1998 DELUXESHARES PLAN

Published on March 31, 1998



Exhibit 10.9


DELUXE CORPORATION
1998 DELUXESHARES PLAN

ARTICLE I
PURPOSE OF THE PLAN

The Deluxe Corporation 1998 DeluxeSHARES Plan is intended to recognize employee
contributions and enhance the profitability and value of the Corporation by
providing performance-based incentives and additional equity ownership
opportunities to Eligible Employees of the Corporation and its Affiliates
through a one-time grant during 1998 of Options to certain Eligible Employees.

ARTICLE II
DEFINITIONS OF TERMS AND RULES OF CONSTRUCTION

2.1 General Definitions. As used herein, the following capitalized terms have
the following respective meanings.

(a) "Affiliate" means any corporation or limited liability company, a
majority of the voting stock or membership interest of which is
directly or indirectly owned by the Corporation.

(b) "Award" means any Option granted to an Eligible Employee pursuant
to Article 6 of the Plan.

(c) "Award Certificate" means a statement issued by the Corporation
certifying that a Participant has been granted an Award and
containing applicable terms and conditions supplementing or
amending those contained in the Award Term Sheet, including the
number of Shares that are subject to the Award and the exercise
price and expiration date of the Award.

(d) "Award Date" means the date an Award is granted under the Plan.

(e) "Award Term Sheet" means the document provided to or otherwise
made available to a Participant which describes the Award granted
to the Participant and sets forth the terms, conditions and
restrictions of the Award. Unless otherwise determined by the
Committee in its discretion, the Award Term Sheet will be in the
form annexed to the Plan as Exhibit I.

(f) "Board" means the Corporation's board of directors.

(g) "Committee" means a Committee consisting of one or more officers
of the Corporation, who are not Participants, designated from time
to time by the Chief Executive Officer of the Corporation to
administer the Plan.

(h) "Common Stock" means the Corporation's common stock, par value
$1.00 per share.

(i) "Corporation" means Deluxe Corporation and its successors.

(j) "Disability" means a disability which would entitle a Participant
to receive a disability benefit under the Corporation's long-term
disability plan, as the same is from time to time in effect,
whether or not the Participant is then participating in such plan.

(k) "Eligible Employee" means any person employed by the Corporation
or an Affiliate other than a person who (i) is subject to Section
16 of the Exchange Act of 1934, as amended from time to time, as
of the Award Date, (ii) receives an option to purchase Common
Stock under the Deluxe Corporation Stock Incentive Plan (as
amended, the "SIP") during the period from January 1, 1998 through
March 31, 1998 or (iii) becomes an employee of the Corporation or
any Affiliate at any other time during 1998 and receives an option
to purchase Common Stock under the SIP in connection with such
employment.

(l) "Fair Market Value" means the closing price for a given date of a
Share traded on the New York Stock Exchange ("NYSE") as reported
by the WALL STREET JOURNAL, MIDWEST EDITION or, in the absence of
the sale of any Shares on the NYSE on a given date, such closing
price for the immediately preceding business day in which a sale
occurred.

(m) "Option" means a non-qualified stock option granted under the Plan
to purchase shares of Common Stock and having such terms,
conditions and restrictions as are provided in the Award
Certificate and Award Term Sheet.

(n) "Participant" means an Eligible Employee who is granted an Award
under the Plan.

(o) "Plan" means this Deluxe Corporation 1998 DeluxeSHARES Plan, as
amended from time to time.

(p) "Retirement" means any termination of employment with the
Corporation or any of its Affiliates on or after the date on which
the sum of a Participant's age and years of employment by the
Corporation and/or any of its Affiliates equals at least
seventy-five (75).

(q) "Severance" means any voluntary or involuntary termination of
employment with the Corporation or any of its Affiliates as a
result of which a Participant is entitled to receive severance
payments pursuant to any severance plan or arrangement established
by the Corporation or its Affiliates that is then on file with the
United States Department of Labor.

(r) "Share" means one share of Common Stock.



2.2 Other Definitions. Other capitalized terms used herein and not defined
above are defined where they first appear.

2.3 Conflicting Provisions. In the event of any conflict or other inconsistency
between the terms of the Plan and the terms of any Award Certificate or
Award Term Sheet, the terms of the Plan will control and in the event of
any conflict or any inconsistency between the terms of any Award
Certificate or Award Term Sheet, the terms of the Award Certificate will
control.

ARTICLE III
SHARES AVAILABLE FOR AWARDS UNDER THE PLAN

3.1 Number of Shares. An aggregate of up to One Million Eight Hundred Thousand
(1,800,000) Shares are available for Awards under the Plan.

3.2 No Re-Use of Shares. Shares identified with Awards that for any reason
terminate or expire unexercised will not thereafter be available for other
Awards under the Plan.

3.3 Adjustments. Any change in the number of outstanding shares of Common Stock
occurring by reason of a stock split, stock dividend, spin-off, split-up,
recapitalization or other similar event will, as and to the extent
determined to be necessary or appropriate by the Committee, acting in its
sole discretion, be reflected proportionally in (a) the aggregate number of
Shares available for Awards under the Plan, (b) the number of Shares
identified with Awards then outstanding, and (c) the purchase price of
Awards then outstanding, provided that the number of Shares, if any,
identified with an Award, after giving effect to any such adjustment, will
always be a whole number and the purchase price of each Award, after giving
effect to any such adjustment, will be rounded to the nearest whole cent.

ARTICLE IV
PARTICIPATION IN THE PLAN

The Committee will have sole discretionary authority to select Participants from
among the Eligible Employees and determine the Award each Participant will
receive. In making such selections and determinations, the Committee will
consider such factors as it deems relevant to effect the purposes of the Plan.
No Eligible Employee who receives an Award under the Plan will thereafter be
entitled to receive any additional Awards or otherwise further participate in
the Plan.

ARTICLE V
ADMINISTRATION OF THE PLAN

Subject to the terms of the Plan, the Committee will have sole discretionary
authority to determine the number of shares subject to and the Award Date and
exercise price associated with each Award granted under the Plan. The terms and
conditions and restrictions of each Award will be those contained in the Plan,
Award Certificate and Award Term Sheet, as the Award Term Sheet may be modified
by the Committee in its discretion, provided that such modifications shall not
be inconsistent with the provisions of the Plan. Notwithstanding



anything in the Plan to the contrary, the Committee may delegate and re-delegate
in writing, signed by a majority of all members of the Committee, any or all of
its authority under the Plan to employees of the Corporation as the Committee
may designate from time to time, provided that such employees are not
Participants. The Committee and such employees acting within the authority
delegated hereunder by the Committee, shall have the authority to interpret the
Plan and all Award Certificates and Award Term Sheets and to grant such waivers
of the terms thereof as the Committee or such employees determine to be
necessary or desirable, provided that nothing herein shall be construed to grant
to the Committee or any such employee authority to make Awards to anyone who is
not an Eligible Employee or to grant to any such employee the authority to make
the adjustments provided in Section 3.3 (which authority shall be retained by
the Committee). All decisions of the Committee and any such employees made
pursuant to the authority granted herein or delegated by the Committee will be
final and binding on all parties.

ARTICLE VI
AWARDS

6.1 Price. The Committee will determine the purchase price of each Share
subject to an Option, provided that such purchase price shall not be less
than the Fair Market Value of a Share on the Award Date applicable to such
Option and in any event will not be less than the par value of the Share
subject to the Award.

6.2 Exercise Term. The Committee will determine the term of each Award,
provided that (a) no Award will be exercisable after the fifth anniversary
of its Award Date and (b) no Award will be exercisable unless a
registration statement for the Shares underlying the Award is then in
effect under the Securities Act of 1933, as amended, or unless in the
opinion of legal counsel, registration under such Act is not required.

6.3 Payment of Purchase Price. Upon exercise of any Award that requires a
payment from the Participant to the Corporation, the amount due the
Corporation shall be paid in cash or by check in accordance with procedures
established by the Committee.

6.4 Award Term Sheet. Each Award will be evidenced by an Award Certificate and
Award Term Sheet. The Committee may, in its discretion, include terms and
conditions in the Award Certificate that modify the terms and conditions of
the Award Term Sheet, provided that such modifications are not inconsistent
with the Plan.

6.5 Withholding Taxes. The Corporation and its Affiliates have the right to
withhold, at the time any Award is exercised by the recipient thereof, all
amounts necessary to satisfy federal, state and local withholding
requirements related to such exercise. Any required withholding shall be
satisfied by cash (or by check), or under terms and conditions established
by the Committee, in its discretion, the Corporation's withholding of
Shares having a Fair Market Value equal to the amount required to be
withheld.



ARTICLE VII
MISCELLANEOUS PROVISIONS

7.1 Termination of Employment.

7.1.1 Due to Death, Disability, Severance or Retirement. If a
Participant ceases to be an employee of the Corporation or its
Affiliates by reason of the Participant's death, Disability,
Severance or Retirement, the Participant's Award shall continue
in effect for the balance of the term provided in the
applicable Award Certificate or Award Term Sheet.

7.1.2 Other than Due to Death, Disability, Severance or Retirement.
If a Participant ceases to be employed by the Corporation or
any of its Affiliates for any reason other than death,
Disability, Severance or Retirement, the Participant's Award
will thereupon terminate, effective immediately upon such
cessation without notice of any kind.

7.2 Non-transferability. Except as otherwise determined by the Committee, (a)
an Award may be exercised during a Participant's lifetime only by the
Participant or the Participant's legal guardian or legal representative and
(b) no Award may be assigned or otherwise transferred by the Participant to
whom it was granted other than by will or pursuant to the laws of descent
and distribution.

7.3 Change in Control, Pooling of Interests Accounting. On the date that (a)
substantially all of the assets of the Corporation are acquired by another
corporation, (b) there is a reorganization of the Corporation involving an
acquisition of the Corporation by another entity or (c) a majority of the
Board shall be comprised of persons other than persons (i) for whose
election proxies shall have been solicited by the Board or (ii) who shall
have been appointed by a majority of directors whose elections satisfy the
provisions of clause (i) to fill vacancies on the Board caused by death or
resignation (but not by removal) of one or more directors or to fill newly
created directorships, then all Awards will become immediately exercisable
in full without regard to any vesting requirements applicable thereto and
shall continue in effect until their expiration. In the event, however,
that the Corporation is a party to a transaction which is otherwise
intended to qualify for "pooling of interests" accounting treatment then
(x) the change of control provisions contained in this Section shall, to
the extent practicable, be interpreted so as to permit such accounting
treatment, and (y) to the extent that the application of clause (x) of this
paragraph does not preserve the availability of such accounting treatment,
then, the Corporation may modify or limit the effect of the provisions of
this Section relating to change of control to the extent necessary to
qualify the transactions as a "pooling transaction" and provide the
Participant with benefits as nearly equivalent as possible to those the
Participant would have received absent such modification or limitation,
provided, however, to the extent that any of the change of control
provisions of this Section would disqualify the transaction as a "pooling"
transaction and cannot otherwise be modified or limited, such provisions
shall be null and void as of the effective date of the Plan.



7.4 No Employment Contract. Neither the adoption of the Plan nor the grant of
any Award will (a) confer upon any Eligible Employee any right to continued
employment with the Corporation or any Affiliate or (b) interfere in any
way with any right of the Corporation or any Affiliate to terminate at any
time the employment of any Eligible Employee.

7.5 Amendment of Plan. The Board or the Committee may at any time terminate,
suspend or amend the Plan, provided that any such action shall not modify
or impair the rights of any Participant under any Award granted prior to
such action.

7.6 Governing Law and Severability. The validity, construction and effect of
the Plan and Awards shall be determined in accordance with the internal
laws of the State of Minnesota. If any provision of the Plan or any Award
is deemed to be invalid, illegal or unenforceable in any jurisdiction, such
provision shall be construed to conform to applicable laws or if it cannot
be so construed in the opinion of the Committee without materially altering
the intent of the Plan or Award, such provision shall be stricken from the
Plan or Award in such jurisdiction, and the remainder of the Plan and such
Award shall remain in full force and effect.

7.7 No Rights in Awards. No Eligible Employee or any other person shall have
any claim to be granted an Award under the Plan and there is no obligation
for uniformity of treatment of Eligible Employees or Participants holding
Awards or requirement that Awards contain the same or similar terms and
conditions.

7.8 No Fractional Shares. No fractional Shares will be issued under the Plan or
any Award and the Committee shall determine whether to deliver cash in lieu
of fractional Shares or whether such fractional Shares will be terminated
or rounded up or down to the nearest whole Share.

7.9 No Rights in Shares Subject to an Award. No Participant shall have any
rights with respect to Shares that are subject to an Award unless and until
the Award is exercised and the Shares subject to the Award are issued to
the Participant, including, without limitation, any right to vote or
receive dividends with respect to such Shares.

7.10 Headings. Headings contained in this Plan and any Award are for convenience
only and shall not be relevant to the interpretation of any provision
contained in the Plan or any Award.

7.11 Duration of the Plan. The Plan will become effective upon its approval by
the Board and, unless earlier terminated, will remain in effect until
December 31, 1998. No Award shall be made under the Plan before January 1,
1998 or after December 31, 1998. However, unless otherwise expressly
provided in the Plan, any right under any Award granted on or before the
expiration or termination of this Plan may extend beyond the date of such
expiration or termination, and the authority of the Board and the Committee
to amend or otherwise administer the Plan or any Award shall extend beyond
such date.






Exhibit I

AWARD TERM SHEET

1. Option Grant. Effective as of the date specified in your Award Certificate,
Deluxe Corporation (the "Corporation") has granted you an option (the
"Option") to purchase the number of shares of the Corporation's Common
Stock (the "Shares") specified in your Award Certificate. Your ownership
and exercise of the Option are subject to the terms, conditions and
restrictions set forth in the Award Certificate, this Award Term Sheet and
the Deluxe Corporation 1998 DeluxeSHARES Plan (the "Plan"). Capitalized
terms used and not otherwise defined in this Award Term Sheet have the
meanings given to them in the Plan.

2. Option Terms and Conditions.

a. Purchase Price. The purchase price of each Share subject to the Option
is the Fair Market Value of a Share of Common Stock on the Award Date
applicable to your Award. Such price is stated in your Award
Certificate.

b. Term. Unless exercisability is accelerated as provided in paragraph
3(b) below, the Option will become exercisable upon the earlier of the
third anniversary of the Award Date or the first date on which the Fair
Market Value of the Corporation's Common Stock equals or exceeds the
150% of the purchase price of a Share established under Section 2(a)
above. Unless earlier terminated as provided in paragraph 3 below, the
Option will expire on the fifth (5th) anniversary of the Award Date
applicable to your Award.

c. Exercise. The Option must be exercised for all of the Shares subject to
the Option. No partial exercise is permitted. You will be sent
instructions on how to exercise the Option prior to the Option becoming
exercisable.

d. Payment of Purchase Price and Withholding Taxes. Upon exercise of the
Option, you will be required to pay in cash, on the date of exercise
and as a condition to receiving the Shares, the purchase price for the
Shares. You will also be required to pay in cash an amount sufficient
to satisfy federal, state and local income tax withholding requirements
triggered by your exercise of the Option, unless the Committee has
established procedures under which the Corporation will withhold Shares
having a Fair Market Value equal to the amount required to be withheld.

3. Accelerated Exercisability and Termination of Employment.

a. Death, Disability, Severance and Retirement . In the event your
employment with the Corporation or an Affiliate terminates as a result
of your death, Retirement, Severance or Disability, the Option will
continue in effect until its stated expiration date.

b. Change of Control. In the event of a change of control of the
Corporation as provided in Section 7.3 of the Plan, the Option will
become exercisable immediately and will


continue to be exercisable until its stated expiration date, unless
otherwise provided in Section 7.3 of the Plan.

c. Other. If your employment with the Corporation or an Affiliate
terminates for any reason other than your Retirement, Severance,
Disability or death, all of your rights to and under the Option will
terminate immediately without notice to you.

4. Non-transferability of Option. Only you or your legal guardian or legal
representative may exercise the Option during your lifetime. The Option may
not be sold, assigned or otherwise transferred except by will or pursuant
to the laws of descent and distribution.

5. No Change in Employment Status. Neither the grant of the Option to you nor
the delivery to you of this Award Term Sheet, your Award Certificate or any
other document relating to the Option will confer on you any right to
continued employment with the Corporation or any Affiliate or interfere in
any way with any right of the Corporation or any Affiliate to terminate
your employment at any time.

6. Other Restrictions. The Corporation may delay your exercise of the Option
to (a) ensure that at the time of exercise there is a registration
statement for the Shares in effect under the Securities Act of 1933, as
amended, (b) comply with all other applicable laws, regulations and
guidelines or (c) the extent the Committee deems it in the best interests
of the Corporation or necessary for the orderly administration of the Plan.

7. Conflicts between Award Term Sheet and Plan. In the event of any conflict
or other inconsistency between the terms of the Plan and the terms of any
Award Certificate or this Award Term Sheet, the terms of the Plan will
control and in the event of any conflict or any inconsistency between the
terms of any Award Certificate or this Award Term Sheet, the terms of the
Award Certificate will control.

8. No Obligation to Exercise Option. Your receipt of the Option in no way
obligates you to exercise the Option and purchase any of the Shares.