Exhibit 25 (T-1)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF ELIGIBILITY UNDER THE TRUST

INDENTURE ACT OF 1939 OF A CORPORATION

DESIGNATED TO ACT AS TRUSTEE

CHECK IF AN APPLICATION TO DETERMINE

ELIGIBILITY OF A TRUSTEE PURSUANT TO

HSBC Bank USA, National Association

(Exact name of trustee as specified in its charter)

(Jurisdiction of incorporation (I.R.S. Employer

or organization if not a U.S. Identification No.)

1800 Tyson's Boulevard, Ste 50

(Address of principal executive offices) (Zip Code)

HSBC Bank USA, National Association

New York, New York 10018-2706

(Name, address and telephone number of agent for service)

(Exact name of obligor as specified in its charter)

(State or other jurisdiction (I.R.S. Employer

of incorporation or organization) Identification No.)

Framingham, Massachusetts 01702

(Address of principal executive offices) (Zip Code)

SEE TABLE OF ADDITIONAL REGISTRANTS

Senior Vice President and Chief Financial Officer

Five Hundred Staples Drive

Framingham, Massachusetts 01702



Mark G. Borden, Esq. Erika L. Robinson, Esq. Wilmer Cutler Pickering Hale and Dorr LLP 60 State Street Boston, MA 02109 (617) 526-6000	Cynthia Pevehouse, Esq. Senior Vice President and General Counsel Staples, Inc. 500 Staples Drive Framingham, MA 01702 (508) 253-5000

9.750% Senior Notes due January 15, 2014

(Title of Indenture Securities)

Item 1. General Information.

Furnish the following information as to the trustee:

(a) Name and address of each examining or supervisory

authority to which it is subject.

Comptroller of the Currency, New York, NY.

Federal Deposit Insurance Corporation, Washington, D.C.

Board of Governors of the Federal Reserve System,

(b) Whether it is authorized to exercise corporate trust powers.

Item 2. Affiliations with Obligor.

If the obligor is an affiliate of the trustee, describe

each such affiliation.

Items 3-15. Not Applicable

Item 16. List of Exhibits



T1A(i)	(1)	Copy of the Articles of Association of HSBC Bank USA, National Association.

T1A(ii)	(1)	Certificate of the Comptroller of the Currency dated July 1, 2004 as to the authority of HSBC Bank USA, National Association to commence business.

T1A(iii)	(2)	Certificate of Fiduciary Powers dated August 18, 2004 for HSBC Bank USA, National Association

T1A(iv)	(1)	Copy of the existing By-Laws of HSBC Bank USA, National Association.

T1A(v)		Not applicable.

T1A(vi)	(2)	Consent of HSBC Bank USA, National Association required by Section 321(b) of the Trust Indenture Act of 1939.

T1A(vii)		Copy of the latest report of condition of the trustee ( June 30, 2011), published pursuant to law or the requirement of its supervisory or examining authority.

T1A(viii)		Not applicable.

T1A(ix)		Not applicable.

Exhibits previously filed with the Securities and Exchange Commission with Registration No. 333-118523 and incorporated herein by reference thereto.

Exhibits previously filed with the Securities and Exchange Commission with Registration No. 333-125197 and incorporated herein by reference thereto.

Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, HSBC Bank USA, National Association, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York and State of New York on the 17^th day of February, 2012.

HSBC BANK USA, NATIONAL ASSOCIATION

By: /s/ Herawattee Alli

Board of Governors of the Federal Reserve System

OMB Number: 7100‑0036

Federal Deposit Insurance Corporation

OMB Number: 3064‑0052

Office of the Comptroller of the Currency

OMB Number: 1557‑0081

Federal Financial Institutions Examination Council Expires March 31, 2011

Please refer to page i,

Table of Contents, for

the required disclosure

of estimated burden.

Consolidated Reports of Condition and Income for

A Bank With Domestic and Foreign Offices-FFIEC 031

Report at the close of business June 30, 2011



This report is required by law; 12 U.S.C. §324 (State member banks); 12 U.S.C. § 1817 (State nonmember banks); and 12 U.S.C. §161 (National banks).		This report form is to be filed by banks with branches and consolidated subsidiaries in U.S. territories and possessions, Edge or Agreement subsidiaries, foreign branches, consolidated foreign subsidiaries, or International Banking Facilities.

NOTE: The Reports of Condition and Income must be signed by an authorized officer and the Report of Condition must be attested to by not less than two directors (trustees) for State nonmember banks and three directors for State member and National Banks. I, John T. McGinnis, CFO Name and Title of Officer Authorized to Sign Report Of the named bank do hereby declare that these Reports of Condition and Income (including the supporting schedules) have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and believe. /s/ John T. McGinnis Signature of Officer Authorized to Sign Report 8/4/2011 Date of Signature		The Reports of Condition and Income are to be prepared in accordance with Federal regulatory authority instructions. We, the undersigned directors (trustees), attest to the correctness of this Report of Condition (including the supporting schedules) and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct. /s/ Irene Dorney Director (Trustee) /s/ Niall Booker Director (Trustee) /s/ Richard Jalkut Director (Trustee)



Submission of Reports Each Bank must prepare its Reports of Condition and Income either: in electronic form and then file the computer data file directly with the banking agencies' collection agent, Electronic Data System Corporation (EDS), by modem or computer diskette; or b)in hard-copy (paper) form and arrange for another party to convert the paper report to automated for. That party (if other than EDS) must transmit the bank's computer data file to EDS.						For electronic filing assistance, contact EDS Call report Services, 2150 N. Prospect Ave., Milwaukee, WI 53202, telephone (800) 255-1571. To fulfill the signature and attestation requirement for the Reports of Condition and Income for this report date, attach this signature page to the hard-copy f the completed report that the bank places in its files.
FDIC Certificate Number	5	7	8	9	—
	(RCRI 9030)



http://WWW.BANKING.US.HSBC.COM Primary Internet Web Address of Bank (Home Page), if any (TEXT 4087) (Example: www.examplebank.com)	HSBC Bank USA, NATIONAL ASSOCIATION Legal Title of Bank (TEXT 9010) McLean City (TEXT 9130) VA 22102 State Abbrev. (TEXT 9200) ZIP Code (TEXT 9220)

Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency




REPORT OF CONDITION

Consolidated domestic subsidiaries
HSBC Bank USA, National Association of Buffalo
Name of Bank City

in the state of New York, at the close of business June 30, 2011


ASSETS
		Thousands of dollars
Cash and balances due from depository institutions:
a. Non-interest-bearing balances currency and coin		1,543.193
b. Interest-bearing balances		28,483,841
Held-to-maturity securities		2,144,710
Available-for-sale securities		44,393,256
Federal funds sold and securities purchased under agreements to resell:
a. Federal funds sold in domestic offices		—
b. Securities purchased under agreements to resell		4,292,755
Loans and lease financing receivables:
Loans and leases held for sale		1,572,613
Loans and leases net of unearned income	68,825,493
LESS: Allowance for loan and lease losses	1,459,722
Loans and lease, net of unearned income, allowance, and reserve		67,365,771
Trading assets		33,935,938
Premises and fixed assets		504,844
Other real estate owned		213,244
Investments in unconsolidated subsidiaries		14,445
Customers' liability to this bank on acceptances outstanding		14,886
Intangible assets: Goodwill		2,035,445
Intangible assets: Other intangible assets		390,272



Other assets		8,196,154
Total assets		195,101,367


LIABILITIES

Deposits:
In domestic offices		98,701,717
Non-interest-bearing	23,929,938
Interest-bearing	74,771,779
In foreign offices		40,012,510
Non-interest-bearing	1,698,099
Interest-bearing	38,314,411

Federal funds purchased and securities sold under agreements to repurchase:
a. Federal funds purchased in domestic offices		387,700
b. Securities sold under agreements to repurchase		8,463,487

Trading Liabilities		12,565,920
Other borrowed money		4,351,225
Bank's liability on acceptances		NA
Subordinated notes and debentures		6,141,384
Other liabilities		5,970,088
Total liabilities		176,594,031
Minority Interests in consolidated Subsidiaries		N/A
EQUITY CAPITAL

Perpetual preferred stock and related surplus		—
Common Stock		2,002
Surplus		16,055,004
Retained earnings		2,327,192
Accumulated other comprehensive income		122,838
Other equity capital components		—
Total equity capital		18,507,336
Total liabilities, minority interests and equity capital		195,101,367