Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Providence Equity Partners VI L.L.C.
2. Date of Event Requiring Statement (Month/Day/Year)
06/26/2013
3. Issuer Name and Ticker or Trading Symbol
CDW Corp [CDW]
(Last)
(First)
(Middle)
C/O PROVIDENCE EQUITY PARTNERS L.L.C., 50 KENNEDY PLAZA, 18TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PROVIDENCE, RI 02903
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Providence Equity Partners VI L.L.C.
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
Providence Equity Partners VI L P
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
Providence Equity Partners VI- A L P
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
PEP CO-INVESTORS (CDW) L.P.
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
Providence Equity GP VI L.P.
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
SALEM PAUL J
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    
NELSON JONATHAN M
C/O PROVIDENCE EQUITY PARTNERS L.L.C.
50 KENNEDY PLAZA, 18TH FLOOR
PROVIDENCE, RI 02903
    X    

Signatures

Providence Equity Partners VI L.L.C. by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Providence Equity Partners VI L.P. by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Providence Equity Partners VI-A, L.P. by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

PEP Co-Investors (CDW) L.P. by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Providence Equity GP VI L.P. by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Paul J. Salem by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Jonathan M. Nelson by /s/ James S. Rowe, Attorney-in-Fact 06/26/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(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. 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.
(2) Mr. Creamer has separately filed a Form 3.
 
Remarks:
Exhibit List:  Exhibit 24 - Power of Attorney

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