Shelf Registration for Secondary Shares Filed by MSC Industrial Direct Co., Inc. on Behalf of Selling Shareholders; Company Will Not Sell Shares.

Business Editors

MELVILLE, N.Y.--(BUSINESS WIRE)--Nov. 10, 2003

MSC INDUSTRIAL DIRECT CO., INC. (NYSE: MSM) announced today that the Company has filed a Form S-3 shelf registration statement with the Securities and Exchange Commission to register the sale by certain selling shareholders of up to 6,900,000 shares of Class A common stock. The offering will not increase the number of the Company's outstanding shares or dilute ownership of the Company's existing shareholders. The Company will not receive any proceeds from any sale of shares by the selling shareholders.

Up to 2,600,000 shares will be offered by Ms. Marjorie Gershwind and/or related trusts or other entities and an aggregate of up to 2,000,000 shares will be offered by her family members and/or related trusts or other entities. Up to 1,800,000 shares will be offered by Mitchell Jacobson, Chairman and CEO of MSC and its largest shareholder, and/or related trusts or other entities, and an aggregate of up to 500,000 shares will be offered by members of his family and/or related trusts or other entities.

The selling shareholders have informed the company that the purpose of this offering is to effect estate and portfolio diversification planning. The shares may be sold from time to time or at any time after the registration statement becomes effective.

When available, a written prospectus meeting the requirements of Section 10 of the Securities Act may be obtained from the Company.

A registration statement has been filed with the Securities and Exchange Commission but has not yet become effective. The common stock 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 an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

MSC Industrial Direct (NYSE: MSM) is one of the premier distributors of maintenance, repair and operations (MRO) supplies to industrial customers throughout the United States. MSC distributes more than 500,000 industrial products from more than 2,500 suppliers to more than 340,000 customers. MSC reaches its customers through a combination of direct-mail catalogs and CD-ROMs, branch sales offices, sales people, the Internet and associations with some of the world's most prominent B2B e-commerce portals.