Please direct your media and public relations inquiries to: mediarelations@cdw.com 800-800-4CDW CDW Files Shelf Registration for Public Offering by Gregory C. Zeman and Daniel B. Kass VERNON HILLS, Ill. - May 8, 2003 - CDW Computer Centers, Inc. (Nasdaq: CDWC) today announced that it has filed a shelf registration statement with the Securities and Exchange Commission for the proposed public offering by Gregory C. Zeman of up to 958,864 shares of the Company's common stock and Daniel B. Kass of up to 150,000 shares of the Company's common stock. Mr. Zeman, formerly vice chairman of CDW, is a member of CDW's Board of Directors. Mr. Kass was formerly an executive vice president of CDW and a member of CDW's Board of Directors. The shares in the public offering will be sold by Mr. Zeman and Mr. Kass. The total number of CDW shares outstanding will not change as a result of the offering. Mr. Zeman and Mr. Kass will acquire the shares to be sold by them pursuant to the exercise of stock options granted to them under the MPK Stock Option Plan. The MPK Stock Option Plan was established by Michael P. Krasny, the Company's founder and former chairman and chief executive officer, in 1992. Mr. Krasny granted Mr. Zeman and Mr. Kass nonforfeitable options pursuant to the MPK Stock Option Plan to purchase shares of CDW common stock owned by him. According to the terms of the MPK Stock Option Plan, all options must be exercised by Mr. Zeman and Mr. Kass within six months after their respective termination of employment with the company, which occurred on January 2, 2003 for both individuals. CDW will not sell any shares and will not receive any of the proceeds from the sales to be made by Mr. Zeman and Mr. Kass. Assuming that Mr. Zeman and Mr. Kass exercise their options in full, CDW will realize an income tax benefit of approximately $19.1 million (based on an assumed sale price of $43.55, the last reported sale price of CDW common stock on the Nasdaq National Market on May 2, 2003). Approximately $0.3 million of this figure was previously recorded to deferred taxes, and the incremental tax benefit of $18.8 million will be recorded as an increase to paid-in-capital. In addition, CDW will incur incremental payroll taxes of approximately $0.7 million. This will reduce the Company's diluted earnings per share by less than $.01 for the quarter ending June 30, 2003, assuming all of the options are exercised during that period. It is contemplated that the offering will be conducted on a delayed or continuous basis as permitted by the rules of the Securities and Exchange Commission. Mr. Zeman and Mr. Kass will determine the time, manner and size of each sale to be conducted pursuant to the registration statement. A registration statement relating to the securities intended to be sold has been filed with the Securities and Exchange Commission but has not become effective. These securities may not be sold nor may offers to buy be accepted prior to the time such registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor will there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. About CDW CDW® (Nasdaq: CDWC), ranked No. 381 on the Fortune 500, is a leading provider of technology solutions for businesses, government agencies and educational institutions nationwide. CDW is a principal source of technology products and services including top name brands such as Cisco, Computer Associates, HP, IBM, Intel, Microsoft, and Toshiba. CDW distributes contracts to end users for customized and standardized on-site services supplied directly by providers such as HP Services and Unisys and for training programs provided by firms such as KnowledgeNetvand Productivity Point International. CDW was founded in 1984 as a home-based business and today employs 3,000 coworkers whose efforts generated net sales of more than $4.2 billion in 2002. CDW's direct model offers one-on-one relationships with knowledgeable account managers; purchasing by telephone, fax, the company's award-winning www.cdw.com Web site or customized CDW@work™ extranets; custom configured solutions and same day shipping; flexible financing solutions; and pre- and post-sales technical support, with more than 100 factory-trained and A+ certified technicians on staff.