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

                               September 20, 2002
                Date of Report (Date of earliest event reported)


                         Commission File Number: 1-5989

                           ANIXTER INTERNATIONAL INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                       94-1658138
 (State or other jurisdiction of                       (I.R.S. Employer
  incorporation or organization)                      Identification No.)


                                 4711 Golf Road
                             Skokie, Illinois 60076
                                 (847) 677-2600
          (Address and telephone number of principal executive offices)
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

       On September  20,  2002,  Anixter  International  Inc.  (the  "Company"),
completed the purchase of the operations and assets of Pentacon, Inc., a leading
distributor   of  fasteners   and  other  small  parts  to  Original   Equipment
Manufacturers  and  provider  of  inventory  management  services,  pursuant  to
Pentacon's  plan of  reorganization  filed under Chapter 11 of the United States
Bankruptcy Code. Pentacon has 30 distribution and sales facilities in the United
States,  along with sales  offices  and  agents in  Europe,  Canada,  Mexico and
Australia. The Company paid a total of $108.2 million for assets with a net book
value of  approximately  $87.3  million.  The net  assets  primarily  consist of
accounts receivable,  inventory, office and warehouse equipment and furnishings,
accounts  payable and select operating  liabilities.  The Company agreed to hire
the existing  Pentacon  employees and assume the lease  obligations  for current
operating facilities. The acquired assets will be used in substantially the same
manner in which they were  utilized by Pentacon.  In addition,  the Company will
incur  approximately  $3.0  million of  transaction  related  costs that will be
capitalized  as part of the  acquisition.  The  terms  of the  acquisition  were
determined through arms-length negotiations between the Company and Pentacon and
were confirmed by the Bankruptcy  Court on September 9, 2002. The acquisition is
expected to be  accretive to earnings  for the three  months  ending  January 3,
2003.

       The purchase was funded using a combination of invested cash balances and
borrowings under existing working capital and accounts receivable securitization
facilities.  Borrowings  under existing  working capital  facilities were with a
number of banks and  institutional  lenders  led by Bank of  America,  N.A.,  as
administrative  agent,  Bank One, N.A., as syndication  agent,  The Bank of Nova
Scotia,  as documentation  agent and Credit Lyonnais Chicago Branch and Suntrust
Bank, as managing  agents.  The  Company's  accounts  receivable  securitization
facility  is led by Bank  One,  N.A.,  as agent.  As of the  closing  date,  the
Company's total outstanding debt balance,  including  amounts  outstanding under
its accounts receivable  securitization  facility, was $353.2 million. As of the
same date,  the  Company's  debt to total  capital  ratio is now 36.6 percent as
compared to 40.6 percent at the end of December 2001.  Samuel Zell,  chairman of
the  Company,  is an indirect  beneficial  owner of 24.5  percent of  Pentacon's
Senior Subordinated Notes.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

       (a) Financial Statements of Business Acquired.

           The  financial  statements  required to be filed by this Item are not
           included in this  report,  but will be filed by  amendment  not later
           than 60 days after the date that this  Current  Report on Form 8-K is
           required to be filed.



       (b) Pro Forma Financial Information.

           The pro forma financial information required to be filed by this Item
           is not  included in this report,  but will be filed by amendment  not
           later  than 60 days after the date that this  Current  Report on Form
           8-K is required to be filed.

       (c) Exhibits.

           Asset  Purchase  Agreement,  dated as of May 23, 2002, by and between
           Anixter  International  Inc. and Pentacon,  Inc.,  Pentacon Deleware,
           Inc.,  JIT  Holdings,  Inc.,  Pentacon  Properties,   L.P.,  Pentacon
           International  Sales, Inc.,  Pentacon Aerospace Group, Inc., Pentacon
           USA,  L.P.,  Pentacon  Industrial,  Inc.,  Pentacon  Europe  Limited,
           Pentacon Mexico S.A. de C.V. and Pentacon Canada Corporation.

<PAGE>

                                   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, thereunto duly authorized.

                                           ANIXTER INTERNATIONAL INC.

Date: October 1, 2002                      By: /s/ Robert W. Grubbs
                                              ----------------------
                                                   Robert W. Grubbs
                                          President and Chief Executive Officer



Date: October 1, 2002                      By: /s/ Dennis J. Letham
                                              -----------------------
                                                   Dennis J. Letham
                                            Senior Vice President - Finance
                                              and Chief Financial Officer
<PAGE>

                                  EXHIBIT INDEX

Exhibit No.                  Description of Exhibits
-----------                  -----------------------
2.1         Asset Purchase  Agreement,  dated as of May 23, 2002, by and between
            Anixter  International Inc. and Pentacon,  Inc.,  Pentacon Deleware,
            Inc.,  JIT  Holdings,  Inc.,  Pentacon  Properties,  L.P.,  Pentacon
            International  Sales, Inc., Pentacon Aerospace Group, Inc., Pentacon
            USA, L.P.,  Pentacon  Industrial,  Inc.,  Pentacon  Europe  Limited,
            Pentacon Mexico S.A. de C.V. and Pentacon Canada Corporation.
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{"company-data": {"conformed-name": "ANIXTER INTERNATIONAL INC", "cik": "0000052795", "assigned-sic": "5063", "irs-number": "941658138", "state-of-incorporation": "DE", "fiscal-year-end": "0101"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10212", "film-number": "02779203"}, "business-address": {"street1": "4711 GOLF RD", "city": "SKOKIE", "state": "IL", "zip": "60076", "phone": "8477152568"}, "mail-address": {"street1": "4711 GOLF RD", "city": "SKOKIE", "state": "IL", "zip": "60076"}, "former-company": [{"former-conformed-name": "ITEL CORP", "date-changed": "19920703"}, {"former-conformed-name": "SSI COMPUTER", "date-changed": "19710316"}, {"former-conformed-name": "SSI COMPUTER CORP", "date-changed": "19690727"}]}
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

                               September 20, 2002
                Date of Report (Date of earliest event reported)

                         Commission File Number: 1-5989

                           ANIXTER INTERNATIONAL INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                       94-1658138
 (State or other jurisdiction of                       (I.R.S. Employer
  incorporation or organization)                      Identification No.)

                                 4711 Golf Road
                             Skokie, Illinois 60076
                                 (847) 677-2600
          (Address and telephone number of principal executive offices)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

       On September  20,  2002,  Anixter  International  Inc.  (the  "Company"),
completed the purchase of the operations and assets of Pentacon, Inc., a leading
distributor   of  fasteners   and  other  small  parts  to  Original   Equipment
Manufacturers  and  provider  of  inventory  management  services,  pursuant  to
Pentacon's  plan of  reorganization  filed under Chapter 11 of the United States
Bankruptcy Code. Pentacon has 30 distribution and sales facilities in the United
States,  along with sales  offices  and  agents in  Europe,  Canada,  Mexico and
Australia. The Company paid a total of $108.2 million for assets with a net book
value of  approximately  $87.3  million.  The net  assets  primarily  consist of
accounts receivable,  inventory, office and warehouse equipment and furnishings,
accounts  payable and select operating  liabilities.  The Company agreed to hire
the existing  Pentacon  employees and assume the lease  obligations  for current
operating facilities. The acquired assets will be used in substantially the same
manner in which they were  utilized by Pentacon.  In addition,  the Company will
incur  approximately  $3.0  million of  transaction  related  costs that will be
capitalized  as part of the  acquisition.  The  terms  of the  acquisition  were
determined through arms-length negotiations between the Company and Pentacon and
were confirmed by the Bankruptcy  Court on September 9, 2002. The acquisition is
expected to be  accretive to earnings  for the three  months  ending  January 3,
2003.

       The purchase was funded using a combination of invested cash balances and
borrowings under existing working capital and accounts receivable securitization
facilities.  Borrowings  under existing  working capital  facilities were with a
number of banks and  institutional  lenders  led by Bank of  America,  N.A.,  as
administrative  agent,  Bank One, N.A., as syndication  agent,  The Bank of Nova
Scotia,  as documentation  agent and Credit Lyonnais Chicago Branch and Suntrust
Bank, as managing  agents.  The  Company's  accounts  receivable  securitization
facility  is led by Bank  One,  N.A.,  as agent.  As of the  closing  date,  the
Company's total outstanding debt balance,  including  amounts  outstanding under
its accounts receivable  securitization  facility, was $353.2 million. As of the
same date,  the  Company's  debt to total  capital  ratio is now 36.6 percent as
compared to 40.6 percent at the end of December 2001.  Samuel Zell,  chairman of
the  Company,  is an indirect  beneficial  owner of 24.5  percent of  Pentacon's
Senior Subordinated Notes.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

       (a) Financial Statements of Business Acquired.

           The  financial  statements  required to be filed by this Item are not
           included in this  report,  but will be filed by  amendment  not later
           than 60 days after the date that this  Current  Report on Form 8-K is
           required to be filed.

       (b) Pro Forma Financial Information.

           The pro forma financial information required to be filed by this Item
           is not  included in this report,  but will be filed by amendment  not
           later  than 60 days after the date that this  Current  Report on Form
           8-K is required to be filed.

       (c) Exhibits.

           Asset  Purchase  Agreement,  dated as of May 23, 2002, by and between
           Anixter  International  Inc. and Pentacon,  Inc.,  Pentacon Deleware,
           Inc.,  JIT  Holdings,  Inc.,  Pentacon  Properties,   L.P.,  Pentacon
           International  Sales, Inc.,  Pentacon Aerospace Group, Inc., Pentacon
           USA,  L.P.,  Pentacon  Industrial,  Inc.,  Pentacon  Europe  Limited,
           Pentacon Mexico S.A. de C.V. and Pentacon Canada Corporation.
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, thereunto duly authorized.

                                           ANIXTER INTERNATIONAL INC.

Date: October 1, 2002                      By: /s/ Robert W. Grubbs
                                              ----------------------
                                                   Robert W. Grubbs
                                          President and Chief Executive Officer

Date: October 1, 2002                      By: /s/ Dennis J. Letham
                                              -----------------------
                                                   Dennis J. Letham
                                            Senior Vice President - Finance
                                              and Chief Financial Officer
EXHIBIT INDEX

Exhibit No.                  Description of Exhibits
-----------                  -----------------------
2.1         Asset Purchase  Agreement,  dated as of May 23, 2002, by and between
            Anixter  International Inc. and Pentacon,  Inc.,  Pentacon Deleware,
            Inc.,  JIT  Holdings,  Inc.,  Pentacon  Properties,  L.P.,  Pentacon
            International  Sales, Inc., Pentacon Aerospace Group, Inc., Pentacon
            USA, L.P.,  Pentacon  Industrial,  Inc.,  Pentacon  Europe  Limited,
            Pentacon Mexico S.A. de C.V. and Pentacon Canada Corporation.