<DOCUMENT>
<TYPE>424B3
<SEQUENCE>1
<FILENAME>c63191e424b3.txt
<DESCRIPTION>PROSPECTUS SUPPLEMENT NO. 12
<TEXT>

<PAGE>   1

PROSPECTUS SUPPLEMENT NO. 12

                                  $792,000,000
                           ANIXTER INTERNATIONAL INC.
                     LIQUID YIELD OPTION(TM) NOTES DUE 2020
                            (ZERO COUPON -- SENIOR)
                                      AND
                           COMMON STOCK ISSUABLE UPON
                            CONVERSION OF THE LYONS

     This prospectus supplement supplements the prospectus dated August 30, 2000
of Anixter International Inc., as supplemented September 8, 2000, September 15,
2000, September 29, 2000, October 10, 2000, October 17, 2000, November 20, 2000,
December 1, 2000, January 12, 2001, January 31, 2001, February 20, 2001 and
March 12, 2001 relating to the sale by certain of our securityholders (including
their pledgees, donees, transferees or other successors) of up to $792,000,000
principal amount at maturity of LYONs and up to 5,908,558 shares of common stock
to be issued upon conversion of the LYONs. You should read this prospectus
supplement in conjunction with the prospectus, and this prospectus supplement is
qualified by reference to the prospectus except to the extent that the
information in this prospectus supplement supersedes the information contained
in the prospectus. Capitalized terms used in this prospectus supplement and not
otherwise defined herein have the meanings specified in the prospectus.

     The following line items in the table of Selling Securityholders are hereby
amended as follows:

<TABLE>
<CAPTION>
                                                                   AGGREGATE
                                                                PRINCIPAL AMOUNT
                                                                  OF LYONS AT       NUMBER OF SHARES
                                                                 MATURITY THAT      OF COMMON STOCK
                                                                  MAY BE SOLD       THAT MAY BE SOLD
                                                                ----------------    ----------------
<S>                                                             <C>                 <C>
Merrill Lynch, Pierce, Fenner and Smith Incorporated .......      $    750,000             5,595
  Total.....................................................       511,716,000         3,817,493
</TABLE>

     Merril Lynch, Pierce, Fenner and Smith Incorporated and Anixter and its
affiliates have engaged in and may in the future engage in, investment banking
and other commercial dealings. Merrill Lynch acted as the initial purchaser in
the private placement in which the LYONs were originally issued. Merrill Lynch
has received customary fees and commissions for these transactions.

     INVESTING IN THE LYONS OR THE COMMON STOCK INVOLVES RISKS DESCRIBED IN THE
"RISK FACTORS" SECTION BEGINNING ON PAGE 9 OF THE PROSPECTUS.

     Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.

(TM) TRADEMARK OF MERRILL LYNCH & CO.

            The date of this prospectus supplement is June 11, 2001
</TEXT>
</DOCUMENT>