SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
CREAMER GLENN M

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS INC.
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/26/2013
3. Issuer Name and Ticker or Trading Symbol
CDW Corp [ CDW ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 59,007,410 I See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Consists of 37,386,703 shares held directly by Providence Equity Partners VI L.P. ("PEP VI"), 12,861,472 shares held directly by Providence Equity Partners VI-A L.P. ("PEP VI-A") and 8,759,235 shares held directly by PEP Co-Investors (CDW) L.P. ("PEP Co-Investor"). The shares held by PEP VI, PEP VI-A and PEP Co-Investor may be deemed to be beneficially owned by Providence Equity GP VI L.P. ("PEP GP"), the general partner of PEP VI, PEP VI-A and PEP Co-Investor and Providence Equity Partners VI L.L.C. ("PEP LLC"), the general partner of PEP GP.
2. Messrs. Jonathan Nelson, Glenn Creamer and Paul Salem are members of PEP LLC and may be deemed to have shared voting and investment power over such shares. Each of PEP LLC, PEP GP, and Messrs. Nelson, Creamer and Salem hereby disclaims any beneficial ownership of any shares held by PEP VI, PEP VI-A and PEP Co-Investor except to the extent of any pecuniary interest therein.
3. The record and other beneficial owners of the reported securities have separately filed Form 3's.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ James S. Rowe, Attorney-in-Fact 06/26/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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                                                                     Exhibit 24

                                POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and 
appoints each of Christine A. Leahy, Robert J.Welyki, Shannon A. Toolis and 
James S. Rowe, signing singly, the undersigned's true and lawful attorney-in-
fact to:

        (1)     execute for and on behalf of the undersigned, all reports to be
        filed by the undersigned pursuant to Section 16(a) of the Securities
        Exchange Act of 1934, as amended (the "Exchange Act") and the rules
        promulgated thereunder (including Forms 3, 4, and 5 and any successor
        forms) (the "Section 16 Reports") with respect to the equity securities
        of CDW Corporation (the "Company");

        (2)     do and perform any and all acts for and on behalf of the 
        undersigned that may be necessary or desirable to complete and execute
        any such Section 16 Report, complete and execute any amendment or
        amendments thereto, and file such report with the United States
        Securities and Exchange Commission and any stock exchange or similar
        authority; and

        (3)     take any other action of any type whatsoever in connection with 
        the foregoing that, in the opinion of such attorney-in-fact, may be of 
        benefit to, in the best interest of, or legally required by, the
        undersigned, it being understood that
 the documents executed by such 
        attorney-in-fact on behalf of the undersigned pursuant to this Power of 
        Attorney shall be in such form and shall contain such terms and 
        conditions as such attorney-in-fact may approve in such attorney-in-
        fact's discretion.

        The powers granted above may be exercised by each such attorney-in-fact
on behalf of the undersigned, individually, and on behalf of the undersigned in
any fiduciary or representative capacity in which the undersigned may be acting.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.

        This Power of Attorney shall be effective as of the date set forth
below and shall continue in full force and effect until the undersigned is no
longer required to file Section 16 Reports with respect to the equity securities
of the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 25th day of June, 2013.

Signature:         /s/ Glenn M. Creamer      
                -------------------------
Name:               Glenn M. Creamer 
                -------------------------