<PAGE>
File No. 333-12451
Rule 424(b)(3)
Prospectus Supplement No. 6
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,
Prospectus Supplement No. 4 dated April 28, 1997 and Prospectus Supplement No. 5
dated August 6, 1997 (collectively, 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:
<TABLE>
<CAPTION>
Principal Number of
Amount Conversion
of Notes Percent of Shares
Beneficially Outstanding That May
Name(1) Owned Notes Be Sold(2)
------- ------------ ----------- ----------
<S> <C> <C> <C>
Boston College Endowment Fund $ 160,000 * 4,800
Credit Suisse First Boston Corporation 910,000 * 27,303
Lehman Brothers 40,000 * 1,200
Massachusetts Mutual Life Insurance Company(3) 4,080,000 1.3 122,412
MassMutual High Yield Partners II LLC(4) 1,650,000 * 49,509
Merrill Lynch, Pierce, Fenner & Smith, Inc.(5) 5,655,000 1.7 169,667
Museum of Fine Arts, Boston 125,000 * 3,750
New Hampshire State Retirement System 860,000 * 25,803
Promutual 490,000 * 14,701
Putnam Convertible Income-Growth Trust 2,820,000 * 84,608
Putnam Convertible Opportunities and Income Trust 600,000 * 18,002
Putnam High Income Convertible and Bond Fund 2,380,000 * 71,407
University of Rochester 90,000 * 2,700
</TABLE>
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* Less than 1%
(1) The information set forth herein is as of June 15, 1998 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) Massachusetts Mutual Life Insurance Company also holds $980,000 principal
amount of registered Notes.
(4) MassMutual High Yield Partners II LLC also holds $2,380,000 principal
amount of registered Notes.
(5) Merrill Lynch, Pierce, Fenner & Smith, Inc. has in the past performed
investment banking and financial advisory services on behalf of the
Company.
The date of this Prospectus Supplement is July 31, 1998.
