0001104659-05-017280 Sample Contracts

Nonstatutory Stock Option Award Agreement
Nonstatutory Stock Option Award Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Nonstatutory Stock Option Award (the “Award”), is granted as of April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and the following terms:

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OFFICEMAX INCORPORATED
Annual Incentive Award Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Annual Incentive Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Nonstatutory Stock Option Award Agreement
Nonstatutory Stock Option Award Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Nonstatutory Stock Option Award (the “Award”), is granted as of April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and the following terms:

EMPLOYMENT AGREEMENT
Employment Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products • New York

THIS AGREEMENT is made by and between OfficeMax Incorporated, a Delaware corporation (the “Company”), and Sam Duncan (the “Executive”), dated April 14, 2005 and effective as of the Effective Date (as hereinafter defined).

Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

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