SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549

                           FORM 10-Q/A
                        Amendment No. 1

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


                                                  Commission File
For the Quarterly Period Ended March 27, 1999     Number  0-22468
                               --------------             -------

                         WICKES INC.
                         -----------
     (Exact name of registrant as specified in its charter)


               Delaware                           36-3554758
               --------                           ----------
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                Identification No.)


706 North Deerpath Drive, Vernon Hills, Illinois         60061
------------------------------------------------        -------
(Address of principal executive offices)               (Zip Code)



                               847-367-3400
                               ------------
           (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, and (2) has been subject to  such
filing requirements for the past 90 days.

                                   Yes   X        No
                                        ---
As  of April 30, 1999, the Registrant had 8,214,776 shares of Common Stock,
par value $.01 per share outstanding.




<PAGE> 2

                       WICKES INC. AND SUBSIDIARIES

                                   INDEX
<TABLE>
<CAPTION>
                                                            Page
                                                           Number
                                                           ------
<S>                                                        <C>
PART I.  FINANCIAL INFORMATION

   Item 1. Financial Statements

      Condensed Consolidated Balance Sheets
       March 27, 1999 and December 26, 1998 (Unaudited)       3

      Condensed Consolidated Statements of Operations
       For the three months ended March 27, 1999 and
       March 28, 1998 (Unaudited)                             4

      Condensed Consolidated Statements of Cash Flows
       For the three months ended March 27, 1999 and
       March 28, 1998 (Unaudited)                             5

      Notes to Condensed Consolidated
       Financial Statements (Unaudited)                       6


PART II.  OTHER INFORMATION

   Item 6. Exhibits and Reports on Form 8-K                  12


</TABLE>

                                     2


<PAGE> 3

                       WICKES INC. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                (UNAUDITED)
                     (in thousands except share data)
<TABLE>
<CAPTION>
                                                         March 27,    December 26,
                                                           1999            1998
                                                        ----------     ----------
               ASSETS
<S>                                                     <C>            <C>
Current assets:
 Cash                                                    $     65       $     65
 Accounts receivable, less allowance for doubtful
     accounts of $4,524 in 1999 and $4,393 in 1998         86,769         92,926
 Notes receivable                                             863          1,095
 Inventory                                                127,597        103,716
 Deferred tax asset                                        10,582          8,857
 Prepaid expenses                                           2,454          2,808
                                                          -------        -------
  Total current assets                                    228,330        209,467
                                                          -------        -------

 Property, plant and equipment, net                        46,679         45,830
 Trademark (net of accumulated amortization of
  $10,552 in 1999 and $10,496 in 1998)                      6,468          6,523
 Deferred tax asset                                        17,482         17,482
 Rental equipment (net of accumulated depreciation
  of $684 in 1999 and $572 in 1998)                         1,866          1,883
 Other assets (net of accumulated amortization of
  $9,905 in 1999 and $9,502 in 1998)                       12,808         10,998
                                                          -------        -------
    Total assets                                         $313,633       $292,183
                                                          =======        =======

   LIABILITIES & STOCKHOLDERS' EQUITY

Current liabilities:
 Current maturities of long-term debt                    $     10       $     16
 Accounts payable                                          63,429         54,017
 Accrued liabilities                                       18,567         20,089
                                                          -------        -------
 Total current liabilities                                 82,006         74,122
                                                          -------        -------

Long-term debt, less current maturities                   208,751        191,961
Other long-term liabilities                                 2,988          2,952
Commitments and contingencies (Note 4)

Stockholders' equity:
 Preferred stock (no shares issued)
 Common stock (8,210,947 shares issued and
  outstanding in 1999 and 8,207,268 shares
  issued and outstanding in 1998)                              82             82
 Additional paid-in capital                                86,803         86,787
 Accumulated deficit                                      (66,997)       (63,721)
                                                          -------        -------
    Total stockholders' equity                             19,888         23,148
                                                          -------        -------
Total liabilities & stockholders' equity                 $313,633       $292,183
                                                          =======        =======
</TABLE>

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

                                     3

<PAGE> 4

                       WICKES INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                (UNAUDITED)
              (in thousands except share and per share data)
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                           ------------------
                                                         March 27,     March 28,
                                                           1999          1998
                                                        ---------     ---------
<S>                                                    <C>           <C>
Net sales                                              $ 191,110     $ 168,746
Cost of sales                                            145,203       127,763
                                                         -------       -------
  Gross profit                                            45,907        40,983
                                                         -------       -------

Selling, general and administrative expenses              44,643        40,595
Depreciation, goodwill and trademark amortization          1,432         1,266
Provision for doubtful accounts                              448         1,333
Restructuring and unusual items                                -         5,431
Other operating income                                      (889)       (2,386)
                                                         -------       -------
                                                          45,634        46,239
                                                         -------       -------

  Income (loss) from operations                              273        (5,256)

Interest expense                                           5,302         5,422
                                                         -------       -------
  Loss before income tax benefit                          (5,029)      (10,678)

Provision for income tax benefit                          (1,753)       (3,879)
                                                         -------       -------

  Net loss                                             $  (3,276)    $  (6,799)
                                                         =======       =======

Basic and diluted loss per common share                $   (0.40)    $   (0.83)
                                                         =======       =======

Weighted average common shares - for basic & diluted   8,210,179     8,181,850
                                                       =========     =========

</TABLE>

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


                                     4


<PAGE> 5

                       WICKES INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (UNAUDITED)
                              (in thousands)
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                           ------------------
                                                         March 27,     March 28,
                                                           1999          1998
                                                        ----------    ----------
<S>                                                    <C>           <C>
Cash flows from operating activities:
   Net loss                                            $  (3,276)    $  (6,799)
 Adjustments to reconcile net loss to
        net cash used in operating activities:
 Depreciation expense                                      1,315         1,149
 Amortization of trademark                                    56            56
 Amortization of goodwill                                     61            61
 Amortization of deferred financing costs                    342           538
 Provision for doubtful accounts                             448         1,333
 Gain on sale of assets                                      (29)       (1,399)
 Deferred tax benefit                                     (1,725)       (4,166)
 Changes in assets and liabilities:
  Decrease in accounts receivable                          5,709         5,630
  Decrease in notes receivable                               232         2,138
  Increase in inventory                                  (23,881)      (11,959)
  Increase in accounts payable, accrued liabilities
     and other long term liabilities                       7,926         8,099
  Increase in other assets                                (1,954)         (491)
                                                         -------       -------

NET CASH USED IN OPERATING ACTIVITIES                    (14,776)       (5,810)
                                                         -------       -------
Cash flows from investing activities:
 Purchases of property, plant and equipment               (2,102)         (799)
 Proceeds from sales of property, plant and equipment         78         2,724
                                                         -------       -------

NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES       (2,024)        1,925
                                                         -------       -------
Cash flows from financing activities:
 Net borrowings under revolving line of credit            16,790         3,877
 Reductions of note payable                                   (6)          (15)
 Net proceeds from issuance of common stock                   16            16
                                                         -------       -------

NET CASH PROVIDED BY FINANCING ACTIVITIES                 16,800         3,878
                                                         -------       -------

NET DECREASE IN CASH                                           -            (7)
Cash at beginning of period                                   65            79
                                                         -------       -------

CASH AT END OF PERIOD                                  $      65     $      72
                                                         =======       =======
Supplemental schedule of cash flow information:
 Interest paid                                         $   1,794     $   2,159
 Income taxes paid                                     $     217     $      82

</TABLE>

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

                                     5


<PAGE> 6

                        WICKES INC. AND SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
-----------------------------------------------
  Restatement
  -----------
    The condensed consolidated balance sheets as of March 27, 1999 and
December 26, 1998 have been restated to reflect an after-tax charge of
$514,000 related to a barter transaction entered into in the third quarter
of 1998, see Note 9. Barter Transaction.


  Basis of Financial Statement Presentation
  -----------------------------------------
    The condensed consolidated financial statements present the results of
operations,  financial  position, and cash flows of  Wickes  Inc.  and  its
consolidated subsidiaries (the "Company").  The Company has determined that
it operates in one business segment, that being the supply and distribution
of  lumber  and  building  materials to building professionals  and  do-it-
yourself  customers, primarily in the Midwest, Northeast, and  South.   All
information  required by SFAS No. 131, "Disclosures about  Segments  of  an
Enterprise and Related Information", is included in the Company's financial
statements.

    The  condensed  consolidated balance sheet as of March  27,  1999,  the
condensed   consolidated  statements  of  operations  and   the   condensed
consolidated  statements  of cash flows for the three-month  periods  ended
March 27, 1999 and March 28, 1998 have been prepared by the Company without
audit.   In the opinion of management, all adjustments (which include  only
normal  recurring  adjustments) necessary to present fairly  the  financial
position,  results of operations and cash flows at March 27, 1999  and  for
all  periods  presented  have been made. The results  for  the  three-month
period  ended March 27, 1999 are not necessarily indicative of the  results
to be expected for the full year or for any interim period.

    The year-end condensed consolidated balance sheet data was derived from
audited financial statements, but does not include all disclosures required
by  generally  accepted  accounting principles.   Certain  information  and
footnote disclosures normally included in financial statements prepared  in
accordance  with  generally  accepted  accounting  principles   have   been
condensed  or  omitted.  It is suggested that these condensed  consolidated
financial  statements be read in conjunction with the financial  statements
and  notes thereto included in the Company's Annual Report on Form 10-K for
the  year  ended December 26, 1998, filed with the Securities and  Exchange
Commission.

  Share Data
  ----------
    The Company issued 3,679 shares of Common Stock to members of its board
of directors as compensation during the three-months ended March 27, 1999.


2.  LONG-TERM DEBT
-------------------
    Long-term  debt  is comprised of the following at March  27,  1999  (in
thousands):
<TABLE>
        <S>                                    <C>
         Revolving line of credit              $  108,751
         Senior subordinated notes                100,000
         Other                                         10
         Less current maturities                      (10)
                                                  -------
         Total long-term debt                  $  208,751
                                                  =======

</TABLE>

                                     6


<PAGE> 7

                       WICKES INC. AND SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Under  the  revolving line of credit, the Company  may  borrow  against
certain  levels  of accounts receivable and inventory.  The  unused  amount
available for borrowing at March 27, 1999 was $33.9 million.

    On  February  17, 1999 the Company entered into a new revolving  credit
agreement  with a group of financial institutions.  The new revolving  line
of  credit  provides for up to $160 million of revolving credit  loans  and
credits.


3.  INCOME TAXES
-----------------
    The  provision for income taxes for the three-month period ended  March
27,  1999  was  a  benefit of $1.8 million compared to a  benefit  of  $3.9
million  for  the  three-month period ended March 28, 1998.   An  effective
federal  and  state income tax rate of 40.5% was used to  calculate  income
taxes  for the first three months of 1999, compared with an effective  rate
of  39.0%  for the first three months of 1998. In addition to the effective
income  tax rate, state franchise taxes were calculated separately and  are
included in the provision reported.


4.  COMMITMENTS AND CONTINGENCIES
---------------------------------
    At  March  27,  1999,  the Company had accrued  approximately  $152,000
(included  in  accrued liabilities at March 27, 1999)  for  remediation  of
certain   environmental   and   product  liability   matters,   principally
underground storage tank removal.

    Many  of  the sales and distribution facilities presently and  formerly
operated by the Company contained underground petroleum storage tanks.  All
such tanks known to the Company located on facilities owned or operated  by
the  Company  have  been  filled or removed in accordance  with  applicable
environmental laws in effect at the time.  As a result of reviews  made  in
connection  with  the  sale  or possible sale of  certain  facilities,  the
Company  has  found  petroleum contamination of soil and  ground  water  on
several of these sites and has taken, and expects to take, remedial actions
with   respect   thereto.   In  addition,  it  is  possible  that   similar
contamination  may exist on properties no longer owned or operated  by  the
Company   the  remediation  of  which  the  Company  could  under   certain
circumstances  be held responsible.  Since 1988, the Company  has  incurred
approximately  $2.0  million  of costs, net  of  insurance  and  regulatory
recoveries, with respect to the filling or removing of underground  storage
tanks and related investigatory and remedial actions. Insignificant amounts
of  contamination have been found on excess properties sold over  the  past
four years.  The Company has currently reserved $60,000 for estimated clean-
up costs at 15 of its locations.


                                     7

<PAGE> 8

                       WICKES INC. AND SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    The Company has been identified as having used two landfills which  are
now Superfund clean-up sites, for which it has been requested to reimburse
a  portion  of  the clean-up costs.  Based on the amounts claimed  and  the
Company's  prior  experience,  the Company has  established  a  reserve  of
$45,000 for these matters.

    The Company is one of many defendants in two class action suits filed in
August of 1996 by approximately 200 claimants for unspecified damages as  a
result  of  health  problems claimed to have been caused by  inhalation  of
silica dust, a byproduct of concrete and mortar mix, allegedly generated by
a  cement  plant with which the Company has no connection other than  as  a
customer.  The Company has entered into a cost sharing agreement  with  its
insurers, and any liability is expected to be minimal.

    The Company is one of many defendants in approximately 100 actions, each
of  which  seeks  unspecified  damages, in various  Michigan  state  courts
against  manufacturers and building material retailers by  individuals  who
claim to have suffered injuries from products containing asbestos. Each  of
the  plaintiffs  in these actions is represented by one of two  law  firms.
The  Company  is aggressively defending these actions and does not  believe
that  these  actions will have a material adverse effect  on  the  Company.
Since  1993,  the Company has settled 16 similar actions for  insignificant
amounts, and another 186 of these actions have been dismissed.  As of April
30, 1999 none of these suits have made it to trial.

    Losses  in  excess of the $152,000 reserved as of March  27,  1999  are
possible but an estimate of these amounts cannot be made.

    On  November  3, 1995, a complaint styled Morris Wolfson v.  J.  Steven
                                              -----------------------------
Wilson, Kenneth M. Kirschner, Albert Ernest, Jr., Claudia B. Slacik, Jon F.
---------------------------------------------------------------------------
Hanson, Robert E. Mulcahy, Frederick H. Schultz, Wickes Lumber Company  and
---------------------------------------------------------------------------
Riverside  Group, Inc. was filed in the Court of Chancery of the  State  of
----------------------
Delaware  in and for New Castle County (C.A. No. 14678).  As amended,  this
complaint alleged, among other things, that the sale by the Company in 1996
of 2 million newly-issued shares of the Company's Common Stock to Riverside
Group,  Inc., the Company's largest stockholder, was unfair and constituted
a  waste of assets and that the Company's directors in connection with  the
transaction breached their fiduciary duties.  In March 1999, by stipulation
among the parties, this complaint was dismissed without prejudice.

    The  Company is involved in various other legal proceedings  which  are
incidental  to the conduct of its business.  The Company does  not  believe
that  any of these proceedings will have a material adverse effect  on  the
Company.

    The Company's assessment of the matters described in this note and other
forward-looking statements in this Form 10-Q are made pursuant to the safe

                                     8

<PAGE> 9

                       WICKES INC. AND SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

harbor  provisions of the Private Securities Litigation Reform Act of  1995
("Forward-Looking Information") and are inherently subject to  uncertainty.
The  outcome  of  the matters described in this note may  differ  from  the
Company's  assessment of these matters as a result of a number  of  factors
including  but  not  limited to:  matters unknown to  the  Company  at  the
present time, development of losses materially different from the Company's
experience,  the  Company's ability to prevail against  its  insurers  with
respect to coverage issues to date, the financial ability of those insurers
and  other persons from whom the Company may be entitled to indemnity,  and
the unpredictability of matters in litigation.


5.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
---------------------------------------------
    Statement  of  Financial Accounting Standards No. 133, "Accounting  for
Derivative Instruments and Hedging Activities," standardizes the accounting
for  derivative instruments by requiring that all derivatives be recognized
as  assets  and liabilities and measured at fair value.  The  statement  is
effective  for  fiscal years beginning after June 15,  1999.   The  Company
believes adoption of the statement will not have a material effect  on  its
financial statements.


6.  EARNINGS PER SHARE
----------------------
    The  Company calculates earnings per share in accordance with Statement
of   Financial  Accounting  Standards  No.  128.   The  following  is   the
reconciliation of the numerators and denominators of the basic and  diluted
earnings per share:
<TABLE>
<CAPTION>
                                            Three Months Ended
                                            ------------------
                                           March 27,    March 28,
                                             1999         1998
                                          ----------   ----------
<S>                                      <C>          <C>
Numerators:
  Net loss - for basic and
     diluted EPS                         $(3,276,000) $(6,799,000)
                                          ----------   ----------
Denominators:
  Weighted average common
     shares - for basic EPS                8,210,179    8,181,850
     Common share from warrants                    -        5,375
     Common shares from options               65,933            -
                                          ----------   ----------
  Weighted average common
     shares - for diluted EPS              8,276,112    8,187,225

</TABLE>

                                     9


<PAGE> 10

                       WICKES INC. AND SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

In  periods where net losses are incurred, diluted weighted average  common
shares  are not used in the calculation of diluted EPS as it would have  an
anti-dilutive effect on EPS.  In addition, options to purchase 379,732  and
668,283 weighted average shares of common stock during the first quarter of
1999  and 1998, respectively,  were not included in the diluted EPS as  the
options' exercise prices were greater than the average market price.


7.  RESTRUCTURING
-----------------
    During the first quarter of 1998 the Company implemented a restructuring
plan  which  resulted in the closing or consolidation of  eight  sales  and
distribution and two manufacturing facilities in February, the sale of  two
sales  and  distribution  facilities in March, and  further  reductions  in
headquarters staffing.  As a result of the 1998 Plan, the Company  recorded
a  restructuring  charge of $5.4 million in the first  quarter.   The  $5.4
million charge included $3.7 million in estimated losses on the disposition
of  closed  facility assets and liabilities, $2.0 million in severance  and
postemployment benefits related to the 1998 plan, and a benefit of $300,000
for adjustments to prior years' restructuring accruals.


8.  SUBSEQUENT EVENTS
----------------------
    On  March  29,  1999, the Company announced the acquisition  of  Porter
Building  Products, a building components manufacturer  based  in  Delaware
with  1998  reported  sales  of $10.8 million.   Porter  Building  Products
produces  roof trusses, floor trusses, and wall panels and has  served  the
builders  in  the Delaware, eastern Pennsylvania, southern New  Jersey  and
northern Maryland markets for more than 20 years.


                                    10


<PAGE> 11


9.  BARTER TRANSACTION
----------------------
    This Amendment No. 1 is being filed as a result in the change of accounting
for a barter transaction that occurred in the third quarter of 1998.  This
change affected the Company's condensed consolidated balance sheets at
March 27, 1999 and December 26, 1998.  The following table reconciles the
amounts previously reported to the amounts currently being reported as of
March 27, 1999 (amounts in thousands).
<TABLE>
<CAPTION>
                                                Restatement
                               Previously       for Barter
                                Reported        Transaction     As Restated
                               ----------       -----------     -----------
    <S>                        <C>              <C>            <C>
         ASSETS
    Prepaid expenses            $  3,298         $   (844)      $   2,454
    Deferred tax asset            17,205              277          17,482
    Total assets                 314,200             (567)        313,633

      LIABILITIES & STOCKHOLDERS' EQUITY
    Accrued liabilities         $ 18,620         $    (53)      $  18,567
    Accumulated deficit          (66,483)            (514)        (66,997)
    Total liabilities &
     stockholders' equity        314,200             (567)        313,633
</TABLE>





                                    11


<PAGE> 12


                            PART II
                       OTHER INFORMATION




Item 6.   Exhibits and Reports on Form 8-K

     (a)  Exhibits

          27.1 Financial data schedule (SEC use only).

     (b)  Reports on Form 8-K

          None.






                                     12



<PAGE> 13

                           SIGNATURES

    Pursuant  to the requirements of Section 13 or 15 (d) of the Securities
Exchange  Act  of 1934, the Registrant has duly caused this amendment No. 1
to Form 10-Q to be signed on its behalf by the undersigned, thereunto duly
authorized.

                              WICKES INC.




                         By:  /s/ J. Steven Wilson
                              --------------------
                              J. Steven Wilson
                              Chairman and Chief Executive Officer
                              (Principal Executive and Financial Officer)



                         By:  /s/ John M. Lawrence
                              --------------------
                              John M. Lawrence
                              Controller and Principal Accounting
                              Officer


Date:  October 1, 1999




                                    13