FORM 10-Q/A

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   (Mark One)

              |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

               FOR THE QUARTERLY PERIOD ENDED: SEPTEMBER 30, 1999

                                       OR

              |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

            for the transition period from __________ to ___________

                         Commission File Number: 0-20730

                              MICRO WAREHOUSE, INC.

             (Exact name of registrant as specified in its charter)

DELAWARE                                 06-1192793
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)

               535 CONNECTICUT AVENUE, NORWALK, CONNECTICUT 06854

                    (Address of principal executive offices)

                                 (203) 899-4000

              (Registrant's telephone number, including Area Code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

                               Yes |X|   No |_|

Indicate the number of shares outstanding of each of issuer's class of common
stock as of the latest practicable date:
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CLASS: COMMON STOCK OUTSTANDING SHARES AT SEPTEMBER 30, 1999: 35,780,938

                           PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

      (a) Exhibits
          --------

      Exhibit 10.1  EMPLOYMENT AGREEMENT OF PETER GODFREY DATED AS OF January 1,
                    1999.
      Exhibit 11    STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
      Exhibit 27    FINANCIAL DATA SCHEDULE

     (b) Reports on Form 8-K

     None


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<PAGE>

                                    SIGNATURE

      Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                      MICRO WAREHOUSE, INC.
                                      The Registrant

Date: December 9, 1999

                                      By /s/ Wayne P. Garten
                                         --------------------------------------
                                             WAYNE P. GARTEN
                                             Executive Vice President and
                                             Chief Financial Officer
                                             (Duly Authorized Officer of the
                                                Registrant, Principal Financial
                                                Officer and Principal Accounting
                                                Officer)


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INDEX TO EXHIBITS

EXHIBIT
NUMBER                               DESCRIPTION OF EXHIBIT
--------------------------------------------------------------------------------
  10.1         Employment Agreement of Peter Godfrey dated as of January 1, 1999
 *11           Statement re: Computation of Per Share Earnings
 *27           Financial Data Schedule

* previously filed


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