,656		)	129,137
(Increase) decrease in merchandise inventories	(82,343		)	(46,450		)	244,600
Decrease (increase) in prepaid expenses and other assets	123,660			(70,600		)	254,805
Increase in accounts payable	23,677			63,305			40,365
(Decrease) increase in accrued expenses and other liabilities	(117,389		)	(191,917		)	71,208
Increase (decrease) in other long-term obligations	75,476			75,450			(24,457		)
Net cash provided by operating activities	1,576,475			1,446,491			2,084,208
Investing activities:
Acquisition of property and equipment	(383,654		)	(408,889		)	(313,228		)
Acquisition of businesses, net of cash acquired	—			(63,066		)	—
Net cash used in investing activities	(383,654		)	(471,955		)	(313,228		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	73,866			85,429			150,958
Repayments on issuance of commercial paper, net	—			—			(1,195,557		)
Proceeds from borrowings	301,843			201,566			1,211,424
Payments on borrowings, including payment of deferred financing fees	(820,631		)	(207,478		)	(945,333		)
Purchase of noncontrolling interest	(10,000		)	(360,595		)	—
Cash dividends paid	(277,936		)	(258,746		)	(236,874		)
Excess tax benefits from stock-based compensation arrangements	1,805			—			8,763
Purchase of treasury stock, net	(629,041		)	(398,582		)	(30,661		)
Net cash used in financing activities	(1,360,094		)	(938,406		)	(1,037,280		)
Effect of exchange rate changes on cash and cash equivalents	(29,835		)	9,308			48,345
Net (decrease) increase in cash and cash equivalents	(197,108		)	45,438			782,045
Cash and cash equivalents at beginning of period	1,461,257			1,415,819			633,774
Cash and cash equivalents at end of period	$	1,264,149		$	1,461,257		$	1,415,819

See notes to consolidated financial statements.

C-7

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

NOTE A—Summary of Significant Accounting Policies

Nature of Operations: Staples, Inc. and subsidiaries ("Staples" or "the Company") pioneered the office products superstore concept and is the world's leading office products company. Staples has three reportable segments: North American Delivery, North American Retail and International Operations. The North American Delivery segment consists of the U.S. and Canadian businesses that sell and deliver office products and services directly to customers and businesses and includes Staples Advantage, Staples.com and Quill.com. The North American Retail segment consists of the U.S. and Canadian businesses that operate stores that sell office products and services. The International Operations segment consists of business units that operate stores and that sell and deliver office products and services directly to customers in 24 countries in Europe, Australia, South America and Asia.

Basis of Presentation:  The consolidated financial statements include the accounts of Staples, Inc. and its wholly and majority owned subsidiaries. All material intercompany accounts and transactions are eliminated in consolidation. The Company accounts for investments in businesses in which it owns between 20% and 50% of the voting interest using the equity method, if the Company has the ability to exercise significant influence over the investee company. Certain previously reported amounts have been reclassified to conform with the current period presentation.

Fiscal Year:  Staples' fiscal year is the 52 or 53 weeks ending on the Saturday closest to January 31. Fiscal year 2011 ("2011") consisted of the 52 weeks ended January 28, 2012, fiscal year 2010 ("2010") consisted of the 52 weeks ended January 29, 2011 and fiscal year 2009 ("2009") consisted of the 52 weeks ended January 30, 2010.

Use of Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management of Staples to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Cash Equivalents:  Staples considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Receivables:  Receivables include trade receivables financed under regular commercial credit terms and other non-trade receivables. Gross trade receivables were $1.49 billion at January 28, 2012 and $1.47 billion at January 29, 2011. Concentrations of credit risk with respect to trade receivables are limited due to Staples' large number of customers and their dispersion across many industries and geographic regions.

An allowance for doubtful accounts has been recorded to reduce trade receivables to an amount expected to be collectible from customers based on specific evidence as well as historic trends. The allowance recorded at January 28, 2012 and January 29, 2011 was $46.0 million and $55.3 million, respectively.

Other non-trade receivables were $591.5 million at January 28, 2012 and $559.1 million at January 29, 2011 and consisted primarily of purchase and advertising rebates due from vendors under various incentive and promotional programs. Amounts expected to be received from vendors relating to the purchase of merchandise inventories and reimbursement of incremental costs, such as advertising, are recognized as a reduction of inventory cost and realized as part of cost of goods sold as the merchandise is sold.

Merchandise Inventories:  Merchandise inventories are valued at the lower of weighted-average cost or market value. The Company reserves for obsolete, overstocked and inactive inventory based on the difference between the weighted-average cost of the inventory and the estimated market value using assumptions of future demand and market conditions.

Private Label Credit Card: Staples offers a private label credit card which is managed by a financial services company. Under the terms of the agreement, Staples is obligated to pay fees which approximate the financial institution's cost of processing and collecting the receivables, which are non-recourse to Staples.

Property and Equipment:  Property and equipment are recorded at cost. Expenditures for normal maintenance and repairs are charged to expense as incurred. Depreciation and amortization, which includes the amortization of assets recorded under capital lease obligations, are provided using the straight-line method over the following useful lives: 40 years for buildings; 3-10 years for furniture and fixtures; and 3-10 years for equipment, which includes computer equipment and software with estimated useful lives of 3-7 years. Leasehold improvements are amortized over the shorter of the terms of the underlying leases or the estimated economic lives of the improvements.

Lease Acquisition Costs:  Lease acquisition costs, which are included in other assets, are recorded at cost and amortized using the straight-line method over the respective lease terms, including option renewal periods if renewal of the lease is reasonably assured, which range from 5 to 40 years. Lease acquisition costs, net of accumulated amortization, at January 28, 2012 and

C-8

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

January 29, 2011 were $20.0 million and $22.6 million, respectively.

Goodwill and Intangible Assets:  We review goodwill for impairment annually, in the fourth quarter, and when events or changes in circumstances indicate that the carrying value of goodwill might exceed its current fair value. We determine fair value using discounted cash flow analysis, which requires significant management assumptions and estimates regarding industry economic factors and the future profitability of our businesses. It is our policy to allocate goodwill and conduct impairment testing at a reporting unit level based on our most current business plans, which reflect changes we anticipate in the economy and the industry. We established, and continue to evaluate, our reporting units based on our internal reporting structure and generally define such reporting units at our operating segment level or one level below.  The key assumptions used in the discounted cash flow approach include:

• The reporting unit's projections of financial results which range from four to nine years depending on the maturity of the underlying business.  For established businesses in North America and Australia, we use a four year model, while in Europe we predominantly use a six year model that reflects the changes we are making in the business to capture new segments in the market and improve profitability.  In the emerging markets, we use a nine year model, which is based on our long-range plans at constant foreign exchange rates. The nine year period reflects management's expectations of the development time for emerging markets.

• The projected terminal value for each reporting unit, which represents the present value of projected cash flows beyond the last period in the discounted cash flow analysis.  The terminal value reflects our assumptions related to long-term growth rates and profitability, which are based on several factors including local and macroeconomic variables, market opportunities, and future growth plans.

• The discount rate, which is used to measure the present value of the projected future cash flows, is set using a weighted-average cost of capital method that considers market and industry data as well as our specific risk factors that are likely to be considered by a market participant.  The weighted-average cost of capital is our estimate of the overall after-tax rate of return required by equity and debt holders of a business enterprise.

The changes in the carrying amounts of goodwill during the year ended January 28, 2012 are as follows (in thousands):

	Goodwill at January 29, 2011		2011 Net Additions		2011 Adjustments			2011 Foreign Exchange Fluctuations			Goodwill at January 28, 2012
North American Delivery	$	1,586,397	$	1,776	$	(2,664	)	$	—		$	1,585,509
North American Retail	289,400		—		—			(321		)	289,079
International Operations	2,197,365		—		(3,515		)	(86,308		)	2,107,542
Consolidated	$	4,073,162	$	1,776	$	(6,179	)	$	(86,629	)	$	3,982,130

The Company's intangible assets are summarized below (in thousands):

	Weighted Average Amortization Period	January 28, 2012							January 29, 2011
		Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	12.3 years	$	678,608	$	(260,870	)	$	417,738	$	689,861	$	(209,442	)	$	480,419
Tradenames	8.1 years	248,714		(216,671		)	32,043		251,765		(209,462		)	42,303
Total	11.9 years	$	927,322	$	(477,541	)	$	449,781	$	941,626	$	(418,904	)	$	522,722

Estimated future amortization expense associated with the intangible assets at January 28, 2012 is as follows (in thousands):

2012	$	59,935
2013	59,419
2014	59,186
2015	57,643
2016	47,219
Thereafter	166,379
	$	449,781

Fair Value of Financial Instruments:  ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure

C-9

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement), then the lowest priority to unobservable inputs (Level 3 measurement).

The fair values of cash and cash equivalents, receivables, accounts payable, accrued expenses, other current liabilities and short-term debt approximate their carrying values because of their short-term nature. The Company has $1.5 billion9.75% notes due January 2014 (the “January 2014 Notes”), of which $750 million was hedged from March 2010 to September 2011. The Company received cash consideration of $30.3 million when the hedge was terminated in September 2011. The Company also has $325 million, 7.375% notes due October 2012 (the “October 2012 Notes”), which were hedged from January 2003 to September 2011. When the hedge was terminated in September 2011, the Company received cash consideration of $12.4 million.

The fair values of the January 2014 Notes and the October 2012 Notes were determined based on quoted market prices and are classified as Level 1 liabilities. The following table reflects the difference between the carrying value and fair value of the unhedged portion of these notes as of January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012				January 29, 2011
	Carrying Value		Fair Value		Carrying Value		Fair Value
October 2012 Notes	$	332,617	$	339,372	$	—	$	—
January 2014 Notes	1,525,003		1,721,490		750,000		915,450

The following table shows the Company's other assets and liabilities as of January 28, 2012 that are measured at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets or Liabilities Level 1		Significant Other Observable Inputs Level 2			Unobservable Inputs Level 3
Assets
Money market funds	$	468,913	—			—
Liabilities
Derivative liabilities	—		$	(36,418	)	—

The fair value of the Company's money market funds are based on quotes received from third-party banks. The Company's derivative assets and liabilities are based on quotes received from third-party banks and represent the estimated amount the Company would receive or pay to terminate the agreements taking into consideration current interest and forward exchange rates as well as the creditworthiness of the counterparty.

The fair values of the assets in the Company's pension plans are described in detail in Note K.

Impairment of Long-Lived Assets:  The Company evaluates long-lived assets held for use for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability is measured based upon the estimated undiscounted cash flows expected to be generated from the use of an asset plus any net proceeds expected to be realized upon its eventual disposition. An impairment loss is recognized if an asset's carrying value is not recoverable and if it exceeds its fair value. Staples' policy is to evaluate long-lived assets for impairment at a store level for retail operations and at an operating unit level for Staples' other operations.

Store Closing Costs: The Company recognizes costs associated with store closings when they are incurred. A liability is recognized for the fair value of future contractual obligations when the Company ceases using a store facility. Such obligations comprise future minimum lease payments, property taxes, utilities, and common area maintenance, and are net of estimated sublease income. Payments made to terminate a lease agreement prior to the end of its term are typically accrued when notification is given to the landlord. For property and equipment that we expect to retire at the time of a store closing, the Company evaluates whether the assets are impaired on a held and used basis. If the assets are determined to not be impaired, the Company reduces the remaining useful lives of the assets at the time management commits to the store closing, resulting in accelerated depreciation expense. Asset retirement obligations related to leased properties are recognized when incurred and the related cost is amortized over the remaining term of the lease.

Revenue Recognition:  Revenue is recognized at the point of sale for the Company's retail operations and at the time of shipment for its delivery sales. The Company offers its customers various coupons, discounts and rebates, which are treated as a reduction of revenue. Staples sells certain machines to customers which are financed by external financing companies and for which they have given repurchase guarantees. The Company recognizes revenue from the sale of these machines only when the

C-10

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

right of recourse has ended and the Company is legally released from its repurchase obligation.

Sales of extended service plans are administered by either an unrelated third-party or by the Company. The unrelated third-party is the legal obligor in most of the areas they administer and accordingly bears all performance obligations and risk of loss related to the service plans sold in such areas. In these areas, Staples recognizes a net commission revenue at the time of sale for the service plans. In certain areas where Staples is the legal obligor, the revenues associated with the sale are deferred and recognized over the life of the service contract, which is typically one to five years.

Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority.

Cost of Goods Sold and Occupancy Costs:  Cost of goods sold and occupancy costs includes the costs of merchandise sold, inbound and outbound freight, receiving and distribution, and store and distribution center occupancy (including real estate taxes and common area maintenance).

Shipping and Handling Costs:  All shipping and handling costs are included as a component of cost of goods sold and occupancy costs.

Selling, General and Administrative Expenses:  Selling, general and administrative expenses include payroll, advertising and other operating expenses for the Company's stores and delivery operations not included in cost of goods sold and occupancy costs.

Advertising:  Staples expenses the costs of producing an advertisement the first time the advertising takes place, except for the cost of direct response advertising, primarily catalog production costs, which are capitalized and amortized over their expected period of future benefits (i.e., the life of the catalog). Direct catalog production costs included in prepaid and other assets totaled $19.5 million at January 28, 2012 and $18.7 million at January 29, 2011. The cost of communicating an advertisement is expensed when the communication occurs. Total advertising and marketing expense was $582.6 million, $560.5 million and $553.5 million for 2011, 2010 and 2009, respectively.

Integration and Restructuring Costs: Prior to 2011, the Company separately tracked the integration and restructuring costs associated with the July 2008 acquisition of Corporate Express N.V. ("Corporate Express"), a Dutch office products distributor with operations in North America, Europe and Australia through a tender offer of all of its outstanding capital stock. The integration and restructuring costs represented the integration of Corporate Express with the Company's pre-existing business and the consolidation of certain operations of the combined Company. In 2011, the Company ceased tracking integration and restructuring costs as the status of the integration made it difficult to accurately isolate such costs.

Stock-Based Compensation:  The Company accounts for stock-based compensation in accordance with ASC Topics 505 and 718. Stock-based compensation for stock options is measured based on the estimated fair value of each award on the date of grant using a binomial valuation model. Stock-based compensation for restricted shares is measured based on the closing market price of the Company's common stock price on the date of grant, less the present value of dividends expected to be paid on the underlying shares but foregone during the vesting period. The Company recognizes stock-based compensation costs as expense on a straight-line basis over the requisite service period.

Pension and Other Post-Retirement Benefits:  The Company maintains pension and post-retirement life insurance plans for certain employees globally. These plans include significant obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these obligations and related expenses include expected long-term rates of return on plan assets, discount rates and inflation. The Company also makes assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and the rate of compensation increases. These assumptions are evaluated annually.

Foreign Currency:  The assets and liabilities of Staples' foreign subsidiaries are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average monthly exchange rates. The resulting translation adjustments are recorded as a separate component of stockholders' equity. Foreign currency transaction gains and losses relate to the settlement of assets or liabilities in another currency. Foreign currency transaction gains (losses) were $0.5 million, $(7.6) million and $5.7 million for 2011, 2010 and 2009, respectively. These amounts are included in other income (expense).

Derivative Instruments and Hedging Activities:  The Company recognizes all derivative financial instruments in the consolidated financial statements at fair value. Changes in the fair value of derivative financial instruments that qualify for hedge accounting are recorded in stockholders' equity as a component of accumulated other comprehensive income or as an adjustment to the carrying value of the hedged item. Changes in fair values of derivatives not qualifying for hedge accounting are reported in earnings.

Accounting for Income Taxes:  Deferred income tax assets and liabilities are determined based on the differences between

C-11

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

financial reporting and tax bases of assets and liabilities and are measured using the enacted income tax rates and laws that are expected to be in effect when the temporary differences are expected to reverse. Additionally, deferred income tax assets and liabilities are separated into current and non-current amounts based on the classification of the related assets and liabilities for financial reporting purposes.

The Company accounts for uncertain tax provisions in accordance ASC Topic 740 (Income Taxes). These provisions require companies to determine whether it is "more likely than not" that a tax position will be sustained upon examination by the appropriate taxing authorities before any benefit can be recorded in the financial statements. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained.

New Accounting Pronouncements:  In October 2009, a pronouncement was issued that amended the rules on revenue recognition for multiple-deliverable revenue arrangements.  This amendment eliminated the residual method of allocation for multiple-deliverable revenue arrangements, and requires that arrangement consideration be allocated at the inception of an arrangement to all deliverables using the relative selling price method (ASC Topic 605).   This pronouncement establishes a selling price hierarchy for determining the selling price of a deliverable, which includes: (1) vendor-specific objective evidence if available, (2) third-party evidence if vendor-specific objective evidence is not available, and (3) estimated selling price if neither vendor-specific nor third-party evidence is available.  In addition, this pronouncement expands the disclosure requirements related to a vendor’s multiple-deliverable revenue arrangements.  This pronouncement is effective for revenue arrangements entered into or materially modified in fiscal years beginning after June 15, 2010. The Company adopted this pronouncement as of January 30, 2011, on a prospective basis.  The impact of adopting this new accounting standard was not material to the Company’s financial statements in 2011, and if it were applied in the same manner to fiscal 2010, it would not have had a material impact on revenue for 2010.  The Company does not expect the adoption of this new accounting standard to have a significant impact on the timing and pattern of revenue recognition in the future due to the limited number of multiple element arrangements.

 In December 2010, a pronouncement was issued that modified the process used to test goodwill for impairment.  The pronouncement impacted reporting units with zero or negative carrying amounts and required an additional test to be performed to determine whether goodwill has been impaired and to calculate the amount of that impairment.  This amendment is effective for fiscal years beginning after December 15, 2010.  The Company adopted this pronouncement as of January 30, 2011.  Since none of the Company's reporting units had zero or negative carrying amounts, this pronouncement had no impact on the Company's financial position and results of operations in 2011.

In May 2011, a pronouncement was issued providing consistent definitions and disclosure requirements of fair value with respect to U.S. GAAP and International Financial Reporting Standards. The pronouncement changed certain fair value measurement principles and enhanced the disclosure requirements, particularly for Level 3 measurements. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied prospectively. The Company is currently evaluating the potential impact, if any, the adoption of this pronouncement will have on its consolidated financial condition, results of operations or cash flows.

In June 2011, a pronouncement was issued that amended the guidance allowing the presentation of comprehensive income and its components in the statement of changes in equity. The pronouncement provides the option to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Furthermore, regardless of the presentation methodology elected, the issuer will be required to present on the face of the financial statements a reclassification adjustment for items that are reclassified from other comprehensive income to net income. The methodology for the computation and presentation of earnings per share remains the same. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied retrospectively. As this pronouncement relates to disclosure only, the adoption will not have a material impact on the Company's consolidated financial condition, results of operations or cash flows.

In September 2011, a pronouncement was issued that amended the guidance for goodwill impairment testing. The pronouncement allows the entity to perform an initial qualitative assessment to determine whether it is "more likely than not" that the fair value of the reporting unit is less than its carrying amount. This assessment is used as a basis for determining whether it is necessary to perform the two step goodwill impairment test. The methodology for how goodwill is calculated, assigned to reporting units and the application of the two step goodwill impairment test have not been revised. The pronouncement is effective for fiscal years beginning after December 15, 2011. The Company does not expect the adoption of this new accounting standard to have a significant impact on its consolidated financial position, results of operations or cash flows.

In December 2011, a pronouncement was issued that amended the guidance related to the disclosure of recognized financial instruments and derivative instruments that are either offset on the balance sheet or subject to an enforceable master netting arrangement or similar agreement. The amended provisions are effective for fiscal years beginning on or after January 1, 2013, and are required to be applied retrospectively for all prior periods presented. As this pronouncement relates to disclosure only,

C-12

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

the adoption of this amendment will not have a material effect on the Company's consolidated financial condition, results of operations or cash flows.

NOTE B—Business Combinations and Acquisition of Noncontrolling Interest

ASC Topic 805 ("Business Combinations") requires that companies record acquisitions using the acquisition method of accounting. Accordingly, the purchase price is allocated to the tangible assets and liabilities and identifiable intangible assets acquired, based on their estimated fair values. The excess purchase price over the fair value is recorded as goodwill. Purchased intangibles with finite lives are amortized over their respective useful lives.

In July 2008, Staples acquired more than 99% of the capital stock of Corporate Express. With the acquisition of Corporate Express, the Company became approximately a 59% shareholder of Corporate Express Australia Limited ("Corporate Express Australia"), a public company traded on the Australian Securities Exchange. The Corporate Express results are reported in Staples' North American Delivery and International Operations for segment reporting.

In March 2010, the Company announced that it had made an offer to acquire all of the noncontrolling interest in Corporate Express Australia for cash consideration of AUD $5.60 per share (the "Offer"). In July 2010, the Company declared the Offer unconditional, and in September 2010, through a compulsory acquisition process, the Company acquired the final outstanding shares, bringing the Company's ownership of this business to 100% for an aggregate purchase price of approximately AUD $407 million (approximately $361 million).

The Company also worked diligently to acquire the remaining capital stock of Corporate Express by means of a compulsory judicial "squeeze out" procedure in accordance with the Dutch Civil Code. However, in October 2011, after a long and cumbersome process, Staples withdrew the squeeze out proceedings. Subsequent to the withdrawal of these proceedings, the Company paid an aggregate of €7.5 million (approximately $10.0 million) to acquire additional shares in Corporate Express, bringing its current ownership to approximately 99.7%.

The purchases of the additional shares in 2010 and 2011 were accounted for in accordance with ASC Topic 810, "Noncontrolling Interest in Consolidated Financial Statements," as an equity transaction, by adjusting the carrying amount of the noncontrolling interest to reflect the change in the Company's ownership interest in Corporate Express and Corporate Express Australia. The purchase of the noncontrolling interest is reflected as a financing cash outflow in the consolidated statement of cash flows.

In July 2010, the Company entered the Finnish market, acquiring Oy Lindell AB ("Lindell"), a Finnish office products distributor. The aggregate cash purchase price was €31 million (approximately $39 million based on foreign exchange rates on the acquisition date), net of cash acquired. As a result of this acquisition, the Company recorded goodwill of $16.4 million and $4.3 million of intangible assets, which are being amortized on a straight line basis over their weighted-average estimated lives of 5 years. The goodwill and intangible assets were allocated to the International Operations segment. None of the goodwill is deductible for tax purposes.

NOTE C—Acquisition Reserves

In connection with the Company's acquisition of Corporate Express, acquisition reserves of $181.0 million were established. The activity related to this reserve (in thousands) for fiscal 2010 and 2011 is as follows:

	Balance as of January 30, 2010		Utilization			Foreign Exchange Fluctuations			Balance as of January 29, 2011
Transaction costs	$	807	$	(264	)	$	—		$	543
Severance	28,843		(16,206		)	(844		)	11,793
Facility closures	28,390		(7,973		)	(130		)	20,287
Other	10,759		(1,172		)	(243		)	9,344
Total	$	68,799	$	(25,615	)	$	(1,217	)	$	41,967

C-13

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

	Balance as of January 29, 2011		Utilization			Adjustments			Foreign Exchange Fluctuations			Balance as of January 28, 2012
Transaction costs	$	543	$	(119	)	$	(424	)	$	—		$	—
Severance	11,793		(3,911		)	(5,231		)	(960		)	1,691
Facility closures	20,287		(3,898		)	(600		)	(28		)	15,761
Other	9,344		(699		)	(2,180		)	(125		)	6,340
Total	$	41,967	$	(8,627	)	$	(8,435	)	$	(1,113	)	$	23,792

The majority of the reserves have been substantially utilized by the end of fiscal year 2011, with the exception of certain payments related to facility closures that will be made over the remaining lease terms and certain other obligations related to the integration of the business.

NOTE D—Accrued Expenses and Other Current Liabilities

The major components of accrued liabilities are as follows (in thousands):

	January 28, 2012		January 29, 2011
Taxes	$	320,861	$	258,518
Employee related	402,058		420,598
Acquisition and restructuring reserves	49,549		82,144
Advertising and marketing	101,023		109,383
Other	541,230		627,208
Total	$	1,414,721	$	1,497,851

NOTE E—Debt and Credit Agreements

The major components of the Company's outstanding debt are as follows (in thousands):

	January 28, 2012			January 29, 2011
April 2011 Notes	$	—		$	500,000
October 2012 Notes	332,617			325,000
January 2014 Notes	1,525,003			1,500,000
Lines of credit	170,745			218,689
Capital lease obligations and other notes payable	9,815			13,701
	2,038,180			2,557,390
Fair value adjustments on hedged debt	—			44,373
Less: Current portion	(439,143		)	(587,356		)
Net long-term debt	$	1,599,037		$	2,014,407

Aggregate annual maturities of long-term debt and capital lease obligations are as follows (in thousands):

Fiscal Year:	Total
2012	$	439,143
2013	1,596,980
2014	620
2015	416
2016	316
Thereafter	705
	$	2,038,180

Future minimum lease payments under capital leases of $1.4 million are included in aggregate annual maturities shown above. Staples entered into no new capital lease obligations in 2011 or 2010.

C-14

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Interest paid by Staples totaled $184.5 million, $210.9 million and $217.5 million for 2011, 2010 and 2009, respectively. There was no interest capitalized in 2011, 2010 or 2009.

April 2011 Notes: The Company repaid in full the $500 million, 7.75% notes (the "April 2011 Notes") on the maturity date, April 1, 2011. The Company originally entered into the April 2011 Notes on March 27, 2009.

October 2012 Notes:  On September 30, 2002, Staples issued $325 million aggregate principal amount of notes due October 1, 2012, with a fixed interest rate of 7.375% payable semi-annually on April 1 and October 1 of each year commencing on April 1, 2003. In January 2003, Staples entered into an interest rate swap agreement to turn the October 2012 Notes into variable rate obligations, and the swap agreement was subsequently terminated in September 2011 (see Note F). The Company's obligations under the October 2012 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by the Staples the Office Superstore, LLC, Staples the Office Superstore, East Inc., Staples Contract & Commercial, Inc. and Staples the Office Superstore Limited Partnership (collectively, the “Guarantor Subsidiaries”).

January 2014 Notes:  On January 15, 2009, Staples issued $1.5 billion aggregate principal amount of notes due January 15, 2014, with a fixed interest rate of 9.75% payable semi-annually on January 15 and July 15 of each year commencing on July 15, 2009. From the sale of the January 2014 Notes, the Company received net proceeds, after the underwriting discount and estimated fees and expenses of $1.49 billion. In March 2010, Staples entered into an interest rate swap agreement to turn half of the January 2014 Notes into variable rate obligations, and the swap agreement was subsequently terminated in September 2011 (see Note F). The Company's obligations under the January 2014 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Revolving Credit Facility:  On November 4, 2010, Staples entered into a new credit agreement (the "November 2014 Revolving Credit Facility") with Bank of America, N.A, as Administrative Agent and other lending institutions named therein. The November 2014 Revolving Credit Facility replaced the Amended and Restated Revolving Credit Agreement dated as of October 13, 2006, as amended, which provided for a maximum borrowing of $750 million and was due to expire in October 2011 (the "Prior Revolving Credit Facility"). As of January 28, 2012, no borrowings were outstanding under the November 2014 Revolving Credit Agreement, resulting in $1.0 billion of availability under this agreement.

The November 2014 Revolving Credit Facility provides for a maximum borrowing of $1.0 billion which, pursuant to an accordion feature, may be increased to $1.5 billion upon the request of the Company and the agreement of the lenders participating in the increase. Borrowings made pursuant to the November 2014 Revolving Credit Facility may be syndicated loans, swing line loans, multicurrency loans, or letters of credit, the combined sum of which may not exceed the maximum borrowing amount. Borrowings made pursuant to the November 2014 Revolving Credit Facility will bear interest at various interest rates, depending on the type of borrowing, plus a percentage spread based on Staples' credit rating and fixed charge coverage ratio. Under the November 2014 Revolving Credit Facility, Staples agree to pay a facility fee at rates that range from 0.15% to 0.35% per annum depending on its credit rating and fixed charge coverage ratio. Amounts borrowed under the November 2014 Revolving Credit Facility may be borrowed, repaid, and reborrowed from time to time until November 4, 2014.

The November 2014 Revolving Credit Facility is unsecured and ranks pari passu with Staples' public notes and other indebtedness and contains customary affirmative and negative covenants for credit facilities of this type. The November 2014 Revolving Credit Facility also contains financial covenants that require Staples to maintain a minimum fixed charge coverage ratio and a maximum adjusted funded debt to total capitalization ratio. The borrowings under the November 2014 Revolving Credit Facility are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Commercial Paper Program:  The Company has a commercial paper program ("Commercial Paper Program") that allows the Company to issue up to $1.0 billion of unsecured commercial paper notes ("Notes") from time to time. The November 2014 Revolving Credit Facility serves as a backstop to the Commercial Paper Program. Under the Commercial Paper Program, the Company uses the proceeds from the Notes for general purposes, including working capital, capital expenditures, acquisitions and share repurchases. Maturities of the Notes vary but may not exceed 397 days from the date of issue. The Notes bear such interest rates, if interest bearing, or will be sold at such discount from their face amounts, as agreed upon from time to time by the dealers under the Commercial Paper Program and the Company. The payments under the Commercial Paper Program are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries. The Commercial Paper Program contains customary events of default with corresponding grace periods. On June 2, 2011, the Company resumed the issuance of Notes under the Commercial Paper Program. During 2011, the Company borrowed under its Commercial Paper Program to support its seasonal cash requirements and stock buyback programs. From June 2, 2011 through the end of commercial paper usage, the weighted average amount outstanding under the Commercial Paper Program was $150.0 million, with a weighted-average interest rate of 0.3%. At the end of 2011, there were no outstanding borrowings under the Commercial Paper Program. The maximum amount outstanding under the Commercial Paper Program during 2011 was $345.0 million.

Other Lines of Credit: The Company had $373.1 million in borrowing capacity under various other lines of credit as of

C-15

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

January 28, 2012 with outstanding borrowings of $170.7 million, leaving $202.4 million of available credit at that date.

There were no instances of default during 2011 under any of the Company's debt agreements.

Deferred Financing Fees

In connection with the issuance of certain debt instruments, the Company incurred financing fees which are being amortized over the terms of the related debt instruments. Amortization of the financing fees is classified as interest expense. Deferred financing fees amortized to interest expense were $4.2 million, $6.3 million and $7.9 million for 2011, 2010 and 2009, respectively. At January 28, 2012, unamortized financing fees of $0.4 million were included in prepaid expenses and other current assets and unamortized fees of $7.5 million were included in other assets. At January 29, 2011, unamortized financing fees of $0.2 million were included in prepaid expenses and other current assets and unamortized fees of $11.9 million were included in other assets.

NOTE F—Derivative Instruments and Hedging Activities

Staples uses interest rate swap agreements, foreign currency swap and foreign currency forward agreements to offset certain operational and balance sheet exposures related to changes in interest or foreign exchange rates.  These agreements are entered into to support transactions made in the normal course of business and accordingly are not speculative in nature.  These derivatives qualify for hedge accounting treatment as the derivatives have been highly effective in offsetting changes in fair value of the hedged items.

 All derivatives are recorded at fair value and the changes in fair value are immediately included in earnings if the derivatives do not qualify as effective hedges. If a derivative is designated as a fair value hedge, then changes in the fair value of the derivative are offset against the changes in the fair value of the underlying hedged item in earnings.  If a derivative is designated as a cash flow hedge, then the effective portion of the changes in the fair value of the derivative is recognized as a component of accumulated other comprehensive income (loss) until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable of occurring. If a derivative or a nonderivative financial instrument is designated as a hedge of the Company's net investment in a foreign subsidiary, then changes in the fair value of the financial instrument are recognized as a component of accumulated other comprehensive income (loss) to offset a portion of the change in the translated value of the net investment being hedged, until the investment is sold or liquidated. The Company formally documents all hedging relationships for all derivative and nonderivative hedges and the underlying hedged items, as well as its risk management objectives and strategies for undertaking the hedge transactions.  There are no amounts excluded from the assessment of hedge effectiveness.

The Company classifies the fair value of all derivative contracts and the fair value of its hedged firm commitments as either current or long-term depending on whether the maturity date of the derivative contract is within or beyond one year from the balance sheet date. The cash flows from derivatives treated as hedges are classified in the Company's consolidated statement of cash flows in the same category as the item being hedged.

 Interest Rate Swaps:   In January 2003, Staples entered into interest rate swaps for an aggregate notional amount of $325 million. These swaps were designed as a fair value hedge and designed to convert the October 2012 Notes into a variable rate obligation. At January 29, 2011, the interest rate swap agreement had a fair value gain of $23.0 million, which was included in other assets. In September 2011, the Company terminated the $325 million interest rate swaps, realizing a gain of $12.4 million, which is being amortized over the remaining term of the October 2012 Notes. No amounts were included in the consolidated statement of income for 2011, 2010 or 2009 related to ineffectiveness associated with this fair value hedge.

  In March 2010, Staples entered into interest rate swaps for an aggregate notional amount of $750 million. These swaps were designated as a fair value hedge and designed to convert half of the aggregate principal amount of the January 2014 Notes into a variable rate obligation.  At January 29, 2011 the interest rate swap agreement had a fair value gain of $21.4 million which was included in other assets. In September 2011, the Company terminated the $750 million interest rate swaps, realizing a gain of $30.3 million, which is being amortized over the remaining term of the January 2014 Notes. No amounts were included in the consolidated statement of income for 2011 or 2010 related to the ineffectiveness associated with this fair value hedge.

 In connection with Staples' acquisition of Corporate Express, the Company assumed interest rate swaps designed to convert Corporate Express' variable rate credit facilities into fixed rate obligations.  In May 2011, the Company repaid the outstanding balance on these variable rate credit facilities and terminated the related interest rate swap agreements. As a result, $0.3 million was recognized as a loss related to the termination of these interest rate swap agreements.

Foreign Currency Swaps and Foreign Currency Forwards: In August 2007, the Company entered into a $300.0 million foreign currency swap that has been designated as a foreign currency hedge on Staples' net investment in Canadian dollar denominated subsidiaries. Staples, upon maturity of the agreement in October 2012, will be entitled to receive $300.0 million and will be obligated to pay 316.2 million Canadian dollars. Staples will also be entitled to receive quarterly interest payments on

C-16

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

$300.0 million at a fixed rate of 5.28% and will be obligated to make quarterly interest payments on 316.2 million Canadian dollars at a fixed rate of 5.17%.  At January 28, 2012 and January 29, 2011, the currency swap had aggregate fair value losses of $14.4 million and $11.0 million, respectively, which was included in other long-term obligations.  No amounts were included in the consolidated statement of income for 2011, 2010 or 2009 related to ineffectiveness associated with this net investment hedge.

In May 2011, the Company entered into a foreign currency swap designed to convert a 75 million intercompany loan denominated in Australian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 6.65%. The agreement was accounted for as a cash flow hedge. Upon maturity of the agreement in August 2011, Staples paid AUD 76.4 million and recognized a gain of $0.9 million.

In August 2011, the Company entered into a foreign currency swap designed to convert a 75 million intercompany loan denominated in Australian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 6.65%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement on October 31, 2011, Staples paid AUD 76.4 million and recognized a loss of $4.1 million.

In October 2011, the Company entered into a foreign currency swap designed to convert a 118.3 million intercompany loan denominated in Canadian dollars into a fixed U.S. dollar amount. The intercompany loan had a fixed interest rate of 1.8%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement in December 2011, Staples paid $112.1 million and recognized a gain of $2.2 million.

In October 2011, the Company entered into a foreign currency swap designed to convert a 79.5 million intercompany loan denominated in Canadian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 1.32%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement in December 2011, Staples paid 79.5 million Canadian dollars and recognized a loss of $2.1 million.

In December 2011, the Company entered into a foreign currency forward designed to convert a series of intercompany loans denominated in Canadian dollars into a fixed U.S. dollar amount. The loans total 750 million Canadian dollars in the aggregate and are scheduled to mature at various dates between October 2012 and October 2013. Staples, upon full maturity of the agreements, will collect $720.0 million U.S. dollars. The forward agreements are being accounted for as a fair value hedge. At January 28, 2012, the foreign currency forward had an aggregate fair value loss of $22.0 million, which was included in other long-term obligations.  The effective portion of this hedge is included as a component of other income (expense). No amounts were included in the condensed consolidated statement of income for 2011 related to ineffectiveness associated with this fair value hedge.

NOTE G—Accumulated Other Comprehensive Loss

Amounts included in accumulated other comprehensive loss for the Company's derivative instruments and minimum pension and other post-retirement liabilities are recorded net of the related income tax effects. The following table details the composition of accumulated other comprehensive loss for 2011, 2010 and 2009 (in thousands):

	2011			2010			2009
Foreign currency translation adjustments	$	(156,627	)	$	37,158		$	36,825
Derivative instruments (net of taxes)	(5,712		)	(4,207		)	5,836
Deferred benefit costs (net of taxes)	(157,404		)	(129,884		)	(131,998		)
Total	$	(319,743	)	$	(96,933	)	$	(89,337	)

NOTE H—Commitments and Contingencies

Staples leases certain retail and support facilities under long-term non-cancelable lease agreements. Most lease agreements contain renewal options and rent escalation clauses and, in some cases, allow termination within a certain number of years with notice and a fixed payment. Certain agreements provide for contingent rental payments based on sales.

Other long-term obligations at January 28, 2012 include $122.6 million relating to future rent escalation clauses and lease incentives under certain existing store operating lease arrangements. These rent obligations are recognized on a straight-line basis over the respective terms of the leases. Future minimum lease commitments due for retail and support facilities (including lease commitments for 37 retail stores not yet opened at January 28, 2012) and equipment leases under non-cancelable operating leases are as follows (in thousands):

C-17

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Fiscal Year:	Total
2012	$	867,147
2013	774,273
2014	664,264
2015	557,642
2016	454,235
Thereafter	1,269,073
	$	4,586,634

Future minimum lease commitments do not include $31.9 million of minimum rentals due under non-cancelable subleases.

Rent expense was $839.6 million, $829.4 million and $834.3 million for 2011, 2010 and 2009, respectively.

As of January 28, 2012, Staples had purchase obligations of $488.9 million. Many of the Company's purchase commitments, including intercompany commitments, may be canceled by the Company without advance notice or payment, and accordingly the Company has excluded such commitments from the following schedule. Contracts that may be terminated by the Company without cause or penalty, but that require advance notice for termination, are valued on the basis of an estimate of what the Company would owe under the contract upon providing notice of termination. Such purchase obligations will arise as follows (in thousands):

Fiscal Year:	Total
2012	$	369,143
2013 through 2014	49,588
2015 through 2016	18,755
Thereafter	51,435
	$	488,921

Letters of credit are issued by Staples during the ordinary course of business through major financial institutions as required by certain vendor contracts. As of January 28, 2012, Staples had open standby letters of credit totaling $147.8 million.

The Company has become the subject of several class action lawsuits filed in various states, where the plaintiffs alleged the Company failed to comply with federal and state overtime laws and that it failed to pay them overtime because assistant store managers were misclassified as exempt from overtime pay. In January 2010, the Company and the attorneys for the plaintiffs jointly announced a settlement of these suits recording a charge of $42.0 million, including interest, class counsel's attorney's fees and a previous jury verdict obtained in February 2009 for one of these class action lawsuits. Under the terms of the settlement, the Company does not admit to any wrongdoing in connection with misclassification and resolves claims for damages as far back as 2002 that cover approximately 5,500 current and former associates.

In connection with the 1991 acquisition of Agena S.A., Corporate Express initiated legal proceedings against Béfec (a predecessor of PricewaterhouseCoopers, France), the accountants who certified the acquisition balance sheet. Corporate Express claimed damages totaling €134.0 million plus interest and fees. In October 2010, the Commercial Court in France issued its judgment in this case and did not award any of the claimed damages to Corporate Express. The Company is currently appealing the judgment.

Staples has a contractual dispute with Corely S.C./Lyreco S.A.S., as a result of acquiring Corporate Express. Prior to Staples' acquisition of Corporate Express, Corporate Express and Corely/Lyreco entered into an agreement that required Corporate Express to pay €30.0 million to Corely/Lyreco in the event that the merger between Corporate Express and Corely/Lyreco was not completed as a result of Staples' acquisition of Corporate Express. Upon Staples' acquisition of Corporate Express, Corporate Express paid the €30.0 million to Corely/Lyreco.  Corely/Lyreco is seeking through arbitration to have Staples gross up this payment to cover the corporate income taxes it incurred as a result of the payment, which Corely/Lyreco claims is approximately €12.0 million plus interest and legal fees.   Staples believes that it has meritorious defenses to this contractual dispute. However, there is a reasonable possibility that the arbitral tribunal could rule against Staples and require Staples to pay a portion or all of the corporate taxes incurred by Corely/Lyreco as a result of the payment.

At the time the Corporate Express tender offer was fully settled on July 23, 2008, Staples had acquired more than 99% of the outstanding capital stock of Corporate Express. Staples worked diligently to acquire the remaining capital stock of Corporate Express by means of a compulsory judicial "squeeze out" procedure in accordance with the Dutch Civil Code. This squeeze out process turned out to be a long and cumbersome process, and in October 2011, Staples withdrew the squeeze out proceedings. Any additional payments Staples makes to purchase the remaining outstanding capital stock will be recorded in equity pursuant

C-18

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

to ASC Topic 810, "Noncontrolling Interest in Consolidated Financial Instruments."

In addition, from time to time, the Company is involved in litigation arising from the operation of its business that is considered routine and incidental to its business. The Company does not expect the results of any of these actions to have a material adverse effect on its business, results of operations or financial condition.

NOTE I—Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The approximate tax effect of the significant components of Staples' deferred tax assets and liabilities are as follows (in thousands):

	January 28, 2012			January 29, 2011
Deferred income tax assets:
Deferred rent	$	46,446		$	49,256
Foreign tax credit carryforwards	90,730			109,913
Net operating loss carryforwards	313,732			402,136
Capital loss carryforwards	18,598			20,110
Employee benefits	126,632			125,466
Merger related charges	15,072			20,044
Inventory	42,556			52,604
Insurance	39,375			35,891
Deferred revenue	82,724			26,672
Depreciation	32,887			45,362
Unrealized loss on hedge instruments	6,028			4,629
Other—net	77,925			78,786
Total deferred income tax assets	892,705			970,869
Total valuation allowance	(307,616		)	(331,567		)
Net deferred income tax assets	$	585,089		$	639,302
Deferred income tax liabilities:
Intangibles	$	(148,601	)	$	(200,901	)
Other—net	(4,616		)	(3,308		)
Total deferred income tax liabilities	(153,217		)	(204,209		)
Net deferred income tax assets	$	431,872		$	435,093

The deferred tax asset from tax loss carryforwards of $313.7 million represents approximately $1.16 billion of net operating loss carryforwards, $639.9 million of which are subject to expiration beginning in 2012. The remainder has an indefinite carryforward period. The deferred tax asset from foreign tax credit carryforwards of $90.7 million is subject to expiration beginning in 2015. The valuation allowance decreased by $24.0 million during 2011, primarily due to utilization of certain foreign net operating losses.

For financial reporting purposes, consolidated income before income taxes includes the following components (in thousands):

	2011		2010		2009
Pretax income:
United States	$	1,009,979	$	877,936	$	728,765
Foreign	449,162		478,659		427,129
	$	1,459,141	$	1,356,595	$	1,155,894

C-19

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The provision for income taxes consists of the following (in thousands):

	2011			2010		2009
Current tax expense:
Federal	$	253,078		$	142,282	$	329,809
State	59,877			49,797		42,547
Foreign	155,647			103,317		116,180
Deferred tax expense (benefit):
Federal	75,233			141,103		(63,494		)
State	(4,666		)	6,329		(8,191		)
Foreign	(63,861		)	25,198		(18,068		)
Total income tax expense	$	475,308		$	468,026	$	398,783

A reconciliation of the federal statutory tax rate to Staples' effective tax rate on net income is as follows:

	2011		2010		2009
Federal statutory rate	35.0	%	35.0	%	35.0	%
State effective rate, net of federal benefit	2.6		3.3		2.9
Effect of foreign taxes	(4.6	)	(5.5	)	(3.4	)
Tax credits	(0.5	)	(0.4	)	(0.7	)
Italian tax refund (previously deemed uncollectible)	(1.4	)	—		—
Other	1.5		2.1		0.7
Effective tax rate	32.6	%	34.5	%	34.5	%

The effective tax rate in any year is impacted by the geographic mix of earnings. Additionally, certain foreign operations are subject to both U.S. and foreign income tax regulations, and as a result, income before tax by location and the components of income tax expense by taxing jurisdiction are not directly related.

The tax impact of the unrealized gain or loss on instruments designated as hedges of net investments in foreign subsidiaries is reported in accumulated other comprehensive loss in stockholders' equity.

The Company operates in multiple jurisdictions and could be subject to audit in these jurisdictions. These audits can involve complex issues that may require an extended period of time to resolve and may cover multiple years. In the Company's opinion, an adequate provision for income taxes has been made for all years subject to audit.

Income tax payments were $308.9 million, $404.9 million and $236.1 million during 2011, 2010 and 2009, respectively.

Income taxes have not been provided on certain undistributed earnings of foreign subsidiaries of approximately $896.6 million, net of the noncontrolling interest, because such earnings are considered to be indefinitely reinvested in the business. The determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

Uncertain Tax Positions

At January 28, 2012, the Company had $250.4 million of gross unrecognized tax benefits, of which $247.6 million, if recognized, would affect the Company's tax rate. At January 29, 2011, the Company had $254.2 million of gross unrecognized tax benefits, of which $209.5 million, if recognized, would affect the Company's tax rate. The Company does not reasonably expect any material changes to the estimated amount of liability associated with its uncertain tax positions through fiscal 2012.

C-20

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following summarizes the activity related to our unrecognized tax benefits (in thousands):

	2011			2010			2009
Balance at beginning of fiscal year	$	254,167		$	264,277		$	222,892
Additions for tax positions related to current year	48,032			25,876			47,354
Additions (reductions) for tax positions of prior years	15,361			(9,983		)	15,422
Reduction for Statute of Limitations Expiration	(13,441		)	(19,840		)	(20,802		)
Settlements	(53,722		)	(6,163		)	(589		)
Balance at end of fiscal year	$	250,397		$	254,167		$	264,277

The change in uncertain tax positions during 2011 for settlement primarily relates to reductions in deferred tax assets against which a tax reserve had been maintained and had no impact on the overall effective tax rate.

Staples is subject to U.S. federal income tax, as well as income tax of multiple state and foreign jurisdictions. The Company has substantially concluded all U.S. federal income tax matters for years through 2007. All material state, local and foreign income tax matters for years through 2002 have been substantially concluded.

Staples' continuing practice is to recognize interest and penalties related to income tax matters in income tax expense. The Company had $32.7 million and $30.1 million accrued for gross interest and penalties as of January 28, 2012 and January 29, 2011, respectively.

NOTE J—Equity Based Employee Benefit Plans

Staples offers its associates share ownership through certain equity based employee benefit plans, including the Amended and Restated 1998 Employee Stock Purchase Plan and the Amended and Restated International Employee Stock Purchase Plan (collectively the "Employee Stock Purchase Plans") and the Amended and Restated 2004 Stock Incentive Plan (the "2004 Plan").

In connection with certain equity based employee benefit plans, Staples included approximately $151.8 million, $146.9 million and $174.7 million in compensation expense for 2011, 2010 and 2009, respectively. The excess income tax benefit related to stock-based compensation was $1.8 million for 2011 and $8.8 million for 2009. There was no excess income tax benefit related to stock-based compensation for 2010. As of January 28, 2012, Staples had $186.5 million of unamortized stock-based compensation costs related to non-qualified stock options, restricted stock and restricted stock units, which will be expensed through August 2015.

Employee Stock Purchase Plans

In December 2011, the Company adopted the 2012 Employee Stock Purchase Plan, subject to shareholder approval, which authorizes a total of up to approximately 15.0 million shares of common stock to be sold to participating employees. Under this plan, participating employees may purchase shares of common stock at 85% of its fair market value at the beginning or end of an offering period, whichever is lower, through payroll deductions in an amount not to exceed 10% of an employee's annual base compensation.

Stock Award Plans

The 2004 Plan was implemented in July 2004 and replaced the amended and restated 1992 Equity Incentive Plan (the "1992 Plan") and the amended and restated 1990 Director Stock Option Plan (the "1990 Plan"). Unexercised options under both the 1992 Plan and the 1990 Plan remain outstanding. Under the 2004 Plan, Staples may issue up to 97.4 million shares of common stock to management and employees using various forms of awards, including, restricted stock and restricted stock units (collectively, "Restricted Shares"), nonqualified stock options and performance shares. The Restricted Shares are restricted in that they are non transferable (i.e. may not be sold until they vest). The nonqualified stock options cannot be exercised until they vest. Vesting of Restricted Shares and nonqualified stock options occurs over different periods depending on the terms of the individual award. Options outstanding under the Company's plans have an exercise price equal to the fair market value of the common stock on the date of grant. Options outstanding are exercisable at various percentages of the total shares subject to the option starting one year after the grant. All options expire ten years after the grant date, subject to earlier termination in the event of employment termination.

C-21

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Stock Options

Information with respect to stock options granted under the above plans is as follows:

	Number of Shares		Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term in Years	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at January 29, 2011	44,813,257		$	19.86
Granted	6,086,065		15.90
Exercised	(3,251,293	)	11.31
Canceled	(1,652,681	)	21.27
Outstanding at January 28, 2012	45,995,348		$	19.89	5.35	$	18,713
Exercisable at January 28, 2012	32,768,260		$	20.51	4.11	$	18,103
Vested or expected to vest at January 28, 2012	44,393,242		$	19.94	5.25	$	18,711

(1) The intrinsic value of the nonqualified stock options is the amount by which the market value of the underlying stock exceeds the exercise price of an option.

The total intrinsic value of options exercised during 2011, 2010 and 2009 were $14.6 million, $24.0 million and $60.8 million, respectively.

The weighted-average fair values of options and employee stock purchase plan shares granted during 2011, 2010 and 2009 were $3.58, $4.75 and $5.57, respectively.

For stock options granted on or after May 1, 2005, the fair value of each award is estimated on the date of grant using a binomial valuation model. The binomial model considers characteristics of fair value option pricing that are not available under the Black-Scholes model. Similar to the Black-Scholes model, the binomial model takes into account variables such as volatility, dividend yield rate and risk free interest rate. However, in addition, the binomial model considers the contractual term of the option, the probability that the option will be exercised prior to the end of its contractual life, and the probability of termination or retirement of the option holder in computing the value of the option. For these reasons, the Company believes that the binomial model provides a fair value that is more representative of actual experience and future expected experience than that value calculated using the Black-Scholes model.

The fair value of options granted in each year was estimated at the date of grant using the following weighted-average assumptions:

	2011		2010		2009
Risk free interest rate	2.1	%	2.3	%	2.1	%
Expected dividend yield	1.4	%	1.3	%	1.1	%
Expected stock volatility	28	%	31	%	35	%
Expected life of options	5.5 years		5.4 years		5.3 years

The expected stock volatility factor was calculated using an average of historical and implied volatility measures to reflect the different periods in the Company's history that would impact the value of the stock options granted to employees. The fair value of stock options is expensed over the applicable vesting period using the straight line method.

Restricted Shares

Beginning in fiscal 2006, the Company began issuing Restricted Shares to employees and directors as part of its regular equity compensation program. All shares underlying awards of Restricted Shares are restricted in that they are not transferable (i.e., they may not be sold) until they vest. Subject to limited exceptions, if the employees who received the Restricted Shares leave Staples prior to the vesting date for any reason, the Restricted Shares will be forfeited and returned to Staples. The fair value of restricted shares is expensed over the applicable vesting period using the straight line method. The following table summarizes the Company's grants of Restricted Shares in 2011:

C-22

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

	Number of Shares		Weighted-Average Grant Date Fair Value Per Share
Nonvested at January 29, 2011	14,271,158		$	20.62
Granted	8,377,845		15.93
Vested	(4,519,697	)	21.72
Canceled	(1,330,044	)	18.78
Nonvested at January 28, 2012	16,799,262		$	18.13

The total market value of Restricted Shares vested during 2011, 2010 and 2009 was $73.3 million, $96.5 million and $94.9 million, respectively.

Performance Shares

In fiscal 2006, the Company began granting performance shares which are restricted stock awards whose underlying shares are paid out and issued to the recipient only if the Company meets minimum performance targets. Some of these awards are subject to additional vesting requirements. For the 2009 performance share awards, payouts were based on 2009 earnings per share performance. The Company met the performance target that was established in 2009 and 0.5 million shares were awarded in March 2010, subject to vesting over a three year period.

In 2010, the Company switched from granting annual performance share awards and introduced a performance based long term cash incentive plan based on meeting minimum performance targets. The expense associated with these 2010 and 2011 awards is reflected as part of selling, general and administrative expense.

Although not a part of the annual grant cycle, in July 2010 the Company granted special performance shares totaling 0.6 million at target at $19.27 per share. These awards will payout only if the Company meets minimum performance objectives, which will be established in each year of a three year performance cycle. One-third of the target award will be applied as a target amount for each of the fiscal years within the performance cycle. No payout will occur until the completion of the three year performance cycle. Any shares that are paid out will also be subject to additional vesting requirements.

For fiscal year 2011 and 2010, 58% and 93% of the target shares were earned based on the extent to which the 2011 and 2010 objective were achieved.

Shares Available for Issuance

At January 28, 2012, 60.7 million shares of common stock were reserved for issuance under Staples' 2004 Plan, 401(k) Plan and employee stock purchase plans.

NOTE K—Pension and Other Retirement Plans

In connection with the acquisition of Corporate Express, Staples assumed the obligations under the pension plans Corporate Express sponsored. The pension plans cover certain employees in Europe and the United States. The benefits due to U.S. plan participants are frozen. A number of the defined benefit plans outside the U.S. are funded with plan assets that have been segregated in trusts. Contributions are made to these trusts, as necessary, to meet legal and other requirements.

In August 2010, the Company began sponsoring an unfunded post-retirement life insurance benefit plan, which provides benefits to eligible U.S. executives based on earnings, years of service and age at termination of employment.

C-23

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following table presents a summary of the total projected benefit obligation for the pension plans, the fair value of plan assets and the associated funded status recorded in the consolidated balance sheet at January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012								January 29, 2011
	Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status			Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status
Overfunded Plans:
International Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Total Overfunded Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Underfunded Plans:
U.S. Plans	$	(38,618	)	$	29,640	$	(8,978	)	$	(33,431	)	$	28,451	$	(4,980	)
International Plans	(136,542		)	102,241		(34,301		)	(130,314		)	99,415		(30,899		)
Total Underfunded Plans	$	(175,160	)	$	131,881	$	(43,279	)	$	(163,745	)	$	127,866	$	(35,879	)

The following tables present a summary of the total net cost recorded in the consolidated statement of income for the pension and post-retirement life insurance benefit plans for 2011, 2010 and 2009 (in thousands):

	2011
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,987		$	9,987		$	1,765
Interest cost	1,864			42,934			44,798			1,479
Expected return on plan assets	(1,686		)	(58,903		)	(60,589		)	—
Amortization of actuarial losses	—			1,461			1,461			1,716
Net periodic pension expense (income)	$	178		$	(4,521	)	$	(4,343	)	$	4,960

	2010
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	10,717		$	10,717		$	895
Interest cost	1,841			37,718			39,559			695
Expected return on plan assets	(1,735		)	(61,361		)	(63,096		)	—
Amortization of actuarial losses	2			3,991			3,993			—
Net periodic pension expense (income)	$	108		$	(8,935	)	$	(8,827	)	$	1,590

	2009
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,641		$	9,641		$	—
Interest cost	1,868			47,962			49,830			—
Expected return on plan assets	(1,507		)	(57,531		)	(59,038		)	—
Amortization of actuarial losses	—			9,328			9,328			—
Net periodic pension expense	$	361		$	9,400		$	9,761		$	—

C-24

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following table presents the changes in benefit obligations during 2010 and 2011 (in thousands):

	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Projected benefit obligation at January 30, 2010	$	32,178		$	903,807		$	935,985		$	—
Service cost	—			10,717			10,717			895
Interest cost	1,841			37,718			39,559			695
Plan participants' contributions	—			1,427			1,427			—
Actuarial losses	761			22,049			22,810			—
Benefits paid	(1,349		)	(47,551		)	(48,900		)	—
Prior service cost	—			—			—			23,691
Other	—			(3,202		)	(3,202		)	—
Currency translation adjustments	—			(13,723		)	(13,723		)	—
Projected benefit obligation at January 29, 2011	$	33,431		$	911,242		$	944,673		$	25,281
Service cost	—			9,987			9,987			1,765
Interest cost	1,864			42,934			44,798			1,479
Plan participants' contributions	—			1,455			1,455			—
Actuarial losses	4,816			37,388			42,204			9,264
Benefits paid	(1,493		)	(55,668		)	(57,161		)	(491		)
Other	—			11,031			11,031			—
Currency translation adjustments	—			(42,579		)	(42,579		)	—
Projected benefit obligation at January 28, 2012	$	38,618		$	915,790		$	954,408		$	37,298

The accumulated benefit obligation for the U.S. Plans and International Plans at January 28, 2012 was $38.6 million and $889.5 million, respectively. The accumulated benefit obligation for the U.S. Plans and International Plans at January 29, 2011 was $33.4 million and $885.8 million, respectively. The accumulated benefit obligation for the post-retirement benefit obligation was $37.3 million and $25.3 million at January 28, 2012 and January 29, 2011, respectively.

C-25

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following table presents the changes in pension plan assets for each of the defined benefit pension plans during 2010 and 2011 (in thousands):

	U.S. Plans			International Plans			Total
Fair value of plan assets at January 30, 2010	$	24,836		$	995,957		$	1,020,793
Actual return on plan assets	3,760			116,697			120,457
Employer's contributions	1,206			13,504			14,710
Plan participants' contributions	—			1,427			1,427
Benefits paid	(1,349		)	(47,551		)	(48,900		)
Amortization of unrecognized losses	(2		)	(3,991		)	(3,993		)
Currency translation adjustments	—			(13,224		)	(13,224		)
Fair value of plan assets at January 29, 2011	$	28,451		$	1,062,819		$	1,091,270
Actual return on plan assets	1,521			85,889			87,410
Employer's contributions	1,161			10,987			12,148
Plan participants' contributions	—			1,455			1,455
Benefits paid	(1,493		)	(55,668		)	(57,161		)
Other	—			11,031			11,031
Amortization of unrecognized losses	—			(1,461		)	(1,461		)
Currency translation adjustments	—			(50,383		)	(50,383		)
Fair value of plan assets at January 28, 2012	$	29,640		$	1,064,669		$	1,094,309

The funded status for the U.S. Plans and International Pension Plans at January 28, 2012 was $9.0 millionunderfunded and $148.9 millionoverfunded, respectively. The funded status for the U.S. Plans and International Pension Plans at January 29, 2011 was $5.0 millionunderfunded and $151.6 millionoverfunded, respectively.

Amounts recognized in the consolidated balance sheet consist of the following (in thousands):

	January 28, 2012
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	183,180		$	183,180		$	—
Accrued benefit liability (included in other long-term obligations)	(8,978		)	(34,301		)	(43,279		)	(37,298		)
Accumulated other comprehensive loss	7,638			119,377			127,015			30,389
Net amount recognized	$	(1,340	)	$	268,256		$	266,916		$	(6,909	)

	January 29, 2011
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	182,476		$	182,476		$	—
Accrued benefit liability (included in other long-term obligations)	(4,980		)	(30,899		)	(35,879		)	(25,281		)
Accumulated other comprehensive loss	2,655			105,613			108,268			21,616
Net amount recognized	$	(2,325	)	$	257,190		$	254,865		$	(3,665	)

Amounts recognized in accumulated other comprehensive loss that have not yet been recognized as components of net periodic pension and post-retirement costs at January 28, 2012 and January 29, 2011 are comprised of actuarial losses and prior service costs.

C-26

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The amount of accumulated other comprehensive loss expected to be recognized as components of net periodic pension and post-retirement benefit costs during 2012 is approximately $2.0 million and $2.1 million, respectively.

There were no significant amendments to any of the Company's defined benefit pension plans or the post-retirement life insurance benefit plan in 2011 or 2010 that would have had a material effect on the consolidated statement of income in these periods.

Assumptions Used to Determine Plan Financial Information

The valuation of benefit obligations and net periodic pension and post-retirement benefit cost uses participant-specific information such as salary, age and years of service, as well as certain assumptions, the most significant of which include estimates of discount rates, expected return on plan assets, rate of compensation increases, interest rates and mortality rates.

The following table presents the assumptions used to measure the net periodic cost and the year-end benefit obligations for the defined benefit pension and post-retirement benefit plans for 2011, 2010 and 2009:

	2011
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.7	%	4.8	%	4.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	4.7	%	4.3	%	4.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

	2010
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.9	%	4.6	%	5.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.7	%	4.8	%	5.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

C-27

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

	2009
	Pension Plans
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	6.8	%	5.8	%
Expected return on plan assets	7.0	%	6.4	%
Rate of compensation increase	—	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.9	%	4.5	%
Rate of compensation increase	—	%	2.1	%
Rate of pension increase	—	%	1.1	%

The following table shows the effect on pension obligations at January 28, 2012 of a change in discount rate and other assumptions (in thousands):

	Change in Discount Rate
	(.25%)		No change			0.25%
Change in rate of compensation increase:
(.25%)	$	26,074	$	(1,616	)	$	(27,452	)
No change	27,563		—			(26,087		)
0.25%	29,412		1,580			(24,763		)
Change in rate of pension increase:
(.25%)	$	4,792	$	(21,879	)	$	(46,810	)
No change	27,563		—			(26,087		)
0.25%	51,876		22,930			(4,517		)

The discount rate used is the interest rate on high quality (AA rated) corporate bonds that have a maturity approximating the term of the related obligations. In estimating the expected return on plan assets, appropriate consideration is taken into account of the historical performance for the major asset classes held, or anticipated to be held, by the applicable pension funds and of current forecasts of future rates of return for those asset classes.

Staples' investment strategy for worldwide pension plan assets is to seek a competitive rate of return relative to an appropriate level of risk depending on the funded status of each plan. The majority of the plans' investment managers employ active investment management strategies with the goal of outperforming the broad markets in which they invest. Risk management practices include diversification across asset classes and investment styles and periodic rebalancing toward asset allocation targets. A portion of the currency risk related to investments in equity securities, real estate and debt securities is hedged.

The target allocation reflects a risk/return profile Staples feels is appropriate relative to each plan's liability structure and return goals. Staples conducts periodic asset-liability studies for the plan assets in order to model various potential asset allocations in comparison to each plan's forecasted liabilities and liquidity needs.

Outside the United States, asset allocation decisions are typically made by an independent board of trustees. As in the U.S., investment objectives are designed to generate returns that will enable the plan to meet its future obligations. In some countries local regulations require adjustments in asset allocation, typically leading to a higher percentage in fixed income than would otherwise be deployed. Staples acts in a consulting and governance role via its board representatives in reviewing investment strategy, with final decisions on asset allocation and investment managers made by local trustees.

C-28

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The Company's pension plans' actual and target asset allocations at January 28, 2012 and January 29, 2011 are as follows:

	January 28, 2012
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	36	%	31	%	31	%	40	%	39	%	39	%
Debt securities	57	%	49	%	49	%	60	%	47	%	47	%
Real estate	7	%	8	%	8	%	—	%	8	%	8	%
Cash	—	%	5	%	5	%	—	%	—	%	—	%
Other	—	%	7	%	7	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

	January 29, 2011
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	41	%	33	%	33	%	36	%	39	%	39	%
Debt securities	59	%	49	%	49	%	64	%	48	%	48	%
Real estate	—	%	9	%	9	%	—	%	7	%	7	%
Cash	—	%	3	%	3	%	—	%	—	%	—	%
Other	—	%	6	%	6	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

No pension plan assets are expected to be returned to the Company during 2012.

Information on Fair Value of Plan Assets

The fair values of the Company's pension plan assets at January 28, 2012 by asset category are as follows (in thousands):

	U.S. Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	10,731	$	10,731	$	—	$	—
Debt securities(2)	16,703		6,765		—		9,938
Real estate(3)	2,206		2,206		—		—
Total	$	29,640	$	19,702	$	—	$	9,938

C-29

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

	International Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	323,373	$	295,455	$	27,918	$	—
Debt securities(2)	524,357		517,346		7,011		—
Real estate(3)	88,871		80,824		8,047		—
Cash	56,980		56,980		—		—
Other(4)	71,088		15,026		56,062		—
Total	$	1,064,669	$	965,631	$	99,038	$	—

(1) This category includes investments in equity securities of large, small and medium sized companies in the U.S. and in foreign companies, including those in developing countries. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(2) This category includes investments in investment grade fixed income instrument, U.S. dollar denominated debt securities of emerging market issuers and high yield fixed-income securities that are rated below investment grade. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is issued to value the fund.

(3) This category includes investments in mortgage-backed and asset-backed securities. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(4) This category includes commodities of approximately $49.9 million and non-separated investments with insurance companies of approximately $13.1 million.

The change in the fair value for the pension assets valued using significant unobservable inputs (Level 3) was due to the following:

	U.S. Plans
Balance at January 29, 2011	$	10,129
Actual Return on Plan Assets:
Relating to assets still held at the reporting date	536
Relating to assets sold during the period	—
Purchases, sales and settlements	(727		)
Balance at January 28, 2012	$	9,938

Expected Benefit Payments and Contributions

The following table presents the expected benefit payments to pension plan participants for the next five years, and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,674	$	52,766	$	54,440
2013	1,718		52,025		53,743
2014	1,827		52,621		54,448
2015	1,941		53,361		55,302
2016	2,045		52,907		54,952
2017-2021	11,974		258,290		270,264

These payments have been estimated based on the same assumptions used to measure the plans' projected benefit obligation at January 28, 2012 and include benefits attributable to estimated future compensation increases for the pension plans.

The 2012 expected benefit payments to plan participants not covered by the respective plan assets (that is, underfunded plans) represent a component of other long-term obligations in the consolidated balance sheet.

C-30

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following table presents, based on current assumptions, the Company's expected contributions for the next five years and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,366	$	13,341	$	14,707
2013	1,483		13,715		15,198
2014	1,483		13,771		15,254
2015	1,465		13,860		15,325
2016	1,465		14,242		15,707
2017-2021	5,804		76,274		82,078

There are no expected benefit payments and contributions associated with the other post-retirement benefit plans.

Employees' 401(k) Savings Plan and Other Defined Contribution Plans

Staples' Employees' 401(k) Savings Plan (the "401(k) Plan") is available to all United States based employees of Staples who meet minimum age and length of service requirements. Beginning in 2009, contributions to the 401(k) Plan are made in cash and vest ratably over a five year period. The Supplemental Executive Retirement Plan (the "SERP Plan"), which is similar in many respects to the 401(k) Plan, is available to certain Company executives and other highly compensated employees, whose contributions to the 401(k) Plan are limited, and allows such individuals to supplement their contributions to the 401(k) Plan by making pre-tax contributions to the SERP Plan. Company contributions to the SERP Plan are based on a similar matching formula and vesting period.

The expense associated with the Company's match for the Staples 401(k) Savings Plan and for contributions made related to certain foreign defined contribution plans for 2011, 2010 and 2009 was $41.2 million, $35.6 million and $36.3 million, respectively.

NOTE L—Stockholders' Equity

Repurchase Program

On June 7, 2010, the Company resumed the share repurchase program which went into effect in the second quarter of 2007 (the "2007 Repurchase Plan"), allowing for the repurchase of $1.5 billion of Staples' common stock. Under the 2007 Repurchase Plan, a total of $1.28 billion was used to repurchase shares and $218.4 million was remaining when the plan was terminated and replaced by a new program in September 2011.

On September 13, 2011, the Company announced a new repurchase program that had been approved by the Board of Directors in September 2011 (the "2011 Repurchase Plan"). Under the 2011 Repurchase Plan, the Company was authorized to repurchase up to $1.5 billion of common stock in both open market and privately negotiated transactions. The program has no expiration date and may be suspended or discontinued at any time. Under the 2011 Repurchase Plan, a total of $182.5 million was used to repurchase 12.6 million shares as of January 28, 2012. The Company has the authority to repurchase up to $1.32 billion under the share repurchase program as of January 28, 2012.

Outstanding Shares

The following summarizes the activity related to our outstanding shares (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Outstanding at beginning of fiscal year	709,458		718,010		704,907
Repurchases	(37,315	)	(17,817	)	—
Releases	3,387		3,574		2,988
Issuance of stock for exercises of common stock options and sales under Employee Stock Purchase Plans	7,081		5,691		10,115
Outstanding at end of fiscal year	682,611		709,458		718,010

C-31

NOTE M—Computation of Earnings per Common Share

The computation of basic and diluted earnings per share for 2011, 2010 and 2009 is as follows (in thousands, except per share data):

	2011		2010		2009
Numerator:
Net income attributed to Staples, Inc.	$	984,656	$	881,948	$	738,671
Denominator:
Weighted-average common shares outstanding	694,986		715,596		709,744
Effect of dilutive securities:
Employee stock options, Restricted Shares and Performance Shares	9,033		10,624		12,094
Weighted-average common shares outstanding assuming dilution	704,019		726,220		721,838
Basic earnings per common share	$	1.42	$	1.23	$	1.04
Diluted earnings per common share	$	1.40	$	1.21	$	1.02

Options to purchase shares of common stock are excluded from the calculation of diluted earnings per share when their inclusion would have an anti-dilutive effect on the calculation. Options to purchase 41.3 million shares, 13.3 million shares and 12.7 million shares of Staples common stock were excluded from the calculation of diluted earnings per share for 2011, 2010 and 2009, respectively.

NOTE N—Segment Reporting

Staples has three reportable segments: North American Delivery, North American Retail and International Operations. The North American Delivery segment consists of the U.S. and Canadian businesses that sell and deliver office products and services directly to consumers and businesses and includes Staples Advantage, Staples.com and Quill.com. The North American Retail segment consists of the U.S. and Canadian businesses that operate stores that sell office products and services. The International Operations segment consists of businesses that operate stores and that sell and deliver office products and services directly to consumers and businesses in 24 countries in Europe, Australia, South America and Asia.

Staples evaluates performance and allocates resources based on profit or loss from operations before integration and restructuring costs, stock-based compensation, interest and other expense, non-recurring items and the impact of changes in accounting principles ("business unit income"). The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies in Note A. Intersegment sales and transfers are recorded at Staples' cost; therefore, there is no intercompany profit or loss recognized on these transactions.

Staples' North American Delivery and North American Retail segments are managed separately because the way they market products is different, the classes of customers they service may be different and the distribution methods used to deliver products to customers are different. The International Operations are considered a separate reportable segment because of the significant differences in the operating environment from the North American operations.

C-32

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following is a summary of sales, business unit income, and significant accounts and balances by reportable segment (in thousands):

	2011		2010		2009
Sales:
North American Delivery	$	10,056,011	$	9,849,218	$	9,640,390
North American Retail	9,660,847		9,529,757		9,364,190
International Operations	5,305,334		5,166,138		5,270,871
Total segment sales	$	25,022,192	$	24,545,113	$	24,275,451
Business Unit Income:
North American Delivery	$	877,867	$	841,429	$	786,723
North American Retail	804,396		770,122		774,529
International Operations	97,993		166,606		122,028
Business unit income	1,780,256		1,778,157		1,683,280
Depreciation & Amortization:
North American Delivery	$	149,826	$	157,960	$	175,058
North American Retail	199,885		217,177		229,362
International Operations	132,345		123,726		148,021
Total depreciation & amortization	$	482,056	$	498,863	$	552,441
Capital Expenditures:
North American Delivery	$	131,295	$	140,247	$	93,309
North American Retail	169,652		183,828		133,161
International Operations	82,707		84,814		86,758
Total capital expenditures	$	383,654	$	408,889	$	313,228

The following is a reconciliation of total business unit income to consolidated income before income taxes (in thousands):

	2011			2010			2009
Total business unit income	$	1,780,256		$	1,778,157		$	1,683,280
Stock-based compensation	(151,822		)	(146,879		)	(174,691		)
Integration and restructuring costs	—			(57,765		)	(84,244		)
Impact of wage and hour settlement	—			—			(42,000		)
Interest and other expense, net	(169,293		)	(216,918		)	(226,451		)
Consolidated income before income taxes	$	1,459,141		$	1,356,595		$	1,155,894

The following table shows our assets by reportable segment (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Assets:
North American Delivery	$	4,725,434	$	4,999,421	$	4,998,220
North American Retail	3,313,281		3,165,648		3,145,853
International Operations	5,391,907		5,746,598		5,573,261
Total consolidated assets	$	13,430,622	$	13,911,667	$	13,717,334

C-33

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

The following table shows our sales by each major category as a percentage of total sales for the periods indicated:

	Fiscal Year Ended
	January 28, 2012		January 29, 2011		January 30, 2010
Office supplies	43.9	%	43.3	%	43.1	%
Services	6.0	%	5.5	%	5.2	%
Office machines and related products	30.1	%	30.7	%	31.3	%
Computers and related products	15.0	%	15.3	%	15.2	%
Office furniture	5.0	%	5.2	%	5.2	%
	100.0	%	100.0	%	100.0	%

Geographic Information:

	2011		2010		2009
Sales:
United States	$	16,643,255	$	16,462,822	$	16,343,340
Canada	3,073,603		2,916,153		2,661,238
International	5,305,334		5,166,138		5,270,873
Total consolidated sales	$	25,022,192	$	24,545,113	$	24,275,451

	January 28, 2012		January 29, 2011		January 29, 2011
Long-lived Assets:
United States	$	3,381,719	$	3,461,083	$	3,561,702
Canada	274,679		281,555		263,761
International	2,875,846		3,023,609		3,028,198
Total consolidated long-lived assets	$	6,532,244	$	6,766,247	$	6,853,661

NOTE O—Guarantor Subsidiaries

Under the terms of the Company's November 2014 Revolving Credit Facility, the October 2012 Notes and the January 2014 Notes, the Guarantor Subsidiaries (as defined in Note E) guarantee repayment of the debt. The debt is fully and unconditionally guaranteed on an unsecured, joint and several basis by the Guarantor Subsidiaries. The term of guarantees is equivalent to the term of the related debt. The following condensed consolidating financial data is presented for the holders of the October 2012 Notes and the January 2014 Notes and illustrates the composition of Staples, Inc. (the "Parent Company"), Guarantor Subsidiaries, and non-guarantor subsidiaries as of January 28, 2012 and January 29, 2011 and for the years ended January 28, 2012, January 29, 2011 and January 30, 2010. The Guarantor Subsidiaries are wholly owned by Staples, Inc. The non-guarantor subsidiaries represent more than an inconsequential portion of the consolidated assets and revenues of Staples.

Investments in subsidiaries are accounted for by the Parent Company on the equity method for purposes of the supplemental consolidating presentation. Earnings of subsidiaries are, therefore, reflected in the Parent Company's investment accounts and earnings. The principal elimination entries eliminate the Parent Company's investment in subsidiaries and intercompany balances and transactions.

C-34

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Condensed Consolidating Balance Sheet

January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	385,279		$	43,323	$	835,547	$	—		$	1,264,149
Merchandise inventories, net	—			1,437,074		994,771		—			2,431,845
Other current assets	68,608			1,188,378		1,337,840		—			2,594,826
Total current assets	453,887			2,668,775		3,168,158		—			6,290,820
Net property, equipment and other assets	671,787			1,165,840		1,320,045		—			3,157,672
Goodwill	1,644,728			156,303		2,181,099		—			3,982,130
Investment in affiliates and intercompany, net	5,951,426			6,935,956		10,988,680		(23,876,062		)	—
Total assets	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622
Total current liabilities	$	(13,544	)	$	2,314,411	$	1,773,411	$	—		$	4,074,278
Total long-term liabilities	1,713,159			195,852		425,120		—			2,334,131
Total stockholders' equity	7,022,213			8,416,611		15,459,451		(23,876,062		)	7,022,213
Total liabilities and stockholders' equity	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622

Condensed Consolidating Balance Sheet

As of January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	406,821	$	38,298	$	1,016,138	$	—		$	1,461,257
Merchandise inventories, net	—		1,396,667		962,506		—			2,359,173
Other current assets	64,699		1,147,433		1,435,605		—			2,647,737
Total current assets	471,520		2,582,398		3,414,249		—			6,468,167
Net property, equipment and other assets	742,833		1,246,194		1,381,311		—			3,370,338
Goodwill	1,617,937		154,527		2,300,698		—			4,073,162
Investment in affiliates and intercompany, net	6,691,832		4,783,397		7,001,204		(18,476,433		)	—
Total assets	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667
Total current liabilities	$	875,100	$	1,454,741	$	1,963,752	$	—		$	4,293,593
Total long-term liabilities	1,697,841		562,027		407,025		—			2,666,893
Total stockholders' equity	6,951,181		6,749,748		11,726,685		(18,476,433		)	6,951,181
Total liabilities and stockholders' equity	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667

C-35

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Condensed Consolidating Statement of Income

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	15,303,379	$	9,718,813		$	—		$	25,022,192
Cost of goods sold and occupancy costs	11,328			11,383,452		6,885,584			—			18,280,364
Gross (loss) profit	(11,328		)	3,919,927		2,833,229			—			6,741,828
Operating and other (income) expenses	(995,984		)	3,096,381		2,181,477			1,000,813			5,282,687
Consolidated income (loss) before income taxes	984,656			823,546		651,752			(1,000,813		)	1,459,141
Income tax expense	—			307,177		168,131			—			475,308
Consolidated net income (loss)	984,656			516,369		483,621			(1,000,813		)	983,833
Loss attributed to the noncontrolling interests	—			—		(823		)	—			(823		)
Net income (loss) attributed to Staples, Inc.	$	984,656		$	516,369	$	484,444		$	(1,000,813	)	$	984,656

Condensed Consolidating Statement of Income

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	14,900,355	$	9,644,758	$	—		$	24,545,113
Cost of goods sold and occupancy costs	11,277			11,126,849		6,800,832		—			17,938,958
Gross (loss) profit	(11,277		)	3,773,506		2,843,926		—			6,606,155
Operating and other (income) expenses	(893,225		)	3,072,351		2,154,558		915,876			5,249,560
Consolidated income (loss) before income taxes	881,948			701,155		689,368		(915,876		)	1,356,595
Income tax expense	—			318,705		149,321		—			468,026
Consolidated net income (loss)	881,948			382,450		540,047		(915,876		)	888,569
Income attributed to the noncontrolling interests	—			—		6,621		—			6,621
Net income (loss) attributed to Staples, Inc.	$	881,948		$	382,450	$	533,426	$	(915,876	)	$	881,948

C-36

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Condensed Consolidating Statement of Income

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	13,577,862	$	10,697,589	$	—		$	24,275,451
Cost of goods sold and occupancy costs	11,324			10,043,973		7,746,251		—			17,801,548
Gross (loss) profit	(11,324		)	3,533,889		2,951,338		—			6,473,903
Operating and other (income) expenses	(749,995		)	2,956,530		2,261,707		849,767			5,318,009
Consolidated income (loss) before income taxes	738,671			577,359		689,631		(849,767		)	1,155,894
Income tax expense	—			174,152		224,631		—			398,783
Consolidated net income (loss)	738,671			403,207		465,000		(849,767		)	757,111
Income attributed to the noncontrolling interests	—			—		18,440		—			18,440
Net income (loss) attributed to Staples, Inc.	$	738,671		$	403,207	$	446,560	$	(849,767	)	$	738,671

Condensed Consolidating Statement of Cash Flows

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,334,183		$	197,956		$	44,336		$	1,576,475
Investing activities:
Acquisition of property and equipment	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Cash used in investing activities	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	73,866			—			—			73,866
Proceeds from borrowings	93,856			12,378			195,609			301,843
Payments on borrowings, including payment of deferred financing fees	(567,419		)	—			(253,212		)	(820,631		)
Purchase of noncontrolling interest	—			—			(10,000		)	(10,000		)
Cash dividends paid	(277,936		)	—			—			(277,936		)
Excess tax benefits from stock-based compensation arrangements	812			841			152			1,805
Purchase of treasury stock, net	(629,041		)	—			—			(629,041		)
Cash (used in) provided by financing activities	(1,305,862		)	13,219			(67,451		)	(1,360,094		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(29,835		)	(29,835		)
Net (decrease) increase in cash and cash equivalents	(21,542		)	5,025			(180,591		)	(197,108		)
Cash and cash equivalents at beginning of period	406,821			38,298			1,016,138			1,461,257
Cash and cash equivalents at end of period	$	385,279		$	43,323		$	835,547		$	1,264,149

C-37

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Condensed Consolidating Statement of Cash Flows

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	479,783		$	198,293		$	768,415		$	1,446,491
Investing activities:
Acquisition of property and equipment	(56,984		)	(214,319		)	(137,586		)	(408,889		)
Acquisition of businesses, net of cash acquired	—			—			(63,066		)	(63,066		)
Cash used in investing activities	(56,984		)	(214,319		)	(200,652		)	(471,955		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	85,429			—			—			85,429
Proceeds from borrowings	71,033			—			130,533			201,566
Payments on borrowings	(96,207		)	—			(111,271		)	(207,478		)
Cash dividends paid	(258,746		)	—			—			(258,746		)
Purchase of noncontrolling interest	—			—			(360,595		)	(360,595		)
Purchase of treasury stock, net	(398,582		)	—			—			(398,582		)
Cash used in financing activities	(597,073		)	—			(341,333		)	(938,406		)
Effect of exchange rate changes on cash and cash equivalents	—			—			9,308			9,308
Net (decrease) increase in cash and cash equivalents	(174,274		)	(16,026		)	235,738			45,438
Cash and cash equivalents at beginning of period	581,095			54,324			780,400			1,415,819
Cash and cash equivalents at end of period	$	406,821		$	38,298		$	1,016,138		$	1,461,257

C-38

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

Condensed Consolidating Statement of Cash Flows

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,709,923		$	159,872		$	214,413		$	2,084,208
Investing activities:
Acquisition of property and equipment	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Cash used in investing activities	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Financing activities:
Payments on issuance of commercial paper	(1,195,557		)	—			—			(1,195,557		)
Proceeds from borrowings	869,380			—			342,044			1,211,424
Payments on borrowings, including payment of deferred financing fees	(721,044		)	—			(224,289		)	(945,333		)
Purchase of treasury stock, net	(30,661		)	—			—			(30,661		)
Excess tax benefits from stock-based compensation arrangements	3,452			5,053			258			8,763
Cash dividends paid	(236,874		)	—			—			(236,874		)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	150,958			—			—			150,958
Cash (used in) provided by financing activities	(1,160,346		)	5,053			118,013			(1,037,280		)
Effect of exchange rate changes on cash and cash equivalents	—			—			48,345			48,345
Net increase in cash and cash equivalents	506,840			9,241			265,964			782,045
Cash and cash equivalents at beginning of period	74,255			45,083			514,436			633,774
Cash and cash equivalents at end of period	$	581,095		$	54,324		$	780,400		$	1,415,819

NOTE P—Subsequent Events

Subsequent events have been evaluated through the date the financial statements were issued and no events or transactions have occurred that require disclosure or adjustment to these consolidated financial statements.

NOTE Q—Quarterly Summary (Unaudited)

	(In thousands, except per share amounts)
	First Quarter		Second Quarter(1)		Third Quarter		Fourth Quarter
Fiscal Year Ended January 28, 2012
Sales	$	6,172,938	$	5,819,612	$	6,569,927	$	6,459,715
Gross profit	1,636,393		1,540,380		1,832,781		1,732,274
Net income attributed to Staples, Inc.	198,245		176,438		326,380		283,593
Basic earnings per common share	$	0.28	$	0.25	$	0.47	$	0.41
Diluted earnings per share	$	0.28	$	0.25	$	0.47	$	0.41

C-39

STAPLES, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (continued)

	First Quarter(2)		Second Quarter(3)		Third Quarter(4)		Fourth Quarter(5)
Fiscal Year Ended January 29, 2011
Sales	$	6,057,795	$	5,534,240	$	6,537,676	$	6,415,402
Gross profit	1,619,055		1,462,708		1,803,748		1,720,644
Net income attributed to Staples, Inc.	188,770		129,756		288,680		274,742
Basic earnings per common share	$	0.26	$	0.18	$	0.40	$	0.39
Diluted earnings per share	$	0.26	$	0.18	$	0.40	$	0.38

(1) Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

(2) Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(3) Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(4) Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

(5) Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

C-40

(9) Item 15(a)2

Staples, Inc.

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS

Accounts Receivable Allowance for Doubtful Accounts

Valuation and qualifying account information related to operations is as follows (in thousands):

	Balance at Beginning of Period		Additions Charged to Expense		Deductions— Write-offs, Payments and Other Adjustments		Balance at End of Period
Fiscal year ended:
January 30, 2010	$	57,293	$	45,754	$	40,023	$	63,024
January 29, 2011	63,024		20,679		28,355		55,348
January 28, 2012	55,348		23,622		33,008		45,962

C-41

EXHIBIT INDEX

Exhibit No.	Description
3.1^	Restated Certificate of Incorporation, dated as of September 29, 2008. Filed as Exhibit 3.1 to the Company's Form 10-Q for the quarter ended November 1, 2008.
3.2^	Amended and Restated By-laws of the Company, as amended, dated March 10, 2009.
4.1^	Indenture, dated September 30, 2002, for the 7.375% Senior Notes due 2012, by and among the Company, the Guarantor Subsidiaries and HSBC Bank USA. Filed as Exhibit 4.1 to the Company's Form 8-K filed on October 8, 2002.
4.2^	First Supplemental Indenture (7.375% Senior Notes), entered into as of February 1, 2004, to Indenture, dated as of September 30, 2002, by and among the Company, the Subsidiary Guarantors, the Initial Subsidiary Guarantors and HSBC Bank. Filed as Exhibit 4.1 to the Company's Form 10-Q for the quarter ended May 1, 2004.
4.3^	Indenture, dated January 15, 2009, for the 9.75% Senior Notes due 2014, by and among the Company, the Guarantor Subsidiaries and HSBC Bank (USA) Inc. Filed as Exhibit 4.1 to the Company's Form 8-K filed on January 21, 2009.
4.4^	Form of 9.75% Senior Note due 2014. Filed as Exhibit 4.2 to the Company's Form 8-K filed on January 21, 2009.
10.1^	Credit Agreement, dated November 4, 2010, by and among Staples, Inc., the lenders named therein, Bank of America, N.A., as Administrative Agent, Barclays Capital and HSBC Bank USA, National Association, as Co-Syndication Agents, and Wells Fargo Bank, National Association and JPMorgan Chase Bank, N.A., as Co-Documentation Agents, with Merrill Lynch, Pierce Fenner & Smith Incorporated, Barclays Capital and HSBC Securities (USA) Inc. having acted as joint lead arrangers and joint bookrunners (including schedules and exhibits). Filed as Exhibit 10.1 to the Company's Form 8-K filed on November 4, 2010
10.2^	Amended and Restated Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company, Banc of America Securities LLC and the other parties thereto. Filed as Exhibit 10.4 to the Company's Form 10-Q for the quarter ended on August 2, 2008.
10.3^	Amended and Restated Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company, Lehman Brothers Inc. and the other parties thereto. Filed as Exhibit 10.5 to the Company's Form 10-Q for the quarter ended on August 2, 2008.
10.4^	Letter, dated as of September 29, 2008, assigning Lehman Brothers Inc. interests to Barclays Capital Inc., for the Amended and Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company, Lehman Brothers Inc. and the other parties thereto. Filed as Exhibit 10.5 to the Company's Form 10-Q for the quarter ended on November 1, 2008.
10.5^	Commercial Paper Dealer Agreement, dated as of September 19, 2008, among the Company, JP Morgan Securities Inc. and the other parties thereto. Filed as Exhibit 10.6 to the Company's Form 10-Q for the quarter ended on November 1, 2008.
10.6*^	Amended and Restated 2004 Stock Incentive Plan, as amended. Filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended on October 30, 2010.
10.7*^	Form of Non-Employee Director Restricted Stock Award Agreement (Initial Grant) under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.15 to the Company's Form 10-K for the fiscal year ended on January 31, 2009.
10.8*^	Form of Non-Employee Director Restricted Stock Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended on April 30, 2011.
10.9*^	Form of Non-Employee Director Stock Option Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended on April 30, 2011.
10.10*^	Form of Non-Employee Director Restricted Stock Unit Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.12 to the Company's Form 10-K for the fiscal year ended January 30, 2010.

D-1

Exhibit No.	Description
10.11*^	Form of Restricted Stock Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended on May 1, 2010.
10.12*^	Form of Non-Qualified Stock Option Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended on May 1, 2010.
10.13*^	Form of Performance Share Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended on July 31, 2010.
10.14*^	Form of Performance Share Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as Exhibit 10.3 to the Company's Form 8-K filed on June 10, 2009.
10.15*^**	Performance Share Award Agreement, dated as of March 8, 2007, by and between the Company and Ronald L. Sargent. Filed as Exhibit 10.6 to the Company's Form 10-Q for the quarter ended May 5, 2007.
10.16*^	Restricted Stock Award Agreement, dated as of March 8, 2007, by and between the Company and Ronald L. Sargent. Filed as Exhibit 10.7 to the Company's Form 10-Q for the quarter ended May 5, 2007.
10.17*^	Amended and Restated 1992 Equity Incentive Plan, as amended. Filed as Exhibit 10.21 to the Company's Form 10-K for the fiscal year ended February 2, 2008.
10.18*^	Amended and Restated 1990 Director Stock Option Plan, as amended. Filed as Exhibit 10.22 to the Company's Form 10-K for the fiscal year ended February 2, 2008.
10.19*^	1997 United Kingdom Company Share Option Scheme. Filed as Exhibit 10.3 to the Company's Form 10-K for the fiscal year ended on January 31, 1998.
10.20*^	1997 UK Savings Related Share Option Scheme. Filed as Exhibit 10.5 to the Company's Form 10-K for the fiscal year ended on February 1, 2003.
10.21*^	Amended and Restated 1998 Employee Stock Purchase Plan, as amended. Filed as Exhibit 10.1 to the Company's Form 8-K filed on June 10, 2009.
10.22*^	Amended and Restated International Employee Stock Purchase Plan, as amended. Filed as Exhibit 10.2 to the Company's Form 8-K filed on June 10, 2009.
10.23*+	2012 Employee Stock Purchase Plan.
10.24*^	Non-Management Director Compensation Summary. Filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended April 30, 2011.
10.25*^	Executive Officer Incentive Plan for fiscal years 2008 through 2012. Filed as Exhibit 10.3 to the Company's Form 8-K filed on June 13, 2008.
10.26*^	Amendment to Executive Officer Incentive Plan. Filed as Exhibit 10.4 to the Company's Form 10-Q for the quarter ended on May 1, 2010.
10.27*^	Staples, Inc. Long Term Cash Incentive Plan. Filed as Exhibit 10.1 to the Company's Form 8-K filed on June 11, 2010.
10.28*^	Form of Severance Benefits Agreement signed by executive officers of the Company. Filed as Exhibit 10.4 to the Company's Form 10-Q for the quarter ended on April 29, 2006.
10.29*^	Form of Non-Compete and Non-Solicitation Agreement signed by executive officers of the Company. Filed as Exhibit 10.6 to the Company's Form 10-K for the fiscal year ended January 29, 2000.
10.30*^	Form of Proprietary and Confidential Information Agreement signed by executive officers of the Company. Filed as Exhibit 10.30 to the Company's Form 10-K for the fiscal year ended on February 1, 2003.
10.31*^	Form of Indemnification Agreement signed by executive officers and directors of the Company. Filed as Exhibit 10.34 to the Company's Form 10-K for the fiscal year ended on January 31, 2009.
10.32*+	Form of Outside Directorship Agreement.
10.33*^	Offer Letter, dated as of July 30, 2003, by and between the Company and Michael A. Miles. Filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended on November 1, 2003.
10.34*^	Second Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and Ronald L. Sargent. Filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended on April 29, 2006.

D-2

Exhibit No.	Description
10.35*^	Amendment, dated December 22, 2008, to Second Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and Ronald L. Sargent. Filed as Exhibit 10.37 to the Company's Form 10-K for the fiscal year ended on January 31, 2009.
10.36*^	Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and John J. Mahoney. Filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended on April 29, 2006.
10.37*^	Amendment, dated December 23, 2008, to Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and John J. Mahoney. Filed as Exhibit 10.39 to the Company's Form 10-K for the fiscal year ended on January 31, 2009.
10.38*^	Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and Michael A. Miles. Filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended on April 29, 2006.
10.39*^	Amendment, dated December 31, 2008, to Amended and Restated Severance Benefits Agreement, dated March 13, 2006, by and between the Company and Michael A. Miles. Filed as Exhibit 10.41 to the Company's Form 10-K for the fiscal year ended on January 31, 2009.
10.40*^	Long Term Care Insurance Plan Summary. Filed as Exhibit 10.39 to the Company's Form 10-K for the fiscal year ended on January 29, 2011.
10.41*^	Survivor Benefit Plan. Filed as Exhibit 10.24 to the Company's Form 10-K for the fiscal year ended on January 29, 2005.
10.42*+	Executive Life Insurance Plans Summary of Provisions.
10.43*^	Amended and Restated Supplemental Executive Retirement Plan. Filed as Exhibit 10.2 to the Company's Form 8-K filed on June 11, 2010.
10.44*^	Policy on Personal Use of Corporate Aircraft. Filed as Exhibit 10.28 to the Company's Form 10-K for the fiscal year ended on January 29, 2005.
10.45*+	Senior Executive Long Term Disability Supplemental Coverage Reimbursement Policy.
10.46*^	Tax Services Reimbursement. Filed as Exhibit 10.45 to the Company's Form 10-K for the fiscal year ended on January 29, 2011.
14.1^	Code of Ethics. Filed as Exhibit 14.1 to the Company's Form 10-K for the fiscal year ended on January 29, 2011.
21.1+	Subsidiaries of the Company.
23.1+	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
31.1+	Principal Executive Officer—Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2+	Principal Financial Officer—Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1++	Principal Executive Officer—Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2++	Principal Financial Officer—Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS+	XBRL Instance Document.
101.SCH+	XBRL Taxonomy Extension Schema Document.
101.CAL+	XBRL Taxonomy Calculation Linkbase Document
101.DEF+	XBRL Taxonomy Definition Linkbase Document.
101.LAB+	XBRL Taxonomy Label Linkbase Document.
101.PRE+	XBRL Taxonomy Presentation Linkbase Document.

*     A management contract or compensatory plan or arrangement required to be filed as an exhibit to this annual report pursuant to Item 15(b) of Form 10-K.

**     Portions of the exhibit have been omitted pursuant to a grant of confidential treatment.

^     An exhibit previously filed with the Securities and Exchange Commission and incorporated herein by reference. Unless otherwise indicated, such exhibit was filed under Commission File Number 0-17586.

+     Filed herewith.

++     Furnished herewith.

D-3

EX-10.23

Exhibit 10.23

STAPLES, INC.

2012 EMPLOYEE STOCK PURCHASE PLAN

1. Purpose.

(a) The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries and Designated Affiliates with an opportunity to purchase Common Stock through accumulated Contributions.

(b) This Plan includes two components: a Code Section 423 Component (the “423 Component”) and a non-Code Section 423 Component (the “Non-423 Component”). It is the intention of the Company to have the 423 Component qualify as an “employee stock purchase plan” under Section 423 of the Code. The provisions of the 423 Component, accordingly, shall be construed so as to extend and limit participation in a uniform and nondiscriminatory basis consistent with the requirements of Section 423 of the Code. In addition, this Plan authorizes the grant of options under the Non-423 Component, which does not qualify as an “employee stock purchase plan” under Section 423 of the Code; such options granted under the Non-423 Component shall be granted pursuant to rules, procedures or sub-plans adopted by the Administrator designed to achieve tax, securities laws or other objectives for Eligible Employees and the Company. Except as otherwise provided herein, the Non-423 Component will operate and be administered in the same manner as the 423 Component. Offerings intended to be made under the Non-423 Component will be designated as such by the Administrator at or prior to the time of such Offering.

(c) If a Participant transfers employment from the Company or any Designated Subsidiary participating in the 423 Component to a Designated Affiliate participating in the Non-423 Component, he or she shall immediately cease to participate in the 423 Component; however, any Contributions made for the Purchase Period in which such transfer occurs shall be transferred to the Non-423 Component, and such Participant shall immediately join the then current Offering under the Non-423 Component upon the same terms and conditions in effect for his or her participation in the Plan, except for such modifications as may be required by applicable law or otherwise applicable for Participants in such Designated Affiliates. A Participant who transfers employment from a Designated Affiliate participating in the Non-423 Component to the Company or any Designated Subsidiary participating in the 423 Component shall remain a Participant in the Non-423 Component until the earlier of (i) the end of the current Offering Period under the Non-423 Component, or (ii) the Enrollment Date of the first Offering Period in which he or she participates following such transfer. Notwithstanding the foregoing, the Administrator may establish different rules to govern transfers of employment between companies participating in the 423 Component and the Non-423 Component, consistent with the applicable requirements of Section 423 of the Code.

2. Definitions.

(a) “Administrator” means the Board or the Committee designated by the Board to administer the Plan pursuant to Section 14.

(b) “Affiliate” means (i) any entity that, directly or indirectly, is controlled by, controls or is under common control with, the Company or (ii) any entity in which the Company has a significant equity interest, in either case as determined by the Administrator, whether now or hereafter existing (which, for avoidance of doubt, shall include any Subsidiary).

(c) “Applicable Laws” means the requirements relating to the administration of equity-based awards under U.S. state corporate laws, U.S. federal and state securities laws, the Code, any stock exchange or quotation system on which the Common Stock is listed or quoted and the applicable laws of any foreign country or jurisdiction where options are, or will be, granted under the Plan.

(d) “Board” means the Board of Directors of the Company.

(e) “Change in Control” means the occurrence of any of the following events:

(i) any “person”, as such term is used in Sections 13(d) and 14(d) of the Exchange Act (other than the Company, any trustee or other fiduciary holding securities under an employee benefit plan of the Company, or any corporation owned directly or indirectly by the stockholders of the Company in substantially the same proportion as their ownership of the Company's stock), is or becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing thirty percent (30%) or more of the combined voting power of the Company's then outstanding securities

(other than pursuant to a merger or consolidation described in clause (1) or (2) of subsection (iii) below);

(ii) individuals who, as of the date hereof, constitute the Board (as of the date hereof, the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board, provided that any person becoming a director subsequent to the date hereof whose election, or nomination for election by the Company's stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board (other than an election or nomination of an individual whose initial assumption of office is in connection with an actual or threatened election contest relating to the election of the directors of the Company, as such terms are used in Rule 14a-11 of Regulation 14A under the Exchange Act) shall be, for purposes of this Agreement, considered as though such person were a member of the Incumbent Board;

(iii) the Company's stockholders approve a merger or consolidation of the Company with any other corporation, and such merger or consolidation is consummated, other than (1) a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than seventy-five percent (75%) of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, or (2) a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no “person” (as defined above) acquires more than thirty percent (30%) of the combined voting power of the Company's then outstanding securities; or

(iv) the Company's stockholders approve an agreement for the sale or disposition by the Company of all or substantially all of the Company's assets, and such sale or disposition is consummated.

For the avoidance of doubt, a transaction will not constitute a Change in Control if its sole purpose is either to change the state of the Company's incorporation or to create a holding company that will be owned in substantially the same proportions by the persons who held the Company's securities immediately before such transaction.

(f) “Code” means the U.S. Internal Revenue Code of 1986, as amended. Reference to a specific section of the Code or U.S. Treasury Regulation thereunder will include such section or regulation and any comparable provision of any future legislation or regulation amending, supplementing or superseding such section or regulation.

(g) “Committee” means the Compensation Committee of the Board, or to the extent permitted by Applicable Laws, the Committee on Employee Benefit Plans as constituted pursuant to the terms of the Company's 401(k) Plan, in each case unless otherwise determined by the Board.

(h) “Common Stock” means the common stock of the Company.

(i) “Company” means Staples, Inc, a Delaware corporation, or any successor thereto.

(j) “Compensation” means an Eligible Employee's regular base straight time gross earnings (including payments for piece work in the case of employees of the American Identity division), commissions, sales rewards and other sales-related payments, exclusive of any other form of compensation including payments for incentive compensation, bonuses, overtime, shift premium, 13th/14th month payments or similar concepts under local law or any other similar compensation. The Administrator, in its discretion, may, on a uniform and nondiscriminatory basis for each Offering, establish a different definition of Compensation for a subsequent Offering Period. Further, the Administrator shall have discretion to determine the application of this definition to Participants outside the United States.

(k) “Contributions” means the payroll deductions, any other additional payments that the Administrator may permit to be made by a Participant and any alternative forms of contributions permitted under Section 6(f) to fund the exercise of options granted pursuant to the Plan.

(l) “Designated Affiliate” means any Affiliate that has been designated by the Administrator from time to time in its sole discretion as eligible to participate in the Non-423 Component.

(m) “Designated Subsidiary” means any Subsidiary that has been designated by the Administrator from time to time in its sole discretion as eligible to participate in the 423 Component.

(n) “Director” means a member of the Board.

(o) “Eligible Employee” means a person treated as an employee of the Company or a Designated Subsidiary or Designated Affiliate for purposes of Section 423 of the Code. For purposes of the Plan, the employment relationship will be treated as continuing intact where a Participant transfers employment between the Company, Designated Subsidiaries and/or

Designated Affiliates and while an individual is on sick leave or other leave of absence that the Employer approves or is legally protected under Applicable Laws. Where a period of leave of absence exceeds three (3) months and the individual's right to reemployment is not guaranteed either by statute or by contract, the employment relationship will be deemed to have terminated three (3) months and one (1) day following the commencement of such leave. The Administrator, in its discretion, from time to time may, prior to an Enrollment Date for all options to be granted on such Enrollment Date in an Offering, determine (on a uniform and nondiscriminatory basis or as otherwise permitted by Treasury Regulation Section 1.423-2 for options granted under the 423 Component) that the definition of Eligible Employee will or will not include an individual if he or she: (i) has not completed at least two (2) years of service since his or her last hire date (or such lesser period of time as may be determined by the Administrator in its discretion), (ii) customarily works not more than twenty (20) hours per week (or such lesser period of time as may be determined by the Administrator in its discretion), (iii) customarily works not more than five (5) months per calendar year (or such lesser period of time as may be determined by the Administrator in its discretion), (iv) is a highly compensated employee within the meaning of Section 414(q) of the Code, or (v) is a highly compensated employee within the meaning of Section 414(q) of the Code with compensation above a certain level or is an officer or subject to the disclosure requirements of Section 16(a) of the Exchange Act. Under the 423 Component, each exclusion shall be applied with respect to an Offering in a manner complying with U.S. Treasury Regulation Section 1.423-2(e)(2)(ii). A Participant shall be deemed to have ceased to be an Eligible Employee either upon an actual termination of employment or upon the corporation employing the Participant during an Offering Period ceasing to be an Affiliate of the Company, or if the Participant transfers to an Affiliate that is not a Designated Subsidiary or Designated Affiliate.

(p) “Employer” means the Designated Subsidiary or Designated Affiliate that is the employer of the applicable Eligible Employee in accordance with the definition in subsection 2(o) above.

(q) “Enrollment Date” means the first Trading Day of each Offering Period.

(r) “Exchange Act” means the Securities Exchange Act of 1934, as amended, including the rules and regulations promulgated thereunder.

(s) “Exercise Date” means the last Trading Day of each Purchase Period.

(t) “Fair Market Value” means, as of any date and unless the Administrator determines otherwise, the value of Common Stock determined as follows:

(i) If the Common Stock is listed on any established stock exchange or a national market system, including without limitation the NASDAQ Global Select Market, the NASDAQ Global Market, the NASDAQ Capital Market of the NASDAQ Stock Market or the New York Stock Exchange, its Fair Market Value will be the closing sales price for such stock as quoted on such exchange or system on the date of determination (or if no sales were reported on that date, on the last Trading Day such sales were reported), as reported in The Wall Street Journal or such other source as the Administrator deems reliable;

(ii) If the Common Stock is regularly quoted by a recognized securities dealer but selling prices are not reported, its Fair Market Value will be the mean between the high bid and low asked prices for the Common Stock on the date of determination (or if no bids and asks were reported on that date, as applicable, on the last Trading Day such bids and asks were reported), as reported in The Wall Street Journal or such other source as the Administrator deems reliable; or

(iii) In the absence of an established market for the Common Stock, the Fair Market Value thereof will be determined in good faith by the Administrator.

(u) “New Exercise Date” means a new Exercise Date if the Administrator shortens any Offering Period then in progress.

(v) “Offering” means an offer under the Plan of an option that may be exercised during an Offering Period as further described in Section 4. Unless otherwise specified by the Administrator, each Offering to the Eligible Employees of the Company, a Designated Subsidiary or a Designated Affiliate shall be deemed a separate Offering (the terms of which Offering under the Non-423 Component need not be identical), even if the dates and other terms of the applicable Offering Periods of each such Offering are identical and the provisions of the Plan will separately apply to each Offering. To the extent permitted by U.S. Treasury Regulation Section 1.423-2(a)(1), the terms of each separate Offering under the Section 423 Component need not be identical, provided that the terms of the Plan and an Offering together satisfy U.S. Treasury Regulation Section 1.423-2(a)(2) and (a)(3).

(w) “Offering Periods” means the periods established in accordance with Section 4 during which an option

granted pursuant to the Plan may be exercised on one or more Exercise Dates. The duration and timing of Offering Periods may be changed pursuant to Sections 4 and 21.

(x) “Parent” means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

(y) “Participant” means an Eligible Employee that participates in the Plan.

(z) “Plan” means this Staples, Inc. 2012 Employee Stock Purchase Plan, including both the 423 and Non-423 Components, as amended from time to time.

(aa) “Purchase Period” means a period of time within an Offering Period, as may be specified by the Administrator in accordance with Section 4, generally beginning on the Enrollment Date and ending on an Exercise Date. An Offering Period may consist of one or more Purchase Periods.

(bb) “Purchase Price” means an amount equal to eighty-five percent (85%) of the Fair Market Value of a share of Common Stock on the Enrollment Date or on the Exercise Date, whichever is lower; provided however, that the Purchase Price may be determined for subsequent Offering Periods by the Administrator subject to compliance with Section 423 of the Code or any successor rule or provision or any other applicable law, regulation or stock exchange rule) or pursuant to Section 21.

(cc) “Subsidiary” means a “subsidiary corporation,” whether now or hereafter existing, as defined in Section 424(f) of the Code.

(dd) “Trading Day” means a day on which the national stock exchange upon which the Common Stock is listed is open for trading.

(ee) “U.S. Treasury Regulations” means Treasury regulations issued by the Department of Treasury under the Code. Reference to a specific Treasury Regulation or Section of the Code shall include such Treasury Regulation or Section and any comparable provision of any future legislation or regulation amending, supplementing or superseding such Section or regulation.

3. Eligibility.

(a) General. Unless otherwise provided in this Section 3 and subject to the requirements of Section 5, any Eligible Employee on a given Enrollment Date shall be eligible to participate in the Plan.

(b) Non-U.S. Employees. Employees who are citizens or residents of a non-U.S. jurisdiction (without regard to whether they also are citizens or residents of the United States or resident aliens within the meaning of Section 7701(b)(1)(A) of the Code) may be excluded from participation in the Plan or an Offering if the participation of such Employees is prohibited under the laws of the applicable jurisdiction or if complying with the laws of the applicable jurisdiction would cause the Plan or an Offering to violate Section 423 of the Code. Further, in the case of the Non-423 Component, Eligible Employees may be excluded from participation in the Plan or an Offering if the Administrator has determined that participation of such Eligible Employees is not advisable or practicable

(c) Limitations.  Notwithstanding any provisions of the Plan to the contrary, no Eligible Employee will be granted an option under the Plan (i) to the extent that, immediately after the grant, such Eligible Employee (or any other person whose stock would be attributed to such Eligible Employee pursuant to Section 424(d) of the Code) would own capital stock of the Company or any Parent or Subsidiary of the Company and/or hold outstanding options to purchase such stock possessing five percent (5%) or more of the total combined voting power or value of all classes of the capital stock of the Company or of any Parent or Subsidiary of the Company, or (ii) to the extent that his or her rights to purchase stock under all employee stock purchase plans (as defined in Section 423 of the Code) of the Company or any Parent or Subsidiary of the Company accrues at a rate, which exceeds twenty-five thousand dollars ($25,000) worth of stock (determined at the Fair Market Value of the stock at the time such option is granted) for each calendar year in which such option is outstanding at any time, as determined in accordance with Section 423 of the Code and the regulations thereunder.

4. Offering Periods.  The Plan will be implemented by consecutive Offering Periods with a new Offering Period commencing on the first Trading Day on or after January 1 and July 1 of each year, and terminating, respectively, on the last Trading Day on or before June 30 and December 31 of each year, or on such other dates as the Administrator will determine. Unless and until the Administrator determines otherwise in its discretion, each Offering Period shall consist of one six (6) month

Purchase Period, which shall run simultaneously with the Offering Period. The Administrator will have the authority to establish additional or alternative sequential or overlapping Offering Periods, a different duration for one or more Offerings or Offering Periods or different commencement or ending dates for such Offering Periods with respect to future offerings without stockholder approval if such change is announced prior to the scheduled beginning of the first Offering Period to be affected thereafter, provided, however, that no Offering Period may have a duration exceeding twenty-seven (27) months. In addition, to the extent that the Administrator establishes overlapping Offering Periods with more than one Purchase Period in each Offering Period, the Administrator will have the discretion to structure an Offering Period so that if the Fair Market Value of the shares of Common Stock on the first Trading Day of a new Purchase Period within that Offering Period is less than or equal to the Fair Market Value of the shares of Common Stock on the Enrollment Date, then (i) that Offering Period will terminate immediately as of that first Trading Day, and (ii) the Participants in such terminated Offering Period will be automatically enrolled in a new Offering Period beginning on the first Trading Day of such new Purchase Period.

5. Participation. An Eligible Employee may participate in the Plan by (i) submitting to the Company's designated Human Resources representative, on or before a date determined by the Administrator prior to an applicable Enrollment Date, a properly completed subscription agreement authorizing Contributions in the form provided by the Administrator for such purpose, or (ii) following an electronic or other enrollment procedure determined by the Administrator, and in either case completing any other forms and following any procedures for enrollment in the Plan as may be established by the Administrator from time to time.

6. Contributions.

(a) At the time a Participant enrolls in the Plan pursuant to Section 5, he or she will elect to have payroll deductions made on each pay day or other Contributions (to the extent permitted by the Administrator) made during the Offering Period in an amount not exceeding ten percent (10%) of the Compensation which he or she receives on each pay day during the Offering Period, or such different maximum percentage as may be determined by the Administrator prior to any Offering Period; should a pay day occur on an Exercise Date, a Participant shall have the payroll deductions made on such day applied to his or her account under the current Purchase Period, unless otherwise provided by the Administrator. The Administrator, in its sole discretion, may permit all Participants in a specified Offering to contribute amounts to the Plan through payment by cash, check or other means set forth in the subscription agreement prior to each Exercise Date of each Offering Period. A Participant's subscription agreement will remain in effect for successive Offering Periods unless terminated as provided in Section 10 hereof.

(b) Payroll deductions for a Participant will commence on the first pay day following the Enrollment Date and will end on the last pay day of the Offering Period to which such authorization is applicable, unless sooner terminated by the Participant as provided in Section 10 hereof.

(c) All Contributions made for a Participant will be credited to his or her account under the Plan and payroll deductions will be made in whole percentages only. A Participant may not make any additional payments into such account.

(d) A Participant may discontinue his or her participation in the Plan as provided in Section 10. If permitted by the Administrator, as determined in its sole discretion, for an Offering Period, a Participant may increase or decrease the rate of his or her Contributions during the Offering Period or Purchase Period by (i) properly completing and submitting to the Company's designated Human Resources representative, on or before a date determined by the Administrator prior to an applicable Exercise Date, a new subscription agreement authorizing the change in Contribution rate in the form provided by the Administrator for such purpose, or (ii) following an electronic or other procedure prescribed by the Administrator. If a Participant has not followed such procedures to change the rate of Contributions, the rate of his or her Contributions will continue at the originally elected rate throughout the Offering Period and future Offering Periods (unless terminated as provided in Section 10). The Administrator may, in its sole discretion, limit the nature and/or number of Contribution rate changes that may be made by Participants during any Offering Period or Purchase Period, and may establish such other conditions or limitations as it deems appropriate for Plan administration. Any change in payroll deduction rate made pursuant to this Section 6(d) will be effective as soon as administratively practicable after the date on which the change is made by the Participant. Notwithstanding the foregoing, unless and until otherwise determined by the Administrator, a Participant shall not be permitted to increase or decrease his or her rate of Contributions during an Offering Period, with the exception that a Participant may withdraw from the Plan and receive a refund of Contributions in accordance with Section 10.

(e) Notwithstanding the foregoing provisions of this Section 6, to the extent necessary to comply with Section 423(b)(8) of the Code and Section 3(c)(ii), a Participant's Contributions may be decreased to zero percent (0%) at any time during an Offering Period. Subject to Section 423(b)(8) of the Code and Section 3(c)(ii) hereof, Contributions will recommence at the rate originally elected by the Participant effective as of the beginning of the first Offering Period scheduled to end in the following calendar year, unless terminated by the Participant as provided in Section 10.

(f) Notwithstanding any provisions to the contrary in the Plan, the Administrator may allow Eligible Employees to participate in the Plan via cash, check or other means instead of payroll deductions if  payroll deductions are not permitted under applicable local law and, for any Offering under the 423 Component, the Administrator determines that cash contributions are permissible under Section 423 of the Code.

7. Grant of Option.  On the Enrollment Date of each Offering Period, each Participant in such Offering Period will be granted an option to purchase on each Exercise Date during such Offering Period (at the applicable Purchase Price) up to a number of shares of Common Stock determined by dividing such Participant's Contributions accumulated prior to such Exercise Date and retained in the Participant's account as of the Exercise Date by the applicable Purchase Price; provided that in no event will a Participant be permitted to purchase during each Purchase Period more than that number of whole shares of Stock determined by dividing Twelve Thousand Five Hundred Dollars ($12,500) by the Fair Market Value of a share of Common Stock on the Enrollment Date of such Offering Period and further provided that, if the Purchase Period is any period other than six (6) months, then the foregoing limit shall be adjusted proportionately to reflect the length of the Purchase Period. The Administrator may, in its discretion and prior to the Enrollment Date of any Offering Period, (i) change the maximum number of shares of Common Stock that may be purchased by a Participant in such Offering Period or on any Exercise Date within an Offering Period, including the method for determining such maximum, or (ii) specify a maximum aggregate number of shares of Common Stock that may be purchased by all Participants in an Offering Period or on any Exercise Date within an Offering Period. Further, the Board may limit the number or value of the shares of Common Stock made available for purchase in a qualified period (e.g., twelve (12) month period) by Participants in specified countries or working for specified Employers, if necessary to avoid securities law filings, achieve tax objectives or to meet other Company compliance objectives in particular locations outside the United States, provided that any such limitation is imposed under the Non-423 Component or, with respect to any Offering under the 423 Component, is imposed on an equal basis to all Participants under such Offering or as otherwise permitted in accordance with Section 423 of the Code and the U.S. Treasury Regulations thereunder. Exercise of the option will occur as provided in Section 8, unless the Participant has withdrawn pursuant to Section 10. The option will expire on the last day of the Offering Period.

8. Exercise of Option.

(a) Unless a Participant withdraws from the Plan as provided in Section 10, his or her option for the purchase of shares of Common Stock will be exercised automatically on the Exercise Date, and the maximum number of full shares subject to the option will be purchased for such Participant at the applicable Purchase Price with the accumulated Contributions from his or her account. Unless otherwise determined by the Administrator prior to the Enrollment Date of any Offering Period, fractional shares calculated up to five (5) decimal places will be purchased. In the event that the Administrator determines not to allow the purchase of fractional shares, any Contributions accumulated in a Participant's account which are not sufficient to purchase a full share may be retained in the Participant's account for the subsequent Offering Period or Purchase Period, subject to earlier withdrawal by the Participant as provided in Section 10. Any other funds left over in a Participant's account after the Exercise Date will be returned to the Participant. During a Participant's lifetime, a Participant's option to purchase shares hereunder is exercisable only by him or her.

(b) If the Administrator determines that, on a given Exercise Date, the number of shares of Common Stock with respect to which options are to be exercised may exceed (i) the number of shares of Common Stock that were available for sale under the Plan on the Enrollment Date of the applicable Offering Period, or (ii) the number of shares of Common Stock available for sale under the Plan on such Exercise Date, the Administrator may in its sole discretion (x) provide that the Company will make a pro rata allocation of the shares of Common Stock available for purchase on such Enrollment Date or Exercise Date, as applicable, in as uniform a manner as will be practicable and as it will determine in its sole discretion to be equitable among all Participants exercising options to purchase Common Stock on such Exercise Date, and continue all Offering Periods then in effect or (y) provide that the Company will make a pro rata allocation of the shares available for purchase on such Enrollment Date or Exercise Date, as applicable, in as uniform a manner as will be practicable and as it will determine in its sole discretion to be equitable among all Participants exercising options to purchase Common Stock on such Exercise Date, and terminate any or all Offering Periods then in effect pursuant to Section 21. The Company may make a pro rata allocation of the shares available on the Enrollment Date of any applicable Offering Period pursuant to the preceding sentence, notwithstanding any authorization of additional shares for issuance under the Plan by the Company's stockholders subsequent to such Enrollment Date.

(c) Tax Withholding. At the time the option is exercised, in whole or in part, or at the time some or all of the Common Stock issued under the Plan is disposed of (or any other time that a taxable event related to the Plan occurs), the Participant must make adequate provision for the Company's or Employer's federal, state, local or any other tax liability payable to any authority including taxes imposed by jurisdictions outside of the U.S., national insurance, social security or other tax withholding obligations, if any, which arise upon the exercise of the option or the disposition of the Common Stock (or any other time that a taxable event related to the Plan occurs), including, for the avoidance of doubt, any liability to pay an employer tax or social insurance contribution which has been shifted from the Company or any Employer to the Participant as a matter of law or contract.

At any time, the Company or the Employer may, but will not be obligated to, withhold from the Participant's compensation the amount necessary for the Company or the Employer to meet applicable withholding obligations, including any withholding required to make available to the Company or the Employer any tax deductions or benefits attributable to sale or early disposition of Common Stock by the Eligible Employee. In addition, the Company or the Employer may, but will not be obligated to, withhold from the proceeds of the sale of Common Stock or any other method of withholding the Company or the Employer deems appropriate.

9. Delivery.  As soon as reasonably practicable after each Exercise Date on which a purchase of shares of Common Stock occurs, the Company will arrange the delivery to each Participant of the shares purchased upon exercise of his or her option in a form determined by the Administrator (in its sole discretion) and pursuant to rules established by the Administrator. The Company may permit or require that shares be deposited directly with a broker designated by the Company or to a designated agent of the Company, and the Company may utilize electronic or automated methods of share transfer. The Company may require that shares be retained with such broker or agent for a designated period of time, and/or may establish procedures to permit tracking of dispositions of shares.

10. Withdrawal.

(a) A Participant may withdraw all but not less than all the Contributions credited to his or her account and not yet used to exercise his or her option under the Plan at any time by (i) submitting to the Company's designated Human Resources representative a written notice of withdrawal in the form determined by the Administrator for such purpose, or (ii) following an electronic or other withdrawal procedure determined by the Administrator. Further, unless otherwise determined by the Administrator, any Participant who elects to decrease the rate of his or her Contributions to zero percent (0%) during an Offering Period shall be deemed to withdraw from participation in the Plan. The Administrator may impose, from time to time, a requirement that the applicable notice of withdrawal from the Plan be on file with the Company for a reasonable period prior to the effectiveness of the Participant's withdrawal. All of the Participant's Contributions credited to his or her account will be paid to such Participant promptly after receipt of notice of withdrawal and such Participant's option for the Offering Period will be automatically terminated, and no further Contributions for the purchase of shares will be made for such Offering Period. If a Participant withdraws from an Offering Period, Contributions will not resume at the beginning of the succeeding Offering Period, unless the Participant re-enrolls in the Plan in accordance with the provisions of Section 5.

(b) A Participant's withdrawal from an Offering Period will not have any effect upon his or her eligibility to participate in any similar plan that may hereafter be adopted by the Company or in succeeding Offering Periods that commence after the termination of the Offering Period from which the Participant withdraws.

11. Termination of Eligible Employee Status. Upon a Participant's ceasing to be an Eligible Employee, for any reason, he or she will be deemed to have elected to withdraw from the Plan and the Contributions credited to such Participant's account during the Offering Period but not yet used to purchase shares of Common Stock under the Plan will be returned to such Participant or, in the case of his or her death, to the person or persons entitled thereto under Section 15, and such Participant's option will be automatically terminated.

12. Interest. No interest will accrue on the Contributions of a Participant in the Plan, except as may be required by applicable law, as determined by the Company, and if so required by the laws of a particular jurisdiction, shall apply to all Participants in the relevant Offering except to the extent otherwise permitted by U.S. Treasury Regulation Section 1.423-2(f), or with respect to any Offering under the Non-423 Component, the payment of interest shall apply as determined by the Administrator.

13. Stock.

(a) Basic Limitation. Subject to adjustment upon changes in capitalization of the Company as provided in Section 20 hereof, a maximum of Fifteen Million (15,000,000) shares of Common Stock will be made available for sale under the Plan. All or any portion of such maximum number of shares may be issued under the Section 423 Component.

(b) Rights as an Unsecured Creditor. Until the shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of or broker selected by the Company), a Participant will only have the rights of an unsecured creditor with respect to such shares, and no right to vote or receive dividends or any other rights as a stockholder will exist with respect to such shares.

(c) Source of Shares. Any shares of Common Stock issued upon exercise may consist, in whole or in part, of authorized and unissued shares or of treasury shares.

14. Administration. The Plan will be administered by the Board or the Committee. Unless otherwise determined by the Board, in connection with the administration of the Plan, any two of the Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary or Executive Vice President-Human Resources of the Company, acting jointly, by and behalf of the Company, shall have the authority (a) to negotiate, fix and vary the terms of, and to execute and deliver, contracts, agreements, assignments, concessions, licenses, options and all other similar instruments, (b) to engage any agents or contractors, including banks, stock brokers and attorneys, (c) to amend the Plan, and (d) to otherwise do all acts and things necessary or suitable in connection with the exercise of any of the aforementioned powers; provided, that no such authorization shall extend to any amendment of the Plan that increases the number of shares of Common Stock available for purchase under the Plan or otherwise requires stockholder approval under applicable tax or stock exchange rules. Notwithstanding the foregoing, the Board or the Compensation Committee of the Board shall administer the Plan to the extent necessary to comply with Applicable Laws.

Unless otherwise determined by the Board (within the constraints of Applicable Laws), the Administrator will have full and exclusive discretionary authority to construe, interpret and apply the terms of the Plan, to designate separate Offerings under the Plan, to determine which entities shall be Designated Subsidiaries or Designated Affiliates, to determine eligibility, to adjudicate all disputed claims filed under the Plan (including making factual determinations), to change the Offering Periods and Purchase Periods, limit the frequency and/or number of changes in the amount withheld during an Offering Period or Purchase Period, permit payroll withholding in excess of the amount designated by a Participant in order to adjust for delays or mistakes in the Company's processing of properly completed subscription agreements, establish reasonable waiting and adjustment periods and/or accounting and crediting procedures to ensure that amounts applied toward the purchase of Common Stock for each Participant properly correspond with Contribution amounts, and establish such other limitations or procedures as the Administrator determines in its sole discretion advisable that are consistent with the Plan, including adopting amendments to the Plan and/or outstanding options as permitted by Section 21 below.

Further, the Administrator, or its delegee to the extent permitted by Applicable Laws, may adopt such rules, procedures and sub-plans as are necessary or appropriate to permit the participation in the Plan by employees who are foreign nationals or employed outside the United States, the terms of which sub-plans may take precedence over other provisions of this Plan, with the exception of Section 13(a) hereof, but unless otherwise superseded by the terms of such sub-plan, the provisions of this Plan shall govern the operation of such sub-plan. To the extent inconsistent with the requirements of Section 423, any such sub-plan shall be considered part of the Non-423 Component, and rights granted thereunder shall not be required by the terms of the Plan to comply with Section 423 of the Code. Without limiting the generality of the foregoing, the Administrator is specifically authorized to adopt rules and procedures regarding eligibility to participate, the definition of Compensation, handling of Contributions, making of Contributions to the Plan (including, without limitation, in forms other than payroll deductions), establishment of bank or trust accounts to hold Contributions, payment of interest, establishment of the exchange ratio applicable to Contributions withheld in a currency other than U.S. dollars, obligations to pay payroll tax, determination of beneficiary designation requirements, withholding procedures and handling of stock certificates that vary with applicable local requirements. The Administrator also is authorized to determine that, to the extent permitted by U.S. Treasury Regulation Section 1.423-2(f), the terms of an option granted under the Plan or an Offering to citizens or residents of a non-U.S. jurisdiction will be less favorable than the terms of options granted under the Plan or the same Offering to employees resident solely in the U.S. Every finding, decision and determination made by the Administrator will be final and binding upon all parties.

15. Death of Participant. In the event of the death of a Participant, any shares of Common Stock and cash, if any, from the Participant's account under the Plan will be delivered to the executor, administrator or personal representative of the estate of the Participant, or such other individual as may be prescribed by applicable law.

16. Transferability. Neither Contributions credited to a Participant's account nor any rights with regard to the exercise of an option or to receive shares of Common Stock under the Plan may be assigned, transferred, pledged or otherwise disposed of in any way (other than by will, the laws of descent and distribution or as provided in Section 15 hereof) by the Participant. Any such attempt at assignment, transfer, pledge or other disposition will be without effect, except that the Company may treat such act as an election to withdraw funds from an Offering Period in accordance with Section 10 hereof.

17. Use of Funds. The Company may use all Contributions received or held by it under the Plan for any corporate purpose, and the Company will not be obligated to segregate such Contributions except under Offerings in which applicable local law requires that Contributions to the Plan by Participants be segregated from the Company's general corporate funds and/or deposited with an independent third party for Participants in non-U.S. jurisdictions. Until shares of Common Stock are issued, Participants will only have the rights of an unsecured creditor with respect to such shares.

18. Reports. Individual accounts will be maintained for each Participant in the Plan. Statements of account will be given to participating Eligible Employees at least annually, which statements will set forth the amounts of Contributions, the Purchase Price, the number of shares of Common Stock purchased and the remaining cash balance, if any.

19. No Right to Employment. Participation in the Plan by a Participant shall not be construed as giving a Participant the right to be retained as an employee of the Company or a Subsidiary or Affiliate, as applicable. Furthermore, the Company or a Subsidiary or Affiliate may dismiss a Participant from employment at any time, free from any liability or any claim under the Plan.

20. Adjustments, Dissolution, Liquidation or Change in Control.

(a) Adjustments. In the event that any dividend or other distribution (whether in the form of cash, Common Stock, other securities, or other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of Common Stock or other securities of the Company, or other change in the corporate structure of the Company affecting the Common Stock occurs, the Administrator, in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the Plan, will, in such manner as it may deem equitable, adjust the number and class of Common Stock that may be delivered under the Plan, the Purchase Price per share and the number of shares of Common Stock covered by each option under the Plan that has not yet been exercised, and the numerical limits of Section 7.

(b) Dissolution or Liquidation. In the event of the proposed dissolution or liquidation of the Company, any Offering Period then in progress will be shortened by setting a New Exercise Date, and will terminate immediately prior to the consummation of such proposed dissolution or liquidation, unless provided otherwise by the Administrator. The New Exercise Date will be before the date of the Company's proposed dissolution or liquidation. The Administrator will notify each Participant in writing or electronically, prior to the New Exercise Date, that the Exercise Date for the Participant's option has been changed to the New Exercise Date and that the Participant's option will be exercised automatically on the New Exercise Date, unless prior to such date the Participant has withdrawn from the Offering Period as provided in Section 10 hereof.

(c) Change in Control. In the event of a Change in Control, each outstanding option will be assumed or an equivalent option substituted by the successor corporation or a Parent or Subsidiary of the successor corporation. In the event that the successor corporation refuses to assume or substitute for the option, then, in the sole discretion of the Administrator, either (i) all outstanding options will be cancelled by the Administrator as of a date prior to the effective date of the Change in Control and all Contributions shall be refunded to the Participants; or (ii) the Offering Period with respect to which such option relates will be shortened by setting a New Exercise Date on which such Offering Period shall end. The New Exercise Date will occur before the date of the Company's proposed Change in Control. The Administrator will notify each Participant in writing or electronically prior to the New Exercise Date, that the Exercise Date for the Participant's option has been changed to the New Exercise Date and that the Participant's option will be exercised automatically on the New Exercise Date, unless prior to such date the Participant has withdrawn from the Offering Period as provided in Section 10 hereof. Notwithstanding the foregoing, if the Company shall at any time merge or consolidate with another corporation and the holders of the capital stock of the Company immediately prior to such merger or consolidation continue to hold at least seventy-five percent (75%) by voting power of the capital stock of the surviving corporation, the holder of each option then outstanding will thereafter be entitled to receive at the next Exercise Date upon the exercise of such option for each share of Common Stock as to which such option shall be exercised the securities or property which a holder of such shares of Common Stock was entitled to upon and at the time of such merger or consolidation, and the Administrator shall take such steps in connection with such merger or consolidation as the Administrator shall deem necessary to assure that the provisions of Section 20(a) shall thereafter be applicable, as nearly as reasonably may be, in relation to the said securities or property as to which such holder of such option might thereafter be entitled to receive thereunder.

21. Amendment or Termination.

(a) The Administrator, in its sole discretion (except as provided in Section 14), may amend, suspend, or terminate the Plan, or any part thereof, at any time and for any reason. If the Plan is terminated, the Administrator, in its discretion, may elect to terminate all outstanding Offering Periods either immediately or upon completion of the purchase of shares of Common Stock on the next Exercise Date (which may be sooner than originally scheduled, if determined by the Administrator in its discretion), or may elect to permit Offering Periods to expire in accordance with their terms (and subject to any adjustment pursuant to Section 20). If the Offering Periods are terminated prior to expiration, all amounts then credited to Participants' accounts that have not been used to purchase shares of Common Stock will be returned to the Participants (without interest thereon, except as otherwise required under local laws, as further set forth in Section 12 hereof) as soon as administratively practicable. In addition, an amendment to the Plan must be approved by the stockholders of the Company within twelve (12) months of the adoption of such amendment if such amendment would authorize the sale of more shares than are then authorized for issuance under the Plan or would change the definition of the corporations that may be designated by the Administrator as participating companies under the Plan.

(b) In the event the Administrator determines that the ongoing operation of the Plan may result in unfavorable

financial accounting consequences, the Administrator may, in its discretion and, to the extent necessary or desirable, modify, amend or terminate the Plan to reduce or eliminate such accounting consequence including, but not limited to:

(i) amending the Plan to conform with the safe harbor definition under the Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto), including with respect to an Offering Period underway at the time;

(ii) altering the Purchase Price for any Purchase Period or Offering Period including a Purchase Period or Offering Period underway at the time of the change in Purchase Price;

(iii) shortening any Offering Period by setting a New Exercise Date, including an Offering Period underway at the time of the Administrator action;

(iv) reducing the maximum percentage of Compensation a Participant may elect to set aside as Contributions; and

(v) reducing the maximum number of shares of Common Stock a Participant may purchase during any Offering Period.

Such modifications or amendments will not require stockholder approval or the consent of any Plan Participants.

(c) The Administrator may amend an outstanding option or grant a replacement option for a option previously granted under the Plan if, in the Administrator's discretion, it determines that (i) the tax consequences of such option to the Company or the Participant differ from those consequences that were expected to occur on the date the option was granted, (ii) clarifications or interpretations of, or changes to, tax law or regulations permit options to be granted that have more favorable tax consequences than initially anticipated, or (iii) such amendment is necessary or advisable to comply with applicable local laws.

22. Notices.  All notices or other communications by a Participant to the Company under or in connection with the Plan will be deemed to have been duly given when received in the form and manner specified by the Company at the location, or by the person, designated by the Company for the receipt thereof.

23. Notification Of Disposition Of Shares. As a condition of participation in the Plan, the Company requires Participants in an Offering under the 423 Component to give the Company prompt notice of any disposition of shares of Common Stock acquired by exercise of an option. The Company may further require that until such time as a Participant in an Offering under the 423 Component disposes of shares acquired upon exercise of an option, the Participant shall hold all such shares in the Participant's name (or, if elected by the Participant, in the name of the Participant and his or her spouse but not in the name of any nominee) until the later of two years after the date of grant of such option or one year after the date of exercise of such option. The Company may direct that the certificates evidencing shares acquired by exercise of an option refer to such requirement to give prompt notice of disposition.

24. Conditions Upon Issuance of Shares.  Shares of Common Stock will not be issued with respect to an option unless the exercise of such option and the issuance and delivery of such shares pursuant thereto will comply with all applicable provisions of law, domestic or foreign, including, without limitation, the Securities Act of 1933, as amended, the Exchange Act, the rules and regulations promulgated thereunder, and the requirements of any stock exchange upon which the shares may then be listed, and will be further subject to the approval of counsel for the Company with respect to such compliance. The inability or impracticability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares under the Plan, or the approval of any securities exchange or market system upon which the Common Stock may then be listed, if any, deemed by the Company's legal counsel to be necessary to the issuance and sale of any shares under the Plan in compliance with the requirements of such securities exchange or market system, shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority or approval shall not have been obtained. As a condition to the exercise of an option, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation, and to make any representation or warranty with respect thereto as may be requested by the Company.

25. Code Section 409A.  The Plan is exempt from the application of Code Section 409A and any ambiguities herein will be interpreted to so be exempt from Code Section 409A. The Non-423 Component is intended to be exempt from the application of Section 409A of the Code under the short-term deferral exception and any ambiguities shall be construed and interpreted in accordance with such intent. In furtherance of the foregoing and notwithstanding any provision in the Plan to the contrary, if the Administrator determines that an option granted under the Plan may be subject to Code Section 409A or that any provision in the

Plan would cause an option under the Plan to be subject to Code Section 409A, the Administrator may amend the terms of the Plan and/or of an outstanding option granted under the Plan, or take such other action the Administrator determines is necessary or appropriate, in each case, without the Participant's consent, to exempt any outstanding option or future option that may be granted under the Plan from or to allow any such options to comply with Code Section 409A, but only to the extent any such amendments or action by the Administrator would not violate Code Section 409A. Notwithstanding the foregoing, the Company shall have no liability to a Participant or any other party if the option to purchase Common Stock under the Plan that is intended to be exempt from or compliant with Code Section 409A is not so exempt or compliant or for any action taken by the Administrator with respect thereto.

26. Tax-Qualification. Although the Company may endeavor to (i) qualify an option for favorable tax treatment under the laws of the United States or jurisdictions outside of the United States or (ii) avoid adverse tax treatment (e.g., under Section 409A of the Code), the Company makes no representation to that effect and expressly disavows any covenant to maintain favorable or avoid unfavorable tax treatment, notwithstanding anything to the contrary in this Plan, including Section 25. The Company shall be unconstrained in its corporate activities without regard to the potential negative tax impact on Participants under the Plan.

27. Term of Plan. Subject to Section 28 of the Plan, the Plan will become effective upon its adoption by the Board. It will continue in effect until terminated under Section 21.

28. Stockholder Approval. The Plan will be subject to approval by the stockholders of the Company within twelve (12) months after the date the Plan is adopted by the Board. Such stockholder approval will be obtained in the manner and to the degree required under Applicable Laws.

29. Governing Law. The Plan shall be governed by, and construed in accordance with, the laws of the State of Massachusetts (except its choice-of-law provisions). Unless otherwise determined by the Administrator in its discretion, Participants are deemed to submit to the exclusive jurisdiction and venue of the competent federal or state courts of the State of Massachusetts to resolve any and all issues that may arise out of or relate to the Plan or the subscription agreement.

30. Severability. If any provision of the Plan is or becomes or is deemed to be invalid, illegal, or unenforceable for any reason in any jurisdiction or as to any Participant, such invalidity, illegality or unenforceability shall not affect the remaining parts of the Plan, and the Plan shall be construed and enforced as to such jurisdiction or Participant as if the invalid, illegal or unenforceable provision had not been included.

31. Dividends on Shares Purchased under the Plan. Unless otherwise determined by the Administrator, each Participant agrees, for so long as shares of Common Stock purchased by the Participant at any time under the Plan (the “Purchased Shares”) are held by the individual in an account with a bank, transfer agent, or other financial institution designated by the Company to hold the Purchased Shares (the “Financial Institution”), to (a) participate in the Staples, Inc. dividend reinvestment program maintained by the Financial Institution (the “DRIP”) such that the individual shall receive, in lieu of any cash dividend paid or payable by the Company with respect to the individual's Purchased Shares that are held in an account with the Financial Institution (the “Captive Shares”), shares of Common Stock (including any fractional shares) pursuant to the terms of the DRIP, and (b) allow the Company to take all reasonably necessary and appropriate actions to ensure that the amount of any cash dividend paid or payable by the Company with respect to the employee's Captive Shares is paid in the form of Common Stock instead of cash.

32. Headings. Headings are given to the sections and subsections of the Plan solely as a convenience to facilitate reference. Such headings shall not be deemed in any way material or relevant to the construction or interpretation of the Plan.

EX-10.32

Exhibit 10.32

FORM OF OUTSIDE DIRECTORSHIP AGREEMENT

This Agreement, dated[ ] is by and between Staples, Inc., a Delaware corporation, ("Staples" or the “Company”) and [ ] (the "Executive").

WHEREAS, Executive serves as an independent director of [ ] . ("Outside Company");

WHEREAS, Executive represents and warrants that he has not and will not attempt to secure any improper personal benefit in connection with his affiliation with Outside Company, nor will he participate in or influence, directly or indirectly, any matter affecting any actual or potential business relationship or transaction between Staples and Outside Company;

WHEREAS, Outside Company has represented that it will indemnify Executive and/or it has purchased and will maintain insurance to protect Executive against any expense, liability or loss incurred by him in his capacity as a Director of Outside Company, or arising out of his status as such; and·

WHEREAS, the CEO or President of Staples, in reliance on such representations and the promises in this Agreement, has granted approval to Executive to serve in such capacity;

NOW, THEREFORE, in addition to compensation paid to Executive by the Company from time to time, the Company has and will provide Executive with other good and valuable consideration, receipt of which is hereby acknowledged, in exchange for Executive's promises as set forth below:

1. Staples and Executive agree that for a period of two years following the termination date of Executive's employment with Staples, he will not become employed by or provide consulting services to Outside Company in any capacity, except that he may continue to serve as a Director. The parties agree that the foregoing restriction shall not prevent Executive from providing such services to Outside Company in the event of a "Qualified Termination" as such term is defined in the Severance Benefits Agreement between Staples and Executive;

2. Executive agrees that failure to comply with Paragraph 1 cannot be reasonably or adequately compensated in damages in an action at law and breach of this provision of this Agreement will cause the Company irreparable damage. Therefore, in addition to the other remedies which may be available to it, in law or in equity, the Company shall be entitled to injunctive relief without bond or other security with respect to any breach of Paragraph 1.

3. The termination of Executive's employment with Staples shall not affect the enforceability of this Agreement. Nothing in this Agreement shall be deemed to imply any obligation of continued employment of Executive by the Company which employment shall be "at will" unless otherwise specifically agreed in writing.

4. This Agreement shall be binding upon the legal representatives, heirs, successors and assigns of the parties hereto. It may not be changed orally, but only by a writing signed by the party against whom enforcement of any such change is sought. This Agreement shall be governed by the laws of the Commonwealth of Massachusetts.

STAPLES	EXECUTIVE
By: _______________________________ Name Title	_____________________________________

EX-10.42

Exhibit 10.42

STAPLES, INC.

EXECUTIVE LIFE INSURANCE PLANS

SUMMARY OF PROVISIONS

BONUS LIFE PLAN

1. This plan covers all named executive officers, except Mike Miles. This plan was no longer offered at the time Mr. Miles joined Staples.

2. On a pre-retirement basis, the death benefit is equal to 3 times current annual base salary.

3. On a post-retirement basis following 10 years of service, , Staples will continue to provide a death benefit equal to 3 times annual base salary (at the time of separation of service).

4. Alternatively, a participant can elect survivorship (or second-to-die) coverage under the Plan with a death benefit up to the maximum amount that can be obtained on a cost-neutral basis to the Staples.

5. Staples reimburses participants for premium payments related to this plan. Staples also provides a "gross-up" payment which is intended to cover the income taxes on the premium payment reimbursement.

DEATH BENEFIT ONLY PLAN

1. This plan covers all officers of Staples, including Mr. Miles.

2. On a pre-retirement basis, the death benefit is equal to 3 times current annual base salary.

3. On a post-retirement basis following certain age and service milestones, Staples will continue to provide a death benefit equal to 2 times current annual base salary

4. The cost for this coverage is free, and non-taxable, to the participant.

5. The death benefit under the plan is taxable to the beneficiary. Staples also provides a "gross-up" payment which is intended to cover the income taxes on the death benefit payment.

EX-10.45

Exhibit 10.45

Staples, Inc.

Senior Executive Long Term Disability

Supplemental Coverage Reimbursement Policy

Coverage under the Company's Group Long Term Disability (LTD) Plan, which only covers base salary, and Supplemental LTD Plan, which covers any excess base salary and bonus, are fully paid for by our associates.  For senior executives earning an annual base salary in excess of $400,000 (“Named Executive Officers ”) and electing supplemental LTD coverage,  the Company annually reimburses through bonuses (on a grossed up basis) the Named Executive Officers for their premiums related to any supplemental LTD coverage due to base salary, and the Company expects such annual aggregate bonuses to be approximately $32,000.

EX-21.1

		Exhibit 21.1
Name of Subsidiary	Jurisdiction of Incorporation	Business Names
3053840 Nova Scotia Company	Canada	same
3053841 Nova Scotia Company	Canada	same
3094494 Nova Scotia Company	Canada	same
3258402 Nova Scotia Company	Canada	same
Agawam Mill, LP	USA	same
Agena Inforgal S.A.	Portugal	same
ATG Nye Drift AS	Norway	same
Auxilia Graphica S.r.L.	Italy	same
Beijing Staples Commerce & Trade Co., Ltd.	China	same
Bernard France SAS	France	same
Buhrmann Financial Services Ltd	Ireland	same
Buhrmann II B.V.	Netherlands	same
Buhrmann Ireland Limited	Ireland	same
Buhrmann ISD Groupe S.A.	France	same
Buhrmann Paper UK Limited	United Kingdom	same
Buhrmann UK Leasing Limited	United Kingdom	same
Buhrmann-Tetterode International Hellas A.E.E.	Greece	BTI-Hellas
CE Direct Pty Ltd	Australia	same
CEI Pty. Ltd.	Australia	same
CER New Zealand Limited	New Zealand	same
Cherokee Mill, LP	USA	same
Coppell Mill, LP	USA	same
Corporate Express Australia Pty Ltd.	Australia	same
Corporate Express B.V.	Netherlands	same
Corporate Express Canada, Inc.	Canada	Corporate Express of: Alberta, Vancouver, Delivery Systems, Nova Scotia, Maritimes
Corporate Express Employee Share Plan Company Pty. Ltd.	Australia	same
Corporate Express France S.A.S.	France	same
Corporate Express (Holdings) Ltd.	United Kingdom	same
Corporate Express Hungaria Kft	Hungary	same
Corporate Express (Irl) Limited	Ireland	same
Corporate Express Ltd.	United Kingdom	same
Corporate Express Luxembourg Finance S.A.R.L.	Luxembourg	same
Corporate Express Luxembourg Holding S.a.r.l.	Luxembourg	same
Corporate Express New Zealand Limited	New Zealand	same
Corporate Express (N.I.) Ltd.	United Kingdom	same
Corporate Express Norway Holdings AS	Norway	same
Corporate Express Print Management Limited	New Zealand	same
Corporate Express Silver Europe BV	Netherlands	same
Corporate Express Silver Sarl	Luxembourg	same
Corporate Express SRL	Italy	same

Name of Subsidiary	Jurisdiction of Incorporation	Business Names
Corporate Express Supply Chain Pty Limited	Australia	same
Corporate Express Swaps US, Inc.	USA	same
Corporate Express Sweden Holding AB	Sweden	same
Corporate Express UK Holding Limited	United Kingdom	same
Cypress Brooklyn LLC	USA	same
Cypress Brooklyn II LLC	USA	same
Educational Experience Pty Limited	Australia	same
EMO AS	Norway	same
Emo Finland Oy	Finland	same
Fareham Developments (One) Limited	United Kingdom	same
Fareham Developments (Two) Limited	United Kingdom	same
Grafimat BVBA	Belgium	same
Grieg Kalenderforlag	Norway	same
Hong Kong Staples Brands Limited	Hong Kong	same
IN Designs Global, Inc.	USA	American Identity, Staples Promotional Products
Inforgal Agena SGPS S.A. (*minority interest held)	Portugal	same
Inforgal Informatica e Gestao S.A. (*minority interest held)	Portugal	same
Jean Paul Guisset -JPG France SAS	France	JPG
Jiangsu Staples Office Products Co. Ltd.	China	same
KNP BT 1989 Limited	United Kingdom	same
Lebanon Mill, LP	USA	same
Macchingraf SRL	Italy	same
Maquinaria Artes Graficas Hartmann SL	Spain	same
Medical Arts Press, Inc.	USA	MAP
Milbro, Inc.	USA	same
MondOffice s.r.l.	Italy	same
OA365 International Company Limited	Cayman Islands	same
Officenet, B2 Express - Comercio, Servicos e Representacoes Ltda.	Brazil	same
Oranda AG	Switzerland	same
Oy Lindell AB	Finland	same
Peterborough, L.P.	Canada	same
Plantin BVBA	Belgium	same
Pressel AG	Switzerland	Quill, Pressel
Pressel Kereskedelmi Kft.	Hungary	Quill, Pressel
Pressel Post B.V.	Netherlands	Quill, Pressel
Pressel Post b.v.b.a.	Belgium	Quill, Pressel
Pressel Sarl	France	Quill, Pressel
Pressel Sp.z.o.o.	Poland	Quill, Pressel
Pressel Systems spol.s.r.o.	Czech Republic	Quill, Pressel
Pressel Versand GmbH	Germany	Quill, Pressel
Pressel Versand International GmbH	Austria	Quill, Pressel
Quill Corporation	USA	same

Name of Subsidiary	Jurisdiction of Incorporation	Business Names
Quill Lincolnshire, Inc.	USA	same
Reliable France SAS	France	same
Restructure (Vic) Pty. Ltd.	Australia	same
Rich Andvord Grafisk AS	Norway	same
SchoolKidz.com, Inc.	USA	same
SchoolKidz.com LLC	USA	same
SEC UK Delivery Limited	United Kingdom	same
Shanghai Staples Decoration Technology Co., Ltd.	China	same
Shenzhen Staples Commerce & Trade Co., Ltd. (*minority interest held)	China	same
SHN C.V.	Netherlands	same
Smilemakers Canada, Inc.	USA	same
Smilemakers for Children Company	Canada	same
Smilemakers, Inc.	USA	same
SOM Hagerstown, Inc.	USA	same
Staples Acquisition B.V.	Netherlands	same
Staples Acquisition II B.V.	Netherlands	same
Staples Acquisition III B.V.	Netherlands	same
Staples Argentina S.A.	Argentina	same
Staples (Asia) Investments Limited	Cayman Islands	same
Staples Australia Bid Company Pty Limited	Australia	same
Staples Australia Holdings Pty Limited	Australia	same
Staples Austria GmbH	Austria	same
Staples Belgium BVBA	Belgium	same
Staples Brand Consulting (Shenzhen) Co., Ltd.	China	same
Staples Brands International Limited	Hong Kong	same
Staples Brasil Comercio de Materiais de Escritorio Ltda.	Brazil	same
Staples Canada, Inc.	Canada	Staples The Business Depot, Bureau en Gross, Staples the Office Superstore
Staples Canada Holdings, LLC	USA	same
Staples Canada Holdings II, LLC	USA	same
Staples Canada Luxco SA	Luxembourg	same
Staples Canada Luxco II, SA	Luxembourg	same
Staples (China) Investment Co., Ltd.	China	same
Staples Connecticut, Inc.	USA	same
Staples Contract & Commercial, Inc.	USA	Staples Advantage, Staples Business Advantage, Staples National Advantage
Staples CRS BV	Netherlands	same
Staples CRS II BV	Netherlands	same
Staples CRS III BV	Netherlands	same
Staples CRS IV BV	Netherlands	same
Staples Cyprus Holdings Limited	Cyprus	same
Staples Cyprus Intermediary Holdings Limited	Cyprus	same

Name of Subsidiary	Jurisdiction of Incorporation	Business Names
Staples Delivery Limited	United Kingdom	same
Staples Delivery, SA	Portugal	same
Staples Denmark ApS	Denmark	Quill, Malling Beck
Staples (Deutschland) GmbH	Germany	same
Staples Deutschland GmbH & Co. KG	Germany	same
Staples Dutch Management BV	Netherlands	same
Staples Employment Services Limited	United Kingdom	same
Staples Europe B.V.	Netherlands	same
Staples Europe Holdings, G.P.	Bermuda	same
Staples Europe Import B.V.	Netherlands	same
Staples France Holding SAS	France	same
Staples Future Office Products Private Limited (*minority interest held)	India	same
Staples Global Markets, Inc.	USA	Global Identity, Staples Promotional Products
Staples GP, LLC	USA	same
Staples Hong Kong Investments Limited	Hong Kong	same
Staples International B.V.	Netherlands	same
Staples International Group Services B.V.	Netherlands	same
Staples International Limited	United Kingdom	same
Staples Luxco S.a.r.l.	Luxembourg	same
Staples Luxembourg S.A.R.L.	Luxembourg	same
Staples Mail Order UK Limited	United Kingdom	same
Staples Nederland Holding B.V.	Netherlands	same
Staples Nederland BV	Netherlands	Staples, Staples Advantage, Intercambio, Dawidenko, CE, Corporate Express
Staples Nordic AS	Norway	same
Staples Norway AS	Norway	same
Staples Norway Holdings AS	Norway	same
Staples Norway Holdings II AS	Norway	same
Staples NS Holdings, LLC	USA	same
Staples of Maryland, LLC	USA	same
Staples Office Centre Verwaltungs GmbH	Germany	same
Staples Office Equipment (Shanghai) Ltd	China	same
Staples Participations B.V.	Netherlands	same
Staples Partner, LLC	USA	same
Staples Polska Sp.z.o.o.	Poland	same
Staples Portugal Equipamento de Escritoria, SA	Portugal	same
Staples Procurement & Management Services Private Limited	India	same
Staples Productos de Oficina, SL	Spain	same
Staples Promotional Products Canada Ltd.	Canada	same
Staples Promotional Products Europe Ltd	UK	same
Staples Retail Norway AS	Norway	same
Staples Security Corporation	USA	same

Name of Subsidiary	Jurisdiction of Incorporation	Business Names
Staples (Shanghai) Company Ltd.	China	same
Staples Shared Service Center (Europe) BVBA	Belgium	same
Staples Shared Servicer Center (Europe) II BVBA	Belgium	same
Staples Shared Service Center, LLC	USA	same
Staples Sweden AB	Sweden	same
Staples Sweden Holdings AB	Sweden	same
Staples Sweden Holdings II AB	Sweden	same
Staples the Office Superstore East, Inc.	USA	same
Staples the Office Superstore, Limited Partnership	USA	same
Staples the Office Superstore, LLC	USA	same
Staples Transportation LLC	USA	same
Staples UK Limited	United Kingdom	same
Staples UK Retail Limited	United Kingdom	Office World
Staples UPS Business Services Co. Ltd. (*majority interest held)	China	same
Staples Value, LLC	USA	same
Staples Verwaltungs GmbH	Germany	same
Teacher Direct Limited	New Zealand	same
Tetterode-Nederland B.V.	Netherlands	same
Thrive Networks, Inc.	USA	same
UB Staples Corporation Limited (*majority interest held)	Cayman Islands	same
Union B.V., Exploitatie Maatschappij	Netherlands	same

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

1) Registration Statements on Form S-3 (Nos. 333-58743, 333-81503, 333-124024, and 333-155855) of Staples, Inc. and

2) Registration Statements on Form S-8 (Nos. 333-36713, 333-36715, 333-39991, 333-39993, 333-64545, 333-73383, 333-87971, 333-68428, 333-68430, 333-68432, 333-116644, 333-128449, 333-153405, 333-159875, 333-167378 and 333-178383) of Staples, Inc.;

of our reports dated February 29, 2012, with respect to the consolidated financial statements and schedules of Staples, Inc. and the effectiveness of internal control over financial reporting of Staples, Inc., included in this Annual Report (Form 10-K) for the year ended January 28, 2012.

/s/ Ernst & Young LLP

Boston, Massachusetts

February 29, 2012

EX-31.1

Exhibit 31.1

Principal Executive Officer Certification

I, Ronald L. Sargent, certify that:

1. I have reviewed this Annual Report on Form 10-K of Staples, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a‑15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 29, 2012                        /s/ Ronald L. Sargent

Ronald L. Sargent

Chairman and Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

Principal Financial Officer Certification

I, Christine T. Komola, certify that:

1.    I have reviewed this Annual Report on Form 10-K of Staples, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a‑15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: February 29, 2012                    /s/ Christine T. Komola

Christine T. Komola

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

EX-32.1

Exhibit 32.1

Principal Executive Officer Certification

In connection with the annual report on Form 10-K of Staples, Inc. (the “Company”) for the period ended January 28, 2012 as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), the undersigned, Ronald L. Sargent, Chief Executive Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Ronald L. Sargent

Dated: February 29, 2012                            Ronald L. Sargent

Chairman and Chief Executive Officer

(Principal Executive Officer)

EX-32.2

Exhibit 32.2

Principal Financial Officer Certification

In connection with the annual report on Form 10-K of Staples, Inc. (the “Company”) for the period ended January 28, 2012 as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), the undersigned, Christine T. Komola, Chief Financial Officer of the Company, hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Christine T. Komola

Dated: February 29, 2012                        Christine T. Komola

Senior Vice President and Chief Financial Officer

(Principal Financial Officer)

XML

Guarantor Subsidiaries (Tables)

12 Months Ended

Jan. 28, 2012

Guarantor Subsidiaries Disclosures [Abstract]

Schedule of Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet

January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	385,279		$	43,323	$	835,547	$	—		$	1,264,149
Merchandise inventories, net	—			1,437,074		994,771		—			2,431,845
Other current assets	68,608			1,188,378		1,337,840		—			2,594,826
Total current assets	453,887			2,668,775		3,168,158		—			6,290,820
Net property, equipment and other assets	671,787			1,165,840		1,320,045		—			3,157,672
Goodwill	1,644,728			156,303		2,181,099		—			3,982,130
Investment in affiliates and intercompany, net	5,951,426			6,935,956		10,988,680		(23,876,062		)	—
Total assets	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622
Total current liabilities	$	(13,544	)	$	2,314,411	$	1,773,411	$	—		$	4,074,278
Total long-term liabilities	1,713,159			195,852		425,120		—			2,334,131
Total stockholders' equity	7,022,213			8,416,611		15,459,451		(23,876,062		)	7,022,213
Total liabilities and stockholders' equity	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622

Condensed Consolidating Balance Sheet

As of January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	406,821	$	38,298	$	1,016,138	$	—		$	1,461,257
Merchandise inventories, net	—		1,396,667		962,506		—			2,359,173
Other current assets	64,699		1,147,433		1,435,605		—			2,647,737
Total current assets	471,520		2,582,398		3,414,249		—			6,468,167
Net property, equipment and other assets	742,833		1,246,194		1,381,311		—			3,370,338
Goodwill	1,617,937		154,527		2,300,698		—			4,073,162
Investment in affiliates and intercompany, net	6,691,832		4,783,397		7,001,204		(18,476,433		)	—
Total assets	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667
Total current liabilities	$	875,100	$	1,454,741	$	1,963,752	$	—		$	4,293,593
Total long-term liabilities	1,697,841		562,027		407,025		—			2,666,893
Total stockholders' equity	6,951,181		6,749,748		11,726,685		(18,476,433		)	6,951,181
Total liabilities and stockholders' equity	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667

Schedule of Condensed Consolidating Income Statement

Condensed Consolidating Statement of Income

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	15,303,379	$	9,718,813		$	—		$	25,022,192
Cost of goods sold and occupancy costs	11,328			11,383,452		6,885,584			—			18,280,364
Gross (loss) profit	(11,328		)	3,919,927		2,833,229			—			6,741,828
Operating and other (income) expenses	(995,984		)	3,096,381		2,181,477			1,000,813			5,282,687
Consolidated income (loss) before income taxes	984,656			823,546		651,752			(1,000,813		)	1,459,141
Income tax expense	—			307,177		168,131			—			475,308
Consolidated net income (loss)	984,656			516,369		483,621			(1,000,813		)	983,833
Loss attributed to the noncontrolling interests	—			—		(823		)	—			(823		)
Net income (loss) attributed to Staples, Inc.	$	984,656		$	516,369	$	484,444		$	(1,000,813	)	$	984,656

Condensed Consolidating Statement of Income

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	14,900,355	$	9,644,758	$	—		$	24,545,113
Cost of goods sold and occupancy costs	11,277			11,126,849		6,800,832		—			17,938,958
Gross (loss) profit	(11,277		)	3,773,506		2,843,926		—			6,606,155
Operating and other (income) expenses	(893,225		)	3,072,351		2,154,558		915,876			5,249,560
Consolidated income (loss) before income taxes	881,948			701,155		689,368		(915,876		)	1,356,595
Income tax expense	—			318,705		149,321		—			468,026
Consolidated net income (loss)	881,948			382,450		540,047		(915,876		)	888,569
Income attributed to the noncontrolling interests	—			—		6,621		—			6,621
Net income (loss) attributed to Staples, Inc.	$	881,948		$	382,450	$	533,426	$	(915,876	)	$	881,948

Condensed Consolidating Statement of Income

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	13,577,862	$	10,697,589	$	—		$	24,275,451
Cost of goods sold and occupancy costs	11,324			10,043,973		7,746,251		—			17,801,548
Gross (loss) profit	(11,324		)	3,533,889		2,951,338		—			6,473,903
Operating and other (income) expenses	(749,995		)	2,956,530		2,261,707		849,767			5,318,009
Consolidated income (loss) before income taxes	738,671			577,359		689,631		(849,767		)	1,155,894
Income tax expense	—			174,152		224,631		—			398,783
Consolidated net income (loss)	738,671			403,207		465,000		(849,767		)	757,111
Income attributed to the noncontrolling interests	—			—		18,440		—			18,440
Net income (loss) attributed to Staples, Inc.	$	738,671		$	403,207	$	446,560	$	(849,767	)	$	738,671

Schedule of Condensed Consolidating Cash Flows Statement

Condensed Consolidating Statement of Cash Flows

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,334,183		$	197,956		$	44,336		$	1,576,475
Investing activities:
Acquisition of property and equipment	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Cash used in investing activities	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	73,866			—			—			73,866
Proceeds from borrowings	93,856			12,378			195,609			301,843
Payments on borrowings, including payment of deferred financing fees	(567,419		)	—			(253,212		)	(820,631		)
Purchase of noncontrolling interest	—			—			(10,000		)	(10,000		)
Cash dividends paid	(277,936		)	—			—			(277,936		)
Excess tax benefits from stock-based compensation arrangements	812			841			152			1,805
Purchase of treasury stock, net	(629,041		)	—			—			(629,041		)
Cash (used in) provided by financing activities	(1,305,862		)	13,219			(67,451		)	(1,360,094		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(29,835		)	(29,835		)
Net (decrease) increase in cash and cash equivalents	(21,542		)	5,025			(180,591		)	(197,108		)
Cash and cash equivalents at beginning of period	406,821			38,298			1,016,138			1,461,257
Cash and cash equivalents at end of period	$	385,279		$	43,323		$	835,547		$	1,264,149

Condensed Consolidating Statement of Cash Flows

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	479,783		$	198,293		$	768,415		$	1,446,491
Investing activities:
Acquisition of property and equipment	(56,984		)	(214,319		)	(137,586		)	(408,889		)
Acquisition of businesses, net of cash acquired	—			—			(63,066		)	(63,066		)
Cash used in investing activities	(56,984		)	(214,319		)	(200,652		)	(471,955		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	85,429			—			—			85,429
Proceeds from borrowings	71,033			—			130,533			201,566
Payments on borrowings	(96,207		)	—			(111,271		)	(207,478		)
Cash dividends paid	(258,746		)	—			—			(258,746		)
Purchase of noncontrolling interest	—			—			(360,595		)	(360,595		)
Purchase of treasury stock, net	(398,582		)	—			—			(398,582		)
Cash used in financing activities	(597,073		)	—			(341,333		)	(938,406		)
Effect of exchange rate changes on cash and cash equivalents	—			—			9,308			9,308
Net (decrease) increase in cash and cash equivalents	(174,274		)	(16,026		)	235,738			45,438
Cash and cash equivalents at beginning of period	581,095			54,324			780,400			1,415,819
Cash and cash equivalents at end of period	$	406,821		$	38,298		$	1,016,138		$	1,461,257

Condensed Consolidating Statement of Cash Flows

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,709,923		$	159,872		$	214,413		$	2,084,208
Investing activities:
Acquisition of property and equipment	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Cash used in investing activities	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Financing activities:
Payments on issuance of commercial paper	(1,195,557		)	—			—			(1,195,557		)
Proceeds from borrowings	869,380			—			342,044			1,211,424
Payments on borrowings, including payment of deferred financing fees	(721,044		)	—			(224,289		)	(945,333		)
Purchase of treasury stock, net	(30,661		)	—			—			(30,661		)
Excess tax benefits from stock-based compensation arrangements	3,452			5,053			258			8,763
Cash dividends paid	(236,874		)	—			—			(236,874		)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	150,958			—			—			150,958
Cash (used in) provided by financing activities	(1,160,346		)	5,053			118,013			(1,037,280		)
Effect of exchange rate changes on cash and cash equivalents	—			—			48,345			48,345
Net increase in cash and cash equivalents	506,840			9,241			265,964			782,045
Cash and cash equivalents at beginning of period	74,255			45,083			514,436			633,774
Cash and cash equivalents at end of period	$	581,095		$	54,324		$	780,400		$	1,415,819

XML

Derivative Instruments and Hedging Activities (Details) In Millions, unless otherwise specified	3 Months Ended						3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended								3 Months Ended				1 Months Ended			1 Months Ended			1 Months Ended		1 Months Ended
	Jul. 30, 2011 USD ($)	Jan. 28, 2012 USD ($)	Oct. 31, 2011 AUD	Aug. 31, 2011 AUD	Jan. 15, 2009	Jan. 08, 2003 USD ($)	Oct. 29, 2011 Interest Rate Swap, October 2012 Notes [Member] USD ($)	Jan. 28, 2012 Interest Rate Swap, October 2012 Notes [Member]	Jan. 29, 2011 Interest Rate Swap, October 2012 Notes [Member] USD ($)	Oct. 29, 2011 Interest rate swap, January 2014 Notes [Member] USD ($)	Jan. 28, 2012 Interest rate swap, January 2014 Notes [Member]	Jan. 29, 2011 Interest rate swap, January 2014 Notes [Member] USD ($)	Mar. 16, 2010 Interest rate swap, January 2014 Notes [Member] USD ($)	Oct. 01, 2012 Foreign Currency Swap, October 2012 [Member] USD ($)	Oct. 01, 2012 Foreign Currency Swap, October 2012 [Member] CAD	Jan. 28, 2012 Foreign Currency Swap, October 2012 [Member] USD ($)	Jan. 29, 2011 Foreign Currency Swap, October 2012 [Member] USD ($)	Aug. 15, 2007 Foreign Currency Swap, October 2012 [Member] USD ($)	Oct. 29, 2011 May 2011 Australian Interest Rate Swap [Member] USD ($)	Jan. 28, 2012 August 2011 Australian Interest Rate Swap [Member] USD ($)	Jan. 28, 2012 October 2011 Canadian FX Swap - CAD to USD [Member] USD ($)	Jan. 28, 2012 October 2011 Canadian FX Swap - CAD to EUR [Member] USD ($)	Dec. 31, 2011 Intercompany Loans Entered into in December 2011 - CAD [Member] CAD	Aug. 31, 2011 August 2011 Australian Intercompany Loan [Member] AUD	Aug. 15, 2011 August 2011 Australian Intercompany Loan [Member]	Oct. 29, 2011 October 2011 Canadian Intercompany Loan - CAD to EUR [Member] CAD	Dec. 15, 2011 October 2011 Canadian Intercompany Loan - CAD to EUR [Member] CAD	Oct. 12, 2011 October 2011 Canadian Intercompany Loan - CAD to EUR [Member]	May 30, 2011 May 2011 Australian Intercompany Loan [Member] AUD	May 04, 2011 May 2011 Australian Intercompany Loan [Member]	Oct. 29, 2011 October 2011 Canadian Intercompany Loan - CAD to USD [Member] CAD	Dec. 15, 2011 October 2011 Canadian Intercompany Loan - CAD to USD [Member] USD ($)	Oct. 06, 2011 October 2011 Canadian Intercompany Loan - CAD to USD [Member]
Derivative [Line Items]
Derivative Instruments, Gain Recognized in Income																			$ 0.9	$ 4.1	$ 2.2	$ 2.1
Derivative Amount to be Paid upon Maturity															316.2
Notional Amount of Fair Value Hedge Instruments						325							750
Derivative, Type of Interest Rate Paid on Swap								variable			variable
Interest Rate Fair Value Hedge Derivative at Fair Value, Net									(23.0)			(21.4)
Derivative, Cash Received on Hedge							12.4			30.3
Derivative Instruments, Loss Recognized in Income	(0.3)
Notional Amount of Derivative Instruments Designated as Net Investment Hedges																		300.0
Derivative, Fixed Interest Rate Receipt																5.28%
Derivative Amount to be Received upon Maturity		720.0												300.0
Derivative, Fixed Interest Rate Payment																5.17%
Derivative Instruments in Hedges, Net Investment in Foreign Operations, Assets, Fair Value, Net																14.4	(11.0)
Intercompany Loans																							750.0	75.0		79.5			75.0		118.3
Debt Instrument, Interest Rate, Stated Percentage					9.75%																				6.65%			1.32%		6.65%			1.80%
Investment Foreign Currency, Contract, Amount Purchased			76.4	76.4																							79.5					112.1
Aggregate Fair Value Loss on Foreign Currency Forward		$ (22.0)

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Summary of Significant Accounting Policies Foreign Currency (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Trading Activity, Gains and Losses, Net [Line Items]
Foreign Currency Transaction Gain (Loss), before Tax	$ 0.5	$ (7.6)	$ 5.7

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Pension and Other Retirement Plans Balance Sheet Location (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Current Assets	$ 183,180,000	$ 182,476,000
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent	(43,279,000)	(35,879,000)
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax	127,015,000	108,268,000
Defined Benefit Plan, Amounts Recognized in Balance Sheet	266,916,000	254,865,000
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year	2,000,000
Defined Benefit Plan, Current Assets	0	0
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent	(8,978,000)	(4,980,000)
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax	7,638,000	2,655,000
Defined Benefit Plan, Amounts Recognized in Balance Sheet	(1,340,000)	(2,325,000)
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Current Assets	183,180,000	182,476,000
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent	(34,301,000)	(30,899,000)
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax	119,377,000	105,613,000
Defined Benefit Plan, Amounts Recognized in Balance Sheet	268,256,000	257,190,000
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year	2,100,000
Defined Benefit Plan, Current Assets	0	0
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent	(37,298,000)	(25,281,000)
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax	30,389,000	21,616,000
Defined Benefit Plan, Amounts Recognized in Balance Sheet	$ (6,909,000)	$ (3,665,000)

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Accumulated Other Comprehensive Loss (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment Net of Taxes	$ (156,627)	$ 37,158	$ 36,825
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	(5,712)	(4,207)	5,836
Accumulated Other Comprehensive Income (Loss) Defined Benefit Pension and Other Post Retirement Plan, net of tax	(157,404)	(129,884)	(131,998)
Total	$ (319,743)	$ (96,933)	$ (89,337)

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Stockholders' Equity Outstanding Share Activity (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Outstanding Share Activity for the Period [Line Items]
Outstanding at Beginning of the Year	709,458	718,010	704,907
Repurchases	$ (37,315)	$ (17,817)	$ 0
Restricted Stock Distributed	3,387	3,574	2,988
Issuance of stock for exercises of common stock options and sales under Employee Stock Purchase Plans	7,081	5,691	10,115
Outstanding at End of the Year	682,611	709,458	718,010

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Summary of Significant Accounting Policies Fair Value of Financial Instruments (Details) (USD $)								3 Months Ended		3 Months Ended
	Jan. 15, 2009	Jan. 08, 2003	Jan. 28, 2012 Short Term Debt October 2012 Notes including Unamortized Gain [Member]	Jan. 28, 2012 Long Term Debt January 2014 Notes [Member]	Jan. 29, 2011 Long Term Debt January 2014 Notes [Member]	Jan. 28, 2012 Short Term Debt October 2012 Notes [Member]	Sep. 30, 2002 Short Term Debt October 2012 Notes [Member]	Oct. 29, 2011 Interest rate swap, January 2014 Notes [Member]	Mar. 16, 2010 Interest rate swap, January 2014 Notes [Member]	Oct. 29, 2011 Interest Rate Swap, October 2012 Notes [Member]	Jan. 28, 2012 Fair Value, Inputs, Level 1 [Member]	Jan. 28, 2012 Fair Value, Inputs, Level 2 [Member]	Jan. 28, 2012 Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Notes Payable	$ 1,500,000,000
Debt Instrument, Face Amount							325,000,000
Debt Instrument, Interest Rate, Stated Percentage	9.75%						7.375%
Notional Amount of Fair Value Hedge Instruments		325,000,000							750,000,000
Derivative, Cash Received on Hedge								30,300,000		12,400,000
Short Term Debt Unhedged, Carrying Value			332,617,000
Long-term Debt Unhedged, Carrying Value				1,525,003,000	750,000,000
Debt Instrument, Unhedged Fair Value				1,721,490,000	915,450,000	339,372,000
Money Market Funds, at Carrying Value											468,913,000	0	0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure											$ 0	$ (36,418,000)	$ 0

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Income Taxes (Tables)

12 Months Ended

Jan. 28, 2012

Income Tax Disclosure [Abstract]

Schedule of Deferred Tax Assets and Liabilities

The approximate tax effect of the significant components of Staples' deferred tax assets and liabilities are as follows (in thousands):

	January 28, 2012			January 29, 2011
Deferred income tax assets:
Deferred rent	$	46,446		$	49,256
Foreign tax credit carryforwards	90,730			109,913
Net operating loss carryforwards	313,732			402,136
Capital loss carryforwards	18,598			20,110
Employee benefits	126,632			125,466
Merger related charges	15,072			20,044
Inventory	42,556			52,604
Insurance	39,375			35,891
Deferred revenue	82,724			26,672
Depreciation	32,887			45,362
Unrealized loss on hedge instruments	6,028			4,629
Other—net	77,925			78,786
Total deferred income tax assets	892,705			970,869
Total valuation allowance	(307,616		)	(331,567		)
Net deferred income tax assets	$	585,089		$	639,302
Deferred income tax liabilities:
Intangibles	$	(148,601	)	$	(200,901	)
Other—net	(4,616		)	(3,308		)
Total deferred income tax liabilities	(153,217		)	(204,209		)
Net deferred income tax assets	$	431,872		$	435,093

Schedule of Income before Income Tax, Domestic and Foreign

For financial reporting purposes, consolidated income before income taxes includes the following components (in thousands):

	2011		2010		2009
Pretax income:
United States	$	1,009,979	$	877,936	$	728,765
Foreign	449,162		478,659		427,129
	$	1,459,141	$	1,356,595	$	1,155,894

Schedule of Components of Income Tax Expense (Benefit)

The provision for income taxes consists of the following (in thousands):

	2011			2010		2009
Current tax expense:
Federal	$	253,078		$	142,282	$	329,809
State	59,877			49,797		42,547
Foreign	155,647			103,317		116,180
Deferred tax expense (benefit):
Federal	75,233			141,103		(63,494		)
State	(4,666		)	6,329		(8,191		)
Foreign	(63,861		)	25,198		(18,068		)
Total income tax expense	$	475,308		$	468,026	$	398,783

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the federal statutory tax rate to Staples' effective tax rate on net income is as follows:

	2011		2010		2009
Federal statutory rate	35.0	%	35.0	%	35.0	%
State effective rate, net of federal benefit	2.6		3.3		2.9
Effect of foreign taxes	(4.6	)	(5.5	)	(3.4	)
Tax credits	(0.5	)	(0.4	)	(0.7	)
Italian tax refund (previously deemed uncollectible)	(1.4	)	—		—
Other	1.5		2.1		0.7
Effective tax rate	32.6	%	34.5	%	34.5	%

Summary Of Unrecognized Tax Benefits

The following summarizes the activity related to our unrecognized tax benefits (in thousands):

	2011			2010			2009
Balance at beginning of fiscal year	$	254,167		$	264,277		$	222,892
Additions for tax positions related to current year	48,032			25,876			47,354
Additions (reductions) for tax positions of prior years	15,361			(9,983		)	15,422
Reduction for Statute of Limitations Expiration	(13,441		)	(19,840		)	(20,802		)
Settlements	(53,722		)	(6,163		)	(589		)
Balance at end of fiscal year	$	250,397		$	254,167		$	264,277

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Computation of Earnings per Common Share Computation of Earnings per Common Share (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended													12 Months Ended
	Jan. 28, 2012	Oct. 29, 2011	Jul. 30, 2011		Apr. 30, 2011	Jan. 29, 2011		Oct. 30, 2010		Jul. 31, 2010		May 01, 2010		Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Numerator:
Net income attributed to Staples, Inc.	$ 283,593	$ 326,380	$ 176,438	[1]	$ 198,245	$ 274,742	[2]	$ 288,680	[3]	$ 129,756	[4]	$ 188,770	[5]	$ 984,656	$ 881,948	$ 738,671
Denominator:
Weighted-average common shares outstanding														694,986	715,596	709,744
Effect of dilutive securities:
Employee stock options, Restricted Shares and Performance Shares														9,033	10,624	12,094
Weighted-average commonn shares outstanding assuming dilution														704,019	726,220	721,838
Basic earnings per common share	$ 0.41	$ 0.47	$ 0.25	[1]	$ 0.28	$ 0.39	[2]	$ 0.40	[3]	$ 0.18	[4]	$ 0.26	[5]	$ 1.42	$ 1.23	$ 1.04
Diluted earnings per common share	$ 0.41	$ 0.47	$ 0.25	[1]	$ 0.28	$ 0.38	[2]	$ 0.40	[3]	$ 0.18	[4]	$ 0.26	[5]	$ 1.40	$ 1.21	$ 1.02

[1] Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

[2] Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[3] Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[4] Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

[5] Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

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Pension and Other Retirement Plans Pension Assets By Category (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012		Jan. 29, 2011
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	$ 1,091,270		$ 1,020,793
Actual Return on Plan Assets sold during the period	87,410		120,457
Fair value of plan assets ending balance	1,094,309		1,091,270
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	28,451		24,836
Actual Return on Plan Assets sold during the period	1,521		3,760
Fair value of plan assets ending balance	29,640		28,451
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	1,062,819		995,957
Actual Return on Plan Assets sold during the period	85,889		116,697
Fair value of plan assets ending balance	1,064,669		1,062,819
Banks, Trust and Insurance, Equities [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	13,100
Netting and Collateral [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	29,640
Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	1,064,669
Fair Value, Inputs, Level 1 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	19,702
Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	965,631
Fair Value, Inputs, Level 2 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0
Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	99,038
Fair Value, Inputs, Level 3 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	10,129
Actual Return on Plan Assets still held at the reporting date	536
Actual Return on Plan Assets sold during the period	0
Purchases, sales, and settlements	(727)
Fair value of plan assets ending balance	9,938
Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0
Equity Securities [Member] | Netting and Collateral [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	10,731	[1]
Equity Securities [Member] | Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	323,373	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	10,731	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	295,455	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 2 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	27,918	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 3 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[1]
Equity Securities [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[1]
Debt Securities [Member] | Netting and Collateral [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	16,703	[2]
Debt Securities [Member] | Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	524,357	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	6,765	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	517,346	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	7,011	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	9,938	[2]
Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[2]
Cash [Member] | Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	56,980
Cash [Member] | Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	56,980
Cash [Member] | Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0
Cash [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0
Other Pension Assets [Member] | Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	71,088	[3]
Other Pension Assets [Member] | Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	15,026	[3]
Other Pension Assets [Member] | Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	56,062	[3]
Other Pension Assets [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[3]
Real Estate [Member] | Netting and Collateral [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	2,206	[2]
Real Estate [Member] | Netting and Collateral [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	88,871	[4]
Real Estate [Member] | Fair Value, Inputs, Level 1 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	2,206	[2]
Real Estate [Member] | Fair Value, Inputs, Level 1 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	80,824	[4]
Real Estate [Member] | Fair Value, Inputs, Level 2 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[2]
Real Estate [Member] | Fair Value, Inputs, Level 2 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	8,047	[4]
Real Estate [Member] | Fair Value, Inputs, Level 3 [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	0	[2]
Real Estate [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets ending balance	$ 0	[4]

[1] This category includes investments in equity securities of large, small and medium sized companies in the U.S. and in foreign companies, including those in developing countries. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

[2] This category includes investments in investment grade fixed income instrument, U.S. dollar denominated debt securities of emerging market issuers and high yield fixed-income securities that are rated below investment grade. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is issued to value the fund.

[3] This category includes commodities of approximately $49.9 million and non-separated investments with insurance companies of approximately $13.1 million.

[4] This category includes investments in mortgage-backed and asset-backed securities. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

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Commitments and Contingencies Purchase Obligations (Details) (USD $)	12 Months Ended
	Jan. 28, 2012
Long-term Purchase Commitment [Line Items]
Letters of Credit Outstanding, Amount	$ 147,800,000
Unrecorded Unconditional Purchase Obligation, Due within One Year	369,143,000
Unrecorded Unconditional Purchase Obligation, Due within Three Years	49,588,000
Unrecorded Unconditional Purchase Obligation, Due within Five Years	18,755,000
Unrecorded Unconditional Purchase Obligation, Due after Five Years	51,435,000
Long-term Purchase Commitment, Amount	$ 488,921,000

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Pension and Other Retirement Plans Defined Contribution Plan (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plan Disclosure [Line Items]
Definied Contribution Plan, Cost Recognized Associated with Company Match	$ 41.2	$ 35.6	$ 36.3

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Segment Reporting (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended													12 Months Ended												1 Months Ended	12 Months Ended
	Jan. 28, 2012 segments	Oct. 29, 2011	Jul. 30, 2011		Apr. 30, 2011	Jan. 29, 2011		Oct. 30, 2010		Jul. 31, 2010		May 01, 2010		Jan. 28, 2012 segments	Jan. 29, 2011	Jan. 30, 2010	Jan. 28, 2012 International Operations [Member]	Jan. 29, 2011 International Operations [Member]	Jan. 30, 2010 International Operations [Member]	Jan. 28, 2012 North American Delivery [Member]	Jan. 29, 2011 North American Delivery [Member]	Jan. 30, 2010 North American Delivery [Member]	Jan. 28, 2012 North American Retail [Member]	Jan. 29, 2011 North American Retail [Member]	Jan. 30, 2010 North American Retail [Member]	Jan. 30, 2010 Loss Contingency Settlement of Litigation [Member]	Jan. 28, 2012 Loss Contingency Settlement of Litigation [Member]	Jan. 29, 2011 Loss Contingency Settlement of Litigation [Member]	Jan. 30, 2010 Loss Contingency Settlement of Litigation [Member]	Jan. 28, 2012 UNITED STATES	Jan. 29, 2011 UNITED STATES	Jan. 30, 2010 UNITED STATES	Jan. 28, 2012 CANADA	Jan. 29, 2011 CANADA	Jan. 30, 2010 CANADA	Jan. 28, 2012 International [Member]	Jan. 29, 2011 International [Member]	Jan. 30, 2010 International [Member]	Jan. 28, 2012 Office Supplies [Member]	Jan. 29, 2011 Office Supplies [Member]	Jan. 30, 2010 Office Supplies [Member]	Jan. 28, 2012 7380 Services, Miscellaneous Business Services [Member]	Jan. 29, 2011 7380 Services, Miscellaneous Business Services [Member]	Jan. 30, 2010 7380 Services, Miscellaneous Business Services [Member]	Jan. 28, 2012 Business Machines and Related Products [Member]	Jan. 29, 2011 Business Machines and Related Products [Member]	Jan. 30, 2010 Business Machines and Related Products [Member]	Jan. 28, 2012 Computers and related products [Member]	Jan. 29, 2011 Computers and related products [Member]	Jan. 30, 2010 Computers and related products [Member]	Jan. 28, 2012 2520 Office Furniture [Member]	Jan. 29, 2011 2520 Office Furniture [Member]	Jan. 30, 2010 2520 Office Furniture [Member]
Segment Reporting Information [Line Items]
Segment Reporting, Number of Reportable Segments	3													3
Segment Reporting, Number of Countries Serviced by International Operations	24													24
Segment Reporting Information, Revenue for Reportable Segment																	$ 5,305,334	$ 5,166,138	$ 5,270,871	$ 10,056,011	$ 9,849,218	$ 9,640,390	$ 9,660,847	$ 9,529,757	$ 9,364,190
Sales	6,459,715	6,569,927	5,819,612	[1]	6,172,938	6,415,402	[2]	6,537,676	[3]	5,534,240	[4]	6,057,795	[5]	25,022,192	24,545,113	24,275,451														16,643,255	16,462,822	16,343,340	3,073,603	2,916,153	2,661,238	5,305,334	5,166,138	5,270,873
Segment Reporting, Business Unit Income														1,780,256	1,778,157	1,683,280	97,993	166,606	122,028	877,867	841,429	786,723	804,396	770,122	774,529
Depreciation, Depletion and Amortization														482,056	498,863	552,441	132,345	123,726	148,021	149,826	157,960	175,058	199,885	217,177	229,362
Acquisition of property and equipment														383,654	408,889	313,228	82,707	84,814	86,758	131,295	140,247	93,309	169,652	183,828	133,161
Share-based Compensation														(151,822)	(146,879)	(174,691)
Integration and restructuring costs														0	(57,765)	(84,244)
Loss Contingency, Loss in Period																										(42,000)	0	0	(42,000)
Other (expense) income														(3,119)	(9,816)	4,457
Interest Income (Expense) and Other Income Expense, Net														(169,293)	(216,918)	(226,451)
Consolidated income before income taxes														1,459,141	1,356,595	1,155,894
Assets	13,430,622					13,911,667								13,430,622	13,911,667	13,717,334	5,391,907	5,746,598	5,573,261	4,725,434	4,999,421	4,998,220	3,313,281	3,165,648	3,145,853
Sales by Each Major Product Line as a Percentage of Total Sales														100.00%	100.00%	100.00%																							43.90%	43.30%	43.10%	6.00%	5.50%	5.20%	30.10%	30.70%	31.30%	15.00%	15.30%	15.20%	5.00%	5.20%	5.20%
Assets, Noncurrent	$ 6,532,244					$ 6,766,247								$ 6,532,244	$ 6,766,247	$ 6,853,661														$ 3,381,719	$ 3,461,083	$ 3,561,702	$ 274,679	$ 281,555	$ 263,761	$ 2,875,846	$ 3,023,609	$ 3,028,198

[1] Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

[2] Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[3] Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[4] Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

[5] Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

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Stockholders' Equity Share Repurchase Porgram Disclosures (Details) (USD $) Share data in Millions, unless otherwise specified	1 Months Ended	2 Months Ended	4 Months Ended	12 Months Ended			52 Months Ended
	Sep. 30, 2011	Jul. 04, 2007	Jan. 28, 2012	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010	Sep. 13, 2011
Stockholders' Equity Disclosure [Abstract]
Stock Repurchase Program, Authorized Amount	$ 1,500,000,000	$ 1,500,000,000
Purchase of treasury stock, net			182,500,000	629,041,000	398,582,000	30,661,000	1,280,000,000
Stock Repurchased During Period, Shares			12.6
Stock Repurchase Program, Remaining Authorized Repurchase Amount			$ 1,320,000,000				$ 218,400,000

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Pension and Other Retirement Plans Assumptions Used (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Weighted-average assumptions used to measure benefit obligations at year-end:
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And One Quarter Decrease In Compensation Increase	26,074
Defined Benefit Plan Effect Of No Change In Discount Rate And One Quarter Decrease In Compensation Increase	(1,616)
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And One Quarter Decrease In Compensation Increase	(27,452)
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And No Change In Compensation Increase	27,563
Defined Benefit Plan Effect Of No Change In Discount Rate And No Change In Compensation Increase	0
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And No Change In Compensation Increase	(26,087)
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And One Quarter Increase In Compensation Increase	29,412
Defined Benefit Plan Effect Of No Change In Discount Rate And One Quarter Increase In Compensation Increase	1,580
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And One Quarter Increase In Compensation Increase	(24,763)
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And One Quarter Decrease In Pension Increase	4,792
Defined Benefit Plan Effect Of No Change In Discount Rate And One Quarter Decrease In Pension Increase	(21,879)
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And One Quarter Decrease In Pension Increase	(46,810)
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And No Change In Pension Increase	27,563
Defined Benefit Plan Effect Of No Change In Discount Rate And No Change In Pension Increase	0
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And No Change In Pension Increase	(26,087)
Defined Benefit Plan Effect Of One Quarter Decrease In Discount Rate And One Quarter Increase In Pension Increase	51,876
Defined Benefit Plan Effect Of No Change In Discount Rate And One Quarter Increase In Pension Increase	22,930
Defined Benefit Plan Effect Of One Quarter Increase In Discount Rate And One Quarter Increase In Pension Increase	(4,517)
United States Pension Plans of US Entity, Defined Benefit [Member]
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.70%	5.90%	6.80%
Expected return on plan assets	7.00%	7.00%	7.00%
Rate of compensation increase	0.00%	0.00%	0.00%
Weighted-average assumptions used to measure benefit obligations at year-end:
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate	4.70%	5.70%	5.90%
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase	0.00%	0.00%	0.00%
Defined Benefit Plan Assumptions Used Calculating Net Periodic Benefit Cost Rate Of Pension Increase	0.00%	0.00%	0.00%
Foreign Pension Plans, Defined Benefit [Member]
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	4.80%	4.60%	5.80%
Expected return on plan assets	6.40%	6.40%	6.40%
Rate of compensation increase	2.20%	2.20%	3.00%
Weighted-average assumptions used to measure benefit obligations at year-end:
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate	4.30%	4.80%	4.50%
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase	2.10%	2.10%	2.10%
Defined Benefit Plan Assumptions Used Calculating Net Periodic Benefit Cost Rate Of Pension Increase	1.10%	1.10%	1.10%
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member]
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	4.90%	5.90%
Expected return on plan assets	0.00%	0.00%
Rate of compensation increase	3.00%	3.00%
Weighted-average assumptions used to measure benefit obligations at year-end:
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate	4.90%	5.90%
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase	3.00%	3.00%
Defined Benefit Plan Assumptions Used Calculating Net Periodic Benefit Cost Rate Of Pension Increase	0.00%	0.00%

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Schedule II - Valuation and Qualifying Accounts

12 Months Ended

Jan. 28, 2012

Valuation and Qualifying Accounts Disclosure [Line Items]

Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]

VALUATION AND QUALIFYING ACCOUNTS

Accounts Receivable Allowance for Doubtful Accounts

Valuation and qualifying account information related to operations is as follows (in thousands):

	Balance at Beginning of Period		Additions Charged to Expense		Deductions— Write-offs, Payments and Other Adjustments		Balance at End of Period
Fiscal year ended:
January 30, 2010	$	57,293	$	45,754	$	40,023	$	63,024
January 29, 2011	63,024		20,679		28,355		55,348
January 28, 2012	55,348		23,622		33,008		45,962

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Acquisition Reserves (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jul. 23, 2008
Integration and Restructuring Costs and Acquisition Reserves [Line Items]
Balance at the beginning of the period	$ 41,967	$ 68,799	$ 181,000
Utilization	(8,627)	(25,615)
Adjustments	(8,435)
Foreign Exchange Fluctuations	(1,113)	(1,217)
Balance at the end of the period	23,792	41,967	181,000
Transaction costs [Member]
Integration and Restructuring Costs and Acquisition Reserves [Line Items]
Balance at the beginning of the period	543	807
Utilization	(119)	(264)
Adjustments	(424)
Foreign Exchange Fluctuations	0	0
Balance at the end of the period	0	543
Employee Severance [Member]
Integration and Restructuring Costs and Acquisition Reserves [Line Items]
Balance at the beginning of the period	11,793	28,843
Utilization	(3,911)	(16,206)
Adjustments	(5,231)
Foreign Exchange Fluctuations	(960)	(844)
Balance at the end of the period	1,691	11,793
Facility Closing [Member]
Integration and Restructuring Costs and Acquisition Reserves [Line Items]
Balance at the beginning of the period	20,287	28,390
Utilization	(3,898)	(7,973)
Adjustments	(600)
Foreign Exchange Fluctuations	(28)	(130)
Balance at the end of the period	15,761	20,287
Other Expenses [Member]
Integration and Restructuring Costs and Acquisition Reserves [Line Items]
Balance at the beginning of the period	9,344	10,759
Utilization	(699)	(1,172)
Adjustments	(2,180)
Foreign Exchange Fluctuations	(125)	(243)
Balance at the end of the period	$ 6,340	$ 9,344

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Summary of Significant Accounting Policies Property and Equipment Policies (Details)	12 Months Ended
	Jan. 28, 2012 year
Building [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Maximum	40
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum	3
Property, Plant and Equipment, Useful Life, Maximum	10
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum	3
Property, Plant and Equipment, Useful Life, Maximum	10
Computer Equipment and Software [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life, Minimum	3
Property, Plant and Equipment, Useful Life, Maximum	7

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Pension and Other Retirement Plans Expected Plan Contributions (Details) (USD $) In Thousands, unless otherwise specified	Jan. 28, 2012
Defined Benefit Plan Disclosure [Line Items]
2012	$ 14,707
2013	15,198
2014	15,254
2015	15,325
2016	15,707
2017-2021	82,078
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
2012	1,366
2013	1,483
2014	1,483
2015	1,465
2016	1,465
2017-2021	5,804
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
2012	13,341
2013	13,715
2014	13,771
2015	13,860
2016	14,242
2017-2021	$ 76,274

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Computation of Earnings per Common Share (Tables)

12 Months Ended

Jan. 28, 2012

Computation of Earnings Per Common Share Disclosure [Abstract]

Schedule of basic and diluted earnings per share

The computation of basic and diluted earnings per share for 2011, 2010 and 2009 is as follows (in thousands, except per share data):

	2011		2010		2009
Numerator:
Net income attributed to Staples, Inc.	$	984,656	$	881,948	$	738,671
Denominator:
Weighted-average common shares outstanding	694,986		715,596		709,744
Effect of dilutive securities:
Employee stock options, Restricted Shares and Performance Shares	9,033		10,624		12,094
Weighted-average common shares outstanding assuming dilution	704,019		726,220		721,838
Basic earnings per common share	$	1.42	$	1.23	$	1.04
Diluted earnings per common share	$	1.40	$	1.21	$	1.02

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Debt and Credit Agreements (Details)	12 Months Ended						1 Months Ended							0 Months Ended
	Jan. 28, 2012 USD ($) days	Jan. 29, 2011 USD ($)	Jan. 30, 2010 USD ($)	Nov. 04, 2010 USD ($)	Jan. 15, 2009 USD ($)	Oct. 13, 2006 USD ($)	Dec. 31, 2011 Intercompany Loans Entered into in December 2011 - CAD [Member] CAD	Jan. 28, 2012 Short Term Debt April 2011 Notes [Member] USD ($)	Apr. 01, 2011 Short Term Debt April 2011 Notes [Member] USD ($)	Jan. 29, 2011 Short Term Debt April 2011 Notes [Member] USD ($)	Mar. 27, 2009 Short Term Debt April 2011 Notes [Member]	Sep. 30, 2002 Short Term Debt October 2012 Notes [Member] USD ($)	Jan. 29, 2011 Long Term Debt October 2012 Notes [Member] USD ($)	Jan. 31, 2009 Long Term Debt January 2014 Notes [Member] USD ($)	Jan. 29, 2011 Long Term Debt January 2014 Notes [Member] USD ($)	Jan. 28, 2012 Line of Credit [Member] USD ($)	Jan. 29, 2011 Line of Credit [Member] USD ($)	Jan. 28, 2012 Capital lease obligations and other notes payable [Member] USD ($)	Jan. 29, 2011 Capital lease obligations and other notes payable [Member] USD ($)	Jan. 28, 2012 Line of Credit [Member] USD ($)
Debt Instrument [Line Items]
Intercompany Loans							750,000,000
Capital Leases, Future Minimum Payments Due	1,400,000
April 2011 Notes	2,038,180,000	2,557,390,000						0		500,000,000			325,000,000		1,500,000,000	170,745,000	218,689,000	9,815,000	13,701,000
Fair value adjustments on hedged debt	0	44,373,000
Less: Current portion	(439,143,000)	(587,356,000)
Long-term Debt and Capital Lease Obligations	1,599,037,000	2,014,407,000
Long-term Debt and Capital Lease Obligations Repayments in Year Two	1,596,980,000
Long-term Debt and Capital Lease Obligations Repayments in Year Three	620,000
Long-term Debt and Capital Lease Obligations Repayments in Year Four	416,000
Long-term Debt and Capital Lease Obligations Repayments in Year Five	316,000
Long-term Debt and Capital Lease Obligations Repayments after Year Five	705,000
Interest Paid	184,500,000	210,900,000	217,500,000
Debt Instrument, Face Amount									500,000,000			325,000,000
Debt Instrument, Interest Rate, Stated Percentage					9.75%						7.75%	7.375%
Notes Payable					1,500,000,000
Proceeds from Issuance of Long-term Debt	301,843,000	201,566,000	1,211,424,000											1,490,000,000
Line of Credit Facility, Maximum Borrowing Capacity	373,100,000			1,000,000,000		750,000,000
Line of Credit Facility, Remaining Borrowing Capacity	1,000,000,000																			202,400,000
Line of Credit Facility, Maximum Borrowing Capacity as Revised upon Agreement				1,500,000,000
Letter of Credit Facility, Facility Fee Rate, Low End of Range	0.15%
Letter of Credit Facility, Facility Fee Rate, High End of Range	0.35%
Maximum Borrowing Capacity of Commercial Paper Program	1,000,000,000
Commercial Paper Notes Maximum Maturity Period	397
Short-term Debt, Average Outstanding Amount	150,000,000
Debt, Weighted Average Interest Rate	0.30%
Short-term Debt, Maximum Amount Outstanding During Period	345,000,000
Line of Credit Facility, Amount Outstanding	$ 170,700,000

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Pension and Other Retirement Plans Net Periodic Pension Expense (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service Cost	$ 9,987	$ 10,717	$ 9,641
Interest Cost	44,798	39,559	49,830
Expected return on plan assets	(60,589)	(63,096)	(59,038)
Amortization of actuarial losses	1,461	3,993	9,328
Net periodic pension expense (income)	(4,343)	(8,827)	9,761
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service Cost	0	0	0
Interest Cost	1,864	1,841	1,868
Expected return on plan assets	(1,686)	(1,735)	(1,507)
Amortization of actuarial losses	0	2	0
Net periodic pension expense (income)	178	108	361
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service Cost	9,987	10,717	9,641
Interest Cost	42,934	37,718	47,962
Expected return on plan assets	(58,903)	(61,361)	(57,531)
Amortization of actuarial losses	1,461	3,991	9,328
Net periodic pension expense (income)	(4,521)	(8,935)	9,400
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service Cost	1,765	895	0
Interest Cost	1,479	695	0
Expected return on plan assets	0	0	0
Amortization of actuarial losses	1,716	0	0
Net periodic pension expense (income)	$ 4,960	$ 1,590	$ 0

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Income Taxes Uncertain Tax Positions (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Income Tax Disclosure [Abstract]
Unrecognized Tax Benefits that Would Impact Effective Tax Rate	$ 247,600,000	$ 209,500,000
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at beginning of fiscal year	254,167,000	264,277,000	222,892,000
Additions for tax positions related to current year	48,032,000	25,876,000	47,354,000
(Reductions) additions for tax positions of prior years	15,361,000	(9,983,000)	15,422,000
Reduction for Statute of Limitations Expiration	(13,441,000)	(19,840,000)	(20,802,000)
Settlements	(53,722,000)	(6,163,000)	(589,000)
Balance at end of fiscal year	250,397,000	254,167,000	264,277,000
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	$ 32,700,000	$ 30,100,000

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Summary of Significant Accounting Policies Advertisting Costs (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Summary of Significant Accounting Policies Disclosure [Abstract]
Prepaid Advertising	$ 19.5	$ 18.7
Marketing and Advertising Expense	$ 582.6	$ 560.5	$ 553.5

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Business Combinations and Acquisition of Noncontrolling Interest

12 Months Ended

Jan. 28, 2012

Business Combinations and Acquisition of Noncontrolling Interest Disclosure [Abstract]

Business Combinations and Acquisition of Noncontrolling Interest

Business Combinations and Acquisition of Noncontrolling Interest

ASC Topic 805 ("Business Combinations") requires that companies record acquisitions using the acquisition method of accounting. Accordingly, the purchase price is allocated to the tangible assets and liabilities and identifiable intangible assets acquired, based on their estimated fair values. The excess purchase price over the fair value is recorded as goodwill. Purchased intangibles with finite lives are amortized over their respective useful lives.

In July 2008, Staples acquired more than 99% of the capital stock of Corporate Express. With the acquisition of Corporate Express, the Company became approximately a 59% shareholder of Corporate Express Australia Limited ("Corporate Express Australia"), a public company traded on the Australian Securities Exchange. The Corporate Express results are reported in Staples' North American Delivery and International Operations for segment reporting.

In March 2010, the Company announced that it had made an offer to acquire all of the noncontrolling interest in Corporate Express Australia for cash consideration of AUD $5.60 per share (the "Offer"). In July 2010, the Company declared the Offer unconditional, and in September 2010, through a compulsory acquisition process, the Company acquired the final outstanding shares, bringing the Company's ownership of this business to 100% for an aggregate purchase price of approximately AUD $407 million (approximately $361 million).

The Company also worked diligently to acquire the remaining capital stock of Corporate Express by means of a compulsory judicial "squeeze out" procedure in accordance with the Dutch Civil Code. However, in October 2011, after a long and cumbersome process, Staples withdrew the squeeze out proceedings. Subsequent to the withdrawal of these proceedings, the Company paid an aggregate of €7.5 million (approximately $10.0 million) to acquire additional shares in Corporate Express, bringing its current ownership to approximately 99.7%.

The purchases of the additional shares in 2010 and 2011 were accounted for in accordance with ASC Topic 810, "Noncontrolling Interest in Consolidated Financial Statements," as an equity transaction, by adjusting the carrying amount of the noncontrolling interest to reflect the change in the Company's ownership interest in Corporate Express and Corporate Express Australia. The purchase of the noncontrolling interest is reflected as a financing cash outflow in the consolidated statement of cash flows.

In July 2010, the Company entered the Finnish market, acquiring Oy Lindell AB ("Lindell"), a Finnish office products distributor. The aggregate cash purchase price was €31 million (approximately $39 million based on foreign exchange rates on the acquisition date), net of cash acquired. As a result of this acquisition, the Company recorded goodwill of $16.4 million and $4.3 million of intangible assets, which are being amortized on a straight line basis over their weighted-average estimated lives of 5 years. The goodwill and intangible assets were allocated to the International Operations segment. None of the goodwill is deductible for tax purposes.

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Equity Based Employee Benefit Plans Employee Stock Purchase Plans (Details) (USD $)	1 Months Ended			3 Months Ended		12 Months Ended
	Aug. 31, 2015	Jul. 31, 2010	Mar. 31, 2010	Jan. 28, 2012		Jan. 28, 2012 year		Jan. 29, 2011 year	Jan. 30, 2010 year	Dec. 13, 2011 Employee Stock [Member]	Dec. 13, 2011 2012 Employee Stock Purchase Plan [Member]	Jan. 28, 2012 Amended and Restated 2004 Stock Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk free interest rate						2.10%		2.30%	2.10%
Share-based Compensation						$ 151,822,000		$ 146,879,000	$ 174,691,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Total Intrinsic Value				14,600,000				24,000,000	60,800,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number				45,995,348		45,995,348		44,813,257
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price				$ 19.89		$ 19.89		$ 19.86
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term				5.35		5.35
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value				18,713,000	[1]	18,713,000	[1]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross						6,086,065
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price				$ 15.90		$ 15.90
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period						(3,251,293)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price				$ 11.31		$ 11.31
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period						(1,652,681)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price				$ 21.27		$ 21.27
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number				32,768,260		32,768,260
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price				$ 20.51		$ 20.51
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term						4.11
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value				18,103,000	[1]	18,103,000	[1]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number				44,393,242		44,393,242
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price				$ 19.94		$ 19.94
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term						5.25
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value				18,711,000	[1]	18,711,000	[1]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value						$ 3.58		$ 4.75	$ 5.57
Expected dividend yield						1.40%		1.30%	1.10%
Expected stock volatility						28.00%		31.00%	35.00%
Expected life of options						5.5		5.4	5.3
Excess Tax Benefit from Share-based Compensation, Financing Activities						$ 1,805,000		$ 0	$ 8,763,000
Nonqualified stock options, restricted stock and restricted stock units to be expensed over period				186,500,000		186,500,000
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	August 2015	3	3
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized											15,000,000	97,400,000
Share-based Compensation, Arrangement by Share-based Payment Award, Employee Stock Purchase Plan Percent of Market Price										85.00%
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Employee Subscription Rate										10.00%

[1] The intrinsic value of the nonqualified stock options is the amount by which the market value of the underlying stock exceeds the exercise price of an option.

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Summary of Significant Accounting Policies Lease Acquisition Costs (Details) (USD $) In Millions, unless otherwise specified	Jan. 28, 2012 year	Jan. 29, 2011
Summary of Significant Accounting Policies Disclosure [Abstract]
Lease Acquisition Cost Amortization Period Using Straight Line Method Low End of the Range	5
Lease Acquisition Cost Amortization Period Using Straight Line Method High End of the Range	40
Deferred Costs, Leasing, Net, Noncurrent	$ 20.0	$ 22.6

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Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Jan. 28, 2012

Accrued Expenses and Other Current Liabilities Disclosure [Abstract]

Major components of accrued liabilities

The major components of accrued liabilities are as follows (in thousands):

	January 28, 2012		January 29, 2011
Taxes	$	320,861	$	258,518
Employee related	402,058		420,598
Acquisition and restructuring reserves	49,549		82,144
Advertising and marketing	101,023		109,383
Other	541,230		627,208
Total	$	1,414,721	$	1,497,851

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Acquisition Reserves (Tables)

12 Months Ended

Jan. 28, 2012

Acquisition Reserves [Abstract]

Activity related to acquisiton reserves

	Balance as of January 30, 2010		Utilization			Foreign Exchange Fluctuations			Balance as of January 29, 2011
Transaction costs	$	807	$	(264	)	$	—		$	543
Severance	28,843		(16,206		)	(844		)	11,793
Facility closures	28,390		(7,973		)	(130		)	20,287
Other	10,759		(1,172		)	(243		)	9,344
Total	$	68,799	$	(25,615	)	$	(1,217	)	$	41,967

	Balance as of January 29, 2011		Utilization			Adjustments			Foreign Exchange Fluctuations			Balance as of January 28, 2012
Transaction costs	$	543	$	(119	)	$	(424	)	$	—		$	—
Severance	11,793		(3,911		)	(5,231		)	(960		)	1,691
Facility closures	20,287		(3,898		)	(600		)	(28		)	15,761
Other	9,344		(699		)	(2,180		)	(125		)	6,340
Total	$	41,967	$	(8,627	)	$	(8,435	)	$	(1,113	)	$	23,792

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Commitments and Contingencies Future Minimum Rental Payments (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Operating Leased Assets [Line Items]
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals	$ 31,900,000
Operating Leases, Future Minimum Payments Due, Current	867,147,000
Future Rent Escalation Clause And Lease Incentives	122,600,000
Number Of Stores Not Yet Opened	37
Operating Leases, Future Minimum Payments, Due in Two Years	774,273,000
Operating Leases, Future Minimum Payments, Due in Three Years	664,264,000
Operating Leases, Future Minimum Payments, Due in Four Years	557,642,000
Operating Leases, Future Minimum Payments, Due in Five Years	454,235,000
Operating Leases, Future Minimum Payments, Due Thereafter	1,269,073,000
Operating Leases, Future Minimum Payments Due	4,586,634,000
Operating Leases, Rent Expense	$ 839,600,000	$ 829,400,000	$ 834,300,000

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Summary of Significant Accounting Policies Goodwill (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012
Goodwill [Roll Forward]
Goodwill at beginning of fiscal year	$ 4,073,162
2011 Net Additions	1,776
2011 Adjustments	(6,179)
2011 Foreign Exchange Fluctuations	(86,629)
Goodwill and end of fiscal year	3,982,130
North American Delivery [Member]
Goodwill [Roll Forward]
Goodwill at beginning of fiscal year	1,586,397
2011 Net Additions	1,776
2011 Adjustments	(2,664)
2011 Foreign Exchange Fluctuations	0
Goodwill and end of fiscal year	1,585,509
North American Retail [Member]
Goodwill [Roll Forward]
Goodwill at beginning of fiscal year	289,400
2011 Net Additions	0
2011 Adjustments	0
2011 Foreign Exchange Fluctuations	(321)
Goodwill and end of fiscal year	289,079
International Operations [Member]
Goodwill [Roll Forward]
Goodwill at beginning of fiscal year	2,197,365
2011 Net Additions	0
2011 Adjustments	(3,515)
2011 Foreign Exchange Fluctuations	(86,308)
Goodwill and end of fiscal year	$ 2,107,542

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Debt and Credit Agreements (Tables)

12 Months Ended

Jan. 28, 2012

Debt and Credit Agreements Disclosure [Abstract]

Major components of outstanding debt

The major components of the Company's outstanding debt are as follows (in thousands):

	January 28, 2012			January 29, 2011
April 2011 Notes	$	—		$	500,000
October 2012 Notes	332,617			325,000
January 2014 Notes	1,525,003			1,500,000
Lines of credit	170,745			218,689
Capital lease obligations and other notes payable	9,815			13,701
	2,038,180			2,557,390
Fair value adjustments on hedged debt	—			44,373
Less: Current portion	(439,143		)	(587,356		)
Net long-term debt	$	1,599,037		$	2,014,407

Aggregate annual maturities of long-term debt and capital lease obligations

Aggregate annual maturities of long-term debt and capital lease obligations are as follows (in thousands):

Fiscal Year:	Total
2012	$	439,143
2013	1,596,980
2014	620
2015	416
2016	316
Thereafter	705
	$	2,038,180

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Accumulated Other Comprehensive Loss (Tables)

12 Months Ended

Jan. 28, 2012

Accumulated Other Comprensive Loss Disclosure [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table details the composition of accumulated other comprehensive loss for 2011, 2010 and 2009 (in thousands):

	2011			2010			2009
Foreign currency translation adjustments	$	(156,627	)	$	37,158		$	36,825
Derivative instruments (net of taxes)	(5,712		)	(4,207		)	5,836
Deferred benefit costs (net of taxes)	(157,404		)	(129,884		)	(131,998		)
Total	$	(319,743	)	$	(96,933	)	$	(89,337	)

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Summary of Significant Accounting Policies

12 Months Ended

Jan. 28, 2012

Summary of Significant Accounting Policies Disclosure [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Nature of Operations: Staples, Inc. and subsidiaries ("Staples" or "the Company") pioneered the office products superstore concept and is the world's leading office products company. Staples has three reportable segments: North American Delivery, North American Retail and International Operations. The North American Delivery segment consists of the U.S. and Canadian businesses that sell and deliver office products and services directly to customers and businesses and includes Staples Advantage, Staples.com and Quill.com. The North American Retail segment consists of the U.S. and Canadian businesses that operate stores that sell office products and services. The International Operations segment consists of business units that operate stores and that sell and deliver office products and services directly to customers in 24 countries in Europe, Australia, South America and Asia.

Basis of Presentation:  The consolidated financial statements include the accounts of Staples, Inc. and its wholly and majority owned subsidiaries. All material intercompany accounts and transactions are eliminated in consolidation. The Company accounts for investments in businesses in which it owns between 20% and 50% of the voting interest using the equity method, if the Company has the ability to exercise significant influence over the investee company. Certain previously reported amounts have been reclassified to conform with the current period presentation.

Fiscal Year:  Staples' fiscal year is the 52 or 53 weeks ending on the Saturday closest to January 31. Fiscal year 2011 ("2011") consisted of the 52 weeks ended January 28, 2012, fiscal year 2010 ("2010") consisted of the 52 weeks ended January 29, 2011 and fiscal year 2009 ("2009") consisted of the 52 weeks ended January 30, 2010.

Use of Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management of Staples to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Cash Equivalents:  Staples considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Receivables:  Receivables include trade receivables financed under regular commercial credit terms and other non-trade receivables. Gross trade receivables were $1.49 billion at January 28, 2012 and $1.47 billion at January 29, 2011. Concentrations of credit risk with respect to trade receivables are limited due to Staples' large number of customers and their dispersion across many industries and geographic regions.

An allowance for doubtful accounts has been recorded to reduce trade receivables to an amount expected to be collectible from customers based on specific evidence as well as historic trends. The allowance recorded at January 28, 2012 and January 29, 2011 was $46.0 million and $55.3 million, respectively.

Other non-trade receivables were $591.5 million at January 28, 2012 and $559.1 million at January 29, 2011 and consisted primarily of purchase and advertising rebates due from vendors under various incentive and promotional programs. Amounts expected to be received from vendors relating to the purchase of merchandise inventories and reimbursement of incremental costs, such as advertising, are recognized as a reduction of inventory cost and realized as part of cost of goods sold as the merchandise is sold.

Merchandise Inventories:  Merchandise inventories are valued at the lower of weighted-average cost or market value. The Company reserves for obsolete, overstocked and inactive inventory based on the difference between the weighted-average cost of the inventory and the estimated market value using assumptions of future demand and market conditions.

Private Label Credit Card: Staples offers a private label credit card which is managed by a financial services company. Under the terms of the agreement, Staples is obligated to pay fees which approximate the financial institution's cost of processing and collecting the receivables, which are non-recourse to Staples.

Property and Equipment:  Property and equipment are recorded at cost. Expenditures for normal maintenance and repairs are charged to expense as incurred. Depreciation and amortization, which includes the amortization of assets recorded under capital lease obligations, are provided using the straight-line method over the following useful lives: 40 years for buildings; 3-10 years for furniture and fixtures; and 3-10 years for equipment, which includes computer equipment and software with estimated useful lives of 3-7 years. Leasehold improvements are amortized over the shorter of the terms of the underlying leases or the estimated economic lives of the improvements.

Lease Acquisition Costs:  Lease acquisition costs, which are included in other assets, are recorded at cost and amortized using the straight-line method over the respective lease terms, including option renewal periods if renewal of the lease is reasonably assured, which range from 5 to 40 years. Lease acquisition costs, net of accumulated amortization, at January 28, 2012 and January 29, 2011 were $20.0 million and $22.6 million, respectively.

Goodwill and Intangible Assets:  We review goodwill for impairment annually, in the fourth quarter, and when events or changes in circumstances indicate that the carrying value of goodwill might exceed its current fair value. We determine fair value using discounted cash flow analysis, which requires significant management assumptions and estimates regarding industry economic factors and the future profitability of our businesses. It is our policy to allocate goodwill and conduct impairment testing at a reporting unit level based on our most current business plans, which reflect changes we anticipate in the economy and the industry. We established, and continue to evaluate, our reporting units based on our internal reporting structure and generally define such reporting units at our operating segment level or one level below.  The key assumptions used in the discounted cash flow approach include:

• The reporting unit's projections of financial results which range from four to nine years depending on the maturity of the underlying business.  For established businesses in North America and Australia, we use a four year model, while in Europe we predominantly use a six year model that reflects the changes we are making in the business to capture new segments in the market and improve profitability.  In the emerging markets, we use a nine year model, which is based on our long-range plans at constant foreign exchange rates. The nine year period reflects management's expectations of the development time for emerging markets.

• The projected terminal value for each reporting unit, which represents the present value of projected cash flows beyond the last period in the discounted cash flow analysis.  The terminal value reflects our assumptions related to long-term growth rates and profitability, which are based on several factors including local and macroeconomic variables, market opportunities, and future growth plans.

• The discount rate, which is used to measure the present value of the projected future cash flows, is set using a weighted-average cost of capital method that considers market and industry data as well as our specific risk factors that are likely to be considered by a market participant.  The weighted-average cost of capital is our estimate of the overall after-tax rate of return required by equity and debt holders of a business enterprise.

The changes in the carrying amounts of goodwill during the year ended January 28, 2012 are as follows (in thousands):

	Goodwill at January 29, 2011		2011 Net Additions		2011 Adjustments			2011 Foreign Exchange Fluctuations			Goodwill at January 28, 2012
North American Delivery	$	1,586,397	$	1,776	$	(2,664	)	$	—		$	1,585,509
North American Retail	289,400		—		—			(321		)	289,079
International Operations	2,197,365		—		(3,515		)	(86,308		)	2,107,542
Consolidated	$	4,073,162	$	1,776	$	(6,179	)	$	(86,629	)	$	3,982,130

The Company's intangible assets are summarized below (in thousands):

	Weighted Average Amortization Period	January 28, 2012							January 29, 2011
		Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	12.3 years	$	678,608	$	(260,870	)	$	417,738	$	689,861	$	(209,442	)	$	480,419
Tradenames	8.1 years	248,714		(216,671		)	32,043		251,765		(209,462		)	42,303
Total	11.9 years	$	927,322	$	(477,541	)	$	449,781	$	941,626	$	(418,904	)	$	522,722

Estimated future amortization expense associated with the intangible assets at January 28, 2012 is as follows (in thousands):

2012	$	59,935
2013	59,419
2014	59,186
2015	57,643
2016	47,219
Thereafter	166,379
	$	449,781

Fair Value of Financial Instruments:  ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement), then the lowest priority to unobservable inputs (Level 3 measurement).

The fair values of cash and cash equivalents, receivables, accounts payable, accrued expenses, other current liabilities and short-term debt approximate their carrying values because of their short-term nature. The Company has $1.5 billion9.75% notes due January 2014 (the “January 2014 Notes”), of which $750 million was hedged from March 2010 to September 2011. The Company received cash consideration of $30.3 million when the hedge was terminated in September 2011. The Company also has $325 million, 7.375% notes due October 2012 (the “October 2012 Notes”), which were hedged from January 2003 to September 2011. When the hedge was terminated in September 2011, the Company received cash consideration of $12.4 million.

The fair values of the January 2014 Notes and the October 2012 Notes were determined based on quoted market prices and are classified as Level 1 liabilities. The following table reflects the difference between the carrying value and fair value of the unhedged portion of these notes as of January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012				January 29, 2011
	Carrying Value		Fair Value		Carrying Value		Fair Value
October 2012 Notes	$	332,617	$	339,372	$	—	$	—
January 2014 Notes	1,525,003		1,721,490		750,000		915,450

The following table shows the Company's other assets and liabilities as of January 28, 2012 that are measured at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets or Liabilities Level 1		Significant Other Observable Inputs Level 2			Unobservable Inputs Level 3
Assets
Money market funds	$	468,913	—			—
Liabilities
Derivative liabilities	—		$	(36,418	)	—

The fair value of the Company's money market funds are based on quotes received from third-party banks. The Company's derivative assets and liabilities are based on quotes received from third-party banks and represent the estimated amount the Company would receive or pay to terminate the agreements taking into consideration current interest and forward exchange rates as well as the creditworthiness of the counterparty.

The fair values of the assets in the Company's pension plans are described in detail in Note K.

Impairment of Long-Lived Assets:  The Company evaluates long-lived assets held for use for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability is measured based upon the estimated undiscounted cash flows expected to be generated from the use of an asset plus any net proceeds expected to be realized upon its eventual disposition. An impairment loss is recognized if an asset's carrying value is not recoverable and if it exceeds its fair value. Staples' policy is to evaluate long-lived assets for impairment at a store level for retail operations and at an operating unit level for Staples' other operations.

Store Closing Costs: The Company recognizes costs associated with store closings when they are incurred. A liability is recognized for the fair value of future contractual obligations when the Company ceases using a store facility. Such obligations comprise future minimum lease payments, property taxes, utilities, and common area maintenance, and are net of estimated sublease income. Payments made to terminate a lease agreement prior to the end of its term are typically accrued when notification is given to the landlord. For property and equipment that we expect to retire at the time of a store closing, the Company evaluates whether the assets are impaired on a held and used basis. If the assets are determined to not be impaired, the Company reduces the remaining useful lives of the assets at the time management commits to the store closing, resulting in accelerated depreciation expense. Asset retirement obligations related to leased properties are recognized when incurred and the related cost is amortized over the remaining term of the lease.

Revenue Recognition:  Revenue is recognized at the point of sale for the Company's retail operations and at the time of shipment for its delivery sales. The Company offers its customers various coupons, discounts and rebates, which are treated as a reduction of revenue. Staples sells certain machines to customers which are financed by external financing companies and for which they have given repurchase guarantees. The Company recognizes revenue from the sale of these machines only when the right of recourse has ended and the Company is legally released from its repurchase obligation.

Sales of extended service plans are administered by either an unrelated third-party or by the Company. The unrelated third-party is the legal obligor in most of the areas they administer and accordingly bears all performance obligations and risk of loss related to the service plans sold in such areas. In these areas, Staples recognizes a net commission revenue at the time of sale for the service plans. In certain areas where Staples is the legal obligor, the revenues associated with the sale are deferred and recognized over the life of the service contract, which is typically one to five years.

Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority.

Cost of Goods Sold and Occupancy Costs:  Cost of goods sold and occupancy costs includes the costs of merchandise sold, inbound and outbound freight, receiving and distribution, and store and distribution center occupancy (including real estate taxes and common area maintenance).

Shipping and Handling Costs:  All shipping and handling costs are included as a component of cost of goods sold and occupancy costs.

Selling, General and Administrative Expenses:  Selling, general and administrative expenses include payroll, advertising and other operating expenses for the Company's stores and delivery operations not included in cost of goods sold and occupancy costs.

Advertising:  Staples expenses the costs of producing an advertisement the first time the advertising takes place, except for the cost of direct response advertising, primarily catalog production costs, which are capitalized and amortized over their expected period of future benefits (i.e., the life of the catalog). Direct catalog production costs included in prepaid and other assets totaled $19.5 million at January 28, 2012 and $18.7 million at January 29, 2011. The cost of communicating an advertisement is expensed when the communication occurs. Total advertising and marketing expense was $582.6 million, $560.5 million and $553.5 million for 2011, 2010 and 2009, respectively.

Integration and Restructuring Costs: Prior to 2011, the Company separately tracked the integration and restructuring costs associated with the July 2008 acquisition of Corporate Express N.V. ("Corporate Express"), a Dutch office products distributor with operations in North America, Europe and Australia through a tender offer of all of its outstanding capital stock. The integration and restructuring costs represented the integration of Corporate Express with the Company's pre-existing business and the consolidation of certain operations of the combined Company. In 2011, the Company ceased tracking integration and restructuring costs as the status of the integration made it difficult to accurately isolate such costs.

Stock-Based Compensation:  The Company accounts for stock-based compensation in accordance with ASC Topics 505 and 718. Stock-based compensation for stock options is measured based on the estimated fair value of each award on the date of grant using a binomial valuation model. Stock-based compensation for restricted shares is measured based on the closing market price of the Company's common stock price on the date of grant, less the present value of dividends expected to be paid on the underlying shares but foregone during the vesting period. The Company recognizes stock-based compensation costs as expense on a straight-line basis over the requisite service period.

Pension and Other Post-Retirement Benefits:  The Company maintains pension and post-retirement life insurance plans for certain employees globally. These plans include significant obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these obligations and related expenses include expected long-term rates of return on plan assets, discount rates and inflation. The Company also makes assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and the rate of compensation increases. These assumptions are evaluated annually.

Foreign Currency:  The assets and liabilities of Staples' foreign subsidiaries are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average monthly exchange rates. The resulting translation adjustments are recorded as a separate component of stockholders' equity. Foreign currency transaction gains and losses relate to the settlement of assets or liabilities in another currency. Foreign currency transaction gains (losses) were $0.5 million, $(7.6) million and $5.7 million for 2011, 2010 and 2009, respectively. These amounts are included in other income (expense).

Derivative Instruments and Hedging Activities:  The Company recognizes all derivative financial instruments in the consolidated financial statements at fair value. Changes in the fair value of derivative financial instruments that qualify for hedge accounting are recorded in stockholders' equity as a component of accumulated other comprehensive income or as an adjustment to the carrying value of the hedged item. Changes in fair values of derivatives not qualifying for hedge accounting are reported in earnings.

Accounting for Income Taxes:  Deferred income tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted income tax rates and laws that are expected to be in effect when the temporary differences are expected to reverse. Additionally, deferred income tax assets and liabilities are separated into current and non-current amounts based on the classification of the related assets and liabilities for financial reporting purposes.

The Company accounts for uncertain tax provisions in accordance ASC Topic 740 (Income Taxes). These provisions require companies to determine whether it is "more likely than not" that a tax position will be sustained upon examination by the appropriate taxing authorities before any benefit can be recorded in the financial statements. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained.

New Accounting Pronouncements:  In October 2009, a pronouncement was issued that amended the rules on revenue recognition for multiple-deliverable revenue arrangements.  This amendment eliminated the residual method of allocation for multiple-deliverable revenue arrangements, and requires that arrangement consideration be allocated at the inception of an arrangement to all deliverables using the relative selling price method (ASC Topic 605).   This pronouncement establishes a selling price hierarchy for determining the selling price of a deliverable, which includes: (1) vendor-specific objective evidence if available, (2) third-party evidence if vendor-specific objective evidence is not available, and (3) estimated selling price if neither vendor-specific nor third-party evidence is available.  In addition, this pronouncement expands the disclosure requirements related to a vendor’s multiple-deliverable revenue arrangements.  This pronouncement is effective for revenue arrangements entered into or materially modified in fiscal years beginning after June 15, 2010. The Company adopted this pronouncement as of January 30, 2011, on a prospective basis.  The impact of adopting this new accounting standard was not material to the Company’s financial statements in 2011, and if it were applied in the same manner to fiscal 2010, it would not have had a material impact on revenue for 2010.  The Company does not expect the adoption of this new accounting standard to have a significant impact on the timing and pattern of revenue recognition in the future due to the limited number of multiple element arrangements.

 In December 2010, a pronouncement was issued that modified the process used to test goodwill for impairment.  The pronouncement impacted reporting units with zero or negative carrying amounts and required an additional test to be performed to determine whether goodwill has been impaired and to calculate the amount of that impairment.  This amendment is effective for fiscal years beginning after December 15, 2010.  The Company adopted this pronouncement as of January 30, 2011.  Since none of the Company's reporting units had zero or negative carrying amounts, this pronouncement had no impact on the Company's financial position and results of operations in 2011.

In May 2011, a pronouncement was issued providing consistent definitions and disclosure requirements of fair value with respect to U.S. GAAP and International Financial Reporting Standards. The pronouncement changed certain fair value measurement principles and enhanced the disclosure requirements, particularly for Level 3 measurements. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied prospectively. The Company is currently evaluating the potential impact, if any, the adoption of this pronouncement will have on its consolidated financial condition, results of operations or cash flows.

In June 2011, a pronouncement was issued that amended the guidance allowing the presentation of comprehensive income and its components in the statement of changes in equity. The pronouncement provides the option to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Furthermore, regardless of the presentation methodology elected, the issuer will be required to present on the face of the financial statements a reclassification adjustment for items that are reclassified from other comprehensive income to net income. The methodology for the computation and presentation of earnings per share remains the same. The pronouncement is effective for fiscal years beginning after December 15, 2011 and is to be applied retrospectively. As this pronouncement relates to disclosure only, the adoption will not have a material impact on the Company's consolidated financial condition, results of operations or cash flows.

In September 2011, a pronouncement was issued that amended the guidance for goodwill impairment testing. The pronouncement allows the entity to perform an initial qualitative assessment to determine whether it is "more likely than not" that the fair value of the reporting unit is less than its carrying amount. This assessment is used as a basis for determining whether it is necessary to perform the two step goodwill impairment test. The methodology for how goodwill is calculated, assigned to reporting units and the application of the two step goodwill impairment test have not been revised. The pronouncement is effective for fiscal years beginning after December 15, 2011. The Company does not expect the adoption of this new accounting standard to have a significant impact on its consolidated financial position, results of operations or cash flows.

In December 2011, a pronouncement was issued that amended the guidance related to the disclosure of recognized financial instruments and derivative instruments that are either offset on the balance sheet or subject to an enforceable master netting arrangement or similar agreement. The amended provisions are effective for fiscal years beginning on or after January 1, 2013, and are required to be applied retrospectively for all prior periods presented. As this pronouncement relates to disclosure only, the adoption of this amendment will not have a material effect on the Company's consolidated financial condition, results of operations or cash flows.

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Commitments and Contingencies (Tables)

12 Months Ended

Jan. 28, 2012

Long-term Purchase Commitment [Line Items]

Future minimum lease commitments due for retail and support facilities and equipment leases under non-cancelable operating leases

Future minimum lease commitments due for retail and support facilities (including lease commitments for 37 retail stores not yet opened at January 28, 2012) and equipment leases under non-cancelable operating leases are as follows (in thousands):

Fiscal Year:	Total
2012	$	867,147
2013	774,273
2014	664,264
2015	557,642
2016	454,235
Thereafter	1,269,073
	$	4,586,634

Schedule of Purchase Obligations

Such purchase obligations will arise as follows (in thousands):

Fiscal Year:	Total
2012	$	369,143
2013 through 2014	49,588
2015 through 2016	18,755
Thereafter	51,435
	$	488,921

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Quarterly Summary (Details) (USD $)	3 Months Ended													12 Months Ended
	Jan. 28, 2012	Oct. 29, 2011	Jul. 30, 2011		Apr. 30, 2011	Jan. 29, 2011		Oct. 30, 2010		Jul. 31, 2010		May 01, 2010		Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Sales	$ 6,459,715,000	$ 6,569,927,000	$ 5,819,612,000	[1]	$ 6,172,938,000	$ 6,415,402,000	[2]	$ 6,537,676,000	[3]	$ 5,534,240,000	[4]	$ 6,057,795,000	[5]	$ 25,022,192,000	$ 24,545,113,000	$ 24,275,451,000
Gross Profit	1,732,274,000	1,832,781,000	1,540,380,000	[1]	1,636,393,000	1,720,644,000	[2]	1,803,748,000	[3]	1,462,708,000	[4]	1,619,055,000	[5]	6,741,828,000	6,606,155,000	6,473,903,000
Net income attributed to Staples, Inc.	283,593,000	326,380,000	176,438,000	[1]	198,245,000	274,742,000	[2]	288,680,000	[3]	129,756,000	[4]	188,770,000	[5]	984,656,000	881,948,000	738,671,000
Basic earnings per common share	$ 0.41	$ 0.47	$ 0.25	[1]	$ 0.28	$ 0.39	[2]	$ 0.40	[3]	$ 0.18	[4]	$ 0.26	[5]	$ 1.42	$ 1.23	$ 1.04
Diluted earnings per common share	$ 0.41	$ 0.47	$ 0.25	[1]	$ 0.28	$ 0.38	[2]	$ 0.40	[3]	$ 0.18	[4]	$ 0.26	[5]	$ 1.40	$ 1.21	$ 1.02
Tax Refund			20,800,000
Restructuring Charges, Net of Tax						$ 4,600,000		$ 5,600,000		$ 13,500,000		$ 13,100,000
Restructuring Charges Per Diluted Share						$ 0.01		$ 0.01		$ 0.02		$ 0.02

[1] Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

[2] Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[3] Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[4] Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

[5] Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

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Quarterly Summary (Tables)

12 Months Ended

Jan. 28, 2012

Quarterly Summary Disclosure [Abstract]

Schedule of Quarterly Financial Information

	(In thousands, except per share amounts)
	First Quarter		Second Quarter(1)		Third Quarter		Fourth Quarter
Fiscal Year Ended January 28, 2012
Sales	$	6,172,938	$	5,819,612	$	6,569,927	$	6,459,715
Gross profit	1,636,393		1,540,380		1,832,781		1,732,274
Net income attributed to Staples, Inc.	198,245		176,438		326,380		283,593
Basic earnings per common share	$	0.28	$	0.25	$	0.47	$	0.41
Diluted earnings per share	$	0.28	$	0.25	$	0.47	$	0.41

	First Quarter(2)		Second Quarter(3)		Third Quarter(4)		Fourth Quarter(5)
Fiscal Year Ended January 29, 2011
Sales	$	6,057,795	$	5,534,240	$	6,537,676	$	6,415,402
Gross profit	1,619,055		1,462,708		1,803,748		1,720,644
Net income attributed to Staples, Inc.	188,770		129,756		288,680		274,742
Basic earnings per common share	$	0.26	$	0.18	$	0.40	$	0.39
Diluted earnings per share	$	0.26	$	0.18	$	0.40	$	0.38

(1) Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

(2) Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(3) Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(4) Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

(5) Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

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Debt and Credit Agreements Deferred Financing Fees (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Debt Instrument [Line Items]
Amortization of Financing Costs	$ 4.2	$ 6.3	$ 7.9
Deferred Finance Costs, Current, Net	0.4	0.2
Deferred Finance Costs, Noncurrent, Net	$ 7.5	$ 11.9

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Pension and Other Retirement Plans Asset Allocation (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Fair Value of Plan Assets	$ 1,094,309	$ 1,091,270	$ 1,020,793
Actual Asset Allocation, Equity securities	31.00%	33.00%
Actual Asset Allocation, Debt securities	49.00%	49.00%
Actual Asset Allocation, Real estate	8.00%	9.00%
Actual Asset Allocation, Cash	5.00%	3.00%
Actual Asset Allocation, Other	7.00%	6.00%
Actual Asset Allocation, Total	100.00%	100.00%
Target Asset Allocation, Equity securities	39.00%	39.00%
Target Asset Allocation, Debt securities	47.00%	48.00%
Target Asset Allocation, Real estate	8.00%	7.00%
Target Asset Allocation, Cash	0.00%	0.00%
Target Asset Allocation, Other	6.00%	6.00%
Target Asset Allocation, Total	100.00%	100.00%
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Fair Value of Plan Assets	29,640	28,451	24,836
Actual Asset Allocation, Equity securities	36.00%	41.00%
Actual Asset Allocation, Debt securities	57.00%	59.00%
Actual Asset Allocation, Real estate	7.00%	0.00%
Actual Asset Allocation, Cash	0.00%	0.00%
Actual Asset Allocation, Other	0.00%	0.00%
Actual Asset Allocation, Total	100.00%	100.00%
Target Asset Allocation, Equity securities	40.00%	36.00%
Target Asset Allocation, Debt securities	60.00%	64.00%
Target Asset Allocation, Real estate	0.00%	0.00%
Target Asset Allocation, Cash	0.00%	0.00%
Target Asset Allocation, Other	0.00%	0.00%
Target Asset Allocation, Total	100.00%	100.00%
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Fair Value of Plan Assets	1,064,669	1,062,819	995,957
Actual Asset Allocation, Equity securities	31.00%	33.00%
Actual Asset Allocation, Debt securities	49.00%	49.00%
Actual Asset Allocation, Real estate	8.00%	9.00%
Actual Asset Allocation, Cash	5.00%	3.00%
Actual Asset Allocation, Other	7.00%	6.00%
Actual Asset Allocation, Total	100.00%	100.00%
Target Asset Allocation, Equity securities	39.00%	39.00%
Target Asset Allocation, Debt securities	47.00%	48.00%
Target Asset Allocation, Real estate	8.00%	7.00%
Target Asset Allocation, Cash	0.00%	0.00%
Target Asset Allocation, Other	6.00%	6.00%
Target Asset Allocation, Total	100.00%	100.00%
Commodity [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Fair Value of Plan Assets	49,900
Banks, Trust and Insurance, Equities [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Fair Value of Plan Assets	$ 13,100

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jan. 28, 2012	Jan. 29, 2011
Current assets:
Cash and cash equivalents	$ 1,264,149	$ 1,461,257
Receivables, net	2,033,680	1,970,483
Merchandise inventories, net	2,431,845	2,359,173
Deferred income tax assets	305,611	295,232
Prepaid expenses and other current assets	255,535	382,022
Total current assets	6,290,820	6,468,167
Property and equipment:
Land and buildings	1,034,983	1,064,981
Leasehold improvements	1,330,373	1,328,397
Equipment	2,462,351	2,287,505
Furniture and fixtures	1,084,358	1,032,502
Total property and equipment	5,912,065	5,713,385
Less: accumulated depreciation and amortization	3,831,704	3,565,614
Net property and equipment	2,080,361	2,147,771
Intangible assets, net of accumulated amortization	449,781	522,722
Goodwill	3,982,130	4,073,162
Other assets	627,530	699,845
Total assets	13,430,622	13,911,667
Current liabilities:
Accounts payable	2,220,414	2,208,386
Accrued expenses and other current liabilities	1,414,721	1,497,851
Debt maturing within one year	439,143	587,356
Total current liabilities	4,074,278	4,293,593
Long-term debt	1,599,037	2,014,407
Other long-term obligations	735,094	652,486
Stockholders’ equity:
Preferred stock, $.01 par value, 5,000,000 shares authorized; no shares issued	0	0
Common stock, $.0006 par value, 2,100,000,000 shares authorized; issued 922,126,579 shares at January 28, 2012 and 908,449,980 shares at January 29, 2011	553	545
Additional paid-in capital	4,551,299	4,334,735
Accumulated other comprehensive income (loss)	(319,743)	(96,933)
Retained earnings	7,199,060	6,492,340
Less: Treasury stock at cost, 226,383,032 shares at January 28, 2012 and 187,536,869 shares at January 29, 2011	(4,416,018)	(3,786,977)
Total Staples, Inc. stockholders’ equity	7,015,151	6,943,710
Noncontrolling interests	7,062	7,471
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest	7,022,213	6,951,181
Total liabilities and stockholders’ equity	$ 13,430,622	$ 13,911,667

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Summary of Significant Accounting Policies Intangibles (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012 year	Jan. 29, 2011
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (in years)	11.9
Gross Carrying Amount	$ 927,322	$ 941,626
Accumulated Amortization	(477,541)	(418,904)
Intangible Assets, net of accumulated amortization	449,781	522,722
Intangible Assets, estimated future amortization expense
2012	59,935
2013	59,419
2014	59,186
2015	57,643
2016	47,219
Thereafter	166,379
Estimated future amortization expense	449,781
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (in years)	12.3
Gross Carrying Amount	678,608	689,861
Accumulated Amortization	(260,870)	(209,442)
Intangible Assets, net of accumulated amortization	417,738	480,419
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted-Average Amortization Period (in years)	8.1
Gross Carrying Amount	248,714	251,765
Accumulated Amortization	(216,671)	(209,462)
Intangible Assets, net of accumulated amortization	$ 32,043	$ 42,303

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Consolidated Statements of Stockholders' Equity (USD $) In Thousands, unless otherwise specified	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Noncontrolling Interest [Member]	Other Comprehensive Income (Loss) [Member]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Beginning Balance at Jan. 31, 2009	$ 5,622,431	$ 529	$ 4,048,398	$ (494,327)	$ 5,367,341	$ (3,357,734)	$ 58,224
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for stock options exercised	114,347	8	114,339
Tax benefit on exercise of options	8,763		8,763
Stock-based compensation	174,691		174,691
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	36,611	1	36,610
Net income for the year	757,111				738,671		18,440	757,111
Common stock dividend	(236,874)				(236,874)
Foreign currency translation adjustments	380,027			373,637			6,390	380,027
Changes in the fair value of derivatives net of taxes	(21,205)			(21,205)				(21,205)
Deferred pension cost net of taxes	52,558			52,558				52,558
Purchase of treasury shares	(30,661)					(30,661)
Other	(2,859)		(2,859)
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Ending Balance at Jan. 30, 2010	6,854,940	538	4,379,942	(89,337)	5,869,138	(3,388,395)	83,054	1,168,491
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for stock options exercised	40,565	3	40,562
Stock-based compensation	146,879		146,879
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	44,864	4	44,860
Net income for the year	888,569				881,948		6,621	888,569
Common stock dividend	(258,746)				(258,746)
Foreign currency translation adjustments	2,383			333			2,050	2,383
Changes in the fair value of derivatives net of taxes	(9,469)			(10,043)			574	(9,469)
Deferred pension cost net of taxes	2,114			2,114				2,114
Purchase of treasury shares	(398,582)					(398,582)
Purchase of noncontrolling interest	(360,595)		(275,767)				(84,828)
Other	(1,741)		(1,741)
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Ending Balance at Jan. 29, 2011	6,951,181	545	4,334,735	(96,933)	6,492,340	(3,786,977)	7,471	883,597
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for stock options exercised	25,889	3	25,886
Tax benefit on exercise of options	1,805		1,805
Stock-based compensation	151,822		151,822
Sale of common stock under Employee Stock Purchase Plan and International Savings Plan	47,977	5	47,972
Net income for the year	983,833				984,656		(823)	983,833
Common stock dividend	277,936				277,936
Foreign currency translation adjustments	(191,972)			(193,785)			1,813	(191,972)
Changes in the fair value of derivatives net of taxes	(1,505)			(1,505)				(1,505)
Deferred pension cost net of taxes	(27,520)			(27,520)				(27,520)
Purchase of treasury shares	629,041					629,041
Purchase of noncontrolling interest	10,000		8,602				1,398
Other	2,320		2,319				1
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Ending Balance at Jan. 28, 2012	$ 7,022,213	$ 553	$ 4,551,299	$ (319,743)	$ 7,199,060	$ (4,416,018)	$ 7,062	$ 762,836

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Income Taxes Deferred Income Tax Assets And Liabilities (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Deferred income tax assets:
Deferred rent	$ 46,446,000	$ 49,256,000
Foreign tax credit carryforwards	90,730,000	109,913,000
Net operating loss carryforwards	313,732,000	402,136,000
Capital loss carryforwards	18,598,000	20,110,000
Employee benefits	126,632,000	125,466,000
Merger related charges	15,072,000	20,044,000
Inventory	42,556,000	52,604,000
Insurance	39,375,000	35,891,000
Deferred revenue	82,724,000	26,672,000
Depreciation	32,887,000	45,362,000
Unrealized loss on hedge instruments	6,028,000	4,629,000
Other—net	77,925,000	78,786,000
Total deferred income tax assets	892,705,000	970,869,000
Total valuation allowance	(307,616,000)	(331,567,000)
Net deferred income tax assets	585,089,000	639,302,000
Deferred income tax liabilities:
Intangibles	(148,601,000)	(200,901,000)
Other—net	(4,616,000)	(3,308,000)
Total deferred income tax liabilities	(153,217,000)	(204,209,000)
Net deferred income tax assets	431,872,000	435,093,000
Operating Loss Carryforwards	1,160,000,000
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration	639,900,000
Deferred Tax Assets Foreign Tax Credit Carryforwards Subject To Expiration	90,700,000
Valuation Allowance, Deferred Tax Asset, Change in Amount	(24,000,000)
Pretax income:
United States	1,009,979,000	877,936,000	728,765,000
Foreign	449,162,000	478,659,000	427,129,000
Consolidated income before income taxes	$ 1,459,141,000	$ 1,356,595,000	$ 1,155,894,000

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Pension and Other Retirement Plans (Tables)

12 Months Ended

Jan. 28, 2012

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Funded Status

The following table presents a summary of the total projected benefit obligation for the pension plans, the fair value of plan assets and the associated funded status recorded in the consolidated balance sheet at January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012								January 29, 2011
	Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status			Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status
Overfunded Plans:
International Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Total Overfunded Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Underfunded Plans:
U.S. Plans	$	(38,618	)	$	29,640	$	(8,978	)	$	(33,431	)	$	28,451	$	(4,980	)
International Plans	(136,542		)	102,241		(34,301		)	(130,314		)	99,415		(30,899		)
Total Underfunded Plans	$	(175,160	)	$	131,881	$	(43,279	)	$	(163,745	)	$	127,866	$	(35,879	)

Schedule of Net Benefit Costs

The following tables present a summary of the total net cost recorded in the consolidated statement of income for the pension and post-retirement life insurance benefit plans for 2011, 2010 and 2009 (in thousands):

	2011
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,987		$	9,987		$	1,765
Interest cost	1,864			42,934			44,798			1,479
Expected return on plan assets	(1,686		)	(58,903		)	(60,589		)	—
Amortization of actuarial losses	—			1,461			1,461			1,716
Net periodic pension expense (income)	$	178		$	(4,521	)	$	(4,343	)	$	4,960

	2010
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	10,717		$	10,717		$	895
Interest cost	1,841			37,718			39,559			695
Expected return on plan assets	(1,735		)	(61,361		)	(63,096		)	—
Amortization of actuarial losses	2			3,991			3,993			—
Net periodic pension expense (income)	$	108		$	(8,935	)	$	(8,827	)	$	1,590

	2009
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,641		$	9,641		$	—
Interest cost	1,868			47,962			49,830			—
Expected return on plan assets	(1,507		)	(57,531		)	(59,038		)	—
Amortization of actuarial losses	—			9,328			9,328			—
Net periodic pension expense	$	361		$	9,400		$	9,761		$	—

Schedule of Changes in Projected Benefit Obligations

The following table presents the changes in benefit obligations during 2010 and 2011 (in thousands):

	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Projected benefit obligation at January 30, 2010	$	32,178		$	903,807		$	935,985		$	—
Service cost	—			10,717			10,717			895
Interest cost	1,841			37,718			39,559			695
Plan participants' contributions	—			1,427			1,427			—
Actuarial losses	761			22,049			22,810			—
Benefits paid	(1,349		)	(47,551		)	(48,900		)	—
Prior service cost	—			—			—			23,691
Other	—			(3,202		)	(3,202		)	—
Currency translation adjustments	—			(13,723		)	(13,723		)	—
Projected benefit obligation at January 29, 2011	$	33,431		$	911,242		$	944,673		$	25,281
Service cost	—			9,987			9,987			1,765
Interest cost	1,864			42,934			44,798			1,479
Plan participants' contributions	—			1,455			1,455			—
Actuarial losses	4,816			37,388			42,204			9,264
Benefits paid	(1,493		)	(55,668		)	(57,161		)	(491		)
Other	—			11,031			11,031			—
Currency translation adjustments	—			(42,579		)	(42,579		)	—
Projected benefit obligation at January 28, 2012	$	38,618		$	915,790		$	954,408		$	37,298

Schedule of Changes in Fair Value of Plan Assets

The following table presents the changes in pension plan assets for each of the defined benefit pension plans during 2010 and 2011 (in thousands):

	U.S. Plans			International Plans			Total
Fair value of plan assets at January 30, 2010	$	24,836		$	995,957		$	1,020,793
Actual return on plan assets	3,760			116,697			120,457
Employer's contributions	1,206			13,504			14,710
Plan participants' contributions	—			1,427			1,427
Benefits paid	(1,349		)	(47,551		)	(48,900		)
Amortization of unrecognized losses	(2		)	(3,991		)	(3,993		)
Currency translation adjustments	—			(13,224		)	(13,224		)
Fair value of plan assets at January 29, 2011	$	28,451		$	1,062,819		$	1,091,270
Actual return on plan assets	1,521			85,889			87,410
Employer's contributions	1,161			10,987			12,148
Plan participants' contributions	—			1,455			1,455
Benefits paid	(1,493		)	(55,668		)	(57,161		)
Other	—			11,031			11,031
Amortization of unrecognized losses	—			(1,461		)	(1,461		)
Currency translation adjustments	—			(50,383		)	(50,383		)
Fair value of plan assets at January 28, 2012	$	29,640		$	1,064,669		$	1,094,309

Schedule of Amounts Recognized in Balance Sheet

Amounts recognized in the consolidated balance sheet consist of the following (in thousands):

	January 28, 2012
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	183,180		$	183,180		$	—
Accrued benefit liability (included in other long-term obligations)	(8,978		)	(34,301		)	(43,279		)	(37,298		)
Accumulated other comprehensive loss	7,638			119,377			127,015			30,389
Net amount recognized	$	(1,340	)	$	268,256		$	266,916		$	(6,909	)

	January 29, 2011
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	182,476		$	182,476		$	—
Accrued benefit liability (included in other long-term obligations)	(4,980		)	(30,899		)	(35,879		)	(25,281		)
Accumulated other comprehensive loss	2,655			105,613			108,268			21,616
Net amount recognized	$	(2,325	)	$	257,190		$	254,865		$	(3,665	)

Schedule of Assumptions Used

The following table presents the assumptions used to measure the net periodic cost and the year-end benefit obligations for the defined benefit pension and post-retirement benefit plans for 2011, 2010 and 2009:

	2011
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.7	%	4.8	%	4.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	4.7	%	4.3	%	4.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

	2010
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.9	%	4.6	%	5.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.7	%	4.8	%	5.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

	2009
	Pension Plans
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	6.8	%	5.8	%
Expected return on plan assets	7.0	%	6.4	%
Rate of compensation increase	—	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.9	%	4.5	%
Rate of compensation increase	—	%	2.1	%
Rate of pension increase	—	%	1.1	%

Schedule Of Change In Discount Rate And Other Assumptions

The following table shows the effect on pension obligations at January 28, 2012 of a change in discount rate and other assumptions (in thousands):

	Change in Discount Rate
	(.25%)		No change			0.25%
Change in rate of compensation increase:
(.25%)	$	26,074	$	(1,616	)	$	(27,452	)
No change	27,563		—			(26,087		)
0.25%	29,412		1,580			(24,763		)
Change in rate of pension increase:
(.25%)	$	4,792	$	(21,879	)	$	(46,810	)
No change	27,563		—			(26,087		)
0.25%	51,876		22,930			(4,517		)

Schedule of Allocation of Plan Assets as a Percentage

The Company's pension plans' actual and target asset allocations at January 28, 2012 and January 29, 2011 are as follows:

	January 28, 2012
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	36	%	31	%	31	%	40	%	39	%	39	%
Debt securities	57	%	49	%	49	%	60	%	47	%	47	%
Real estate	7	%	8	%	8	%	—	%	8	%	8	%
Cash	—	%	5	%	5	%	—	%	—	%	—	%
Other	—	%	7	%	7	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

	January 29, 2011
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	41	%	33	%	33	%	36	%	39	%	39	%
Debt securities	59	%	49	%	49	%	64	%	48	%	48	%
Real estate	—	%	9	%	9	%	—	%	7	%	7	%
Cash	—	%	3	%	3	%	—	%	—	%	—	%
Other	—	%	6	%	6	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

Schedule of Allocation of Plan Assets

The fair values of the Company's pension plan assets at January 28, 2012 by asset category are as follows (in thousands):

	U.S. Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	10,731	$	10,731	$	—	$	—
Debt securities(2)	16,703		6,765		—		9,938
Real estate(3)	2,206		2,206		—		—
Total	$	29,640	$	19,702	$	—	$	9,938

	International Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	323,373	$	295,455	$	27,918	$	—
Debt securities(2)	524,357		517,346		7,011		—
Real estate(3)	88,871		80,824		8,047		—
Cash	56,980		56,980		—		—
Other(4)	71,088		15,026		56,062		—
Total	$	1,064,669	$	965,631	$	99,038	$	—

(1) This category includes investments in equity securities of large, small and medium sized companies in the U.S. and in foreign companies, including those in developing countries. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(2) This category includes investments in investment grade fixed income instrument, U.S. dollar denominated debt securities of emerging market issuers and high yield fixed-income securities that are rated below investment grade. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is issued to value the fund.

(3) This category includes investments in mortgage-backed and asset-backed securities. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(4) This category includes commodities of approximately $49.9 million and non-separated investments with insurance companies of approximately $13.1 million.

Schedule of Effect of Significant Unobservable Inputs, Changes in Plan Assets

The change in the fair value for the pension assets valued using significant unobservable inputs (Level 3) was due to the following:

	U.S. Plans
Balance at January 29, 2011	$	10,129
Actual Return on Plan Assets:
Relating to assets still held at the reporting date	536
Relating to assets sold during the period	—
Purchases, sales and settlements	(727		)
Balance at January 28, 2012	$	9,938

Schedule of Expected Benefit Payments

The following table presents the expected benefit payments to pension plan participants for the next five years, and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,674	$	52,766	$	54,440
2013	1,718		52,025		53,743
2014	1,827		52,621		54,448
2015	1,941		53,361		55,302
2016	2,045		52,907		54,952
2017-2021	11,974		258,290		270,264

Schedule Of Expected Contributions

The following table presents, based on current assumptions, the Company's expected contributions for the next five years and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,366	$	13,341	$	14,707
2013	1,483		13,715		15,198
2014	1,483		13,771		15,254
2015	1,465		13,860		15,325
2016	1,465		14,242		15,707
2017-2021	5,804		76,274		82,078

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Equity Based Employee Benefit Plans Shares Available for Issuance (Details) In Millions, unless otherwise specified	Jan. 28, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance	60.7

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Guarantor Subsidiaries

12 Months Ended

Jan. 28, 2012

Guarantor Subsidiaries Disclosures [Abstract]

Guarantor Subsidiaries

Guarantor Subsidiaries

Under the terms of the Company's November 2014 Revolving Credit Facility, the October 2012 Notes and the January 2014 Notes, the Guarantor Subsidiaries (as defined in Note E) guarantee repayment of the debt. The debt is fully and unconditionally guaranteed on an unsecured, joint and several basis by the Guarantor Subsidiaries. The term of guarantees is equivalent to the term of the related debt. The following condensed consolidating financial data is presented for the holders of the October 2012 Notes and the January 2014 Notes and illustrates the composition of Staples, Inc. (the "Parent Company"), Guarantor Subsidiaries, and non-guarantor subsidiaries as of January 28, 2012 and January 29, 2011 and for the years ended January 28, 2012, January 29, 2011 and January 30, 2010. The Guarantor Subsidiaries are wholly owned by Staples, Inc. The non-guarantor subsidiaries represent more than an inconsequential portion of the consolidated assets and revenues of Staples.

Investments in subsidiaries are accounted for by the Parent Company on the equity method for purposes of the supplemental consolidating presentation. Earnings of subsidiaries are, therefore, reflected in the Parent Company's investment accounts and earnings. The principal elimination entries eliminate the Parent Company's investment in subsidiaries and intercompany balances and transactions.

Condensed Consolidating Balance Sheet

January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	385,279		$	43,323	$	835,547	$	—		$	1,264,149
Merchandise inventories, net	—			1,437,074		994,771		—			2,431,845
Other current assets	68,608			1,188,378		1,337,840		—			2,594,826
Total current assets	453,887			2,668,775		3,168,158		—			6,290,820
Net property, equipment and other assets	671,787			1,165,840		1,320,045		—			3,157,672
Goodwill	1,644,728			156,303		2,181,099		—			3,982,130
Investment in affiliates and intercompany, net	5,951,426			6,935,956		10,988,680		(23,876,062		)	—
Total assets	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622
Total current liabilities	$	(13,544	)	$	2,314,411	$	1,773,411	$	—		$	4,074,278
Total long-term liabilities	1,713,159			195,852		425,120		—			2,334,131
Total stockholders' equity	7,022,213			8,416,611		15,459,451		(23,876,062		)	7,022,213
Total liabilities and stockholders' equity	$	8,721,828		$	10,926,874	$	17,657,982	$	(23,876,062	)	$	13,430,622

Condensed Consolidating Balance Sheet

As of January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Cash and cash equivalents	$	406,821	$	38,298	$	1,016,138	$	—		$	1,461,257
Merchandise inventories, net	—		1,396,667		962,506		—			2,359,173
Other current assets	64,699		1,147,433		1,435,605		—			2,647,737
Total current assets	471,520		2,582,398		3,414,249		—			6,468,167
Net property, equipment and other assets	742,833		1,246,194		1,381,311		—			3,370,338
Goodwill	1,617,937		154,527		2,300,698		—			4,073,162
Investment in affiliates and intercompany, net	6,691,832		4,783,397		7,001,204		(18,476,433		)	—
Total assets	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667
Total current liabilities	$	875,100	$	1,454,741	$	1,963,752	$	—		$	4,293,593
Total long-term liabilities	1,697,841		562,027		407,025		—			2,666,893
Total stockholders' equity	6,951,181		6,749,748		11,726,685		(18,476,433		)	6,951,181
Total liabilities and stockholders' equity	$	9,524,122	$	8,766,516	$	14,097,462	$	(18,476,433	)	$	13,911,667

Condensed Consolidating Statement of Income

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	15,303,379	$	9,718,813		$	—		$	25,022,192
Cost of goods sold and occupancy costs	11,328			11,383,452		6,885,584			—			18,280,364
Gross (loss) profit	(11,328		)	3,919,927		2,833,229			—			6,741,828
Operating and other (income) expenses	(995,984		)	3,096,381		2,181,477			1,000,813			5,282,687
Consolidated income (loss) before income taxes	984,656			823,546		651,752			(1,000,813		)	1,459,141
Income tax expense	—			307,177		168,131			—			475,308
Consolidated net income (loss)	984,656			516,369		483,621			(1,000,813		)	983,833
Loss attributed to the noncontrolling interests	—			—		(823		)	—			(823		)
Net income (loss) attributed to Staples, Inc.	$	984,656		$	516,369	$	484,444		$	(1,000,813	)	$	984,656

Condensed Consolidating Statement of Income

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	14,900,355	$	9,644,758	$	—		$	24,545,113
Cost of goods sold and occupancy costs	11,277			11,126,849		6,800,832		—			17,938,958
Gross (loss) profit	(11,277		)	3,773,506		2,843,926		—			6,606,155
Operating and other (income) expenses	(893,225		)	3,072,351		2,154,558		915,876			5,249,560
Consolidated income (loss) before income taxes	881,948			701,155		689,368		(915,876		)	1,356,595
Income tax expense	—			318,705		149,321		—			468,026
Consolidated net income (loss)	881,948			382,450		540,047		(915,876		)	888,569
Income attributed to the noncontrolling interests	—			—		6,621		—			6,621
Net income (loss) attributed to Staples, Inc.	$	881,948		$	382,450	$	533,426	$	(915,876	)	$	881,948

Condensed Consolidating Statement of Income

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Sales	$	—		$	13,577,862	$	10,697,589	$	—		$	24,275,451
Cost of goods sold and occupancy costs	11,324			10,043,973		7,746,251		—			17,801,548
Gross (loss) profit	(11,324		)	3,533,889		2,951,338		—			6,473,903
Operating and other (income) expenses	(749,995		)	2,956,530		2,261,707		849,767			5,318,009
Consolidated income (loss) before income taxes	738,671			577,359		689,631		(849,767		)	1,155,894
Income tax expense	—			174,152		224,631		—			398,783
Consolidated net income (loss)	738,671			403,207		465,000		(849,767		)	757,111
Income attributed to the noncontrolling interests	—			—		18,440		—			18,440
Net income (loss) attributed to Staples, Inc.	$	738,671		$	403,207	$	446,560	$	(849,767	)	$	738,671

Condensed Consolidating Statement of Cash Flows

For the year ended January 28, 2012

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,334,183		$	197,956		$	44,336		$	1,576,475
Investing activities:
Acquisition of property and equipment	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Cash used in investing activities	(49,863		)	(206,150		)	(127,641		)	(383,654		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	73,866			—			—			73,866
Proceeds from borrowings	93,856			12,378			195,609			301,843
Payments on borrowings, including payment of deferred financing fees	(567,419		)	—			(253,212		)	(820,631		)
Purchase of noncontrolling interest	—			—			(10,000		)	(10,000		)
Cash dividends paid	(277,936		)	—			—			(277,936		)
Excess tax benefits from stock-based compensation arrangements	812			841			152			1,805
Purchase of treasury stock, net	(629,041		)	—			—			(629,041		)
Cash (used in) provided by financing activities	(1,305,862		)	13,219			(67,451		)	(1,360,094		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(29,835		)	(29,835		)
Net (decrease) increase in cash and cash equivalents	(21,542		)	5,025			(180,591		)	(197,108		)
Cash and cash equivalents at beginning of period	406,821			38,298			1,016,138			1,461,257
Cash and cash equivalents at end of period	$	385,279		$	43,323		$	835,547		$	1,264,149

Condensed Consolidating Statement of Cash Flows

For the year ended January 29, 2011

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	479,783		$	198,293		$	768,415		$	1,446,491
Investing activities:
Acquisition of property and equipment	(56,984		)	(214,319		)	(137,586		)	(408,889		)
Acquisition of businesses, net of cash acquired	—			—			(63,066		)	(63,066		)
Cash used in investing activities	(56,984		)	(214,319		)	(200,652		)	(471,955		)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	85,429			—			—			85,429
Proceeds from borrowings	71,033			—			130,533			201,566
Payments on borrowings	(96,207		)	—			(111,271		)	(207,478		)
Cash dividends paid	(258,746		)	—			—			(258,746		)
Purchase of noncontrolling interest	—			—			(360,595		)	(360,595		)
Purchase of treasury stock, net	(398,582		)	—			—			(398,582		)
Cash used in financing activities	(597,073		)	—			(341,333		)	(938,406		)
Effect of exchange rate changes on cash and cash equivalents	—			—			9,308			9,308
Net (decrease) increase in cash and cash equivalents	(174,274		)	(16,026		)	235,738			45,438
Cash and cash equivalents at beginning of period	581,095			54,324			780,400			1,415,819
Cash and cash equivalents at end of period	$	406,821		$	38,298		$	1,016,138		$	1,461,257

Condensed Consolidating Statement of Cash Flows

For the year ended January 30, 2010

(in thousands)

	Staples, Inc. (Parent Co.)			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	1,709,923		$	159,872		$	214,413		$	2,084,208
Investing activities:
Acquisition of property and equipment	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Cash used in investing activities	(42,737		)	(155,684		)	(114,807		)	(313,228		)
Financing activities:
Payments on issuance of commercial paper	(1,195,557		)	—			—			(1,195,557		)
Proceeds from borrowings	869,380			—			342,044			1,211,424
Payments on borrowings, including payment of deferred financing fees	(721,044		)	—			(224,289		)	(945,333		)
Purchase of treasury stock, net	(30,661		)	—			—			(30,661		)
Excess tax benefits from stock-based compensation arrangements	3,452			5,053			258			8,763
Cash dividends paid	(236,874		)	—			—			(236,874		)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	150,958			—			—			150,958
Cash (used in) provided by financing activities	(1,160,346		)	5,053			118,013			(1,037,280		)
Effect of exchange rate changes on cash and cash equivalents	—			—			48,345			48,345
Net increase in cash and cash equivalents	506,840			9,241			265,964			782,045
Cash and cash equivalents at beginning of period	74,255			45,083			514,436			633,774
Cash and cash equivalents at end of period	$	581,095		$	54,324		$	780,400		$	1,415,819

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Stockholders' Equity (Tables)

12 Months Ended

Jan. 28, 2012

Stockholders' Equity Disclosure [Abstract]

Activity related to outstanding shares

The following summarizes the activity related to our outstanding shares (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Outstanding at beginning of fiscal year	709,458		718,010		704,907
Repurchases	(37,315	)	(17,817	)	—
Releases	3,387		3,574		2,988
Issuance of stock for exercises of common stock options and sales under Employee Stock Purchase Plans	7,081		5,691		10,115
Outstanding at end of fiscal year	682,611		709,458		718,010

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Quarterly Summary

12 Months Ended

Jan. 28, 2012

Quarterly Summary Disclosure [Abstract]

Quarterly Summary

Quarterly Summary (Unaudited)

	(In thousands, except per share amounts)
	First Quarter		Second Quarter(1)		Third Quarter		Fourth Quarter
Fiscal Year Ended January 28, 2012
Sales	$	6,172,938	$	5,819,612	$	6,569,927	$	6,459,715
Gross profit	1,636,393		1,540,380		1,832,781		1,732,274
Net income attributed to Staples, Inc.	198,245		176,438		326,380		283,593
Basic earnings per common share	$	0.28	$	0.25	$	0.47	$	0.41
Diluted earnings per share	$	0.28	$	0.25	$	0.47	$	0.41

	First Quarter(2)		Second Quarter(3)		Third Quarter(4)		Fourth Quarter(5)
Fiscal Year Ended January 29, 2011
Sales	$	6,057,795	$	5,534,240	$	6,537,676	$	6,415,402
Gross profit	1,619,055		1,462,708		1,803,748		1,720,644
Net income attributed to Staples, Inc.	188,770		129,756		288,680		274,742
Basic earnings per common share	$	0.26	$	0.18	$	0.40	$	0.39
Diluted earnings per share	$	0.26	$	0.18	$	0.40	$	0.38

(1) Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

(2) Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(3) Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

(4) Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

(5) Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

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Change In Projected Benefit Obligation (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Projected benefit obligation beginning balance	$ 944,673	$ 935,985
Service Cost	9,987	10,717	9,641
Interest Cost	44,798	39,559	49,830
Plan participants' contributions	1,455	1,427
Actuarial losses	42,204	22,810
Benefits paid	(57,161)	(48,900)
Prior service cost		0
Defined Benefit Plan, Other Costs	11,031	(3,202)
Currency translation adjustments	(42,579)	(13,723)
Projected benefit obligation ending balance	954,408	944,673	935,985
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Projected benefit obligation beginning balance	33,431	32,178
Service Cost	0	0	0
Interest Cost	1,864	1,841	1,868
Plan participants' contributions	0	0
Actuarial losses	4,816	761
Benefits paid	(1,493)	(1,349)
Prior service cost		0
Defined Benefit Plan, Other Costs	0	0
Currency translation adjustments	0	0
Projected benefit obligation ending balance	38,618	33,431	32,178
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Projected benefit obligation beginning balance	911,242	903,807
Service Cost	9,987	10,717	9,641
Interest Cost	42,934	37,718	47,962
Plan participants' contributions	1,455	1,427
Actuarial losses	37,388	22,049
Benefits paid	(55,668)	(47,551)
Prior service cost		0
Defined Benefit Plan, Other Costs	11,031	(3,202)
Currency translation adjustments	(42,579)	(13,723)
Projected benefit obligation ending balance	915,790	911,242	903,807
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Projected benefit obligation beginning balance	25,281	0
Service Cost	1,765	895	0
Interest Cost	1,479	695	0
Plan participants' contributions	0	0
Actuarial losses	9,264	0
Benefits paid	(491)	0
Prior service cost		23,691
Defined Benefit Plan, Other Costs	0	0
Currency translation adjustments	0	0
Projected benefit obligation ending balance	$ 37,298	$ 25,281	$ 0

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Consolidated Statements of Stockholders' Equity (Parenthetical) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Statement of Stockholders' Equity [Abstract]
Deferred pension and other post retirement benefit costs, taxes	$ 902	$ 7,507	$ 17,128
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax Effect	$ 1,399	$ 7,471	$ 15,807

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Jan. 28, 2012	Jan. 29, 2011
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0.0006	$ 0.0006
Common stock, shares authorized	2,100,000,000	2,100,000,000
Common stock, shares issued	922,126,579	908,449,980
Treasury stock, shares	226,383,032	187,536,869

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Equity Based Employee Benefit Plans

12 Months Ended

Jan. 28, 2012

Equity Based Employee Benefit Plans Disclosure [Abstract]

Equity Based Employee Benefit Plans

Equity Based Employee Benefit Plans

Staples offers its associates share ownership through certain equity based employee benefit plans, including the Amended and Restated 1998 Employee Stock Purchase Plan and the Amended and Restated International Employee Stock Purchase Plan (collectively the "Employee Stock Purchase Plans") and the Amended and Restated 2004 Stock Incentive Plan (the "2004 Plan").

In connection with certain equity based employee benefit plans, Staples included approximately $151.8 million, $146.9 million and $174.7 million in compensation expense for 2011, 2010 and 2009, respectively. The excess income tax benefit related to stock-based compensation was $1.8 million for 2011 and $8.8 million for 2009. There was no excess income tax benefit related to stock-based compensation for 2010. As of January 28, 2012, Staples had $186.5 million of unamortized stock-based compensation costs related to non-qualified stock options, restricted stock and restricted stock units, which will be expensed through August 2015.

Employee Stock Purchase Plans

In December 2011, the Company adopted the 2012 Employee Stock Purchase Plan, subject to shareholder approval, which authorizes a total of up to approximately 15.0 million shares of common stock to be sold to participating employees. Under this plan, participating employees may purchase shares of common stock at 85% of its fair market value at the beginning or end of an offering period, whichever is lower, through payroll deductions in an amount not to exceed 10% of an employee's annual base compensation.

Stock Award Plans

The 2004 Plan was implemented in July 2004 and replaced the amended and restated 1992 Equity Incentive Plan (the "1992 Plan") and the amended and restated 1990 Director Stock Option Plan (the "1990 Plan"). Unexercised options under both the 1992 Plan and the 1990 Plan remain outstanding. Under the 2004 Plan, Staples may issue up to 97.4 million shares of common stock to management and employees using various forms of awards, including, restricted stock and restricted stock units (collectively, "Restricted Shares"), nonqualified stock options and performance shares. The Restricted Shares are restricted in that they are non transferable (i.e. may not be sold until they vest). The nonqualified stock options cannot be exercised until they vest. Vesting of Restricted Shares and nonqualified stock options occurs over different periods depending on the terms of the individual award. Options outstanding under the Company's plans have an exercise price equal to the fair market value of the common stock on the date of grant. Options outstanding are exercisable at various percentages of the total shares subject to the option starting one year after the grant. All options expire ten years after the grant date, subject to earlier termination in the event of employment termination.

Stock Options

Information with respect to stock options granted under the above plans is as follows:

	Number of Shares		Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term in Years	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at January 29, 2011	44,813,257		$	19.86
Granted	6,086,065		15.90
Exercised	(3,251,293	)	11.31
Canceled	(1,652,681	)	21.27
Outstanding at January 28, 2012	45,995,348		$	19.89	5.35	$	18,713
Exercisable at January 28, 2012	32,768,260		$	20.51	4.11	$	18,103
Vested or expected to vest at January 28, 2012	44,393,242		$	19.94	5.25	$	18,711

(1) The intrinsic value of the nonqualified stock options is the amount by which the market value of the underlying stock exceeds the exercise price of an option.

The total intrinsic value of options exercised during 2011, 2010 and 2009 were $14.6 million, $24.0 million and $60.8 million, respectively.

The weighted-average fair values of options and employee stock purchase plan shares granted during 2011, 2010 and 2009 were $3.58, $4.75 and $5.57, respectively.

For stock options granted on or after May 1, 2005, the fair value of each award is estimated on the date of grant using a binomial valuation model. The binomial model considers characteristics of fair value option pricing that are not available under the Black-Scholes model. Similar to the Black-Scholes model, the binomial model takes into account variables such as volatility, dividend yield rate and risk free interest rate. However, in addition, the binomial model considers the contractual term of the option, the probability that the option will be exercised prior to the end of its contractual life, and the probability of termination or retirement of the option holder in computing the value of the option. For these reasons, the Company believes that the binomial model provides a fair value that is more representative of actual experience and future expected experience than that value calculated using the Black-Scholes model.

The fair value of options granted in each year was estimated at the date of grant using the following weighted-average assumptions:

	2011		2010		2009
Risk free interest rate	2.1	%	2.3	%	2.1	%
Expected dividend yield	1.4	%	1.3	%	1.1	%
Expected stock volatility	28	%	31	%	35	%
Expected life of options	5.5 years		5.4 years		5.3 years

The expected stock volatility factor was calculated using an average of historical and implied volatility measures to reflect the different periods in the Company's history that would impact the value of the stock options granted to employees. The fair value of stock options is expensed over the applicable vesting period using the straight line method.

Restricted Shares

Beginning in fiscal 2006, the Company began issuing Restricted Shares to employees and directors as part of its regular equity compensation program. All shares underlying awards of Restricted Shares are restricted in that they are not transferable (i.e., they may not be sold) until they vest. Subject to limited exceptions, if the employees who received the Restricted Shares leave Staples prior to the vesting date for any reason, the Restricted Shares will be forfeited and returned to Staples. The fair value of restricted shares is expensed over the applicable vesting period using the straight line method. The following table summarizes the Company's grants of Restricted Shares in 2011:

	Number of Shares		Weighted-Average Grant Date Fair Value Per Share
Nonvested at January 29, 2011	14,271,158		$	20.62
Granted	8,377,845		15.93
Vested	(4,519,697	)	21.72
Canceled	(1,330,044	)	18.78
Nonvested at January 28, 2012	16,799,262		$	18.13

The total market value of Restricted Shares vested during 2011, 2010 and 2009 was $73.3 million, $96.5 million and $94.9 million, respectively.

Performance Shares

In fiscal 2006, the Company began granting performance shares which are restricted stock awards whose underlying shares are paid out and issued to the recipient only if the Company meets minimum performance targets. Some of these awards are subject to additional vesting requirements. For the 2009 performance share awards, payouts were based on 2009 earnings per share performance. The Company met the performance target that was established in 2009 and 0.5 million shares were awarded in March 2010, subject to vesting over a three year period.

In 2010, the Company switched from granting annual performance share awards and introduced a performance based long term cash incentive plan based on meeting minimum performance targets. The expense associated with these 2010 and 2011 awards is reflected as part of selling, general and administrative expense.

Although not a part of the annual grant cycle, in July 2010 the Company granted special performance shares totaling 0.6 million at target at $19.27 per share. These awards will payout only if the Company meets minimum performance objectives, which will be established in each year of a three year performance cycle. One-third of the target award will be applied as a target amount for each of the fiscal years within the performance cycle. No payout will occur until the completion of the three year performance cycle. Any shares that are paid out will also be subject to additional vesting requirements.

For fiscal year 2011 and 2010, 58% and 93% of the target shares were earned based on the extent to which the 2011 and 2010 objective were achieved.

Shares Available for Issuance

At January 28, 2012, 60.7 million shares of common stock were reserved for issuance under Staples' 2004 Plan, 401(k) Plan and employee stock purchase plans.

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Document and Entity Information (USD $) In Billions, except Share data, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Feb. 27, 2012	Jul. 30, 2011
Document Information [Line Items]
Entity Registrant Name	STAPLES INC
Entity Central Index Key	0000791519
Document Type	10-K
Document Period End Date	Jan. 28, 2012
Amendment Flag	false
Current Fiscal Year End Date	--01-28
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 11.3
Entity Common Stock, Shares Outstanding		694,102,453
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY

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Pension and Other Retirement Plans

12 Months Ended

Jan. 28, 2012

Compensation and Retirement Disclosure [Abstract]

Pension and Other Post-Retirement Benefit Plans

Pension and Other Retirement Plans

In connection with the acquisition of Corporate Express, Staples assumed the obligations under the pension plans Corporate Express sponsored. The pension plans cover certain employees in Europe and the United States. The benefits due to U.S. plan participants are frozen. A number of the defined benefit plans outside the U.S. are funded with plan assets that have been segregated in trusts. Contributions are made to these trusts, as necessary, to meet legal and other requirements.

In August 2010, the Company began sponsoring an unfunded post-retirement life insurance benefit plan, which provides benefits to eligible U.S. executives based on earnings, years of service and age at termination of employment.

The following table presents a summary of the total projected benefit obligation for the pension plans, the fair value of plan assets and the associated funded status recorded in the consolidated balance sheet at January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012								January 29, 2011
	Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status			Projected Benefit Obligations			Fair Value of Plan Assets		Funded Status
Overfunded Plans:
International Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Total Overfunded Plans	$	(779,248	)	$	962,428	$	183,180		$	(780,928	)	$	963,404	$	182,476
Underfunded Plans:
U.S. Plans	$	(38,618	)	$	29,640	$	(8,978	)	$	(33,431	)	$	28,451	$	(4,980	)
International Plans	(136,542		)	102,241		(34,301		)	(130,314		)	99,415		(30,899		)
Total Underfunded Plans	$	(175,160	)	$	131,881	$	(43,279	)	$	(163,745	)	$	127,866	$	(35,879	)

The following tables present a summary of the total net cost recorded in the consolidated statement of income for the pension and post-retirement life insurance benefit plans for 2011, 2010 and 2009 (in thousands):

	2011
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,987		$	9,987		$	1,765
Interest cost	1,864			42,934			44,798			1,479
Expected return on plan assets	(1,686		)	(58,903		)	(60,589		)	—
Amortization of actuarial losses	—			1,461			1,461			1,716
Net periodic pension expense (income)	$	178		$	(4,521	)	$	(4,343	)	$	4,960

	2010
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	10,717		$	10,717		$	895
Interest cost	1,841			37,718			39,559			695
Expected return on plan assets	(1,735		)	(61,361		)	(63,096		)	—
Amortization of actuarial losses	2			3,991			3,993			—
Net periodic pension expense (income)	$	108		$	(8,935	)	$	(8,827	)	$	1,590

	2009
	Pension Plans									Post-retirement Benefit Plan
	U.S. Plans			International Plans			Total			Total
Service cost	$	—		$	9,641		$	9,641		$	—
Interest cost	1,868			47,962			49,830			—
Expected return on plan assets	(1,507		)	(57,531		)	(59,038		)	—
Amortization of actuarial losses	—			9,328			9,328			—
Net periodic pension expense	$	361		$	9,400		$	9,761		$	—

The following table presents the changes in benefit obligations during 2010 and 2011 (in thousands):

	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Projected benefit obligation at January 30, 2010	$	32,178		$	903,807		$	935,985		$	—
Service cost	—			10,717			10,717			895
Interest cost	1,841			37,718			39,559			695
Plan participants' contributions	—			1,427			1,427			—
Actuarial losses	761			22,049			22,810			—
Benefits paid	(1,349		)	(47,551		)	(48,900		)	—
Prior service cost	—			—			—			23,691
Other	—			(3,202		)	(3,202		)	—
Currency translation adjustments	—			(13,723		)	(13,723		)	—
Projected benefit obligation at January 29, 2011	$	33,431		$	911,242		$	944,673		$	25,281
Service cost	—			9,987			9,987			1,765
Interest cost	1,864			42,934			44,798			1,479
Plan participants' contributions	—			1,455			1,455			—
Actuarial losses	4,816			37,388			42,204			9,264
Benefits paid	(1,493		)	(55,668		)	(57,161		)	(491		)
Other	—			11,031			11,031			—
Currency translation adjustments	—			(42,579		)	(42,579		)	—
Projected benefit obligation at January 28, 2012	$	38,618		$	915,790		$	954,408		$	37,298

The accumulated benefit obligation for the U.S. Plans and International Plans at January 28, 2012 was $38.6 million and $889.5 million, respectively. The accumulated benefit obligation for the U.S. Plans and International Plans at January 29, 2011 was $33.4 million and $885.8 million, respectively. The accumulated benefit obligation for the post-retirement benefit obligation was $37.3 million and $25.3 million at January 28, 2012 and January 29, 2011, respectively.

The following table presents the changes in pension plan assets for each of the defined benefit pension plans during 2010 and 2011 (in thousands):

	U.S. Plans			International Plans			Total
Fair value of plan assets at January 30, 2010	$	24,836		$	995,957		$	1,020,793
Actual return on plan assets	3,760			116,697			120,457
Employer's contributions	1,206			13,504			14,710
Plan participants' contributions	—			1,427			1,427
Benefits paid	(1,349		)	(47,551		)	(48,900		)
Amortization of unrecognized losses	(2		)	(3,991		)	(3,993		)
Currency translation adjustments	—			(13,224		)	(13,224		)
Fair value of plan assets at January 29, 2011	$	28,451		$	1,062,819		$	1,091,270
Actual return on plan assets	1,521			85,889			87,410
Employer's contributions	1,161			10,987			12,148
Plan participants' contributions	—			1,455			1,455
Benefits paid	(1,493		)	(55,668		)	(57,161		)
Other	—			11,031			11,031
Amortization of unrecognized losses	—			(1,461		)	(1,461		)
Currency translation adjustments	—			(50,383		)	(50,383		)
Fair value of plan assets at January 28, 2012	$	29,640		$	1,064,669		$	1,094,309

The funded status for the U.S. Plans and International Pension Plans at January 28, 2012 was $9.0 millionunderfunded and $148.9 millionoverfunded, respectively. The funded status for the U.S. Plans and International Pension Plans at January 29, 2011 was $5.0 millionunderfunded and $151.6 millionoverfunded, respectively.

Amounts recognized in the consolidated balance sheet consist of the following (in thousands):

	January 28, 2012
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	183,180		$	183,180		$	—
Accrued benefit liability (included in other long-term obligations)	(8,978		)	(34,301		)	(43,279		)	(37,298		)
Accumulated other comprehensive loss	7,638			119,377			127,015			30,389
Net amount recognized	$	(1,340	)	$	268,256		$	266,916		$	(6,909	)

	January 29, 2011
	Pension Plans									Post-retirement Benefit Plans
	U.S. Plans			International Plans			Total			Total
Prepaid benefit cost (included in other assets)	$	—		$	182,476		$	182,476		$	—
Accrued benefit liability (included in other long-term obligations)	(4,980		)	(30,899		)	(35,879		)	(25,281		)
Accumulated other comprehensive loss	2,655			105,613			108,268			21,616
Net amount recognized	$	(2,325	)	$	257,190		$	254,865		$	(3,665	)

Amounts recognized in accumulated other comprehensive loss that have not yet been recognized as components of net periodic pension and post-retirement costs at January 28, 2012 and January 29, 2011 are comprised of actuarial losses and prior service costs.

The amount of accumulated other comprehensive loss expected to be recognized as components of net periodic pension and post-retirement benefit costs during 2012 is approximately $2.0 million and $2.1 million, respectively.

There were no significant amendments to any of the Company's defined benefit pension plans or the post-retirement life insurance benefit plan in 2011 or 2010 that would have had a material effect on the consolidated statement of income in these periods.

Assumptions Used to Determine Plan Financial Information

The valuation of benefit obligations and net periodic pension and post-retirement benefit cost uses participant-specific information such as salary, age and years of service, as well as certain assumptions, the most significant of which include estimates of discount rates, expected return on plan assets, rate of compensation increases, interest rates and mortality rates.

The following table presents the assumptions used to measure the net periodic cost and the year-end benefit obligations for the defined benefit pension and post-retirement benefit plans for 2011, 2010 and 2009:

	2011
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.7	%	4.8	%	4.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	4.7	%	4.3	%	4.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

	2010
	Pension Plans				Post-retirement Benefit Plan
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	5.9	%	4.6	%	5.9	%
Expected return on plan assets	7.0	%	6.4	%	—	%
Rate of compensation increase	—	%	2.2	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.7	%	4.8	%	5.9	%
Rate of compensation increase	—	%	2.1	%	3.0	%
Rate of pension increase	—	%	1.1	%	—	%

	2009
	Pension Plans
	U.S. Plans		International Plans
Weighted-average assumptions used to measure net periodic pension cost:
Discount rate	6.8	%	5.8	%
Expected return on plan assets	7.0	%	6.4	%
Rate of compensation increase	—	%	3.0	%
Weighted-average assumptions used to measure benefit obligations at year-end:
Discount rate	5.9	%	4.5	%
Rate of compensation increase	—	%	2.1	%
Rate of pension increase	—	%	1.1	%

The following table shows the effect on pension obligations at January 28, 2012 of a change in discount rate and other assumptions (in thousands):

	Change in Discount Rate
	(.25%)		No change			0.25%
Change in rate of compensation increase:
(.25%)	$	26,074	$	(1,616	)	$	(27,452	)
No change	27,563		—			(26,087		)
0.25%	29,412		1,580			(24,763		)
Change in rate of pension increase:
(.25%)	$	4,792	$	(21,879	)	$	(46,810	)
No change	27,563		—			(26,087		)
0.25%	51,876		22,930			(4,517		)

The discount rate used is the interest rate on high quality (AA rated) corporate bonds that have a maturity approximating the term of the related obligations. In estimating the expected return on plan assets, appropriate consideration is taken into account of the historical performance for the major asset classes held, or anticipated to be held, by the applicable pension funds and of current forecasts of future rates of return for those asset classes.

Staples' investment strategy for worldwide pension plan assets is to seek a competitive rate of return relative to an appropriate level of risk depending on the funded status of each plan. The majority of the plans' investment managers employ active investment management strategies with the goal of outperforming the broad markets in which they invest. Risk management practices include diversification across asset classes and investment styles and periodic rebalancing toward asset allocation targets. A portion of the currency risk related to investments in equity securities, real estate and debt securities is hedged.

The target allocation reflects a risk/return profile Staples feels is appropriate relative to each plan's liability structure and return goals. Staples conducts periodic asset-liability studies for the plan assets in order to model various potential asset allocations in comparison to each plan's forecasted liabilities and liquidity needs.

Outside the United States, asset allocation decisions are typically made by an independent board of trustees. As in the U.S., investment objectives are designed to generate returns that will enable the plan to meet its future obligations. In some countries local regulations require adjustments in asset allocation, typically leading to a higher percentage in fixed income than would otherwise be deployed. Staples acts in a consulting and governance role via its board representatives in reviewing investment strategy, with final decisions on asset allocation and investment managers made by local trustees.

The Company's pension plans' actual and target asset allocations at January 28, 2012 and January 29, 2011 are as follows:

	January 28, 2012
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	36	%	31	%	31	%	40	%	39	%	39	%
Debt securities	57	%	49	%	49	%	60	%	47	%	47	%
Real estate	7	%	8	%	8	%	—	%	8	%	8	%
Cash	—	%	5	%	5	%	—	%	—	%	—	%
Other	—	%	7	%	7	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

	January 29, 2011
	Actual						Target
	U.S. Plans		International Plans		Total		U.S. Plans		International Plans		Total
Asset allocation:
Equity securities	41	%	33	%	33	%	36	%	39	%	39	%
Debt securities	59	%	49	%	49	%	64	%	48	%	48	%
Real estate	—	%	9	%	9	%	—	%	7	%	7	%
Cash	—	%	3	%	3	%	—	%	—	%	—	%
Other	—	%	6	%	6	%	—	%	6	%	6	%
Total	100	%	100	%	100	%	100	%	100	%	100	%

No pension plan assets are expected to be returned to the Company during 2012.

Information on Fair Value of Plan Assets

The fair values of the Company's pension plan assets at January 28, 2012 by asset category are as follows (in thousands):

	U.S. Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	10,731	$	10,731	$	—	$	—
Debt securities(2)	16,703		6,765		—		9,938
Real estate(3)	2,206		2,206		—		—
Total	$	29,640	$	19,702	$	—	$	9,938

	International Pension Plans
Asset Category:	Fair Market Value		Quoted Prices in Active Markets for Identical Assets Level 1		Significant Other Observable Inputs Level 2		Unobservable Inputs Level 3
Equity securities(1)	$	323,373	$	295,455	$	27,918	$	—
Debt securities(2)	524,357		517,346		7,011		—
Real estate(3)	88,871		80,824		8,047		—
Cash	56,980		56,980		—		—
Other(4)	71,088		15,026		56,062		—
Total	$	1,064,669	$	965,631	$	99,038	$	—

(1) This category includes investments in equity securities of large, small and medium sized companies in the U.S. and in foreign companies, including those in developing countries. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(2) This category includes investments in investment grade fixed income instrument, U.S. dollar denominated debt securities of emerging market issuers and high yield fixed-income securities that are rated below investment grade. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is issued to value the fund.

(3) This category includes investments in mortgage-backed and asset-backed securities. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(4) This category includes commodities of approximately $49.9 million and non-separated investments with insurance companies of approximately $13.1 million.

The change in the fair value for the pension assets valued using significant unobservable inputs (Level 3) was due to the following:

	U.S. Plans
Balance at January 29, 2011	$	10,129
Actual Return on Plan Assets:
Relating to assets still held at the reporting date	536
Relating to assets sold during the period	—
Purchases, sales and settlements	(727		)
Balance at January 28, 2012	$	9,938

Expected Benefit Payments and Contributions

The following table presents the expected benefit payments to pension plan participants for the next five years, and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,674	$	52,766	$	54,440
2013	1,718		52,025		53,743
2014	1,827		52,621		54,448
2015	1,941		53,361		55,302
2016	2,045		52,907		54,952
2017-2021	11,974		258,290		270,264

These payments have been estimated based on the same assumptions used to measure the plans' projected benefit obligation at January 28, 2012 and include benefits attributable to estimated future compensation increases for the pension plans.

The 2012 expected benefit payments to plan participants not covered by the respective plan assets (that is, underfunded plans) represent a component of other long-term obligations in the consolidated balance sheet.

The following table presents, based on current assumptions, the Company's expected contributions for the next five years and the aggregate for the following five years (in thousands):

	Pension Plans
	U.S. Plans		International Plans		Total
2012	$	1,366	$	13,341	$	14,707
2013	1,483		13,715		15,198
2014	1,483		13,771		15,254
2015	1,465		13,860		15,325
2016	1,465		14,242		15,707
2017-2021	5,804		76,274		82,078

There are no expected benefit payments and contributions associated with the other post-retirement benefit plans.

Employees' 401(k) Savings Plan and Other Defined Contribution Plans

Staples' Employees' 401(k) Savings Plan (the "401(k) Plan") is available to all United States based employees of Staples who meet minimum age and length of service requirements. Beginning in 2009, contributions to the 401(k) Plan are made in cash and vest ratably over a five year period. The Supplemental Executive Retirement Plan (the "SERP Plan"), which is similar in many respects to the 401(k) Plan, is available to certain Company executives and other highly compensated employees, whose contributions to the 401(k) Plan are limited, and allows such individuals to supplement their contributions to the 401(k) Plan by making pre-tax contributions to the SERP Plan. Company contributions to the SERP Plan are based on a similar matching formula and vesting period.

The expense associated with the Company's match for the Staples 401(k) Savings Plan and for contributions made related to certain foreign defined contribution plans for 2011, 2010 and 2009 was $41.2 million, $35.6 million and $36.3 million, respectively.

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Computation of Earnings per Common Share (Details) In Millions, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	41.3	13.3	12.7

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Consolidated Statements of Income (USD $) In Thousands, except Per Share data, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Sales	$ 25,022,192	$ 24,545,113	$ 24,275,451
Cost of Goods Sold and Occupancy Costs	18,280,364	17,938,958	17,801,548
Gross Profit	6,741,828	6,606,155	6,473,903
Operating and other expenses:
Selling, general and administrative	5,048,492	4,913,188	4,907,236
Amortization of intangibles	64,902	61,689	100,078
Integration and restructuring costs	0	57,765	84,244
Total operating and other expenses	5,113,394	5,032,642	5,091,558
Operating income	1,628,434	1,573,513	1,382,345
Other (expense) income:
Interest income	7,577	7,722	6,117
Interest expense	(173,751)	(214,824)	(237,025)
Other (expense) income	(3,119)	(9,816)	4,457
Consolidated income before income taxes	1,459,141	1,356,595	1,155,894
Income tax expense	475,308	468,026	398,783
Consolidated net income	983,833	888,569	757,111
(Loss) income attributed to the noncontrolling interests	(823)	6,621	18,440
Net income attributed to Staples, Inc.	$ 984,656	$ 881,948	$ 738,671
Earnings Per Share:
Basic earnings per common share	$ 1.42	$ 1.23	$ 1.04
Diluted earnings per common share	$ 1.40	$ 1.21	$ 1.02
Dividends declared per common share	$ 0.40	$ 0.36	$ 0.33

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Debt and Credit Agreements

12 Months Ended

Jan. 28, 2012

Debt and Credit Agreements Disclosure [Abstract]

Debt and Credit Agreements

Debt and Credit Agreements

The major components of the Company's outstanding debt are as follows (in thousands):

	January 28, 2012			January 29, 2011
April 2011 Notes	$	—		$	500,000
October 2012 Notes	332,617			325,000
January 2014 Notes	1,525,003			1,500,000
Lines of credit	170,745			218,689
Capital lease obligations and other notes payable	9,815			13,701
	2,038,180			2,557,390
Fair value adjustments on hedged debt	—			44,373
Less: Current portion	(439,143		)	(587,356		)
Net long-term debt	$	1,599,037		$	2,014,407

Aggregate annual maturities of long-term debt and capital lease obligations are as follows (in thousands):

Fiscal Year:	Total
2012	$	439,143
2013	1,596,980
2014	620
2015	416
2016	316
Thereafter	705
	$	2,038,180

Future minimum lease payments under capital leases of $1.4 million are included in aggregate annual maturities shown above. Staples entered into no new capital lease obligations in 2011 or 2010.

Interest paid by Staples totaled $184.5 million, $210.9 million and $217.5 million for 2011, 2010 and 2009, respectively. There was no interest capitalized in 2011, 2010 or 2009.

April 2011 Notes: The Company repaid in full the $500 million, 7.75% notes (the "April 2011 Notes") on the maturity date, April 1, 2011. The Company originally entered into the April 2011 Notes on March 27, 2009.

October 2012 Notes:  On September 30, 2002, Staples issued $325 million aggregate principal amount of notes due October 1, 2012, with a fixed interest rate of 7.375% payable semi-annually on April 1 and October 1 of each year commencing on April 1, 2003. In January 2003, Staples entered into an interest rate swap agreement to turn the October 2012 Notes into variable rate obligations, and the swap agreement was subsequently terminated in September 2011 (see Note F). The Company's obligations under the October 2012 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by the Staples the Office Superstore, LLC, Staples the Office Superstore, East Inc., Staples Contract & Commercial, Inc. and Staples the Office Superstore Limited Partnership (collectively, the “Guarantor Subsidiaries”).

January 2014 Notes:  On January 15, 2009, Staples issued $1.5 billion aggregate principal amount of notes due January 15, 2014, with a fixed interest rate of 9.75% payable semi-annually on January 15 and July 15 of each year commencing on July 15, 2009. From the sale of the January 2014 Notes, the Company received net proceeds, after the underwriting discount and estimated fees and expenses of $1.49 billion. In March 2010, Staples entered into an interest rate swap agreement to turn half of the January 2014 Notes into variable rate obligations, and the swap agreement was subsequently terminated in September 2011 (see Note F). The Company's obligations under the January 2014 Notes are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Revolving Credit Facility:  On November 4, 2010, Staples entered into a new credit agreement (the "November 2014 Revolving Credit Facility") with Bank of America, N.A, as Administrative Agent and other lending institutions named therein. The November 2014 Revolving Credit Facility replaced the Amended and Restated Revolving Credit Agreement dated as of October 13, 2006, as amended, which provided for a maximum borrowing of $750 million and was due to expire in October 2011 (the "Prior Revolving Credit Facility"). As of January 28, 2012, no borrowings were outstanding under the November 2014 Revolving Credit Agreement, resulting in $1.0 billion of availability under this agreement.

The November 2014 Revolving Credit Facility provides for a maximum borrowing of $1.0 billion which, pursuant to an accordion feature, may be increased to $1.5 billion upon the request of the Company and the agreement of the lenders participating in the increase. Borrowings made pursuant to the November 2014 Revolving Credit Facility may be syndicated loans, swing line loans, multicurrency loans, or letters of credit, the combined sum of which may not exceed the maximum borrowing amount. Borrowings made pursuant to the November 2014 Revolving Credit Facility will bear interest at various interest rates, depending on the type of borrowing, plus a percentage spread based on Staples' credit rating and fixed charge coverage ratio. Under the November 2014 Revolving Credit Facility, Staples agree to pay a facility fee at rates that range from 0.15% to 0.35% per annum depending on its credit rating and fixed charge coverage ratio. Amounts borrowed under the November 2014 Revolving Credit Facility may be borrowed, repaid, and reborrowed from time to time until November 4, 2014.

The November 2014 Revolving Credit Facility is unsecured and ranks pari passu with Staples' public notes and other indebtedness and contains customary affirmative and negative covenants for credit facilities of this type. The November 2014 Revolving Credit Facility also contains financial covenants that require Staples to maintain a minimum fixed charge coverage ratio and a maximum adjusted funded debt to total capitalization ratio. The borrowings under the November 2014 Revolving Credit Facility are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries.

Commercial Paper Program:  The Company has a commercial paper program ("Commercial Paper Program") that allows the Company to issue up to $1.0 billion of unsecured commercial paper notes ("Notes") from time to time. The November 2014 Revolving Credit Facility serves as a backstop to the Commercial Paper Program. Under the Commercial Paper Program, the Company uses the proceeds from the Notes for general purposes, including working capital, capital expenditures, acquisitions and share repurchases. Maturities of the Notes vary but may not exceed 397 days from the date of issue. The Notes bear such interest rates, if interest bearing, or will be sold at such discount from their face amounts, as agreed upon from time to time by the dealers under the Commercial Paper Program and the Company. The payments under the Commercial Paper Program are unconditionally guaranteed on an unsecured, unsubordinated basis by the Guarantor Subsidiaries. The Commercial Paper Program contains customary events of default with corresponding grace periods. On June 2, 2011, the Company resumed the issuance of Notes under the Commercial Paper Program. During 2011, the Company borrowed under its Commercial Paper Program to support its seasonal cash requirements and stock buyback programs. From June 2, 2011 through the end of commercial paper usage, the weighted average amount outstanding under the Commercial Paper Program was $150.0 million, with a weighted-average interest rate of 0.3%. At the end of 2011, there were no outstanding borrowings under the Commercial Paper Program. The maximum amount outstanding under the Commercial Paper Program during 2011 was $345.0 million.

Other Lines of Credit: The Company had $373.1 million in borrowing capacity under various other lines of credit as of January 28, 2012 with outstanding borrowings of $170.7 million, leaving $202.4 million of available credit at that date.

There were no instances of default during 2011 under any of the Company's debt agreements.

Deferred Financing Fees

In connection with the issuance of certain debt instruments, the Company incurred financing fees which are being amortized over the terms of the related debt instruments. Amortization of the financing fees is classified as interest expense. Deferred financing fees amortized to interest expense were $4.2 million, $6.3 million and $7.9 million for 2011, 2010 and 2009, respectively. At January 28, 2012, unamortized financing fees of $0.4 million were included in prepaid expenses and other current assets and unamortized fees of $7.5 million were included in other assets. At January 29, 2011, unamortized financing fees of $0.2 million were included in prepaid expenses and other current assets and unamortized fees of $11.9 million were included in other assets.

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Accrued Expenses and Other Current Liabilities

12 Months Ended

Jan. 28, 2012

Accrued Expenses and Other Current Liabilities Disclosure [Abstract]

Accrued Expenses and Other Current Liabilities

Accrued Expenses and Other Current Liabilities

The major components of accrued liabilities are as follows (in thousands):

	January 28, 2012		January 29, 2011
Taxes	$	320,861	$	258,518
Employee related	402,058		420,598
Acquisition and restructuring reserves	49,549		82,144
Advertising and marketing	101,023		109,383
Other	541,230		627,208
Total	$	1,414,721	$	1,497,851

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Subsequent Events

12 Months Ended

Jan. 28, 2012

Subsequent Events Disclosure [Abstract]

Subsequent Events

Subsequent Events

Subsequent events have been evaluated through the date the financial statements were issued and no events or transactions have occurred that require disclosure or adjustment to these consolidated financial statements.

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Stockholders' Equity

12 Months Ended

Jan. 28, 2012

Stockholders' Equity Disclosure [Abstract]

Stockholders' Equity

Stockholders' Equity

Repurchase Program

On June 7, 2010, the Company resumed the share repurchase program which went into effect in the second quarter of 2007 (the "2007 Repurchase Plan"), allowing for the repurchase of $1.5 billion of Staples' common stock. Under the 2007 Repurchase Plan, a total of $1.28 billion was used to repurchase shares and $218.4 million was remaining when the plan was terminated and replaced by a new program in September 2011.

On September 13, 2011, the Company announced a new repurchase program that had been approved by the Board of Directors in September 2011 (the "2011 Repurchase Plan"). Under the 2011 Repurchase Plan, the Company was authorized to repurchase up to $1.5 billion of common stock in both open market and privately negotiated transactions. The program has no expiration date and may be suspended or discontinued at any time. Under the 2011 Repurchase Plan, a total of $182.5 million was used to repurchase 12.6 million shares as of January 28, 2012. The Company has the authority to repurchase up to $1.32 billion under the share repurchase program as of January 28, 2012.

Outstanding Shares

The following summarizes the activity related to our outstanding shares (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Outstanding at beginning of fiscal year	709,458		718,010		704,907
Repurchases	(37,315	)	(17,817	)	—
Releases	3,387		3,574		2,988
Issuance of stock for exercises of common stock options and sales under Employee Stock Purchase Plans	7,081		5,691		10,115
Outstanding at end of fiscal year	682,611		709,458		718,010

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Schedule II - Valuation and Qualifying Accounts (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Valuation and Qualifying Accounts Disclosure [Line Items]
Allowance for Doubtful Accounts Receivable, Current at the Beginning of the Year	$ 55,348	$ 63,024	$ 57,293
Provision for Doubtful Accounts	23,622	20,679	45,754
Premiums Receivable, Allowance for Doubtful Accounts, Write Offs Against Allowance	33,008	28,355	40,023
Allowance for Doubtful Accounts Receivable, Current at the End of the Year	$ 45,962	$ 55,348	$ 63,024

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Commitments and Contingencies

12 Months Ended

Jan. 28, 2012

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Staples leases certain retail and support facilities under long-term non-cancelable lease agreements. Most lease agreements contain renewal options and rent escalation clauses and, in some cases, allow termination within a certain number of years with notice and a fixed payment. Certain agreements provide for contingent rental payments based on sales.

Other long-term obligations at January 28, 2012 include $122.6 million relating to future rent escalation clauses and lease incentives under certain existing store operating lease arrangements. These rent obligations are recognized on a straight-line basis over the respective terms of the leases. Future minimum lease commitments due for retail and support facilities (including lease commitments for 37 retail stores not yet opened at January 28, 2012) and equipment leases under non-cancelable operating leases are as follows (in thousands):

Fiscal Year:	Total
2012	$	867,147
2013	774,273
2014	664,264
2015	557,642
2016	454,235
Thereafter	1,269,073
	$	4,586,634

Future minimum lease commitments do not include $31.9 million of minimum rentals due under non-cancelable subleases.

Rent expense was $839.6 million, $829.4 million and $834.3 million for 2011, 2010 and 2009, respectively.

As of January 28, 2012, Staples had purchase obligations of $488.9 million. Many of the Company's purchase commitments, including intercompany commitments, may be canceled by the Company without advance notice or payment, and accordingly the Company has excluded such commitments from the following schedule. Contracts that may be terminated by the Company without cause or penalty, but that require advance notice for termination, are valued on the basis of an estimate of what the Company would owe under the contract upon providing notice of termination. Such purchase obligations will arise as follows (in thousands):

Fiscal Year:	Total
2012	$	369,143
2013 through 2014	49,588
2015 through 2016	18,755
Thereafter	51,435
	$	488,921

Letters of credit are issued by Staples during the ordinary course of business through major financial institutions as required by certain vendor contracts. As of January 28, 2012, Staples had open standby letters of credit totaling $147.8 million.

The Company has become the subject of several class action lawsuits filed in various states, where the plaintiffs alleged the Company failed to comply with federal and state overtime laws and that it failed to pay them overtime because assistant store managers were misclassified as exempt from overtime pay. In January 2010, the Company and the attorneys for the plaintiffs jointly announced a settlement of these suits recording a charge of $42.0 million, including interest, class counsel's attorney's fees and a previous jury verdict obtained in February 2009 for one of these class action lawsuits. Under the terms of the settlement, the Company does not admit to any wrongdoing in connection with misclassification and resolves claims for damages as far back as 2002 that cover approximately 5,500 current and former associates.

In connection with the 1991 acquisition of Agena S.A., Corporate Express initiated legal proceedings against Béfec (a predecessor of PricewaterhouseCoopers, France), the accountants who certified the acquisition balance sheet. Corporate Express claimed damages totaling €134.0 million plus interest and fees. In October 2010, the Commercial Court in France issued its judgment in this case and did not award any of the claimed damages to Corporate Express. The Company is currently appealing the judgment.

Staples has a contractual dispute with Corely S.C./Lyreco S.A.S., as a result of acquiring Corporate Express. Prior to Staples' acquisition of Corporate Express, Corporate Express and Corely/Lyreco entered into an agreement that required Corporate Express to pay €30.0 million to Corely/Lyreco in the event that the merger between Corporate Express and Corely/Lyreco was not completed as a result of Staples' acquisition of Corporate Express. Upon Staples' acquisition of Corporate Express, Corporate Express paid the €30.0 million to Corely/Lyreco.  Corely/Lyreco is seeking through arbitration to have Staples gross up this payment to cover the corporate income taxes it incurred as a result of the payment, which Corely/Lyreco claims is approximately €12.0 million plus interest and legal fees.   Staples believes that it has meritorious defenses to this contractual dispute. However, there is a reasonable possibility that the arbitral tribunal could rule against Staples and require Staples to pay a portion or all of the corporate taxes incurred by Corely/Lyreco as a result of the payment.

At the time the Corporate Express tender offer was fully settled on July 23, 2008, Staples had acquired more than 99% of the outstanding capital stock of Corporate Express. Staples worked diligently to acquire the remaining capital stock of Corporate Express by means of a compulsory judicial "squeeze out" procedure in accordance with the Dutch Civil Code. This squeeze out process turned out to be a long and cumbersome process, and in October 2011, Staples withdrew the squeeze out proceedings. Any additional payments Staples makes to purchase the remaining outstanding capital stock will be recorded in equity pursuant to ASC Topic 810, "Noncontrolling Interest in Consolidated Financial Instruments."

In addition, from time to time, the Company is involved in litigation arising from the operation of its business that is considered routine and incidental to its business. The Company does not expect the results of any of these actions to have a material adverse effect on its business, results of operations or financial condition.

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Income Taxes Income Tax Expense (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Current tax expense:
Federal	$ 253,078,000	$ 142,282,000	$ 329,809,000
State	59,877,000	49,797,000	42,547,000
Foreign	155,647,000	103,317,000	116,180,000
Deferred tax expense (benefit):
Federal	75,233,000	141,103,000	(63,494,000)
State	(4,666,000)	6,329,000	(8,191,000)
Foreign	(63,861,000)	25,198,000	(18,068,000)
Income tax expense	475,308,000	468,026,000	398,783,000
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]
Federal statutory rate	35.00%	35.00%	35.00%
State effective rate, net of federal benefit	2.60%	3.30%	2.90%
Effect of foreign taxes	(4.60%)	(5.50%)	(3.40%)
Tax credits	(0.50%)	(0.40%)	(0.70%)
Effective Income Tax Rate Reconciliation, Tax Refund	(1.40%)	0.00%	0.00%
Other	1.50%	2.10%	0.70%
Effective tax rate	32.60%	34.50%	34.50%
Income Taxes Paid	308,900,000	404,900,000	236,100,000
Deferred Tax Liability Not Recognized, Cumulative Amount of Temporary Difference	$ 896,600,000

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Derivative Instruments and Hedging Activities

12 Months Ended

Jan. 28, 2012

Derivative Instruments and Hedging Activities Disclosures [Abstract]

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

Staples uses interest rate swap agreements, foreign currency swap and foreign currency forward agreements to offset certain operational and balance sheet exposures related to changes in interest or foreign exchange rates.  These agreements are entered into to support transactions made in the normal course of business and accordingly are not speculative in nature.  These derivatives qualify for hedge accounting treatment as the derivatives have been highly effective in offsetting changes in fair value of the hedged items.

 All derivatives are recorded at fair value and the changes in fair value are immediately included in earnings if the derivatives do not qualify as effective hedges. If a derivative is designated as a fair value hedge, then changes in the fair value of the derivative are offset against the changes in the fair value of the underlying hedged item in earnings.  If a derivative is designated as a cash flow hedge, then the effective portion of the changes in the fair value of the derivative is recognized as a component of accumulated other comprehensive income (loss) until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable of occurring. If a derivative or a nonderivative financial instrument is designated as a hedge of the Company's net investment in a foreign subsidiary, then changes in the fair value of the financial instrument are recognized as a component of accumulated other comprehensive income (loss) to offset a portion of the change in the translated value of the net investment being hedged, until the investment is sold or liquidated. The Company formally documents all hedging relationships for all derivative and nonderivative hedges and the underlying hedged items, as well as its risk management objectives and strategies for undertaking the hedge transactions.  There are no amounts excluded from the assessment of hedge effectiveness.

The Company classifies the fair value of all derivative contracts and the fair value of its hedged firm commitments as either current or long-term depending on whether the maturity date of the derivative contract is within or beyond one year from the balance sheet date. The cash flows from derivatives treated as hedges are classified in the Company's consolidated statement of cash flows in the same category as the item being hedged.

 Interest Rate Swaps:   In January 2003, Staples entered into interest rate swaps for an aggregate notional amount of $325 million. These swaps were designed as a fair value hedge and designed to convert the October 2012 Notes into a variable rate obligation. At January 29, 2011, the interest rate swap agreement had a fair value gain of $23.0 million, which was included in other assets. In September 2011, the Company terminated the $325 million interest rate swaps, realizing a gain of $12.4 million, which is being amortized over the remaining term of the October 2012 Notes. No amounts were included in the consolidated statement of income for 2011, 2010 or 2009 related to ineffectiveness associated with this fair value hedge.

  In March 2010, Staples entered into interest rate swaps for an aggregate notional amount of $750 million. These swaps were designated as a fair value hedge and designed to convert half of the aggregate principal amount of the January 2014 Notes into a variable rate obligation.  At January 29, 2011 the interest rate swap agreement had a fair value gain of $21.4 million which was included in other assets. In September 2011, the Company terminated the $750 million interest rate swaps, realizing a gain of $30.3 million, which is being amortized over the remaining term of the January 2014 Notes. No amounts were included in the consolidated statement of income for 2011 or 2010 related to the ineffectiveness associated with this fair value hedge.

 In connection with Staples' acquisition of Corporate Express, the Company assumed interest rate swaps designed to convert Corporate Express' variable rate credit facilities into fixed rate obligations.  In May 2011, the Company repaid the outstanding balance on these variable rate credit facilities and terminated the related interest rate swap agreements. As a result, $0.3 million was recognized as a loss related to the termination of these interest rate swap agreements.

Foreign Currency Swaps and Foreign Currency Forwards: In August 2007, the Company entered into a $300.0 million foreign currency swap that has been designated as a foreign currency hedge on Staples' net investment in Canadian dollar denominated subsidiaries. Staples, upon maturity of the agreement in October 2012, will be entitled to receive $300.0 million and will be obligated to pay 316.2 million Canadian dollars. Staples will also be entitled to receive quarterly interest payments on $300.0 million at a fixed rate of 5.28% and will be obligated to make quarterly interest payments on 316.2 million Canadian dollars at a fixed rate of 5.17%.  At January 28, 2012 and January 29, 2011, the currency swap had aggregate fair value losses of $14.4 million and $11.0 million, respectively, which was included in other long-term obligations.  No amounts were included in the consolidated statement of income for 2011, 2010 or 2009 related to ineffectiveness associated with this net investment hedge.

In May 2011, the Company entered into a foreign currency swap designed to convert a 75 million intercompany loan denominated in Australian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 6.65%. The agreement was accounted for as a cash flow hedge. Upon maturity of the agreement in August 2011, Staples paid AUD 76.4 million and recognized a gain of $0.9 million.

In August 2011, the Company entered into a foreign currency swap designed to convert a 75 million intercompany loan denominated in Australian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 6.65%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement on October 31, 2011, Staples paid AUD 76.4 million and recognized a loss of $4.1 million.

In October 2011, the Company entered into a foreign currency swap designed to convert a 118.3 million intercompany loan denominated in Canadian dollars into a fixed U.S. dollar amount. The intercompany loan had a fixed interest rate of 1.8%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement in December 2011, Staples paid $112.1 million and recognized a gain of $2.2 million.

In October 2011, the Company entered into a foreign currency swap designed to convert a 79.5 million intercompany loan denominated in Canadian dollars into a fixed Euro amount. The intercompany loan had a fixed interest rate of 1.32%. The agreement was accounted for as a fair value hedge. Upon maturity of the agreement in December 2011, Staples paid 79.5 million Canadian dollars and recognized a loss of $2.1 million.

In December 2011, the Company entered into a foreign currency forward designed to convert a series of intercompany loans denominated in Canadian dollars into a fixed U.S. dollar amount. The loans total 750 million Canadian dollars in the aggregate and are scheduled to mature at various dates between October 2012 and October 2013. Staples, upon full maturity of the agreements, will collect $720.0 million U.S. dollars. The forward agreements are being accounted for as a fair value hedge. At January 28, 2012, the foreign currency forward had an aggregate fair value loss of $22.0 million, which was included in other long-term obligations.  The effective portion of this hedge is included as a component of other income (expense). No amounts were included in the condensed consolidated statement of income for 2011 related to ineffectiveness associated with this fair value hedge.

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Accumulated Other Comprehensive Loss

12 Months Ended

Jan. 28, 2012

Accumulated Other Comprensive Loss Disclosure [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

Amounts included in accumulated other comprehensive loss for the Company's derivative instruments and minimum pension and other post-retirement liabilities are recorded net of the related income tax effects. The following table details the composition of accumulated other comprehensive loss for 2011, 2010 and 2009 (in thousands):

	2011			2010			2009
Foreign currency translation adjustments	$	(156,627	)	$	37,158		$	36,825
Derivative instruments (net of taxes)	(5,712		)	(4,207		)	5,836
Deferred benefit costs (net of taxes)	(157,404		)	(129,884		)	(131,998		)
Total	$	(319,743	)	$	(96,933	)	$	(89,337	)

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Income Taxes

12 Months Ended

Jan. 28, 2012

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The approximate tax effect of the significant components of Staples' deferred tax assets and liabilities are as follows (in thousands):

	January 28, 2012			January 29, 2011
Deferred income tax assets:
Deferred rent	$	46,446		$	49,256
Foreign tax credit carryforwards	90,730			109,913
Net operating loss carryforwards	313,732			402,136
Capital loss carryforwards	18,598			20,110
Employee benefits	126,632			125,466
Merger related charges	15,072			20,044
Inventory	42,556			52,604
Insurance	39,375			35,891
Deferred revenue	82,724			26,672
Depreciation	32,887			45,362
Unrealized loss on hedge instruments	6,028			4,629
Other—net	77,925			78,786
Total deferred income tax assets	892,705			970,869
Total valuation allowance	(307,616		)	(331,567		)
Net deferred income tax assets	$	585,089		$	639,302
Deferred income tax liabilities:
Intangibles	$	(148,601	)	$	(200,901	)
Other—net	(4,616		)	(3,308		)
Total deferred income tax liabilities	(153,217		)	(204,209		)
Net deferred income tax assets	$	431,872		$	435,093

The deferred tax asset from tax loss carryforwards of $313.7 million represents approximately $1.16 billion of net operating loss carryforwards, $639.9 million of which are subject to expiration beginning in 2012. The remainder has an indefinite carryforward period. The deferred tax asset from foreign tax credit carryforwards of $90.7 million is subject to expiration beginning in 2015. The valuation allowance decreased by $24.0 million during 2011, primarily due to utilization of certain foreign net operating losses.

For financial reporting purposes, consolidated income before income taxes includes the following components (in thousands):

	2011		2010		2009
Pretax income:
United States	$	1,009,979	$	877,936	$	728,765
Foreign	449,162		478,659		427,129
	$	1,459,141	$	1,356,595	$	1,155,894

The provision for income taxes consists of the following (in thousands):

	2011			2010		2009
Current tax expense:
Federal	$	253,078		$	142,282	$	329,809
State	59,877			49,797		42,547
Foreign	155,647			103,317		116,180
Deferred tax expense (benefit):
Federal	75,233			141,103		(63,494		)
State	(4,666		)	6,329		(8,191		)
Foreign	(63,861		)	25,198		(18,068		)
Total income tax expense	$	475,308		$	468,026	$	398,783

A reconciliation of the federal statutory tax rate to Staples' effective tax rate on net income is as follows:

	2011		2010		2009
Federal statutory rate	35.0	%	35.0	%	35.0	%
State effective rate, net of federal benefit	2.6		3.3		2.9
Effect of foreign taxes	(4.6	)	(5.5	)	(3.4	)
Tax credits	(0.5	)	(0.4	)	(0.7	)
Italian tax refund (previously deemed uncollectible)	(1.4	)	—		—
Other	1.5		2.1		0.7
Effective tax rate	32.6	%	34.5	%	34.5	%

The effective tax rate in any year is impacted by the geographic mix of earnings. Additionally, certain foreign operations are subject to both U.S. and foreign income tax regulations, and as a result, income before tax by location and the components of income tax expense by taxing jurisdiction are not directly related.

The tax impact of the unrealized gain or loss on instruments designated as hedges of net investments in foreign subsidiaries is reported in accumulated other comprehensive loss in stockholders' equity.

The Company operates in multiple jurisdictions and could be subject to audit in these jurisdictions. These audits can involve complex issues that may require an extended period of time to resolve and may cover multiple years. In the Company's opinion, an adequate provision for income taxes has been made for all years subject to audit.

Income tax payments were $308.9 million, $404.9 million and $236.1 million during 2011, 2010 and 2009, respectively.

Income taxes have not been provided on certain undistributed earnings of foreign subsidiaries of approximately $896.6 million, net of the noncontrolling interest, because such earnings are considered to be indefinitely reinvested in the business. The determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable because of the complexities associated with its hypothetical calculation.

Uncertain Tax Positions

At January 28, 2012, the Company had $250.4 million of gross unrecognized tax benefits, of which $247.6 million, if recognized, would affect the Company's tax rate. At January 29, 2011, the Company had $254.2 million of gross unrecognized tax benefits, of which $209.5 million, if recognized, would affect the Company's tax rate. The Company does not reasonably expect any material changes to the estimated amount of liability associated with its uncertain tax positions through fiscal 2012.

The following summarizes the activity related to our unrecognized tax benefits (in thousands):

	2011			2010			2009
Balance at beginning of fiscal year	$	254,167		$	264,277		$	222,892
Additions for tax positions related to current year	48,032			25,876			47,354
Additions (reductions) for tax positions of prior years	15,361			(9,983		)	15,422
Reduction for Statute of Limitations Expiration	(13,441		)	(19,840		)	(20,802		)
Settlements	(53,722		)	(6,163		)	(589		)
Balance at end of fiscal year	$	250,397		$	254,167		$	264,277

The change in uncertain tax positions during 2011 for settlement primarily relates to reductions in deferred tax assets against which a tax reserve had been maintained and had no impact on the overall effective tax rate.

Staples is subject to U.S. federal income tax, as well as income tax of multiple state and foreign jurisdictions. The Company has substantially concluded all U.S. federal income tax matters for years through 2007. All material state, local and foreign income tax matters for years through 2002 have been substantially concluded.

Staples' continuing practice is to recognize interest and penalties related to income tax matters in income tax expense. The Company had $32.7 million and $30.1 million accrued for gross interest and penalties as of January 28, 2012 and January 29, 2011, respectively.

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Equity Based Employee Benefit Plans Performance Shares (Details) (USD $)	1 Months Ended			12 Months Ended
	Aug. 31, 2015	Jul. 31, 2010	Mar. 31, 2010	Jan. 28, 2012	Jan. 29, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period		600,000	500,000	8,377,845
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	August 2015	3	3
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value		$ 19.27		$ 15.93
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights Percentage				58.20%	93.00%

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Pension and Other Retirement Plans Funded Status Of Plans (Details) (USD $)	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Accumulated Benefit Obligation	$ 37,300,000	$ 25,300,000
Projected Benefit Obligation	(954,408,000)	(944,673,000)	(935,985,000)
Fair Value of Plan Assets	1,094,309,000	1,091,270,000	1,020,793,000
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	148,900,000	151,600,000
Defined Benefit Plan, Accumulated Benefit Obligation	889,500,000	885,800,000
Projected Benefit Obligation	(915,790,000)	(911,242,000)	(903,807,000)
Fair Value of Plan Assets	1,064,669,000	1,062,819,000	995,957,000
Funded status	148,900,000	151,600,000
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	9,000,000	5,000,000
Defined Benefit Plan, Accumulated Benefit Obligation	38,600,000	33,400,000
Projected Benefit Obligation	(38,618,000)	(33,431,000)	(32,178,000)
Fair Value of Plan Assets	29,640,000	28,451,000	24,836,000
Funded status	9,000,000	5,000,000
Overfunded Plans [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	183,180,000	182,476,000
Projected Benefit Obligation	(779,248,000)	(780,928,000)
Fair Value of Plan Assets	962,428,000	963,404,000
Funded status	183,180,000	182,476,000
Overfunded Plans [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	183,180,000	182,476,000
Projected Benefit Obligation	(779,248,000)	(780,928,000)
Fair Value of Plan Assets	962,428,000	963,404,000
Funded status	183,180,000	182,476,000
Underfunded Plans [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	(43,279,000)	(35,879,000)
Projected Benefit Obligation	(175,160,000)	(163,745,000)
Fair Value of Plan Assets	131,881,000	127,866,000
Funded status	(43,279,000)	(35,879,000)
Underfunded Plans [Member] | Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	(34,301,000)	(30,899,000)
Projected Benefit Obligation	(136,542,000)	(130,314,000)
Fair Value of Plan Assets	102,241,000	99,415,000
Funded status	(34,301,000)	(30,899,000)
Underfunded Plans [Member] | United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined Benefit Plan, Funded Status of Plan	(8,978,000)	(4,980,000)
Projected Benefit Obligation	(38,618,000)	(33,431,000)
Fair Value of Plan Assets	29,640,000	28,451,000
Funded status	$ (8,978,000)	$ (4,980,000)

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Equity Based Employee Benefit Plans Restricted Stock (Details) (USD $) In Millions, except Share data, unless otherwise specified	1 Months Ended		12 Months Ended
	Jul. 31, 2010	Mar. 31, 2010	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number			16,799,262	14,271,158
Market Value of Restricted Stock Vesting			$ 73.3	$ 96.5	$ 94.9
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value			$ 18.13	$ 20.62
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	600,000	500,000	8,377,845
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 19.27		$ 15.93
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period			(4,519,697)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value			$ 21.72
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period			(1,330,044)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value			$ 18.78

XML

Equity Based Employee Benefit Plans (Tables)

12 Months Ended

Jan. 28, 2012

Equity Based Employee Benefit Plans Disclosure [Abstract]

Informatioin with respect to stock options granted

Information with respect to stock options granted under the above plans is as follows:

	Number of Shares		Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term in Years	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at January 29, 2011	44,813,257		$	19.86
Granted	6,086,065		15.90
Exercised	(3,251,293	)	11.31
Canceled	(1,652,681	)	21.27
Outstanding at January 28, 2012	45,995,348		$	19.89	5.35	$	18,713
Exercisable at January 28, 2012	32,768,260		$	20.51	4.11	$	18,103
Vested or expected to vest at January 28, 2012	44,393,242		$	19.94	5.25	$	18,711

(1) The intrinsic value of the nonqualified stock options is the amount by which the market value of the underlying stock exceeds the exercise price of an option.

Fair value of options granted, weighted average assumptions

The fair value of options granted in each year was estimated at the date of grant using the following weighted-average assumptions:

	2011		2010		2009
Risk free interest rate	2.1	%	2.3	%	2.1	%
Expected dividend yield	1.4	%	1.3	%	1.1	%
Expected stock volatility	28	%	31	%	35	%
Expected life of options	5.5 years		5.4 years		5.3 years

Summary of the grants of Restricted Stock

The following table summarizes the Company's grants of Restricted Shares in 2011:

	Number of Shares		Weighted-Average Grant Date Fair Value Per Share
Nonvested at January 29, 2011	14,271,158		$	20.62
Granted	8,377,845		15.93
Vested	(4,519,697	)	21.72
Canceled	(1,330,044	)	18.78
Nonvested at January 28, 2012	16,799,262		$	18.13

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Accrued Expenses and Other Current Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Jan. 28, 2012	Jan. 29, 2011
Accrued Expenses and Other Current Liabilities [Line Items]
Taxes	$ 320,861	$ 258,518
Employee related	402,058	420,598
Acquisition and restructuring reserves	49,549	82,144
Advertising and marketing	101,023	109,383
Other	541,230	627,208
Total	$ 1,414,721	$ 1,497,851

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Segment Reporting

12 Months Ended

Jan. 28, 2012

Segment Reporting Disclosure [Abstract]

Segment Reporting

Segment Reporting

Staples has three reportable segments: North American Delivery, North American Retail and International Operations. The North American Delivery segment consists of the U.S. and Canadian businesses that sell and deliver office products and services directly to consumers and businesses and includes Staples Advantage, Staples.com and Quill.com. The North American Retail segment consists of the U.S. and Canadian businesses that operate stores that sell office products and services. The International Operations segment consists of businesses that operate stores and that sell and deliver office products and services directly to consumers and businesses in 24 countries in Europe, Australia, South America and Asia.

Staples evaluates performance and allocates resources based on profit or loss from operations before integration and restructuring costs, stock-based compensation, interest and other expense, non-recurring items and the impact of changes in accounting principles ("business unit income"). The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies in Note A. Intersegment sales and transfers are recorded at Staples' cost; therefore, there is no intercompany profit or loss recognized on these transactions.

Staples' North American Delivery and North American Retail segments are managed separately because the way they market products is different, the classes of customers they service may be different and the distribution methods used to deliver products to customers are different. The International Operations are considered a separate reportable segment because of the significant differences in the operating environment from the North American operations.

The following is a summary of sales, business unit income, and significant accounts and balances by reportable segment (in thousands):

	2011		2010		2009
Sales:
North American Delivery	$	10,056,011	$	9,849,218	$	9,640,390
North American Retail	9,660,847		9,529,757		9,364,190
International Operations	5,305,334		5,166,138		5,270,871
Total segment sales	$	25,022,192	$	24,545,113	$	24,275,451
Business Unit Income:
North American Delivery	$	877,867	$	841,429	$	786,723
North American Retail	804,396		770,122		774,529
International Operations	97,993		166,606		122,028
Business unit income	1,780,256		1,778,157		1,683,280
Depreciation & Amortization:
North American Delivery	$	149,826	$	157,960	$	175,058
North American Retail	199,885		217,177		229,362
International Operations	132,345		123,726		148,021
Total depreciation & amortization	$	482,056	$	498,863	$	552,441
Capital Expenditures:
North American Delivery	$	131,295	$	140,247	$	93,309
North American Retail	169,652		183,828		133,161
International Operations	82,707		84,814		86,758
Total capital expenditures	$	383,654	$	408,889	$	313,228

The following is a reconciliation of total business unit income to consolidated income before income taxes (in thousands):

	2011			2010			2009
Total business unit income	$	1,780,256		$	1,778,157		$	1,683,280
Stock-based compensation	(151,822		)	(146,879		)	(174,691		)
Integration and restructuring costs	—			(57,765		)	(84,244		)
Impact of wage and hour settlement	—			—			(42,000		)
Interest and other expense, net	(169,293		)	(216,918		)	(226,451		)
Consolidated income before income taxes	$	1,459,141		$	1,356,595		$	1,155,894

The following table shows our assets by reportable segment (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Assets:
North American Delivery	$	4,725,434	$	4,999,421	$	4,998,220
North American Retail	3,313,281		3,165,648		3,145,853
International Operations	5,391,907		5,746,598		5,573,261
Total consolidated assets	$	13,430,622	$	13,911,667	$	13,717,334

The following table shows our sales by each major category as a percentage of total sales for the periods indicated:

	Fiscal Year Ended
	January 28, 2012		January 29, 2011		January 30, 2010
Office supplies	43.9	%	43.3	%	43.1	%
Services	6.0	%	5.5	%	5.2	%
Office machines and related products	30.1	%	30.7	%	31.3	%
Computers and related products	15.0	%	15.3	%	15.2	%
Office furniture	5.0	%	5.2	%	5.2	%
	100.0	%	100.0	%	100.0	%

Geographic Information:

	2011		2010		2009
Sales:
United States	$	16,643,255	$	16,462,822	$	16,343,340
Canada	3,073,603		2,916,153		2,661,238
International	5,305,334		5,166,138		5,270,873
Total consolidated sales	$	25,022,192	$	24,545,113	$	24,275,451

	January 28, 2012		January 29, 2011		January 29, 2011
Long-lived Assets:
United States	$	3,381,719	$	3,461,083	$	3,561,702
Canada	274,679		281,555		263,761
International	2,875,846		3,023,609		3,028,198
Total consolidated long-lived assets	$	6,532,244	$	6,766,247	$	6,853,661

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jan. 28, 2012

Summary of Significant Accounting Policies Disclosure [Abstract]

Fiscal Year

Fiscal Year:  Staples' fiscal year is the 52 or 53 weeks ending on the Saturday closest to January 31. Fiscal year 2011 ("2011") consisted of the 52 weeks ended January 28, 2012, fiscal year 2010 ("2010") consisted of the 52 weeks ended January 29, 2011 and fiscal year 2009 ("2009") consisted of the 52 weeks ended January 30, 2010.

Use of Estimates

Use of Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management of Staples to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Cash Equivalents

Cash Equivalents:  Staples considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Receivables

Receivables:  Receivables include trade receivables financed under regular commercial credit terms and other non-trade receivables. Gross trade receivables were $1.49 billion at January 28, 2012 and $1.47 billion at January 29, 2011. Concentrations of credit risk with respect to trade receivables are limited due to Staples' large number of customers and their dispersion across many industries and geographic regions.

An allowance for doubtful accounts has been recorded to reduce trade receivables to an amount expected to be collectible from customers based on specific evidence as well as historic trends. The allowance recorded at January 28, 2012 and January 29, 2011 was $46.0 million and $55.3 million, respectively.

Other non-trade receivables were $591.5 million at January 28, 2012 and $559.1 million at January 29, 2011 and consisted primarily of purchase and advertising rebates due from vendors under various incentive and promotional programs. Amounts expected to be received from vendors relating to the purchase of merchandise inventories and reimbursement of incremental costs, such as advertising, are recognized as a reduction of inventory cost and realized as part of cost of goods sold as the merchandise is sold.

Merchandise Inventories

Merchandise Inventories:  Merchandise inventories are valued at the lower of weighted-average cost or market value. The Company reserves for obsolete, overstocked and inactive inventory based on the difference between the weighted-average cost of the inventory and the estimated market value using assumptions of future demand and market conditions.

Private Label Credit Card

Private Label Credit Card: Staples offers a private label credit card which is managed by a financial services company. Under the terms of the agreement, Staples is obligated to pay fees which approximate the financial institution's cost of processing and collecting the receivables, which are non-recourse to Staples.

Property and Equipment

Property and Equipment:  Property and equipment are recorded at cost. Expenditures for normal maintenance and repairs are charged to expense as incurred. Depreciation and amortization, which includes the amortization of assets recorded under capital lease obligations, are provided using the straight-line method over the following useful lives: 40 years for buildings; 3-10 years for furniture and fixtures; and 3-10 years for equipment, which includes computer equipment and software with estimated useful lives of 3-7 years. Leasehold improvements are amortized over the shorter of the terms of the underlying leases or the estimated economic lives of the improvements.

Lease Acquisition Costs

Lease Acquisition Costs:  Lease acquisition costs, which are included in other assets, are recorded at cost and amortized using the straight-line method over the respective lease terms, including option renewal periods if renewal of the lease is reasonably assured, which range from 5 to 40 years. Lease acquisition costs, net of accumulated amortization, at January 28, 2012 and January 29, 2011 were $20.0 million and $22.6 million, respectively.

Goodwill and Intangible Assets

Fair Value of Financial Instruments

Fair Value of Financial Instruments:  ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement), then the lowest priority to unobservable inputs (Level 3 measurement).

The fair values of cash and cash equivalents, receivables, accounts payable, accrued expenses, other current liabilities and short-term debt approximate their carrying values because of their short-term nature. The Company has $1.5 billion9.75% notes due January 2014 (the “January 2014 Notes”), of which $750 million was hedged from March 2010 to September 2011. The Company received cash consideration of $30.3 million when the hedge was terminated in September 2011. The Company also has $325 million, 7.375% notes due October 2012 (the “October 2012 Notes”), which were hedged from January 2003 to September 2011. When the hedge was terminated in September 2011, the Company received cash consideration of $12.4 million.

The fair values of the January 2014 Notes and the October 2012 Notes were determined based on quoted market prices and are classified as Level 1 liabilities. The following table reflects the difference between the carrying value and fair value of the unhedged portion of these notes as of January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012				January 29, 2011
	Carrying Value		Fair Value		Carrying Value		Fair Value
October 2012 Notes	$	332,617	$	339,372	$	—	$	—
January 2014 Notes	1,525,003		1,721,490		750,000		915,450

The following table shows the Company's other assets and liabilities as of January 28, 2012 that are measured at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets or Liabilities Level 1		Significant Other Observable Inputs Level 2			Unobservable Inputs Level 3
Assets
Money market funds	$	468,913	—			—
Liabilities
Derivative liabilities	—		$	(36,418	)	—

The fair value of the Company's money market funds are based on quotes received from third-party banks. The Company's derivative assets and liabilities are based on quotes received from third-party banks and represent the estimated amount the Company would receive or pay to terminate the agreements taking into consideration current interest and forward exchange rates as well as the creditworthiness of the counterparty.

The fair values of the assets in the Company's pension plans are described in detail in Note K.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets:  The Company evaluates long-lived assets held for use for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability is measured based upon the estimated undiscounted cash flows expected to be generated from the use of an asset plus any net proceeds expected to be realized upon its eventual disposition. An impairment loss is recognized if an asset's carrying value is not recoverable and if it exceeds its fair value. Staples' policy is to evaluate long-lived assets for impairment at a store level for retail operations and at an operating unit level for Staples' other operations.

Store Closure Costs [Policy Text Block]

Store Closing Costs: The Company recognizes costs associated with store closings when they are incurred. A liability is recognized for the fair value of future contractual obligations when the Company ceases using a store facility. Such obligations comprise future minimum lease payments, property taxes, utilities, and common area maintenance, and are net of estimated sublease income. Payments made to terminate a lease agreement prior to the end of its term are typically accrued when notification is given to the landlord. For property and equipment that we expect to retire at the time of a store closing, the Company evaluates whether the assets are impaired on a held and used basis. If the assets are determined to not be impaired, the Company reduces the remaining useful lives of the assets at the time management commits to the store closing, resulting in accelerated depreciation expense. Asset retirement obligations related to leased properties are recognized when incurred and the related cost is amortized over the remaining term of the lease.

Revenue Recognition

Revenue Recognition:  Revenue is recognized at the point of sale for the Company's retail operations and at the time of shipment for its delivery sales. The Company offers its customers various coupons, discounts and rebates, which are treated as a reduction of revenue. Staples sells certain machines to customers which are financed by external financing companies and for which they have given repurchase guarantees. The Company recognizes revenue from the sale of these machines only when the right of recourse has ended and the Company is legally released from its repurchase obligation.

Sales of extended service plans are administered by either an unrelated third-party or by the Company. The unrelated third-party is the legal obligor in most of the areas they administer and accordingly bears all performance obligations and risk of loss related to the service plans sold in such areas. In these areas, Staples recognizes a net commission revenue at the time of sale for the service plans. In certain areas where Staples is the legal obligor, the revenues associated with the sale are deferred and recognized over the life of the service contract, which is typically one to five years.

Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority.

Cost of Goods Sold and Occupancy Costs

Cost of Goods Sold and Occupancy Costs:  Cost of goods sold and occupancy costs includes the costs of merchandise sold, inbound and outbound freight, receiving and distribution, and store and distribution center occupancy (including real estate taxes and common area maintenance).

Shipping and Handling Costs

Shipping and Handling Costs:  All shipping and handling costs are included as a component of cost of goods sold and occupancy costs.

Selling, General and Administrative Expenses

Selling, General and Administrative Expenses:  Selling, general and administrative expenses include payroll, advertising and other operating expenses for the Company's stores and delivery operations not included in cost of goods sold and occupancy costs.

Advertising

Advertising:  Staples expenses the costs of producing an advertisement the first time the advertising takes place, except for the cost of direct response advertising, primarily catalog production costs, which are capitalized and amortized over their expected period of future benefits (i.e., the life of the catalog).

Integration and Restructuring Costs

Integration and Restructuring Costs: Prior to 2011, the Company separately tracked the integration and restructuring costs associated with the July 2008 acquisition of Corporate Express N.V. ("Corporate Express"), a Dutch office products distributor with operations in North America, Europe and Australia through a tender offer of all of its outstanding capital stock. The integration and restructuring costs represented the integration of Corporate Express with the Company's pre-existing business and the consolidation of certain operations of the combined Company. In 2011, the Company ceased tracking integration and restructuring costs as the status of the integration made it difficult to accurately isolate such costs.

Stock-Based Compensation

Stock-Based Compensation:  The Company accounts for stock-based compensation in accordance with ASC Topics 505 and 718. Stock-based compensation for stock options is measured based on the estimated fair value of each award on the date of grant using a binomial valuation model. Stock-based compensation for restricted shares is measured based on the closing market price of the Company's common stock price on the date of grant, less the present value of dividends expected to be paid on the underlying shares but foregone during the vesting period. The Company recognizes stock-based compensation costs as expense on a straight-line basis over the requisite service period.

Pension and Other Postretirement Benefits

Pension and Other Post-Retirement Benefits:  The Company maintains pension and post-retirement life insurance plans for certain employees globally. These plans include significant obligations, which are calculated based on actuarial valuations. Key assumptions used in determining these obligations and related expenses include expected long-term rates of return on plan assets, discount rates and inflation. The Company also makes assumptions regarding employee demographic factors such as retirement patterns, mortality, turnover and the rate of compensation increases. These assumptions are evaluated annually.

Foreign Currency

Foreign Currency:  The assets and liabilities of Staples' foreign subsidiaries are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average monthly exchange rates. The resulting translation adjustments are recorded as a separate component of stockholders' equity. Foreign currency transaction gains and losses relate to the settlement of assets or liabilities in another currency.

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities:  The Company recognizes all derivative financial instruments in the consolidated financial statements at fair value. Changes in the fair value of derivative financial instruments that qualify for hedge accounting are recorded in stockholders' equity as a component of accumulated other comprehensive income or as an adjustment to the carrying value of the hedged item. Changes in fair values of derivatives not qualifying for hedge accounting are reported in earnings.

Accounting for Income Taxes

Accounting for Income Taxes:  Deferred income tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted income tax rates and laws that are expected to be in effect when the temporary differences are expected to reverse. Additionally, deferred income tax assets and liabilities are separated into current and non-current amounts based on the classification of the related assets and liabilities for financial reporting purposes.

The Company accounts for uncertain tax provisions in accordance ASC Topic 740 (Income Taxes). These provisions require companies to determine whether it is "more likely than not" that a tax position will be sustained upon examination by the appropriate taxing authorities before any benefit can be recorded in the financial statements. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained.

XML

Business Combinations and Acquisition of Noncontrolling Interest (Details) In Millions, except Per Share data, unless otherwise specified	6 Months Ended	12 Months Ended
	Sep. 06, 2010 AUD	Jan. 29, 2011 year	Jan. 28, 2012 USD ($)	Jan. 28, 2012 EUR (€)	Sep. 06, 2010 USD ($)	Jul. 02, 2010 USD ($)	Jul. 02, 2010 EUR (€)	Jul. 23, 2008	Jan. 28, 2012 Corporate Express [Member]	Jul. 23, 2008 Corporate Express [Member]	Sep. 06, 2010 Corporate Express Australia Limited [Member]
Business Acquisition [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired										99.00%
Business Acquisition Initial Ownership Percentage								59.00%
Business Acquisition Cost Of Acquired Entity Purchase Price Per Share	5.60
Percentage Of Ownership Post Additional Investment									99.70%		100.00%
Business Acquisition, Cost of Acquired Entity, Purchase Price	407.0		$ 10.0	€ 7.5	$ 361.0	$ 39.0	€ 31.0
Business Acquisition, Purchase Price Allocation, Goodwill Amount						16.4
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets						$ 4.3
Acquired Finite-lived Intangible Asset, Weighted Average Useful Life		5

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Summary of Significant Accounting Policies (Details) (USD $)	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010	Jan. 31, 2009
Accounts, Notes, Loans and Financing Receivable [Line Items]
Segment Reporting, Number of Countries Serviced by International Operations	24
Number of Weeks Year To Date	P52W	P52W
Accounts Receivable, Gross	$ 1,490,000,000	$ 1,470,000,000
Allowance for Doubtful Accounts Receivable, Current	45,962,000	55,348,000	63,024,000	57,293,000
Nontrade Receivables	$ 591,500,000	$ 559,100,000
Minimum [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Potential Number Of Weeks In Fiscal Year	P52W
Maximum [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Potential Number Of Weeks In Fiscal Year	P53W

XML

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Operating Activities:
Consolidated net income, including (loss) income from the noncontrolling interests	$ 983,833	$ 888,569	$ 757,111
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	482,056	498,863	552,441
Stock-based Compensation	151,822	146,879	174,691
Excess tax benefits from stock-based compensation arrangements	(1,805)	0	(8,763)
Deferred income tax expense	6,706	172,630	(89,753)
Other	4,452	5,418	(17,177)
Changes in assets and liabilities:
(Increase) decrease in receivables	(73,670)	(95,656)	129,137
(Increase) decrease in merchandise inventories	(82,343)	(46,450)	244,600
Decrease (increase) in prepaid expenses and other assets	123,660	(70,600)	254,805
Increase in accounts payable	23,677	63,305	40,365
(Decrease) increase in accrued expenses and other liabilities	(117,389)	(191,917)	71,208
Increase (decrease) in other long-term obligations	75,476	75,450	(24,457)
Net cash provided by operating activities	1,576,475	1,446,491	2,084,208
Investing activities:
Acquisition of property and equipment	(383,654)	(408,889)	(313,228)
Acquisition of businesses, net of cash acquired	0	(63,066)	0
Net cash used in investing activities	(383,654)	(471,955)	(313,228)
Financing activities:
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans	73,866	85,429	150,958
Repayments on issuance of commercial paper, net	0	0	(1,195,557)
Proceeds from borrowings	301,843	201,566	1,211,424
Payments on borrowings, including payment of deferred financing fees	(820,631)	(207,478)	(945,333)
Purchase of Noncontrolling Interest	(10,000)	(360,595)	0
Cash dividends paid	(277,936)	(258,746)	(236,874)
Excess tax benefits from stock-based compensation arrangements	1,805	0	8,763
Purchase of treasury stock, net	(629,041)	(398,582)	(30,661)
Net cash used in financing activities	(1,360,094)	(938,406)	(1,037,280)
Effect of exchange rate changes on cash and cash equivalents	(29,835)	9,308	48,345
Net (decrease) increase in cash and cash equivalents	(197,108)	45,438	782,045
Cash and cash equivalents at beginning of period	1,461,257	1,415,819	633,774
Cash and cash equivalents at end of period	$ 1,264,149	$ 1,461,257	$ 1,415,819

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Acquisition Reserves

12 Months Ended

Jan. 28, 2012

Acquisition Reserves [Abstract]

Acquisition Reserves

Acquisition Reserves

In connection with the Company's acquisition of Corporate Express, acquisition reserves of $181.0 million were established. The activity related to this reserve (in thousands) for fiscal 2010 and 2011 is as follows:

	Balance as of January 30, 2010		Utilization			Foreign Exchange Fluctuations			Balance as of January 29, 2011
Transaction costs	$	807	$	(264	)	$	—		$	543
Severance	28,843		(16,206		)	(844		)	11,793
Facility closures	28,390		(7,973		)	(130		)	20,287
Other	10,759		(1,172		)	(243		)	9,344
Total	$	68,799	$	(25,615	)	$	(1,217	)	$	41,967

	Balance as of January 29, 2011		Utilization			Adjustments			Foreign Exchange Fluctuations			Balance as of January 28, 2012
Transaction costs	$	543	$	(119	)	$	(424	)	$	—		$	—
Severance	11,793		(3,911		)	(5,231		)	(960		)	1,691
Facility closures	20,287		(3,898		)	(600		)	(28		)	15,761
Other	9,344		(699		)	(2,180		)	(125		)	6,340
Total	$	41,967	$	(8,627	)	$	(8,435	)	$	(1,113	)	$	23,792

The majority of the reserves have been substantially utilized by the end of fiscal year 2011, with the exception of certain payments related to facility closures that will be made over the remaining lease terms and certain other obligations related to the integration of the business.

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Commitments and Contingencies Settlement of Litigation (Details)			1 Months Ended	12 Months Ended				9 Months Ended
	Jan. 28, 2012 USD ($)	Jul. 23, 2008 EUR (€)	Jan. 30, 2010 Loss Contingency Settlement of Litigation [Member] USD ($)	Jan. 28, 2012 Loss Contingency Settlement of Litigation [Member] USD ($)	Jan. 29, 2011 Loss Contingency Settlement of Litigation [Member] USD ($)	Jan. 30, 2010 Loss Contingency Settlement of Litigation [Member] USD ($)	Jul. 23, 2008 Corporate Express [Member]	Oct. 29, 2011 Befec [Member] EUR (€)
Loss Contingencies [Line Items]
Loss Contingency, Loss in Period			$ 42,000,000	$ 0	$ 0	$ 42,000,000
Loss Contingency Settlement Agreement Number of Associates			5,500
Loss Contingency, Damages Sought, Value								134,000,000
Payment upon Termination of Acquisition Agreement		30,000,000
Additional Payment Sought for the Termination of Acquisition Agreement	$ 12,000,000
Business Acquisition, Percentage of Voting Interests Acquired							99.00%

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Guarantor Subsidiaries (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended													4 Months Ended	12 Months Ended			52 Months Ended
	Jan. 28, 2012	Oct. 29, 2011	Jul. 30, 2011		Apr. 30, 2011	Jan. 29, 2011		Oct. 30, 2010		Jul. 31, 2010		May 01, 2010		Jan. 28, 2012	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010	Sep. 13, 2011	Jan. 31, 2009
Cash and cash equivalents	$ 1,264,149					$ 1,461,257								$ 1,264,149	$ 1,264,149	$ 1,461,257	$ 1,415,819
Merchandise inventories, net	2,431,845					2,359,173								2,431,845	2,431,845	2,359,173
Other current assets	2,594,826					2,647,737								2,594,826	2,594,826	2,647,737
Total current assets	6,290,820					6,468,167								6,290,820	6,290,820	6,468,167
Net property, equipment and other assets	3,157,672					3,370,338								3,157,672	3,157,672	3,370,338
Goodwill	3,982,130					4,073,162								3,982,130	3,982,130	4,073,162
Investment in affiliates and intercompany, net	0					0								0	0	0
Total assets	13,430,622					13,911,667								13,430,622	13,430,622	13,911,667	13,717,334
Total current liabilities	4,074,278					4,293,593								4,074,278	4,074,278	4,293,593
Total long-term liabilities	2,334,131					2,666,893								2,334,131	2,334,131	2,666,893
Total stockholder's equity	7,022,213					6,951,181								7,022,213	7,022,213	6,951,181	6,854,940		5,622,431
Total liabilities and stockholders’ equity	13,430,622					13,911,667								13,430,622	13,430,622	13,911,667
Sales	6,459,715	6,569,927	5,819,612	[1]	6,172,938	6,415,402	[2]	6,537,676	[3]	5,534,240	[4]	6,057,795	[5]		25,022,192	24,545,113	24,275,451
Cost of goods sold and occupancy costs															18,280,364	17,938,958	17,801,548
Gross Profit	1,732,274	1,832,781	1,540,380	[1]	1,636,393	1,720,644	[2]	1,803,748	[3]	1,462,708	[4]	1,619,055	[5]		6,741,828	6,606,155	6,473,903
Operating and other (income) expenses															5,282,687	5,249,560	5,318,009
Consolidated income before income taxes															1,459,141	1,356,595	1,155,894
Income tax expense															475,308	468,026	398,783
Consolidated net income (loss)															983,833	888,569	757,111
(Loss) income attributed to the noncontrolling interests															(823)	6,621	18,440
Net income attributed to Staples, Inc.	283,593	326,380	176,438	[1]	198,245	274,742	[2]	288,680	[3]	129,756	[4]	188,770	[5]		984,656	881,948	738,671
Net cash provided by operating activities															1,576,475	1,446,491	2,084,208
Acquisition of property and equipment															(383,654)	(408,889)	(313,228)
Acquisition of businesses, net of cash acquired																(63,066)
Net cash used in investing activities															(383,654)	(471,955)	(313,228)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans															73,866	85,429	150,958
Payments on issuance of commercial paper																	(1,195,557)
Proceeds from borrowings															301,843	201,566	1,211,424
Payments on borrowings, including payment of deferred financing fees															820,631	207,478	945,333
Purchase of Noncontrolling Interest															(10,000)	(360,595)	0
Purchase of treasury stock, net														(182,500)	(629,041)	(398,582)	(30,661)	(1,280,000)
Excess tax benefits from stock-based compensation arrangements															1,805	0	8,763
Cash dividends paid															(277,936)	(258,746)	(236,874)
Net cash used in financing activities															(1,360,094)	(938,406)	(1,037,280)
Effect of exchange rate changes on cash and cash equivalents															(29,835)	9,308	48,345
Net (decrease) increase in cash and cash equivalents															(197,108)	45,438	782,045
Cash and cash equivalents at beginning of period					1,461,257							1,415,819			1,461,257	1,415,819	633,774
Cash and cash equivalents at end of period	1,264,149					1,461,257								1,264,149	1,264,149	1,461,257	1,415,819
Parent Company [Member]
Cash and cash equivalents	385,279					406,821								385,279	385,279	406,821	581,095
Merchandise inventories, net	0					0								0	0	0
Other current assets	68,608					64,699								68,608	68,608	64,699
Total current assets	453,887					471,520								453,887	453,887	471,520
Net property, equipment and other assets	671,787					742,833								671,787	671,787	742,833
Goodwill	1,644,728					1,617,937								1,644,728	1,644,728	1,617,937
Investment in affiliates and intercompany, net	5,951,426					6,691,832								5,951,426	5,951,426	6,691,832
Total assets	8,721,828					9,524,122								8,721,828	8,721,828	9,524,122
Total current liabilities	(13,544)					875,100								(13,544)	(13,544)	875,100
Total long-term liabilities	1,713,159					1,697,841								1,713,159	1,713,159	1,697,841
Total stockholder's equity	7,022,213					6,951,181								7,022,213	7,022,213	6,951,181
Total liabilities and stockholders’ equity	8,721,828					9,524,122								8,721,828	8,721,828	9,524,122
Sales															0	0	0
Cost of goods sold and occupancy costs															11,328	11,277	11,324
Gross Profit															(11,328)	(11,277)	(11,324)
Operating and other (income) expenses															(995,984)	(893,225)	(749,995)
Consolidated income before income taxes															984,656	881,948	738,671
Income tax expense															0	0	0
Consolidated net income (loss)															984,656	881,948	738,671
(Loss) income attributed to the noncontrolling interests															0	0	0
Net income attributed to Staples, Inc.															984,656	881,948	738,671
Net cash provided by operating activities															1,334,183	479,783	1,709,923
Acquisition of property and equipment															(49,863)	(56,984)	(42,737)
Acquisition of businesses, net of cash acquired																0
Net cash used in investing activities															(49,863)	(56,984)	(42,737)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans															73,866	85,429	150,958
Payments on issuance of commercial paper																	(1,195,557)
Proceeds from borrowings															93,856	71,033	869,380
Payments on borrowings, including payment of deferred financing fees															567,419	96,207	721,044
Purchase of Noncontrolling Interest															0	0
Purchase of treasury stock, net															(629,041)	(398,582)	(30,661)
Excess tax benefits from stock-based compensation arrangements															812		3,452
Cash dividends paid															(277,936)	(258,746)	(236,874)
Net cash used in financing activities															(1,305,862)	(597,073)	(1,160,346)
Effect of exchange rate changes on cash and cash equivalents															0	0	0
Net (decrease) increase in cash and cash equivalents															(21,542)	(174,274)	506,840
Cash and cash equivalents at beginning of period					406,821							581,095			406,821	581,095	74,255
Cash and cash equivalents at end of period	385,279					406,821								385,279	385,279	406,821	581,095
Guarantor Subsidiaries [Member]
Cash and cash equivalents	43,323					38,298								43,323	43,323	38,298	54,324
Merchandise inventories, net	1,437,074					1,396,667								1,437,074	1,437,074	1,396,667
Other current assets	1,188,378					1,147,433								1,188,378	1,188,378	1,147,433
Total current assets	2,668,775					2,582,398								2,668,775	2,668,775	2,582,398
Net property, equipment and other assets	1,165,840					1,246,194								1,165,840	1,165,840	1,246,194
Goodwill	156,303					154,527								156,303	156,303	154,527
Investment in affiliates and intercompany, net	6,935,956					4,783,397								6,935,956	6,935,956	4,783,397
Total assets	10,926,874					8,766,516								10,926,874	10,926,874	8,766,516
Total current liabilities	2,314,411					1,454,741								2,314,411	2,314,411	1,454,741
Total long-term liabilities	195,852					562,027								195,852	195,852	562,027
Total stockholder's equity	8,416,611					6,749,748								8,416,611	8,416,611	6,749,748
Total liabilities and stockholders’ equity	10,926,874					8,766,516								10,926,874	10,926,874	8,766,516
Sales															15,303,379	14,900,355	13,577,862
Cost of goods sold and occupancy costs															11,383,452	11,126,849	10,043,973
Gross Profit															3,919,927	3,773,506	3,533,889
Operating and other (income) expenses															3,096,381	3,072,351	2,956,530
Consolidated income before income taxes															823,546	701,155	577,359
Income tax expense															307,177	318,705	174,152
Consolidated net income (loss)															516,369	382,450	403,207
(Loss) income attributed to the noncontrolling interests															0	0	0
Net income attributed to Staples, Inc.															516,369	382,450	403,207
Net cash provided by operating activities															197,956	198,293	159,872
Acquisition of property and equipment															(206,150)	(214,319)	(155,684)
Acquisition of businesses, net of cash acquired																0
Net cash used in investing activities															(206,150)	(214,319)	(155,684)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans															0	0	0
Payments on issuance of commercial paper																	0
Proceeds from borrowings															12,378	0	0
Payments on borrowings, including payment of deferred financing fees															0	0	0
Purchase of Noncontrolling Interest															0	0
Purchase of treasury stock, net															0	0	0
Excess tax benefits from stock-based compensation arrangements															841		5,053
Cash dividends paid															0	0	0
Net cash used in financing activities															13,219	0	5,053
Effect of exchange rate changes on cash and cash equivalents															0	0	0
Net (decrease) increase in cash and cash equivalents															5,025	(16,026)	9,241
Cash and cash equivalents at beginning of period					38,298							54,324			38,298	54,324	45,083
Cash and cash equivalents at end of period	43,323					38,298								43,323	43,323	38,298	54,324
Non-Guarantor Subsidiaries [Member]
Cash and cash equivalents	835,547					1,016,138								835,547	835,547	1,016,138	780,400
Merchandise inventories, net	994,771					962,506								994,771	994,771	962,506
Other current assets	1,337,840					1,435,605								1,337,840	1,337,840	1,435,605
Total current assets	3,168,158					3,414,249								3,168,158	3,168,158	3,414,249
Net property, equipment and other assets	1,320,045					1,381,311								1,320,045	1,320,045	1,381,311
Goodwill	2,181,099					2,300,698								2,181,099	2,181,099	2,300,698
Investment in affiliates and intercompany, net	10,988,680					7,001,204								10,988,680	10,988,680	7,001,204
Total assets	17,657,982					14,097,462								17,657,982	17,657,982	14,097,462
Total current liabilities	1,773,411					1,963,752								1,773,411	1,773,411	1,963,752
Total long-term liabilities	425,120					407,025								425,120	425,120	407,025
Total stockholder's equity	15,459,451					11,726,685								15,459,451	15,459,451	11,726,685
Total liabilities and stockholders’ equity	17,657,982					14,097,462								17,657,982	17,657,982	14,097,462
Sales															9,718,813	9,644,758	10,697,589
Cost of goods sold and occupancy costs															6,885,584	6,800,832	7,746,251
Gross Profit															2,833,229	2,843,926	2,951,338
Operating and other (income) expenses															2,181,477	2,154,558	2,261,707
Consolidated income before income taxes															651,752	689,368	689,631
Income tax expense															168,131	149,321	224,631
Consolidated net income (loss)															483,621	540,047	465,000
(Loss) income attributed to the noncontrolling interests															(823)	6,621	18,440
Net income attributed to Staples, Inc.															484,444	533,426	446,560
Net cash provided by operating activities															44,336	768,415	214,413
Acquisition of property and equipment															(127,641)	(137,586)	(114,807)
Acquisition of businesses, net of cash acquired																(63,066)
Net cash used in investing activities															(127,641)	(200,652)	(114,807)
Proceeds from the exercise of stock options and the sale of stock under employee stock purchase plans															0	0	0
Payments on issuance of commercial paper																	0
Proceeds from borrowings															195,609	130,533	342,044
Payments on borrowings, including payment of deferred financing fees															253,212	111,271	224,289
Purchase of Noncontrolling Interest															(10,000)	(360,595)
Purchase of treasury stock, net															0	0	0
Excess tax benefits from stock-based compensation arrangements															152		258
Cash dividends paid															0	0	0
Net cash used in financing activities															(67,451)	(341,333)	118,013
Effect of exchange rate changes on cash and cash equivalents															(29,835)	9,308	48,345
Net (decrease) increase in cash and cash equivalents															(180,591)	235,738	265,964
Cash and cash equivalents at beginning of period					1,016,138							780,400			1,016,138	780,400	514,436
Cash and cash equivalents at end of period	835,547					1,016,138								835,547	835,547	1,016,138	780,400
Consolidation, Eliminations [Member]
Cash and cash equivalents	0					0								0	0	0
Merchandise inventories, net	0					0								0	0	0
Other current assets	0					0								0	0	0
Total current assets	0					0								0	0	0
Net property, equipment and other assets	0					0								0	0	0
Goodwill	0					0								0	0	0
Investment in affiliates and intercompany, net	(23,876,062)					(18,476,433)								(23,876,062)	(23,876,062)	(18,476,433)
Total assets	(23,876,062)					(18,476,433)								(23,876,062)	(23,876,062)	(18,476,433)
Total current liabilities	0					0								0	0	0
Total long-term liabilities	0					0								0	0	0
Total stockholder's equity	(23,876,062)					(18,476,433)								(23,876,062)	(23,876,062)	(18,476,433)
Total liabilities and stockholders’ equity	(23,876,062)					(18,476,433)								(23,876,062)	(23,876,062)	(18,476,433)
Sales															0	0	0
Cost of goods sold and occupancy costs															0	0	0
Gross Profit															0	0	0
Operating and other (income) expenses															1,000,813	915,876	849,767
Consolidated income before income taxes															(1,000,813)	(915,876)	(849,767)
Income tax expense															0	0	0
Consolidated net income (loss)															(1,000,813)	(915,876)	(849,767)
(Loss) income attributed to the noncontrolling interests															0	0	0
Net income attributed to Staples, Inc.															(1,000,813)	(915,876)	(849,767)
Cash and cash equivalents at beginning of period					0										0
Cash and cash equivalents at end of period	$ 0					$ 0								$ 0	$ 0	$ 0

[1] Results of operation for this period include a $20.8 million tax benefit related to a refund due to Corporate Express from the Italian government that was previously deemed uncollectible, which was recorded as a discrete item.

[2] Results of operation for this period include a $4.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[3] Results of operation for this period include a $5.6 million charge, net of taxes ($0.01 per diluted share) related to integration and restructuring costs.

[4] Results of operation for this period include a $13.5 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

[5] Results of operation for this period include a $13.1 million charge, net of taxes ($0.02 per diluted share) related to integration and restructuring costs.

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Pension and Other Retirement Plans Change in Plan Assets (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Jan. 28, 2012	Jan. 29, 2011	Jan. 30, 2010
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	$ 1,091,270	$ 1,020,793
Actual return on plan assets	87,410	120,457
Employer's contributions	12,148	14,710
Plan participants' contributions	1,455	1,427
Benefits paid	(57,161)	(48,900)
Defined Benefit Plan, Other Costs	11,031	(3,202)
Amortization of actuarial losses	(1,461)	(3,993)	(9,328)
Currency translation adjustments	(50,383)	(13,224)
Fair value of plan assets ending balance	1,094,309	1,091,270	1,020,793
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	28,451	24,836
Actual return on plan assets	1,521	3,760
Employer's contributions	1,161	1,206
Plan participants' contributions	0	0
Benefits paid	(1,493)	(1,349)
Defined Benefit Plan, Other Costs	0	0
Amortization of actuarial losses	0	(2)	0
Currency translation adjustments	0	0
Fair value of plan assets ending balance	29,640	28,451	24,836
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning balance	1,062,819	995,957
Actual return on plan assets	85,889	116,697
Employer's contributions	10,987	13,504
Plan participants' contributions	1,455	1,427
Benefits paid	(55,668)	(47,551)
Defined Benefit Plan, Other Costs	11,031	(3,202)
Amortization of actuarial losses	(1,461)	(3,991)	(9,328)
Currency translation adjustments	(50,383)	(13,224)
Fair value of plan assets ending balance	$ 1,064,669	$ 1,062,819	$ 995,957

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Summary of Significant Accounting Policies (Tables)

12 Months Ended

Jan. 28, 2012

Summary of Significant Accounting Policies Disclosure [Abstract]

Schedule of changes in the carrying amount of goodwill

The changes in the carrying amounts of goodwill during the year ended January 28, 2012 are as follows (in thousands):

	Goodwill at January 29, 2011		2011 Net Additions		2011 Adjustments			2011 Foreign Exchange Fluctuations			Goodwill at January 28, 2012
North American Delivery	$	1,586,397	$	1,776	$	(2,664	)	$	—		$	1,585,509
North American Retail	289,400		—		—			(321		)	289,079
International Operations	2,197,365		—		(3,515		)	(86,308		)	2,107,542
Consolidated	$	4,073,162	$	1,776	$	(6,179	)	$	(86,629	)	$	3,982,130

Schedule of intangible assets

The Company's intangible assets are summarized below (in thousands):

	Weighted Average Amortization Period	January 28, 2012							January 29, 2011
		Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	12.3 years	$	678,608	$	(260,870	)	$	417,738	$	689,861	$	(209,442	)	$	480,419
Tradenames	8.1 years	248,714		(216,671		)	32,043		251,765		(209,462		)	42,303
Total	11.9 years	$	927,322	$	(477,541	)	$	449,781	$	941,626	$	(418,904	)	$	522,722

Schedule of estimated future amortization expense associated with intangible assets

Estimated future amortization expense associated with the intangible assets at January 28, 2012 is as follows (in thousands):

2012	$	59,935
2013	59,419
2014	59,186
2015	57,643
2016	47,219
Thereafter	166,379
	$	449,781

Schedule of difference between carrying value and fair value of notes

The following table reflects the difference between the carrying value and fair value of the unhedged portion of these notes as of January 28, 2012 and January 29, 2011 (in thousands):

	January 28, 2012				January 29, 2011
	Carrying Value		Fair Value		Carrying Value		Fair Value
October 2012 Notes	$	332,617	$	339,372	$	—	$	—
January 2014 Notes	1,525,003		1,721,490		750,000		915,450

Assets and liabilities measured at fair value on a recurring basis

The following table shows the Company's other assets and liabilities as of January 28, 2012 that are measured at fair value on a recurring basis (in thousands):

	Quoted Prices in Active Markets for Identical Assets or Liabilities Level 1		Significant Other Observable Inputs Level 2			Unobservable Inputs Level 3
Assets
Money market funds	$	468,913	—			—
Liabilities
Derivative liabilities	—		$	(36,418	)	—

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Pension and Other Retirement Plans Expected Pension Payments (Details) (USD $) In Thousands, unless otherwise specified	Jan. 28, 2012
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2012	$ 54,440
2013	53,743
2014	54,448
2015	55,302
2016	54,952
2017-2021	270,264
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2012	1,674
2013	1,718
2014	1,827
2015	1,941
2016	2,045
2017-2021	11,974
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract]
2012	52,766
2013	52,025
2014	52,621
2015	53,361
2016	52,907
2017-2021	$ 258,290

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Segment Reporting (Tables)

3 Months Ended

12 Months Ended

Jan. 28, 2012

Jan. 28, 2012

Segment Reporting Information [Line Items]

Summary of sales, business unit income, and significant accounts and balances by reportable segment

The following is a summary of sales, business unit income, and significant accounts and balances by reportable segment (in thousands):

	2011		2010		2009
Sales:
North American Delivery	$	10,056,011	$	9,849,218	$	9,640,390
North American Retail	9,660,847		9,529,757		9,364,190
International Operations	5,305,334		5,166,138		5,270,871
Total segment sales	$	25,022,192	$	24,545,113	$	24,275,451
Business Unit Income:
North American Delivery	$	877,867	$	841,429	$	786,723
North American Retail	804,396		770,122		774,529
International Operations	97,993		166,606		122,028
Business unit income	1,780,256		1,778,157		1,683,280
Depreciation & Amortization:
North American Delivery	$	149,826	$	157,960	$	175,058
North American Retail	199,885		217,177		229,362
International Operations	132,345		123,726		148,021
Total depreciation & amortization	$	482,056	$	498,863	$	552,441
Capital Expenditures:
North American Delivery	$	131,295	$	140,247	$	93,309
North American Retail	169,652		183,828		133,161
International Operations	82,707		84,814		86,758
Total capital expenditures	$	383,654	$	408,889	$	313,228

Reconciliation of total business unit income to consolidated income before income taxes

The following is a reconciliation of total business unit income to consolidated income before income taxes (in thousands):

	2011			2010			2009
Total business unit income	$	1,780,256		$	1,778,157		$	1,683,280
Stock-based compensation	(151,822		)	(146,879		)	(174,691		)
Integration and restructuring costs	—			(57,765		)	(84,244		)
Impact of wage and hour settlement	—			—			(42,000		)
Interest and other expense, net	(169,293		)	(216,918		)	(226,451		)
Consolidated income before income taxes	$	1,459,141		$	1,356,595		$	1,155,894

Assets by reportable segment

The following table shows our assets by reportable segment (in thousands):

	January 28, 2012		January 29, 2011		January 30, 2010
Assets:
North American Delivery	$	4,725,434	$	4,999,421	$	4,998,220
North American Retail	3,313,281		3,165,648		3,145,853
International Operations	5,391,907		5,746,598		5,573,261
Total consolidated assets	$	13,430,622	$	13,911,667	$	13,717,334

Sales by each major category as a percentage of total sales

The following table shows our sales by each major category as a percentage of total sales for the periods indicated:

	Fiscal Year Ended
	January 28, 2012		January 29, 2011		January 30, 2010
Office supplies	43.9	%	43.3	%	43.1	%
Services	6.0	%	5.5	%	5.2	%
Office machines and related products	30.1	%	30.7	%	31.3	%
Computers and related products	15.0	%	15.3	%	15.2	%
Office furniture	5.0	%	5.2	%	5.2	%
	100.0	%	100.0	%	100.0	%

Schedule of geographic information

Geographic Information:

	2011		2010		2009
Sales:
United States	$	16,643,255	$	16,462,822	$	16,343,340
Canada	3,073,603		2,916,153		2,661,238
International	5,305,334		5,166,138		5,270,873
Total consolidated sales	$	25,022,192	$	24,545,113	$	24,275,451

	January 28, 2012		January 29, 2011		January 29, 2011
Long-lived Assets:
United States	$	3,381,719	$	3,461,083	$	3,561,702
Canada	274,679		281,555		263,761
International	2,875,846		3,023,609		3,028,198
Total consolidated long-lived assets	$	6,532,244	$	6,766,247	$	6,853,661

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Computation of Earnings per Common Share

12 Months Ended

Jan. 28, 2012

Computation of Earnings Per Common Share Disclosure [Abstract]

Computation of Earnings per Common Share

Computation of Earnings per Common Share

The computation of basic and diluted earnings per share for 2011, 2010 and 2009 is as follows (in thousands, except per share data):

	2011		2010		2009
Numerator:
Net income attributed to Staples, Inc.	$	984,656	$	881,948	$	738,671
Denominator:
Weighted-average common shares outstanding	694,986		715,596		709,744
Effect of dilutive securities:
Employee stock options, Restricted Shares and Performance Shares	9,033		10,624		12,094
Weighted-average common shares outstanding assuming dilution	704,019		726,220		721,838
Basic earnings per common share	$	1.42	$	1.23	$	1.04
Diluted earnings per common share	$	1.40	$	1.21	$	1.02

Options to purchase shares of common stock are excluded from the calculation of diluted earnings per share when their inclusion would have an anti-dilutive effect on the calculation. Options to purchase 41.3 million shares, 13.3 million shares and 12.7 million shares of Staples common stock were excluded from the calculation of diluted earnings per share for 2011, 2010 and 2009, respectively.