Please direct your media and public relations inquiries to: mediarelations@cdw.com 800-800-4CDW CDW Files 632,064-Share Secondary Offering Buffalo Grove, Illinois, February 11, 1997- CDW Computer Centers, Inc. ("CDW") today announced that it has filed a Registration Statement with the Securities and Exchange Commission in connection with a proposed secondary offering of 632,064 shares of its common stock, all of which are currently outstanding. Of these shares, 500,000 are being offered by certain members of management comprised of Michael P. Krasny, Chairman and Chief Executive Officer; Gregory C. Zeman, President and Director; Daniel B. Kass, Vice President--Sales and Director; and Mary Gerlits, Vice President--Human Resources. The remaining 132,064 shares are being offered by employee-participants of the MPK Restricted Stock Plan (the "Plan"). All 632,064 shares being offered are currently outstanding, thus there will be no dilution to existing shareholders. William Blair and Company, L.L.C., Montgomery Securities and Wessels, Arnold & Henderson, L.L.C. will manage the public offering. The Company's common stock is traded on the Nasdaq National Market under the symbol "CDWC." Mr. Krasny established the Plan in 1993 out of his own shareholdings and granted all persons who were employees of the Company on December 31, 1992 the right to receive a particular number of shares of common stock provided the employee remained continuously employed by the Company through January 1, 2000. The employee-participant shares are being offered as a result of a modification made to the Plan, pursuant to which participants may elect to vest 25% of their stock immediately while agreeing to extend their vesting period for their remaining shares through 2003. Eligible plan participants who accept the modified Plan will receive stock options from the Company equal to the number of shares received upon electing the modification. The options will have an exercise price equal to the prevailing market price and will vest in equal annual installments from 2001-2004. The modifications to the Plan were made to reward employee-participants for their contributions to the past success of the Company, to incent them to remain in the employ of the Company beyond the original vesting date, and to motivate them to continue to exert their best efforts toward the future performance of the Company. The number of shares included in the offering constitutes 2.9% of the Company's outstanding shares. Prior to the offering, Mr. Krasny controlled approximately 59% of the outstanding shares of CDW common stock and after the offering, Mr. Krasny will control approximately 56.6% of the outstanding shares. CDW Computer Centers, Inc. is a leading direct marketer of over 20,000 microcomputer products, primarily to business, government, educational, institutional and home office users in the United States. The Company sells a broad range of name-brand microcomputer products, including hardware and peripherals, software, networking products and accessories through knowledgeable telemarketing account managers. Sales of products which utilize, or are compatible with, the Microsoft Windows/Windows 95/Windows NT/MS-DOS operating platform account for substantially all of the Company's net sales. The Company's high volume, cost-efficient operation supported by its management information systems, enables it to offer these products at discounted prices. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. For a prospectus, contact William Blair & Company, L.L.C., 222 West Adams Street Chicago, IL 60606, at 1-800-621-0687.