Rule 424(b)(3) Prospectus
                                                      Registration No. 333-12451



Prospectus Supplement No.5
to Prospectus dated December 26, 1996

                            Corporate Express, Inc.
            $325,000,000 4 1/2% Convertible Notes due July 1, 2000
                       9,750,975 Shares of Common Stock

     This Prospectus Supplement supplements information contained in that 
certain Prospectus of the Company dated December 26, 1996, as supplemented by 
Prospectus Supplement No. 1 dated February 21, 1997, Prospectus Supplement No. 2
dated March 10, 1997, Prospectus Supplement No. 3 dated April 8, 1997 and 
Prospectus Supplement No. 4 dated April 28, 1997 (the "Prospectus") relating to 
the potential sale from time to time of up to $325,000,000 aggregate principal 
amount of Notes and the Common Stock issuable upon conversion thereof by the 
Selling Securityholders. This Prospectus Supplement is not complete without, and
may not be delivered or utilized except in connection with the Prospectus, 
including any amendments or supplements thereto. Capitalized terms used herein 
but not defined have the meanings assigned to such terms in the Prospectus.

     The following table supplements the information set forth in the Prospectus
under the caption "Selling Securityholders" with respect to the Selling 
Securityholders and the respective principal amounts of Notes beneficially owned
by each of the Selling Securityholders and that may be sold pursuant to the
Prospectus, as amended or supplemented:
 
 
                                    Principal
                                      Amount
                                     of Notes                     Number of
                                   Beneficially                   Conversion
                                    Owned and      Percent of       Shares
                                    That May      Outstanding      That May
        Name(1)                      Be Sold         Notes        Be Sold(2)
        -------                    ------------   -----------     ----------
                                                              
Donaldson, Lufkin & Jenrette
  Securities Corp. .............    $700,000            *           21,002
Lazard Freres & Co. LLC(3) .....     150,000            *            4,500
 
- -------------
*     Less than 1%.
(1)   The information set forth herein is as of July 30, 1997 and will be
      updated as required. Certain of the holders share investment power with
      their respective investment advisors.

(2)   Assumes conversion of the full amount of Notes by such holder at the rate
      of $33.33 in principal amount of Notes per share of Common Stock, which
      rate reflects the 50% share dividend distributed by the Company on January
      31, 1997.

(3)   Lazard Freres & Co. LLC served as an Underwriter in a prior public 
      offering of the Company's securities.

           The date of this Prospectus Supplement is August 6, 1997.