8-K

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): May 12, 2008

______________________________

SYSTEMAX INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 1-13792 (Commission File Number) 11-3262067 (IRS Employer Identification No.)

11 Harbor Park Drive

Port Washington, New York 11050

(Address of principal executive offices)

(516) 608-7000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

o 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:

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

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

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

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

Item 8.01 Other Events

On May 12, 2008, the registrant issued a press release announcing that the registrant’s board of directors has authorized the registrant to repurchase up to 2,000,000 publicly traded shares of common stock of the registrant.  Under the plan, repurchases may be made from time to time in the open market, in privately negotiated transactions, or otherwise, at prices that the registrant deems appropriate. The entire text of the press release is attached as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Systemax Inc. Press Release, dated May 12, 2008.

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.

SYSTEMAX INC.

By:   /s/ Curt Rush         

     Curt Rush

     General Counsel and Secretary

Date:  May 15, 2008

Exhibit Index

99.1 Systemax Inc. Press Release, dated May 12, 2008.

EX-99.1

FOR IMMEDIATE RELEASE

INVESTOR CONTACT:

Donna Gehnrich

(516) 608-7020

__________________________________________________________

Systemax Approves Buyback Program for up to 2 million Shares

Port Washington, NY, May 12, 2008 – Systemax Inc. (NYSE: SYX) announced today that its Board of Directors has approved a stock buyback plan for up to 2,000,000 shares of the Company’s common stock.  

“We believe the repurchase of shares is a prudent use of the Company’s cash and will facilitate increased shareholder value,” said Richard Leeds, Chairman and Chief Executive Officer.  “The Board’s action demonstrates our continuing confidence in the Company’s strategy, growth opportunities and financial strength.”

Under the plan, repurchases may be made from time to time in the open market, in privately negotiated transactions, or otherwise, at prices that the Company deems appropriate.  Systemax has approximately 36 million shares outstanding.

Systemax Inc. (www.systemax.com), a Fortune 1000 company, sells personal computers, computer supplies and accessories, consumer electronics and industrial products through a system of branded e-commerce web sites, direct mail catalogs, relationship marketers and retail stores in North America and Europe. The primary brands are TigerDirect, CompUSA, Misco and Global Industrial. It also manufactures and sells personal computers under the Systemax and Ultra brands and develops and markets ProfitCenter Software, a web-based, on-demand application for multichannel direct marketing companies.