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 (Date of earliest event reported):  July 2, 2009
 
 
MSC Industrial Direct Co., Inc.
(Exact Name of Registrant as Specified in Its Charter)

New York
1-14130
11-3289165
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer Identification No.)

75 Maxess Road, Melville, New York
11747
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (516) 812-2000

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

ITEM 2.02    RESULTS OF OPERATIONS AND FINANCIAL CONDITION
 
On July 2, 2009, the Registrant issued a press release announcing financial results for its fiscal 2009 third quarter ended May 30, 2009.  A copy of the press release is furnished with this report as Exhibit 99.1.
 
The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
 
ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS
 
(d)      Exhibits:
 
99.1    Press Release, dated July 2, 2009, issued by MSC Industrial Direct Co., Inc.

 
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SIGNATURES
 
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 hereunto duly authorized.

 
MSC INDUSTRIAL DIRECT CO., INC.
   
Date: July 2, 2009
By:
/s/ Shelley M. Boxer
 
Name: Shelley M. Boxer
Title:   Vice President, Finance
 
 
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Exhibit Index

Exhibit
No.
  
Description
     
99.1
  
Press Release, dated July 2, 2009, issued by MSC Industrial Direct Co., Inc.
 
 
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