WICKES INC. AND SUBSIDIARIES
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


               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 June 26, 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  July 31, 1999, the Registrant had 8,218,417 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
       June 26, 1999 and December 26, 1998 (Unaudited)        3

      Condensed Consolidated Statements of Operations
       For the three months and six months ended
       June 26, 1999 and June 27, 1998 (Unaudited)            4

      Condensed Consolidated Statements of Cash Flows
       For the six months ended June 26, 1999 and
       June 27, 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>
                                                      June 26,    December 26,
                                                        1999          1998
                                                      -------       --------
               ASSETS
<S>                                                 <C>            <C>
Current assets:
 Cash                                               $      71      $      65
 Accounts receivable, less allowance for doubtful
     accounts of $4,128 in 1999 and $4,393 in 1998    125,461         92,926
 Notes receivable                                         835          1,095
 Inventory                                            133,637        103,716
 Deferred tax asset                                     8,857          8,857
 Prepaid expenses                                       2,940          2,808
                                                      -------        -------
  Total current assets                                271,801        209,467
                                                      -------        -------

 Property, plant and equipment, net                    48,591         45,830
 Trademark (net of accumulated amortization of
  $10,607 in 1999 and $10,496 in 1998)                  6,412          6,523
 Deferred tax asset                                    17,482         17,482
 Rental equipment (net of accumulated depreciation
  of $804 in 1999 and $572 in 1998)                     2,032          1,883
 Other assets (net of accumulated amortization of
  $10,414 in 1999 and $9,502 in 1998)                  15,334         10,998
                                                      -------        -------
    Total assets                                    $ 361,652      $ 292,183
                                                      =======        =======

   LIABILITIES & STOCKHOLDERS' EQUITY

Current liabilities:
 Current maturities of long-term debt               $       4      $      16
 Accounts payable                                      71,072         54,017
 Accrued liabilities                                   20,206         20,089
                                                      -------        -------
  Total current liabilities                            91,282         74,122
                                                      -------        -------

Long-term debt, less current maturities               243,856        191,961
Other long-term liabilities                             3,024          2,952
Commitments and contingencies (Note 4)

Stockholders' equity:
 Preferred stock (no shares issued)
 Common stock (8,214,776 shares issued and
  outstanding in 1999 and 8,207,268 shares
  issued and outstanding in 1998)                          82             82
 Additional paid-in capital                            86,818         86,787
 Accumulated deficit                                  (63,410)       (63,721)
                                                      -------        -------
    Total stockholders' equity                         23,490         23,148
                                                      -------        -------
Total liabilities & stockholders' equity            $ 361,652      $ 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      Six Months Ended
                                                  --------------------   --------------------
                                                   June 26,   June 27,    June 26,    June 27,
                                                     1999       1998        1999        1998
                                                   -------    --------    --------    --------
<S>                                              <C>         <C>         <C>         <C>
Net sales                                        $ 288,750   $ 237,141   $ 479,860   $ 405,887
Cost of sales                                      222,425     181,052     367,628     308,815
                                                   -------     -------     -------     -------
  Gross profit                                      66,325      56,089     112,232      97,072
                                                   -------     -------     -------     -------

Selling, general and administrative expenses        54,780      45,824      99,423      86,419
Depreciation, goodwill and trademark amortization    1,616       1,284       3,048       2,550
Provision for doubtful accounts                        (42)       (124)        406       1,209
Restructuring and unusual items                          -           -           -       5,431
Other operating income                              (2,171)     (1,419)     (3,060)     (3,805)
                                                   -------     -------     -------     -------
                                                    54,183      45,565      99,817      91,804
                                                   -------     -------     -------     -------

  Income from operations                            12,142      10,524      12,415       5,268

Interest expense                                     5,958       5,489      11,260      10,911
                                                   -------     -------     -------     -------

Income (loss) before income taxes                    6,184       5,035       1,155      (5,643)

Provision (benefit) for income taxes                 2,597       2,249         844      (1,630)
                                                   -------     -------     -------     -------

  Net income (loss)                              $   3,587   $   2,786   $     311   $  (4,013)
                                                   =======     =======     =======     =======

Basic income (loss) per common share             $    0.44   $    0.34   $     .04   $   (0.49)
                                                   =======     =======     =======     =======
Diluted income (loss) per common share           $    0.43   $    0.33   $     .04   $   (0.49)
                                                   =======     =======     =======     =======
Weighted average common shares - for basic       8,214,397   8,192,806   8,212,288   8,187,328
                                                 =========   =========   =========   =========
Weighted average common shares - for diluted     8,266,817   8,333,938   8,263,784   8,187,328
                                                 =========   =========   =========   =========

</TABLE>

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

                                     4


<PAGE> 5


                       WICKES INC. AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                (UNAUDITED)
                              (in thousands)
<TABLE>
<CAPTION>
                                                               Six Months Ended
                                                               ----------------
                                                            June 26,      June 27,
                                                              1999          1998
                                                            -------       -------
<S>                                                       <C>          <C>
Cash flows from operating activities:
   Net income (loss)                                      $     311     $  (4,013)
 Adjustments to reconcile net income (loss) to
        net cash used in operating activities:
 Depreciation expense                                         2,779         2,316
 Amortization of trademark                                      111           111
 Amortization of goodwill                                       158           123
 Amortization of deferred financing costs                       729           833
 Provision for doubtful accounts                                406         1,209
 Gain on sale of assets                                      (1,427)       (1,501)
 Deferred tax benefit                                             -        (2,201)
 Changes in assets and liabilities:
  Increase in accounts receivable                           (31,185)      (18,338)
  Decrease in notes receivable                                  260         2,231
  Increase in inventory                                     (29,371)      (14,317)
  Increase in accounts payable and accrued liabilities       17,103        13,474
  Increase in other assets                                   (2,898)       (1,000)
                                                            -------       -------
NET CASH USED IN OPERATING ACTIVITIES                       (43,024)      (21,073)
                                                            -------       -------

Cash flows from investing activities:
 Purchases of property, plant and equipment                  (4,208)       (1,984)
 Payments for acquisitions                                   (7,214)            -
 Proceeds from sales of property, plant and equipment         2,538         3,549
                                                            -------       -------
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES          (8,884)        1,565
                                                            -------       -------

Cash flows from financing activities:
 Net borrowing under revolving line of credit                51,895        19,463
 Reductions of notes payable                                    (12)          (29)
 Net proceeds from issuance of common stock                      31            63
                                                            -------       -------
NET CASH PROVIDED BY FINANCING ACTIVITIES                    51,914        19,497
                                                            -------       -------

NET INCREASE (DECREASE) IN CASH                                   6           (11)
Cash at beginning of period                                      65            79
                                                            -------       -------
CASH AT END OF PERIOD                                     $      71     $      68
                                                            =======       =======

Supplemental schedule of cash flow information:
 Interest paid                                            $   9,947     $  10,444
 Income taxes paid                                        $     577     $     422
Supplemental schedule of non-cash investing and financing activities:
 The Company purchased capital stock and assets in conjunction with
 acquisitions made during the period.  In connection with these
 acquisitions, liabilities were assumed as follows:
  Purchase price of assets acquired                       $   7,355     $       -
  Cash paid                                                  (7,214)            -
                                                            -------       -------
  Liabilities assumed                                     $     141     $       -
                                                            =======       =======
</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 June 26, 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 10. 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  June  26,  1999,  the
condensed   consolidated  statements  of  operations  and   the   condensed
consolidated  statements  of cash flows for the three-month  and  six-month
periods  ended  June 26, 1999 and June 27, 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 June
26,  1999 and for all periods presented have been made. The results for the
three-month  and six-month periods ended June 26, 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 7,508 shares of Common Stock to members of its board
of directors as compensation during the six months ended June 26, 1999.


                                     6

<PAGE> 7

                      WICKES INC. AND SUBSIDIARIES
         NOTES TO CONDENSSED CONSOLLIDATED FINANCIAL STATEMENTS


2.   ACQUISITIONS
     ------------

    The  Company  has made two acquisitions during 1999,  both  component
facilities,  for  a  total cost of $7.2 million.  In  January  the  Company
acquired  to  assets  of a wall panel manufacturer located  in  Cookeville,
Tennessee and at the end of March the Company acquired the assets of Porter
Building  Products, a manufacturer of trusses and wall panels,  located  in
Bear, Delaware. The costs of these acquisitions have been allocated on  the
basis  of  the fair market value of the assets acquired and the liabilities
assumed.  The excess of the purchase price over the fair value of  the  net
assets acquired for one of the acquisitions resulted in goodwill, which  is
being  amortized  over  a  20-year period on a straight-line  basis.   Both
acquisitions  have  been  accounted for as purchases.   Operations  of  the
companies  acquired  have  been included in the  accompanying  consolidated
financial statements from their respective dates of acquisition.


3.   LONG-TERM DEBT
     --------------

    Long-term  debt  is comprised of the following at  June  26,  1999  (in
thousands):
<TABLE>
         <S>                                   <C>
         Revolving line of credit              $  143,856
         Senior subordinated notes                100,000
         Other                                          4
         Less current maturities                       (4)
                                                  -------

         Total long-term debt                  $  243,856
                                                  =======
</TABLE>

    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 June 26, 1999 was $16.1 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.  See Note 9. Subsequent Events.


4.   INCOME TAXES
     ------------

    The provision for income taxes for the six-month period ended June  26,
1999  was  $844,000 compared to a benefit of $1,630,000 for  the  six-month
period ended June 27, 1998.  An effective federal and state income tax rate
of  39.1%  was used to calculate income taxes for the first six months of 1999,

                                     7

<PAGE> 8

                      WICKES INC. AND SUBSIDIARIES
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



compared with an effective rate of 39.0% for the first six months  of
1998.  In addition to the effective income tax rate, state franchise  taxes
were calculated separately and are included in the provision reported.


5.  COMMITMENTS AND CONTINGENCIES
    -----------------------------

    At  June  26,  1999,  the  Company had accrued  approximately  $129,000
(included  in  accrued  liabilities at June 26, 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 $47,500 for estimated clean-
up costs at 13 of its locations.

    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
$28,000 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 110 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


                                      8

<PAGE> 9

                      WICKES INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



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 187 of these actions have been dismissed.  As of  July
31, 1999 none of these suits have made it to trial.

    Losses  in  excess  of the $129,000 reserved as of June  26,  1999  are
possible but an estimate of these amounts cannot be made.

    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's financial position, results of operations or liquidity.

    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
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.


6.  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,  2000.   The  Company
believes adoption of the statement will not have a material effect  on  its
financial statements.


7.  EARNINGS PER SHARE
    ------------------

    The  Company calculates earnings per share in accordance with Statement
of   Financial  Accounting  Standards  No.  128.   The  following  is   the

                                      9

<PAGE> 10

                       WICKES INC. AND SUBSIDIARIES
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


reconciliation of the numerators and denominators of the basic and  diluted
earnings per share:
<TABLE>
<CAPTION>
                                    Three Months Ended             Six Months Ended
                                    ------------------             ----------------
                                   June 26,     June 27,         June 26,     June 27,
                                     1999         1998             1999         1998
                                  ---------    ---------        ---------    ---------
<S>                             <C>          <C>             <C>          <C>
Numerators:
 Net income (loss)-for basic
     and diluted EPS             $3,587,000   $2,786,000      $   311,000  $(4,013,000)
                                  ---------    ---------        ---------    ---------
Denominators:
 Weighted average common
  shares - for basic EPS          8,214,397    8,192,806        8,212,288    8,187,328
 Common shares from options          52,420      141,132           51,496       53,205
                                  ---------    ---------        ---------    ---------
Weighted average common
 shares - for diluted EPS         8,266,817    8,333,938        8,263,784    8,240,533
                                  ---------    ---------        ---------    ---------
</TABLE>

    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
415,003  and  413,637 weighted average shares of common  stock  during  the
first half of 1999 and 1998, respectively, were not included in the diluted
EPS  as  the options' exercise prices were greater than the average  market
price.  At June, 1999 the Company revised its calculation of diluted earnings
per share to include the income tax benefit that would be realized if options
were exercised with no effect on diluted earnings per share for the reported
period.


8.  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.


9.  SUBSEQUENT EVENTS
    -----------------

    On  July 8, 1999, the Company entered into a First Amendment to  Credit
Agreement  with  its  bank  lenders.   Pursuant  to  this  amendment,   the
definition of unused availability contained in the Company's revolving line
of  credit  agreement  was modified.  Formerly, "unused availability" was

                                     10

<PAGE> 11

                       WICKES INC. AND SUBSIDIARIES
         NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

defined as the lesser of $160 million or the borrowing base, less the total
of  outstanding  loans  and credits.   As modified,  "unused  availability"
means  the borrowing base less the total of outstanding loans and  credits.
As  a result, the maximum borrowing under the revolving credit agreement of
$160  million  can now be fully utilized.  Under the former definition  the
maximum was limited to $145 million.


10. 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
June 26, 1999 and December 26, 1998.  The following table reconciles the
amounts previously reported to the amounts currently being reported as of
June 26, 1999 (amounts in thousands).
<TABLE>
<CAPTION>
                                                Restatement
                                Previously       for Barter
                                 Reported       Transaction     As Restated
                                ----------      -----------     -----------
   <S>                          <C>             <C>             <C>
         ASSETS
    Prepaid expenses            $  3,784         $   (844)      $   2,940
    Deferred tax asset            17,205              277          17,482
    Total assets                 362,219             (567)        361,652

      LIABILITIES & STOCKHOLDERS' EQUITY
    Accrued liabilities         $ 20,259         $    (53)      $  20,206
    Accumulated deficit          (62,896)            (514)        (63,410)
    Total liabilities &
     stockholders' equity        362,219             (567)        361,652
</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 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