                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q



[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

         For the quarterly period ended March 31, 2003

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

         For the transition period from  __________ to __________

Commission File No. 000-26408
                    ---------


Programmer's Paradise, Inc.
---------------------------
(Name of issuer in its charter)


         Delaware                                         13-3136104
----------------------------                 -----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 Incorporation or organization)


1157 Shrewsbury Avenue, Shrewsbury, New Jersey 07702
----------------------------------------------------
(Address of principal executive offices)


Issuer's Telephone Number (732) 389-8950
                          --------------

         Check whether the registrant (1) filed all reports required to be filed
by Section 13 or 15(d) of the  Securities  and  Exchange  Act of 1934 during the
past 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 by check mark whether the registrant is an  accelerated  filer
(as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

         There were 3,745,205 outstanding shares of Common Stock, par value $.01
per share, as of April 25, 2003, not including  1,485,045  shares  classified as
Treasury Stock.



                                     Page 1
<PAGE>

<TABLE>
<CAPTION>
  <S>                                                                <C>                 <C>
                                      PART I - FINANCIAL INFORMATION

                               PROGRAMMER'S PARADISE, INC. AND SUBSIDIARIES
                                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                              (In thousands)

                                                                         March 31,           December 31,
                                                                            2003                 2002
                                                                            ----                 ----
                                                                        (Unaudited)           (Audited)

                                                  ASSETS

  Current assets
    Cash and cash equivalents                                        $       5,307       $       6,072
    Marketable Securities                                                    5,474               5,110
    Accounts receivable, net                                                 6,224               6,342
    Inventory - finished goods                                               1,002               1,151
    Prepaid expenses and other current assets                                  196                 264
                                                                     -------------       -------------
  Total current assets                                                      18,203              18,939


  Equipment and leasehold improvements, net                                    432                 460
  Other assets                                                                  64                  69
                                                                     -------------       -------------
  Total assets                                                       $      18,699       $      19,468
                                                                     =============       =============

                                   LIABILITIES AND STOCKHOLDERS' EQUITY

  Current liabilities
    Accounts payable and accrued expenses                            $       7,034       $       7,772
    Dividend payable                                                           375                   -
                                                                     -------------       -------------
  Total current liabilities                                                  7,409               7,772

  Commitments and contingencies

  Stockholders' equity
    Common stock, $.01 par value:
       authorized, 10,000,000 shares; issued 5,203,250 shares                   52                  52
    Additional paid-in capital                                              35,109              35,484
    Treasury stock, at cost, 1,485,045 shares and 1,389,576
       shares, respectively                                                 (4,375)             (4,184)
    Retained earnings                                                      (19,470)            (19,511)
    Accumulated other comprehensive loss                                       (26)               (145)
                                                                     -------------       -------------
  Total stockholders' equity                                                11,290              11,696
                                                                     -------------       -------------
  Total liabilities and stockholders' equity                         $      18,699       $      19,468
                                                                     =============       =============


          The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>


                                                  Page 2

<PAGE>
<TABLE>
<CAPTION>
                             PROGRAMMER'S PARADISE, INC. AND SUBSIDIARIES
                         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
                                        COMPREHENSIVE INCOME
                                             (Unaudited)
                                (In thousands, except per share data)
         <S>                                                           <C>              <C>
                                                                              Three months ended
                                                                                   March 31,
                                                                                   ---------
                                                                            2003              2002
                                                                            ----              ----

         Net sales                                                     $    15,198      $     17,445

         Cost of sales                                                      13,210            15,173
                                                                       -----------      ------------

         Gross profit                                                        1,988             2,272

         Selling, general and administrative expenses                        1,978             2,168
                                                                       -----------      ------------

         Income from operations                                                 10               104

         Interest income, net                                                   31                52

         Unrealized foreign exchange gain/(loss)                                22               (10)
                                                                       -----------      ------------

         Income before income tax provision                                     63               146

         Provision for income taxes                                             22                48
                                                                       -----------      ------------

         Net income                                                    $        41      $         98
                                                                       ===========      ============

         Net income per common share-Basic                             $      0.01      $       0.02
                                                                       -----------      ------------

         Net income per common share-Diluted                           $      0.01      $       0.02
                                                                       -----------      ------------

         Weighted average common shares outstanding-Basic                    3,745             4,919
                                                                       -----------      ------------

         Weighted average common shares outstanding-Diluted                  3,754             4,928
                                                                       -----------      ------------

         Reconciliation to comprehensive income:
         ---------------------------------------
         Net Income                                                    $        41      $         98
                                                                       -----------      ------------
         Other comprehensive income (loss), net of tax:
               Unrealized loss on available-for-sale securities                 (5)                -
               Foreign currency translation adjustments                        124               (43)
                                                                       -----------      ------------
         Total comprehensive income                                    $       160      $         55
                                                                       ===========      ============

  The accompanying notes are an integral part of these condensed consolidated financial statements.


                                                Page 3
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                            PROGRAMMER'S PARADISE, INC. AND SUBSIDIARIES
                          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                            (Unaudited)
                                          (In thousands)
<S>                                                                      <C>             <C>

                                                                              Three Months Ended
                                                                                  March 31,
                                                                             2003           2002
                                                                             ----           ----

Cash flows from operating activities
Net income                                                               $      41       $     98
Adjustments to reconcile net income to net cash provided by operating
activities:
    Depreciation and amortization                                               89            104
      Changes in operating assets and liabilities:
    Accounts receivable                                                        117           (137)
    Inventory                                                                  149           (548)
    Prepaid expenses and other current assets                                   68             65
    Accounts payable and accrued expenses                                     (738)            94
    Net change in other assets and liabilities                                  (1)            (2)
                                                                         ---------       --------
Net cash used for operating activities                                        (275)          (326)
                                                                         ---------       --------

Cash flows from investing activities:
  Purchases of available-for-sale securities                                (1,369)             -
  Redemptions of available-for-sale securities                               1,000              -
  Increase in cash held in escrow                                                -             43
  Capital expenditures                                                         (55)           (10)
                                                                         ---------       --------
Net cash (used for) provided by investing activities                          (424)            33
                                                                         ---------       --------

Cash flows from financing activities:
  Purchase of treasury stock                                                  (190)          (161)
                                                                         ---------       --------
  Net cash used for financing activities                                      (190)          (161)
                                                                         ---------       --------

Effect of foreign exchange rate on cash                                        124            (43)
                                                                         ---------       --------

Net decrease in cash and cash equivalents                                     (765)          (497)
Cash and cash equivalents at beginning of period                             6,072         11,425
                                                                         ---------       --------
Cash and cash equivalents at end of period                               $   5,307       $ 10,928
                                                                         =========       ========


 The accompanying notes are an integral part of these condensed consolidated financial statements.


                                               Page 4
</TABLE>

<PAGE>


                  PROGRAMMER'S PARADISE, INC. AND SUBSIDIARIES
                         NOTES TO CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS
                                 March 31, 2003

1.       The accompanying  unaudited condensed consolidated financial statements
         have been prepared in accordance with accounting  principles  generally
         accepted  in  the  United  States  of  America  for  interim  financial
         information  and with the  instructions  to Form 10-Q and Article 10 of
         Regulation S-X. Accordingly, they do not include all of the information
         and footnotes required for complete financial statements.

         The preparation of these financial  statements  requires the Company to
         make  estimates  and  judgments  that  affect the  reported  amounts of
         assets,  liabilities,  revenues and expenses, and related disclosure of
         contingent  assets and  liabilities.  On an on-going basis, the Company
         evaluates its estimates,  including  those related to product  returns,
         bad debts, inventories,  investments,  intangible assets, income taxes,
         restructuring and  contingencies and litigation.  The Company bases its
         estimates on historical  experience  and on various  other  assumptions
         that are believed to be reasonable under the circumstances, the results
         of which form the basis for making  judgments about the carrying values
         of assets and  liabilities  that are not  readily  apparent  from other
         sources.  In the opinion of Management  all  adjustments  that are of a
         normal recurring nature,  considered  necessary for fair  presentation,
         have been  included.  Actual  results may differ  from these  estimates
         under different  assumptions or conditions.  Operating  results for the
         three months ended March 31, 2003,  are not  necessarily  indicative of
         the results that may be expected for the year ended  December 31, 2003.
         For further information, refer to the consolidated financial statements
         and notes thereto  included in the Company's annual report on Form 10-K
         for the year ended December 31, 2002.

2.       Assets and liabilities of the Company's  Canadian  Subsidiary have been
         translated at current exchange rates, and related revenues and expenses
         have been  translated at average rates of exchange in effect during the
         year.  The revenue for our Canadian  operations in the first quarter of
         2003 remained flat at $2.7 million, as compared to the first quarter of
         2002.  Cumulative  translation  adjustments have been classified within
         other  comprehensive  income (loss),  which is a separate  component of
         stockholders   equity  in  accordance  with  FASB  Statement  No.  130.
         "Reporting Comprehensive Income".

3.       The Company  records  revenues  from sales  transactions  when title to
         products sold passes to the  customer.  The  Company's  shipping  terms
         dictate  that the passage of title  occurs upon  receipt of products by
         the  customer.  The  majority  of the  Company's  revenues  relates  to
         physical  products and is  recognized on a gross basis with the selling
         price to the customer  recorded as net sales with the acquisition  cost
         of the product to the Company recorded as cost of sales. At the time of
         sale,  the Company also records an estimate for sales  returns based on
         historical  experience.  Software  maintenance  products,  third  party
         services  and  extended  warranties  sold by the Company (for which the
         Company is not the primary  obligor) are  recognized  on a net basis in
         accordance  with  SAB  101,  "Revenue   Recognition"  and  EITF  99-19,
         "Reporting  Revenue  Gross  as a  Principal  versus  Net as an  Agent".
         Accordingly,  such  revenues are  recognized in net sales either at the
         time of sale or over the  contract  period,  based on the nature of the
         contract,  at the net amount  retained by the Company,  with no cost of
         goods sold.

         In accordance  with EITF 00-10,  "Accounting  for Shipping and Handling
         Fees and Costs", the Company records freight billed to its customers as
         net sales and the related freight costs as a cost of sales.

                                     Page 5

<PAGE>


         In accordance with EITF 02-16,  "Accounting for Consideration  Received
         from a Vendor by a  Customer  (Including  a  Reseller  of the  Vendor's
         Products),"  consideration  from vendors,  such as advertising  support
         funds, are accounted for as a reduction to cost of sales unless certain
         requirements  are met showing that the vendor  receives an identifiable
         fair  value  in  exchange  for the  consideration.  If  these  specific
         requirements  related to individual  vendors are met, the consideration
         is accounted for as revenue.

4.       In December  2002,  the FASB issued  Statement of Financial  Accounting
         Standards  No.  148,   "Accounting  for   Stock-Based   Compensation  -
         Transition and Disclosure"  ("SFAS No. 148").  SFAS No. 148 amends FASB
         Statement  No.  123,  "Accounting  for  Stock-Based  Compensation",  to
         provide alternative methods of transition for a voluntary change to the
         fair value method of accounting for stock-based employee  compensation.
         In  addition,  SFAS No. 148 amends the prior  disclosure  guidance  and
         requires  prominent  disclosures  in both annual and interim  financial
         statements  about the method of  accounting  for  stock-based  employee
         compensation and the effect of the method used on reported results. The
         provisions  of SFAS No. 148 are  generally  effective  for fiscal years
         ending after  December 15, 2002. The adoption of SFAS 148 had no effect
         on our  financial  position  or results of  operations  for the quarter
         ended March 31, 2003.

         In January 2003, the FASB issued  Interpretation 46 - "Consolidation of
         Variable Interest  Entities" ("FIN 46"). FIN 46 requires that companies
         that  control  another  entity  through  interests  other  than  voting
         interests should  consolidate the controlled  entity. FIN 46 applies to
         variable  interest  entities  created  after  January 31, 2003,  and to
         variable interest  entities in which an enterprise  obtains an interest
         in after that date. The related  disclosure  requirements are effective
         immediately. The adoption of FIN 46 had no effect on financial position
         or results of operations for the quarter ended March 31, 2003.

         In January  2003,  the EITF reached a consensus on Issue No.  02-16,  "
         Accounting by a Reseller for Cash Consideration  Received From a Vendor
         ." EITF Issue No. 02-16 provides  guidance on how resellers of vendors'
         products  should  account for cash  consideration  received  from their
         vendors.  The  provisions  of  EITF  Issue  No.  02-16  will  apply  to
         arrangements, including modifications of existing arrangements, entered
         into after  December 31, 2002. The adoption of EITF 02-16 had no effect
         on our  financial  position  or results of  operations  for the quarter
         ended March 31, 2003.

5.       Basic EPS is computed by dividing net  earnings  (loss) by the weighted
         average number of shares outstanding during the period.  Diluted EPS is
         computed  considering  the  potentially  dilutive effect of outstanding
         stock options.  A  reconciliation  of the numerator and denominators of
         the basic and diluted  per share  computations  follows (in  thousands,
         except per share data):
<TABLE>
<CAPTION>
                                                                                       Three months ended
                                                                                            March 31,
                                                                                            ---------
                                                                                       2003         2002
                                                                                       ----         ----
<S>                                                                                 <C>          <C>
Numerator:
  Net Income                                                                        $      41    $      98
Denominator:
  Weighted average shares (Basic)                                                       3,745        4,919
  Dilutive effect of outstanding options                                                    9            9
                                                                                    ---------    ---------

   Weighted average shares including assumed conversions (Diluted)                      3,754        4,928

Basic net income per share                                                          $    0.01    $    0.02
Diluted net income per share                                                        $    0.01    $    0.02

</TABLE>

                                     Page 6
<PAGE>

6.       On March 28, 2003 our Board of Directors  declared a quarterly dividend
         of $.10  per  share on our  common  stock  payable  April  25,  2003 to
         shareholders  of  record  on  April  7,  2003.  Our  Board  intends  to
         periodically  review the amount and frequency of future payments in the
         light of the Company's operations and need for capital. The dividend is
         reflected as a reduction of Additional Paid in Capital.


Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations.

Overview

Programmer's  Paradise,  Inc.  operates in one  primary  business  segment:  the
marketing of technical  software  and hardware for  microcomputers,  servers and
networks in the United States and Canada.

We offer a wide variety of technical and general business  application  software
and  PC  hardware  and   components   from  a  broad  range  of  publishers  and
manufacturers. We market our products through our catalogs, direct mail programs
and  advertisements  in trade  magazines as well as through  Internet and e-mail
promotions. Through our wholly owned subsidiary,  Lifeboat Distribution Inc., we
distribute  marketed  products to dealers and resellers in the United States and
Canada.

The Company's  sales and results of operations  have fluctuated and are expected
to  continue  to  fluctuate  on a  quarterly  basis as a result  of a number  of
factors, including: the condition of the software industry in general; shifts in
demand for software  products;  industry  shipments of new software  products or
upgrades;  the timing of new merchandise and catalog offerings;  fluctuations in
response rates;  fluctuations in postage, paper, shipping and printing costs and
in  merchandise  returns;  adverse  weather  conditions  that  affect  response,
distribution or shipping;  shifts in the timing of holidays;  and changes in the
Company's product offerings.  The Company's operating  expenditures are based on
sales  forecasts.  If revenues do not meet  expectations  in any given  quarter,
operating results may be materially adversely affected.

Results of Operations

The  following  table sets forth for the  periods  indicated  certain  financial
information  derived from the  Company's  consolidated  statement of  operations
expressed as a percentage of net sales.

                                                           Three months ended
                                                                 March 31,
                                                                 ---------
                                                             2003         2002
                                                             ----         ----

      Net sales                                              100.0%       100.0%
      Cost of sales                                           86.9         87.0
                                                          --------     --------
      Gross profit                                            13.1         13.0
      Selling, general and administrative expenses            13.0         12.4
                                                          --------     --------
      Income from operations                                   0.1          0.6
      Interest income, net                                     0.2          0.3
      Unrealized foreign exchange gain (loss)                  0.1         (0.1)
                                                          --------     --------
      Income before income taxes                               0.4          0.8
      Income taxes                                             0.1          0.2
                                                          --------     --------
      Net income                                               0.3%         0.6%
                                                          --------     --------



                                     Page 7

<PAGE>

Net Sales

Net sales in the first quarter of 2003 decreased  12.9% or $2.2 million to $15.2
million  compared to $17.4 million for the same period in 2002. The quarter over
quarter revenue decline reflects the continued  difficult business  environment.
On a  forward-looking  basis, the overall market demand for the software we sell
continues  to be volatile  with the timing and extent of the  market's  recovery
remaining uncertain.

Gross Profit

Gross  profit as a  percentage  of net sales  increased to 13.1% for the quarter
ended  March 31,  2003,  compared  to 13.0% for the same  period in 2002.  Gross
profit in absolute  dollars for the three-month  period ended March 31, 2003 was
$2.0 million as compared to $2.3 million in 2002.

The slight  increase in Gross Profit Margin reflects a minor shift in the mix of
sales. The decrease in gross profit dollars is a result of our lower sales.

On a  forward-looking  basis,  gross profit margin in future periods may be less
than the 13.1%  achieved  in the first  quarter  of 2003.  Gross  profit  margin
depends on various factors,  including the continued participation by vendors in
inventory price protection and rebate programs,  product mix, including software
maintenance and third party services, pricing strategies,  market conditions and
other  factors,  any of which could result in a reduction of gross margins below
those realized in the first quarter of 2003.

Selling, General and Administrative Expenses

SG&A expenses for the quarter ended March 31, 2003 were $2.0 million as compared
to $2.2  million for the same period in 2002,  a decrease of $0.2 million or 9%.
This  decrease  was  primarily  due to lower  personnel-related  expenses,  cost
containment initiatives and improved cost control policies and procedures.

In  light of  current  business  conditions,  we will  continue  to  review  our
organization  and cost  structure  in an  effort  to  further  reduce  operating
expenses and improve efficiencies.

Foreign currency transactions Gain (Loss)

The  unrealized  foreign  exchange gain for the quarter ended March 31, 2003 was
$22,000  compared to a loss of $10,000 for the same period in 2002. This gain in
the first three months of 2003 is primarily  due to the trade  activity with our
Canadian  subsidiary.  Although  the  Company  does  maintain  bank  accounts in
Canadian  currencies to reduce currency exchange  fluctuations,  the Company is,
nevertheless, subject to risks associated with such fluctuations.

Income Taxes

For the quarter  ended March 31,  2003,  the  Company  recorded a provision  for
income  taxes of  approximately  $ 22,000,  which  consists of a  provision  for
Canadian taxes.

The loss carry  forwards  offset  the  provision  for income  taxes for our U.S.
operations.  As per March 31, 2003, the Company had recorded a U.S. deferred tax
asset of approximately $6.5 million reflecting, in part, a benefit of $3 million
in federal  and state tax loss  carry  forwards,  which  will  expire in varying
amounts  between  2003 and  2022.  As a result  of the  current  uncertainty  of
realizing the benefits of the tax loss carry forward, valuation allowances equal
to the tax benefits for the U.S. deferred taxes have been established.

                                     Page 8

<PAGE>

The full  realization  of the tax  benefit  associated  with the  carry  forward
depends  predominantly  upon the Company's  ability to generate  taxable  income
during the carry forward  period.  The valuation  allowance will be evaluated at
the end of each reporting  period,  considering  positive and negative  evidence
about  whether  the  deferred  tax asset will be  realized.  At that  time,  the
allowance  will either be  increased or reduced;  reduction  could result in the
complete  elimination of the allowance if positive  evidence  indicates that the
value of the deferred tax assets is no longer  impaired and the  allowance is no
longer  required.  The Company's  ability to utilize  certain net operating loss
carry   forwards  is   restricted  to   approximately   $1.5  million  per  year
cumulatively,  as a result of an ownership change pursuant to Section 382 of the
Internal Revenue Code.

Liquidity and Capital Resources

Our cash and cash equivalents decreased by $0.8 million to $5.3 million at March
31, 2003, from $6.1 million at December 31, 2002.

Net cash used for operating  activities for the quarter ended March 31, 2003 was
$0.3 million and  primarily  resulted  from a $0.7 million  decrease in accounts
payable and accrued  expenses.  This  decrease  was partly  offset by a $117,000
decrease in  accounts  receivable  and a $149,000  decrease  in  inventory.  The
decrease in accounts  receivable  relates primarily to improvement in collection
and the decrease in sales.  The decrease in accounts payable is primarily due to
our decreased revenue as well as using our cash to pay vendors promptly in order
to obtain more favorable conditions.

Cash used for investing activities for the quarter ended March 31, 2003 amounted
to $0.4 million. As a result of the current low interest rates on our short-term
savings  accounts we decided to invest an  additional  $369,000 in US Government
securities, furthermore we invested $55,000 in capital expenditures.

Cash used for  financing  activities  for the  quarter  ended  March 31, 2003 of
$190,000  consisted of the  purchase of our own stock under the buyback  program
discussed below.

On October 9, 2002, the Company's Board of Directors  authorized the purchase of
an additional  500,000  shares of our common stock.  On September 16, 2002,  the
Company's  Board of Directors  authorized the purchase of an additional  500,000
shares of our common  stock.  These two  purchase  approvals  are in addition to
approval of 490,000  shares in June 2002 and 521,013  shares in October 1999 the
company was authorized to buy back in both open market and private transactions,
as conditions warrant.

The  repurchase  program is expected to remain  effective for 2003. We intend to
hold  the  repurchased  shares  in  treasury  for  general  corporate  purposes,
including  issuances  under various stock option plans. As of March 31, 2003, we
owned  approximately  1,485,000 shares purchased at an average cost of $2.95. In
the first quarter of 2003, we  repurchased  95,469 shares of company stock at an
average share price of $1.99.

The Company's  current and anticipated use of its cash and cash  equivalents is,
and will continue to be, to fund working capital,  operational  expenditures and
the stock  buyback  program.  Our  business  plan  furthermore  contemplates  to
continue  to use our  cash to pay  vendors  promptly  in order  to  obtain  more
favorable conditions.

The Company  believes that the funds held in cash and cash  equivalents  will be
sufficient to fund the Company's  working capital and cash  requirements  for at
least the next 12 months.  We currently do not have any credit  facility and, in
the foreseeable  future, we do not plan to enter into an agreement providing for
a line of credit.


                                     Page 9

<PAGE>

Critical Accounting Policies and Estimates

The Company's  discussion and analysis of its financial condition and results of
operations are based upon the Company's  consolidated  financial statements that
have been prepared in accordance with accounting  principles  generally accepted
in the United States of America.  The preparation of these financial  statements
requires the Company to make  estimates and  judgments  that affect the reported
amounts of assets, liabilities, revenues and expenses, and related disclosure of
contingent assets and liabilities.  The Company recognizes revenue from the sale
of software and hardware for microcomputers,  servers and networks upon shipment
or upon electronic delivery of the product. The Company expenses the advertising
costs  associated  with producing its catalogs.  The costs of these catalogs are
expensed in the same month the catalogs are mailed.

On an on-going  basis,  the Company  evaluates its  estimates,  including  those
related to product  returns,  bad debts,  inventories,  investments,  intangible
assets, income taxes, restructuring and contingencies and litigation.

The Company bases its estimates on  historical  experience  and on various other
assumptions  that are believed to be  reasonable  under the  circumstances,  the
results of which form the basis for making  judgments  about the carrying values
of assets and  liabilities  that are not readily  apparent  from other  sources.
Actual results may differ from these estimates  under  different  assumptions or
conditions.

The Company  believes the  following  critical  accounting  policies used in the
preparation of its consolidated financial statements affect its more significant
judgments and estimates.  The Company maintains allowances for doubtful accounts
for  estimated  losses  resulting  from the  inability of its  customers to make
required payments. If the financial condition of the Company's customers were to
deteriorate,  resulting  in an  impairment  of their  ability to make  payments,
additional allowances may be required. The Company writes down its inventory for
estimated obsolescence or unmarketable inventory equal to the difference between
the cost of inventory  and the  estimated  market  value based upon  assumptions
about future demand and market conditions.  If actual market conditions are less
favorable than those projected by management,  additional  inventory  write-offs
may be required.

The Company  records a valuation  allowance to reduce its deferred tax assets to
the amount that is more likely  than not to be  realized.  While the Company has
considered  future taxable income and ongoing  prudent and feasible tax planning
strategies in assessing the need for the valuation  allowance,  in the event the
Company  were to  determine  that it would be able to realize its  deferred  tax
assets in the future in excess of its net recorded amount,  an adjustment to the
deferred tax asset would increase  income in the period such  determination  was
made.

Certain Factors Affecting Operating Results

This report includes "forward-looking  statements" within the meaning of Section
21E of the  Securities  Exchange  Act of 1934,  as amended.  Statements  in this
report regarding  future events or conditions,  including  statements  regarding
industry prospects and the Company's expected financial  position,  business and
financing plans, are forward-looking  statements.  Although the Company believes
that  the  expectations   reflected  in  such  forward-looking   statements  are
reasonable,  it can give no assurance that such  expectations will prove to have
been correct.  We strongly urge current and  prospective  investors to carefully
consider the  cautionary  statements  and risks  contained in this Report.  Such
risks include, but are not limited to, the continued acceptance of the Company's
distribution  channel by vendors  and  customers,  the timely  availability  and
acceptance of new products, contribution of key vendor relationships and support
programs, as well as factors that affect the software industry in general.

                                     Page 10

<PAGE>

The Company operates in a rapidly changing business, and new risk factors emerge
from time to time.  Management  cannot  predict  every risk  factor,  nor can it
assess the impact, if any, of all such risk factors on the Company's business or
the extent to which any factor,  or  combination  of factors,  may cause  actual
results  to  differ  materially  from  those  projected  in any  forward-looking
statements. Accordingly, forward-looking statements should not be relied upon as
a  prediction  of actual  results and readers are  cautioned  not to place undue
reliance  on these  forward-looking  statements,  which  speak  only as of their
dates.  The Company  undertakes no  obligation to publicly  update or revise any
forward-looking  statements,  whether  as a result  of new  information,  future
events or otherwise.

The statement concerning future sales and future Gross Profit Margin are forward
looking   statements   involving  certain  risks  and   uncertainties   such  as
availability  of products,  product mix,  market  conditions  and other factors,
which could result in a fluctuation of sales below recent experience.

Stock  Volatility.  The technology sector of the United States stock markets has
experienced substantial volatility in recent periods. Numerous conditions, which
impact the  technology  sector or the stock  market in general or the Company in
particular,  whether or not such events  relate to or reflect upon the Company's
operating performance,  could adversely affect the market price of the Company's
Common Stock.

Furthermore,  fluctuations  in the Company's  operating  results,  announcements
regarding litigation,  the loss of a significant vendor,  increased competition,
reduced  vendor  incentives  and trade  credit,  higher  postage  and  operating
expenses, and other developments,  could have a significant impact on the market
price of the Company's Common Stock.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

In addition to its  activities in the United  States,  the Company also conducts
business in Canada.  We are subject to general risks attendant to the conduct of
business in Canada,  including  economic  uncertainties  and foreign  government
regulations.  In addition, the Company's Canadian business is subject to changes
in demand or pricing  resulting from  fluctuations in currency exchange rates or
other factors.

The Company's  $5.5 million  investments  in marketable  securities  are only in
highly rated and highly liquid U.S.  government  Securities.  The remaining cash
balance is invested in short-term  savings  accounts with our primary bank,  The
Bank of New York. As such, the risk of  significant  changes in the value of our
cash invested is minimal.

Item 4. Controls and Procedures

As required by Rule 13a-15  under the  Exchange  Act,  within the 90-day  period
prior to the filing date of this report,  the Company  carried out an evaluation
of the  effectiveness  of the design and operation of the  Company's  disclosure
controls and  procedures.  This evaluation was carried out under the supervision
and with the participation of the Company's management,  including the Company's
Chief Executive Officer and Chief Financial Officer. Based upon that evaluation,
the Company's Chief Executive Officer and Chief Financial Officer concluded that
the Company's  disclosure  controls and procedures  are effective.  It should be
noted that the design of any system of  controls  is based in part upon  certain
assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving  its stated goals under all  potential
future conditions,  regardless of how remote. In addition,  the Company reviewed
its  internal  controls,  and there  have  been no  significant  changes  in the
Company's internal controls or in other factors that could significantly  affect
these internal controls subsequent to the date of their evaluation.

Disclosure  controls and procedures are controls and other  procedures  that are
designed to ensure that  information  required to be disclosed by the Company in
the reports it files or submits  under the Exchange Act is recorded,  processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules and  forms.  Disclosure  controls  and  procedures
include,  without  limitation,  controls and procedures  designed to ensure that
information  required to be  disclosed by the Company in the reports it files or
submits under the Exchange Act is accumulated and  communicated to the Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer,   as  appropriate,   to  allow  timely  decisions   regarding  required
disclosure.


                                     Page 11


<PAGE>

PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

        (a) Exhibits.

            None.

        (b) Reports on Form 8-K

         The  Company  did not file any  reports  on Form 8-K  during  the three
months ended March 31, 2003.




                                   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.



                                      PROGRAMMER'S PARADISE, INC.



         May 8, 2003                  By:   /s/   Simon F. Nynens
---------------------------------           --------------------------------
         Date                               Simon F. Nynens, Chief Financial
                                            Officer and Vice President



         May 8, 2003                  By:   /s/   William H. Willett
---------------------------------           -----------------------------------
         Date                               William  H.  Willett,  Chairman  of
                                            the Board,  President  and Chief
                                            Executive Officer












                                     Page 12

<PAGE>

                           PROGRAMMER'S PARADISE, INC.

                           CERTIFICATIONS PURSUANT TO
                                 SECTION 302 OF
                         THE SARBANES-OXLEY ACT OF 2002

CERTIFICATION
-------------

I, William H. Willett, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Programmer's  Paradise,
Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a) designed  such  disclosure  controls and  procedures  to ensure that
         material  information   relating  to  the  registrant,   including  its
         consolidated  subsidiaries,  is made known to us by others within those
         entities, particularly during the period in which this quarterly report
         is being prepared;

         b) evaluated the effectiveness of the registrant's  disclosure controls
         and  procedures as of a date within 90 days prior to the filing date of
         this quarterly report (the "Evaluation Date"); and

         c)  presented  in this  quarterly  report  our  conclusions  about  the
         effectiveness  of the disclosure  controls and procedures  based on our
         evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

         a) all significant  deficiencies in the design or operation of internal
         controls  which  could  adversely  affect the  registrant's  ability to
         record,   process,   summarize  and  report  financial  data  and  have
         identified  for the  registrant's  auditors any material  weaknesses in
         internal controls; and

         b) any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date:  May 8, 2003


/s/ William H. Willett
-----------------------
William H.Willett
Chief Executive Officer


                                     Page 13

<PAGE>



CERTIFICATION
-------------

I, Simon F. Nynens, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Programmer's  Paradise,
Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

         a) designed  such  disclosure  controls and  procedures  to ensure that
         material  information   relating  to  the  registrant,   including  its
         consolidated  subsidiaries,  is made known to us by others within those
         entities, particularly during the period in which this quarterly report
         is being prepared;

         b) evaluated the effectiveness of the registrant's  disclosure controls
         and  procedures as of a date within 90 days prior to the filing date of
         this quarterly report (the "Evaluation Date"); and

         c)  presented  in this  quarterly  report  our  conclusions  about  the
         effectiveness  of the disclosure  controls and procedures  based on our
         evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

         a) all significant  deficiencies in the design or operation of internal
         controls  which  could  adversely  affect the  registrant's  ability to
         record,   process,   summarize  and  report  financial  data  and  have
         identified  for the  registrant's  auditors any material  weaknesses in
         internal controls; and

         b) any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date:  May 8, 2003


/s/ Simon F. Nynens
-----------------------
Simon F. Nynens
Chief Financial Officer








                                     Page 14

