UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                           Date of Report May 8, 2001

                         Commission file number 1-10948

                               OFFICE DEPOT, INC.

             (Exact name of registrant as specified in its charter)

    Delaware 59-2663954
- ----------------------------------   ---------        --------------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                         Identification No.)


        2200 Old Germantown Road, Delray Beach, Florida       33445

       (Address of principal executive offices)             (Zip Code)


                                 (561) 438-4800

              (Registrant's telephone number, including area code)

        Former name or former address, if changed since last report: N/A








ITEM 5.  OTHER EVENTS

On May 8, 2001, Office Depot, Inc. issued a press release announcing its
intention to offer certain notes pursuant to a private placement under Rule 144A
and under Regulation S of the Securities Act of 1933. A copy of the press
release is attached hereto as Exhibit 99.1 and incorporated by reference herein.





ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     99.1 Press Release dated May 8, 2001










                                    SIGNATURE

     Pursuant to the  requirements  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.


                                            OFFICE DEPOT, INC.

Date:  May 8, 2001                          By: /S/ DAVID C. FANNIN


                                                David C. Fannin
                                                Executive Vice President and
                                                General Counsel

OFFICE
DEPOT (R)                                                       NEWS RELEASE
- --------------------------------------------------------------------------------
Contact:

         Eileen H. Dunn
         Vice President, Investor Relations/Public Relations
         (561) 438-4930
         edunn@officedepot.com
         ---------------------


                 OFFICE DEPOT, INC. ANNOUNCES INTERMEDIATE TERM
                         PRIVATE PLACEMENT NOTE OFFERING

Delray Beach, Florida... May 8, 2001 -- Office Depot, Inc. (NYSE: ODP) announced
today that it intends to offer approximately $200 million of intermediate-term,
interest bearing notes. The entire net proceeds from this offering are expected
to be used to repay existing short-term debt and to support working capital
needs.

The notes will be privately offered only to qualified institutional buyers under
Rule 144A and under Regulation S of the Securities Act of 1933, as amended. The
notes will not be or have not been registered under the Securities Act, and may
not be offered or sold in the United States absent registration or an applicable
exemption from registration requirements.