MSC INDUSTRIAL DIRECT CO INC — Director's Dealing 2011

May 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MSC INDUSTRIAL DIRECT CO INC (MSM)
CIK: 0001003078
Period of Report: 2011-05-04

Reporting Person: JACOBSON MITCHELL (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-04	Class A Common Stock	S	694	$71.00	Disposed	162399	Direct
2011-05-05	Class A Common Stock	S	676	$71.05	Disposed	161723	Direct
2011-05-05	Class A Common Stock	S	5224	$70.56	Disposed	156499	Direct
2011-05-06	Class A Common Stock	S	2696	$71.13	Disposed	153803	Direct
2011-05-06	Class A Common Stock	S	18719	$71.13	Disposed	135084	Direct
2011-05-04	Class A Common Stock	S	695	$71.00	Disposed	57177	Indirect
2011-05-05	Class A Common Stock	S	676	$71.05	Disposed	56501	Indirect
2011-05-05	Class A Common Stock	S	5224	$70.56	Disposed	51277	Indirect
2011-05-06	Class A Common Stock	S	2696	$71.13	Disposed	48581	Indirect
2011-05-05	Class A Common Stock	S	18719	$71.13	Disposed	29862	Indirect

Footnotes

F1: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.00 to $71.08. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.05 to $71.09. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $70.00 to $71.00. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $70.98 to $71.33. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.00 to $71.22. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F6: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.00 to $71.08. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F7: Such shares are owned by a trust for the benefit of the Reporting Person's son, of which the Reporting Person's spouse is
a Trustee. The Reporting Person disclaims beneficial ownership of the shares held by such trust.

F8: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.05 to $71.09. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F9: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $70.00 to $71.00. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F10: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.98 to $71.33. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.

F11: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $71.00 to $71.22. The
Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a
security holder of the issuer, full information regarding the number of shares sold at each separate price.