SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC. 20549

                                    FORM 10-Q

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


                                                                Commission File
For the Quarterly Period Ended March 30, 2002                   Number  1-14967
                               --------------                           -------


                                   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 March 30, 2002, the Registrant had 8,285,027  shares of Common Stock,  par
value $.01 per share outstanding.

<PAGE>2


                          WICKES INC. AND SUBSIDIARIES

                                      INDEX
                                      -----

<TABLE>

                                                                                              Page
                                                                                             Number
                                                                                             ------
<S>                                                                                        <C>

PART I.         FINANCIAL INFORMATION

       Item 1.  Financial Statements

           Condensed Consolidated Balance Sheets
            March 30, 2002 (Unaudited), December 29, 2001 and
            March 31, 2001 (Unaudited)                                                          3

           Condensed Consolidated Statements of Operations (Unaudited)-
            For the three months ended  March 30, 2002 and March 31, 2001                       4

           Condensed Consolidated Statements of Cash Flows (Unaudited)-
            For the three months ended March 30, 2002 and March 31, 2001                        5

           Notes to Condensed Consolidated
            Financial Statements (Unaudited)                                                    6

       Item 2.  Management's Discussion and Analysis of Financial
                     Condition and Results of Operations                                        12

       Item 3.  Quantitative and Qualitative Disclosures about
                     Market Risk                                                                20


PART II.        OTHER INFORMATION

       Item 1.  Legal Proceedings                                                               21

       Item 2.  Changes in Securities and Use of Proceeds                                       21

       Item 6.  Exhibits and Reports on Form 8-K                                                21
</TABLE>

                                       2

<PAGE>3


                          WICKES INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
              March 30, 2002, December 29, 2001 and March 31, 2001
                        (in thousands except share data)
<TABLE>

                                                                                    March 30,     December 29,       March 31,
                                                                                      2002             2001             2001
                                                                                  --------------  ---------------  ---------------
                                                                                   (UNAUDITED)                       (UNAUDITED)

<S>                                                                             <C>               <C>              <C>
                               ASSETS
Current assets:
    Cash                                                                        $           138   $          198   $          171
    Accounts receivable, less allowance for doubtful
       accounts of $2,378 in March 2002, $2,119 in December 2001,
       and $2,924 in March 2001                                                          73,094           83,369           80,149
    Notes receivable from affiliate                                                         415              430              281
    Inventory                                                                           108,119          100,118          134,238
    Deferred tax asset                                                                    9,461            7,474           10,148
    Prepaid expenses and other assets                                                     3,113            3,155            4,017
                                                                                  --------------  ---------------  ---------------
        Total current assets                                                            194,340          194,744          229,004
                                                                                  --------------  ---------------  ---------------

Notes receivable from affiliate                                                               -                -              201
Property, plant and equipment, net                                                       55,800           58,690           56,413
Trademark (net of accumulated amortization of $11,163 in March
     2002 and December 2001, $10,997 in March 2001)                                       5,856            5,856            6,023
Deferred tax asset                                                                       16,559           16,559           12,990
Rental equipment (net of accumulated depreciation of $2,357
     in March 2002, $2,186 in December 2001, and $1,734 in March 2001)                    2,066            2,287            2,598
Goodwill (net of accumulated amortization of $2,575 in March                             12,229           12,229           13,662
     2002 and December 2001, $2,232 in March 2001)
Other assets (net of accumulated amortization of $12,268 in
     2002, $11,881 in December 2001, and $10,731 in March 2001)                           5,163            4,805            6,354

                                                                                  --------------  ---------------  ---------------
        Total assets                                                            $       292,013   $      295,170   $      327,245
                                                                                  ==============  ===============  ===============

                       LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
    Current maturities of long-term debt                                        $         9,392   $        9,157   $        8,687
    Accounts payable                                                                     52,908           43,956           59,958
    Accrued liabilities                                                                  18,293           18,660           16,256
                                                                                  --------------  ---------------  ---------------
      Total current liabilities                                                          80,593           71,773           84,901
                                                                                  --------------  ---------------  ---------------

Long-term debt, less current maturities                                                 185,057          193,253          211,541
Other long-term liabilities                                                               3,313            3,373            3,380

Stockholders' equity:
    Common stock, $0.01 par (8,285,027,  8,281,585,
       8,273,685 shares issued and outstanding respectively)                                 83               83               83
    Other comprehensive income(loss)                                                          -              (93)               -
    Additional paid-in capital                                                           87,145           87,134           87,103
    Accumulated deficit                                                                 (64,178)         (60,353)         (59,763)
                                                                                  --------------  ---------------  ---------------
     Total stockholders' equity                                                          23,050           26,771           27,423
                                                                                  --------------  ---------------  ---------------
     Total liabilties and stockholders' equity                                  $       292,013   $      295,170   $      327,245
                                                                                  ==============  ===============  ===============
</TABLE>


The  accompanying  notes  are an  integral  part of the  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>
                                                                                          Three Months Ended
                                                                                          ------------------
                                                                                    March 30,             March 31,
                                                                                      2002                  2001
                                                                                  -------------        --------------

<S>                                                                             <C>                  <C>
Net sales                                                                       $      185,824       $       184,826
Cost of sales                                                                          147,439               142,669
                                                                                  -------------        --------------

    Gross profit                                                                        38,385                42,157
                                                                                  -------------        --------------

Selling, general and administrative expenses                                            37,821                44,856
Depreciation, goodwill and trademark amortization                                        1,421                 1,503
Provision for doubtful accounts                                                            464                   608
Store closing costs                                                                        962                     -
Other operating income                                                                    (565)                 (390)
                                                                                  -------------        --------------
                                                                                        40,103                46,577
                                                                                  -------------        --------------
    Loss from operations                                                                (1,718)               (4,420)

Interest expense                                                                         4,376                 5,883

                                                                                  -------------        --------------
    Loss before income taxes                                                            (6,094)              (10,303)

Income tax benefit                                                                      (2,269)               (3,819)
                                                                                  -------------        --------------

    Net loss                                                                    $       (3,825)      $        (6,484)
                                                                                  =============        ==============


Net loss per common share- basic and diluted                                    $        (0.46)      $         (0.78)

Weighted average common shares- for basic and diluted                                8,284,914             8,272,929

</TABLE>


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

                                       4
<PAGE>5
                          WICKES INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 (in thousands)
<TABLE>

                                                                                         Three Months Ended
                                                                                         ------------------

                                                                                     March 30,          March 31,
                                                                                        2002              2001
                                                                                    -------------     --------------
<S>                                                                             <C>                <C>
Cash flows from operating activities:
  Net loss                                                                       $       (3,825)    $      (6,484)
  Adjustments to reconcile net loss to
       net cash provided by (used in) operating activities:
    Depreciation expense                                                                  1,853             1,799
    Amortization of trademark                                                                 -                56
    Amortization of goodwill                                                                  -               172
    Amortization of deferred financing costs                                                387               338
    Provision for doubtful accounts                                                         464               608
    (Gain) loss on sale of assets and other items                                            (6)               19
    Deferred tax benefit                                                                 (1,989)           (3,456)
    Changes in assets and liabilities:
       Decrease (increase) in accounts receivable                                         9,811            (4,098)
       Increase in inventory                                                             (8,189)          (16,557)
       Increase in accounts payable and accrued liabilities                               8,618            19,296
       Increase in prepaids and other assets                                               (643)           (2,798)
                                                                                   -------------    --------------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                                       6,481           (11,105)
                                                                                   -------------    --------------

Cash flows from investing activities:
  Purchases of property, plant and equipment                                               (369)           (2,470)
  Proceeds from sales of property, plant and equipment                                    1,780                16
  Decrease in notes receivable                                                               15                 1
                                                                                   -------------    --------------

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                                       1,426            (2,453)

Cash flows from financing activities:
    Net borrowings (repayments) under revolving line of credit                           (3,053)           13,486
    Repayments of term loan                                                              (4,907)                -
    Debt issuance cost                                                                       (7)                -
                                                                                   -------------    --------------

NET CASH (USED IN) PROVIDED BY  FINANCING ACTIVITIES                                     (7,967)           13,486
                                                                                   -------------    --------------

NET DECREASE IN CASH                                                                        (60)              (72)
Cash at beginning of period                                                                 198               243
                                                                                   -------------    --------------

CASH AT END OF PERIOD                                                            $          138   $           171
                                                                                   =============    ==============

Supplemental schedule of cash flow information:
     Interest paid                                                               $        2,667   $         3,290
     Income taxes paid                                                           $          122   $           215

Supplemental non-cash operating and investing activities:
     Certain items have been reclassified on the balance sheet from
     inventory to property, plant, and equipment.  These items totaling
    $188K have been adjusted on the statement of cash flows as
     non-cash items.

</TABLE>

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

                                       5

<PAGE>6



                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)



1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
-----------------------------------------------

     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 condensed consolidated financial
statements  are prepared in  accordance  with  accounting  principles  generally
accepted  in the United  States of America,  which  require  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting period. Actual results could differ from those estimates.

     The  condensed   consolidated   financial  statements  should  be  read  in
conjunction  with the  Company's  consolidated  financial  statements  and notes
thereto  included in the Company's  Annual Report on Form 10-K (the "Form 10-K")
for the  fiscal  year  ended  December  29,  2001.  The  condensed  consolidated
financial  statements  reflect  all  adjustments   (consisting  only  of  normal
recurring  adjustments)  which are, in the opinion of management,  necessary for
the fair  presentation  of the  financial  results for the interim  period.  The
results of  operations  for interim  periods are not  necessarily  indicative of
results for the entire year.

     The Company has determined that it operates in one business  segment,  that
being the supply and distribution of lumber, building materials and manufactured
components to building professionals and do-it-yourself  customers,  principally
in the Midwest,  Northeast, and Southern United States. All information required
by Statement of Financial  Accounting  Standards ("SFAS") No. 131,  "Disclosures
about  Segments of an Enterprise  and Related  Information",  is included in the
Company's consolidated financial statements.

     Share Data
     ----------

     The Company  issued 3,442 shares of Common Stock to members of its board of
directors in lieu of cash  compensation  during the three months ended March 30,
2002.

     Reclassifications and Eliminations
     ----------------------------------

     Certain  reclassifications  have been made to prior year amounts to conform
to the current presentation. All material intercompany balances and transactions
have been eliminated.

                                       6
<PAGE>7

                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


2.  IMPLEMENTATION OF NEW ACCOUNTING STANDARDS
----------------------------------------------

     Effective at the  beginning of fiscal  2002,  the Company  adopted SFAS No.
142, "Goodwill and Other Intangible Assets". Upon adoption of SFAS 142, goodwill
amortization ceased. In addition,  the Company has determined that its trademark
life is indefinite and also ceased related amortization. Goodwill is now subject
to fair-value  based  impairment tests performed on an annual basis. The Company
has determined that is has only one reporting unit as defined in accordance with
SFAS No. 142. The fair value of the reporting unit was primarily estimated using
the expected present value of associated  future cash flows and market values of
comparable  businesses  where available.  The Company  determined based upon its
assessment of fair value that no impairment of the Company  exists.  As required
under SFAS 142 the  following  table  provides net losses and earnings per share
data adjusted for the effect of  amortization  of goodwill and other  indefinite
lived intangible assets.

<TABLE>

                                         March 30,            March 31,
                                          2002                  2001
                                          ----                  ----

<S>                              <C>                  <C>
     Reported net loss           $        (3,825)     $         (6,484)

      Goodwill amortization                                        172
      Trademark amortization                                        56
                                   ----------------     ----------------
      Adjusted net loss           $       (3,825)      $        (6,256)
                                   ----------------     ----------------

     Net loss per common share-
      Basic and diluted:
       Reported net loss         $         (0.46)     $          (0.78)

       Goodwill amortization                0.00                  0.02
       Trademark amortization               0.00                  0.01
                                    ----------------     -----------------
       Adjusted net loss         $         (0.46)     $          (0.76)
                                    ----------------     -----------------
</TABLE>


     In August 2001, the Financial  Accounting  Standards  Board issued SFAS No.
144,  "Accounting for the Impairment or Disposal of Long-Lived Assets." SFAS 144
resolves certain implementation issues related to SFAS No. 121 and establishes a
single  accounting  model for long-lived  assets to be disposed of by sale. SFAS
144 was adopted by the Company at the beginning of 2002.

                                       7
<PAGE>8


                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)


3.  COMPREHENSIVE LOSS
----------------------

       The components of comprehensive loss are as follows (in thousands):
<TABLE>

                                                March 30,              March 31,
                                                  2002                   2001
                                                  ----                   ----

<S>                                            <C>                     <C>
  Net loss                                $       (3,825)         $      (6,484)
  Cumulative effect of a change in
   accounting policy - adoption of
   SFAS 133, net of tax of $40                       -                      (66)

  Reclassification to earnings during
   the quarter                                                               66
                                          --------------          --------------

                                          $      (3,825)          $      (6,484)
                                          --------------          --------------
</TABLE>


4.  LONG-TERM DEBT
------------------

       Long-term debt is comprised of the following (in thousands):
<TABLE>


                                                March 30,              March 31,
                                                  2002                   2001
                                                  ----                   ----
<S>                                            <C>                       <C>
  Revolving credit facility:
     Revolving notes                      $       90,089           $    106,735
     Term notes                                   40,404                 49,537
  Senior subordinated notes                       63,956                 63,956
  Less current maturities                         (9,392)                (8,687)

                                          ---------------          -------------
  Total long-term debt                    $      185,057           $    211,541
                                          ---------------          -------------
</TABLE>



     Under the  Company's  credit  agreement,  the  Company  may borrow  against
certain levels of accounts  receivable and inventory.  Unused availability under
the credit agreement at March 30, 2002 was $26.6 million. On August 13, 2001 the
Company  amended  the  credit  agreement  to remove  the net worth  covenant  to
increase  the  required  minimum  unused  availability  from $15  million to $25
million,  and allow for certain corporate structure changes.  The amendment also
requires the Company to maintain certain average borrowing  levels.  The Company
was in compliance with all covenants as of March 30, 2002.

                                       8
<PAGE>9


                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

5.   INCOME TAXES
-----------------

     The income tax benefit for the three-month  period ended March 30, 2002 was
$2.3 million  compared to a benefit of $3.8 million for the  three-month  period
ended March 31, 2001.  An  effective  federal and state income tax rate of 37.2%
was used to calculate  income taxes for the first three months of 2002 and 37.1%
for the first three months of 2001. Included in the effective income tax rate is
state  franchise taxes of $155,000 and $205,000 for the three months ended March
30, 2002 and March 31, 2001, respectively.


6.  COMMITMENTS AND CONTINGENCIES
---------------------------------

     At March 30,  2002,  the  Company had accrued  approximately  $132,000  for
remediation of certain environmental and product liability matters.

     Many of the  sales  and  distribution  facilities  presently  and  formerly
operated  by the Company at one time  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
five years.

     The Company  previously  had been  identified  as having used two landfills
which are now  Superfund  clean up sites.  Both of these items were  settled for
immaterial amounts.

     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 not expected to be material.

                                     9
<PAGE>10


                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

     The Company is one of many defendants in approximately 541 actions, each of
which seeks  unspecified  damages,  primarily in 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 50 similar actions for insignificant  amounts,  and another 253 of these
actions have been dismissed. None of these suits have made it to trial.

     Losses  in  excess  of the  $132,000  reserved  as of  March  30,  2002 are
possible, but an estimate of these amounts cannot be made.

     The  Company  is  involved  in various  other  legal  proceedings  that are
incidental to the conduct of its business.  Certain of these proceedings involve
potential damages for which the Company's insurance coverage may be unavailable.
While the Company  does not believe  that any of these  proceedings  will have a
material adverse effect on the Company's financial  position,  annual results of
operations or liquidity, there can be no assurance of this.


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

     The Company calculates  earnings per share in accordance with SFAS No. 128.
In periods where net losses are incurred,  dilutive common stock equivalents are
not used in the  calculation of diluted EPS as they would have an  anti-dilutive
effect on EPS. For the  three-month  periods  ended March 30, 2002 and March 31,
2001, common stock equivalents of 156,000 and 166,000 shares, respectively, were
excluded as they were  anti-dilutive.  In addition,  options to purchase 413,000
and 207,000  weighted  average shares of common stock during the three months of
2002 and 2001,  respectively,  had an exercise  price  greater  than the average
market price.

                                       10
<PAGE>11


                          WICKES INC. AND SUBSIDIARIES
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

8.  RELATED PARTY TRANSACTIONS
------------------------------


     Approximately 35% of the Company's  outstanding  shares of common stock are
owned by  Riverside  Group,  Inc.  and  approximately  13% are owned by  Imagine
Investments, Inc. and its parent, Stone Investments, Inc.

     In February  2002,  the Company  entered into an agreement  with  Cybermax,
Inc., a wholly-owned subsidiary of Riverside Group, Inc. The agreement calls for
Cybermax to design,  develop  and  support a web based  system that will aid the
Company in marketing and selling  product.  For the three months ended March 30,
2002, the Company paid approximately $59,000 to Cybermax, Inc.

     In March 2000, the Company entered into an agreement with Buildscape, Inc.,
an entity affiliated with Riverside Group, Inc. and Imagine  Investments,  Inc.,
each of which  may be deemed  an  affiliate  of the  Company.  Pursuant  to this
agreement,  the Company and Buildscape,  Inc. are jointly conducting an Internet
distribution  program.  Buildscape is an Internet  service designed for builders
that allows the Company's  customers to buy products and  materials  from Wickes
and other  suppliers.  It provides  real-time  online access to the professional
builders'  specific  Wickes  price list,  bill of materials  and trade  account.
Wickes' paid Buildscape approximately $30,000 in the first quarter of 2002.

     In  February  1998,  as part of the  determination  made by the  Company to
discontinue or sell non-core  programs,  the Company sold certain  operations to
Riverside  Group,  Inc. In exchange  for these  assets,  the Company  received a
three-year  $870,000  unsecured  promissory note and 10% of future net income of
these  operations  (subject to a maximum of $429,000  plus  interest).  In March
2000,  the Company  extended  the terms of its note  receivable  from  Riverside
Group, Inc. Under the revised terms, all previously accrued interest was paid to
the  Company by  Riverside  Group,  Inc.  on March 31,  2000.  Repayment  of the
remaining  principal balance was deferred for one year, with quarterly principal
payments  commencing  on April 1, 2001 and ending June 30, 2002. On December 28,
2001 the Company amended the terms of its note receivable with Riverside  Group,
Inc. in an agreement that extended the payment of principal and interest, due in
full, on December 28, 2002. As of March 30, 2002 the remaining principal balance
was approximately $402,000, with accrued interest of approximately $13,000.

     In addition,  for the three  months ended March 30, 2002,  the Company paid
approximately $254,000 in reimbursements to affiliates of the Company's Chairman
for use of a corporate aircraft as well as office space.

                                       11
<PAGE>12

                          WICKES INC. AND SUBSIDIARIES

Item 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF OPERATIONS
-------------

     The following  discussion  should be read in conjunction with the Condensed
Consolidated  Financial  Statements and Notes thereto contained elsewhere herein
and in conjunction with the Consolidated  Financial Statements and Notes thereto
and Management's  Discussion and Analysis of Financial  Condition and Results of
Operations  contained in the Company's Annual Report on Form 10-K for the fiscal
year ended December 29, 2001.

     This Discussion and Analysis contains  statements which, to the extent that
they  are  not  recitations  of  historical  fact,  constitute  Forward  Looking
Statements  that are made pursuant to the safe harbor  provisions of the Private
Securities  Litigation  Reform  Act  of  1995  and  are  inherently  subject  to
uncertainty.  A number of important  factors could cause the Company's  business
and financial  results and financial  condition to be materially  different from
those stated in the Forward Looking Statements.

     Among the factors that could cause actual results to differ  materially are
the following:  effects of seasonality and cyclicality;  effects of competition;
interest rates and the Company's ability to service and comply with the terms of
its debt; lumber prices; the success of the Company's  operational  initiatives;
and the  outcome  of the  contingencies  discussed  in  Note 6 of the  Company's
Consolidated Financial Statements included elsewhere herein.


                                  INTRODUCTION
                                  ------------

     Wickes Inc. and its consolidated  subsidiaries  ("Wickes" or the "Company")
is a leading supplier of lumber,  building  materials and manufactured  building
components  in the United  States.  The Company  sells its products and services
primarily to  residential  and  commercial  building  professionals,  repair and
remodeling contractors and, to a lesser extent, project do-it-yourself consumers
involved in major home  improvement  projects.  At March 30,  2002,  the Company
operated 93 sales and  distribution  facilities  and 25 component  manufacturing
facilities in 23 states in the Midwest, Northeast, and South.

     The Company's  mission is to be the premier provider of building  materials
and services and manufactured  building components to the professional  segments
of the building and construction industry.

     The Company focuses on the professional  builder and contractor market. The
Company  targets five customer  groups:  the production or volume  builder;  the
custom  builder;  the tradesman;  the repair and  remodeler;  and the commercial
developer.  Its marketing  approach  encompasses three channels of distribution:
Major  Markets,  Conventional  Markets,  and Wickes  Direct.  These channels are
supported  by  the  Company's  network  of  building   component   manufacturing

                                       12
<PAGE>13


facilities.  In Major Markets,  the Company serves the national,  regional,  and
large  local  builder in larger  markets  with a total  solutions  approach  and
specialized  services. In Conventional Markets, the Company provides the smaller
building  professional  in  less-populous  markets  with  tailored  products and
services.  Wickes  Direct  provides  materials  flow  and  logistics  management
services to commercial customers. The Company also serves building professionals
through  its  network of 25  component  manufacturing  facilities  that  produce
value-added, wood framed wall panels, roof and floor truss systems, and pre-hung
interior and exterior doors.


                              RESULTS OF OPERATIONS
                              ---------------------

     The following table sets forth, for the periods  indicated,  the percentage
relationship to net sales of certain expense and income items.  This information
includes the results from all sales and distribution and component manufacturing
facilities  operated by the Company,  including  those closed or sold during the
period.

<TABLE>
                                               Three Months Ended
                                               ------------------
                                          March 30,         March 31,
                                            2002              2001
                                            ----              ----

<S>                                     <C>               <C>
   Net sales                               100.0%             100.0%
   Gross profit                             20.7%              22.8%
   Selling, general and
    administrative expense                  20.4%              24.3%
   Depreciation and goodwill
    trademark amortization                   0.8%               0.8%
   Provision for doubtful accounts           0.2%               0.3%
   Store closing costs                       0.5%                 -
   Other operating income                   (0.3)%             (0.2)%
   Loss from operations                     (0.9)%             (2.4)%

</TABLE>

     Certain  reclassifications  have been made to prior year amounts to conform
to the current presentation. All material intercompany balances and transactions
have been eliminated.

     The Company's  results of operations  are  historically  affected by, among
other factors,  weather  conditions,  interest rates, lumber prices, and housing
starts.  Weather  conditions  during  the first  three  months of 2002  recorded
relatively  warmer  than  average   temperatures  and  normal  to  below  normal
precipitation  comparable  to the  first  three  months of 2001.  The  Company's
average interest rate also decreased quarter over quarter. In addition the first
quarter was affected by slightly higher  commodity lumber prices and an increase
in  housing  starts.  During  the  first  three  months  of  2002,  the  Company
experienced reductions in selling,  general and administrative  ("SG&A") expense
as a direct  result  of a plan to reduce  under-performing  assets  and  certain
overhead programs.

                                       13
<PAGE>14


     Net losses for the  quarters  ended  March 30, 2002 and March 31, 2001 were
$3.8 million and $6.5 million, respectively.


                   Three Months Ended March 30, 2002 Compared
                   ------------------------------------------
                   with the Three Months Ended March 31, 2001
                   ------------------------------------------

Net Sales
---------

     Net sales for the first quarter of 2002 increased by $1.0 million to $185.8
million  compared  to $184.8  million for the first  quarter of 2001.  Since the
first quarter of 2001, the Company has closed,  consolidated and sold a total of
six  locations.  Same store sales  increased  5.1% compared with the  comparable
period last year. To the Company's primary  customers,  building  professionals,
same store sales  increased 7.6%, and to the consumer same store sales increased
9.8% when compared  with the first  quarter of 2001.  As of March 30, 2002,  the
Company  operated 93 sales and distribution  facilities,  compared to 101 at the
end of the first quarter of 2001.

     The  Company  believes  that the same store sales  increases  for the three
months  ended March 30, 2002  primarily  resulted  from  strength in the housing
market as well as the effects of lumber  inflation.  The Company  estimates that
the effect of lumber  inflation  for the first quarter of 2002  increased  total
sales by  approximately  $6.2 million  compared  with the same period last year.
Housing starts in the first quarter of 2002 were up 5.1% nationally  compared to
2001. In the Company's primary geographical markets, housing starts were up 4.6%
in the Midwest, up 9.8% in the Northeast, and up 5.8% in the South.

     Sales to building  professionals  as a percentage of total sales  decreased
slightly  to 92.8% in the first  quarter of 2002  compared to 92.9% in the first
quarter of 2001.  Lumber and  building  materials  accounted  for 83.9% of total
sales in the first quarter of 2002  compared  with 84.2% in 2001.  Products that
exhibited  the greatest  change in sales dollars for the quarter ended March 30,
2002 versus the comparable  quarter in the prior year were doors and windows (up
12.3%),  plywood  (down  12.4%),  kitchen and bath (up 18.0%),  and lumber (down
5.7%).


Gross Profit
------------

     Gross profit for the first quarter of 2002  decreased to $38.4 million from
$42.2 million in the first quarter of 2001, a decrease of 8.9%.  Gross profit as
a percentage of sales decreased to 20.7% in the first quarter of 2002,  compared
with  22.8% in the first  quarter  of 2001.  The  Company  believes  that  these
decreases  primarily  resulted  from a change  in the  nature  of the  Company's
co-operative  marketing  programs with its vendors from primarily purchase based
programs to primarily  co-operative  marketing and cost recovery programs.  This
resulted in lowering both gross profit and selling,  general and  administrative

                                       14
<PAGE>15

expense.  In addition,  gross margin  decreases can be attributed to declines in
lumber product margins, down 13.5% from last year, partially offset by inflation
in commodity prices.

     The  decrease  in  gross  profit  as a  percentage  of net  sales  is  also
attributable   to  a  decline  in  the  2002  quarter  in  sales  of  internally
manufactured  products  such as roof  trusses,  wall panels and pre-hung  doors,
which typically generate higher profit margins. Sales of internally manufactured
products declined by 6.2% in the first quarter of 2002 over the first quarter of
2001.  In  addition,   the  production  of  building  components   decreased  to
approximately 57% of total sales of manufactured  components from  approximately
61% in the first quarter of 2001.


Selling, General and Administrative Expense ("SG&A")
----------------------------------------------------

     SG&A expense  decreased by  approximately  $7.0 million to $37.8 million in
the first  quarter of 2002 from $44.9  million in the first  quarter of 2001,  a
15.7%  decrease.  SG&A  expense  as a  percentage  of sales  decreased  to 20.4%
compared  with 24.3% of sales in the first  quarter of 2001.  Reductions in SG&A
expense  primarily are due to decreases in total salaries (down 14%),  decreases
in delivery  costs (down 17%),  increases  in  co-operative  marketing  and cost
recovery  programs.  These  reductions  were  partially  offset by  increases in
employee benefits (up 55%), primarily from rising medical costs.


Depreciation, Goodwill and Trademark Amortization
-------------------------------------------------

     Depreciation  expense  for the  first  quarter  of 2001 was  $1.4  million,
compared with depreciation,  goodwill and trademark amortization of $1.5 million
for the  first  quarter  of 2001.  As  discussed  in Note 2 of the  consolidated
financial  statements,  the Company has ceased  amortization of goodwill and its
trademark.  Total  goodwill and trademark  amortization  in the first quarter of
2001 was approximately $228,000.


Provision for Doubtful Accounts
-------------------------------

     The provision for doubtful accounts was approximately $464,000 in the first
quarter of 2002,  compared  with  $608,000  in the first  quarter  of 2001.  The
Company believes the decrease is the result of management's  increased  emphasis
on collection efforts to reduce credit exposure and bad debts.

                                       15
<PAGE>16


Store Closing Costs
-------------------

     During the first quarter of 2002, the Company closed, consolidated, or sold
five  distributions  centers  and  one  component  plant.  Store  closing  costs
associated with these activities  typically include employee  termination costs,
estimated  future lease  obligations  and other exit costs  incurred as a direct
result of closing facilities. These store closing costs for the first quarter of
2002 were $1.0  million.  In  addition  to the costs  above,  the  Company  also
incurred charges related to the write down of inventory and receivables to their
net  realizable  value.  These  charges have been  recorded in cost of sales and
provision  for  doubtful  accounts,  respectively.  The  Company  has accrued in
current liabilities approximately $200,000 for estimated future costs associated
with these closings.


Other Operating Income
----------------------

     Other operating income for the first quarter of 2002 was $565,000  compared
with $390,000 for the first quarter of 2001.  Other operating  income  primarily
includes the sale or disposal of property, plant and equipment,  service charges
assessed customers on past due accounts receivables,  and casualty gains/losses.
The  increase  in  operating  income  primarily  is due to a decline in casualty
losses over the same period last year.


Interest Expense
----------------

     In the first quarter of 2002,  interest  expense  decreased to $4.4 million
from $5.9  million  during the first  quarter of 2001.  Interest  expense in the
first  quarter  of 2001  included  a charge of  approximately  $447,000  for the
decline  in the fair value of an  interest  rate swap that did not  qualify  for
hedge  accounting  under SFAS No. 133.  The Company  benefited  from a favorable
change in the swap value and recorded a $116,000  credit to interest  expense in
the first quarter of 2002. The interest rate swap agreement  expired in February
2002.

     The  Company's  average  debt  levels  decreased  by 10.8% over that of the
comparable  period in 2001.  The Company  continues to maximize its use of LIBOR
contracts  to minimize its overall  interest  expense.  In the first  quarter of
2002,  approximately  89.4% of the Company's  average borrowing on its revolving
credit  facility was LIBOR-based as compared with 95.6% during the first quarter
of 2001.

                                       16
<PAGE>17


Income Taxes
------------

     The Company  recorded  an income tax benefit of $2.3  million for the first
quarter of 2002  compared with a benefit of $3.8 million in the first quarter of
2001.  An  effective  federal  and  state  income  tax rate of 37.2% was used to
calculate income taxes for the quarter, compared with an effective rate of 37.1%
for same period last year.  Included in the  effective  income tax rate is state
franchise  taxes of $155,000  and  $205,000  for the first  quarters of 2002 and
2001, respectively.

     The Company  continues to review future  earnings  projections to determine
that there is  sufficient  support  for its  deferred  tax assets and  valuation
allowance.  Management continues to believe that it is more likely than not that
the Company will receive full benefit of its net deferred tax asset and that the
valuation allowance is properly stated.

     This assessment  constitutes  Forward-Looking  Information made pursuant to
the safe harbor  provisions of the Private  Securities  Litigation Reform Act of
1995 and is inherently  subject to uncertainty  and dependent upon the Company's
future  profitability,  which in turn depends  upon a number of  important  risk
factors  including  but not  limited  to:  the  effectiveness  of the  Company's
operational efforts,  cyclicality and seasonality of the Company's business, the
effects of the Company's substantial leverage, and competition.



                         LIQUIDITY AND CAPITAL RESOURCES
                         -------------------------------

     The  Company's  principal  sources of working  capital  and  liquidity  are
earnings and borrowings under its credit facility.  The Company's  assessment of
its future  funds  availability  constitutes  Forward-Looking  Information  made
pursuant  to  the  Private  Securities  Litigation  Reform  Act of  1995  and is
inherently  subject to  uncertainty  resulting  from,  among other  things,  the
factors  discussed  under  "Results of Operations - Provision for Income Taxes".
The  Company  anticipates  that  funds  provided  by  operations  and under this
facility will be adequate for the Company's future needs. The Company's  primary
need for capital resources is to finance inventory and accounts receivable.

     During the first  three  months of 2002,  net cash  provided  by  operating
activities was $6.5 million compared with net cash used in operating  activities
of $11.1  for the first  three  months of 2001.  The first  three  months of the
Company's fiscal year historically  generates negative cash flows from operating
activities.  The  improvement  made  this year was the  result of the  Company's
continued  improvement  in  managing  its  inventory,  as well as  reducing  its
accounts receivables.

     The Company's  accounts  receivable balance at the end of the first quarter
of 2002  decreased $7.1 million when compared to the end of the first quarter of
2001,  a decrease of 8.8%.  This  decrease  primarily  is the result of improved
collection efforts.

                                       17
<PAGE>18

     The  Company's  inventory  balance at the end of the first  quarter of 2002
decreased  $26.1  million or 19.5% when compared to the end of the first quarter
of 2001.  This decrease  primarily is related to the  Company's  goal to improve
inventory  management,  and a  decline  in  the  number  of  facilities,  offset
marginally by lumber  inflation.  Accounts  payable at March 30, 2002  decreased
approximately $7.1 million, or 11.8% from March 31, 2001.

     The Company's capital expenditures consist primarily of the construction of
product  storage  facilities,  the  remodeling  and  reformatting  of sales  and
distribution facilities and component manufacturing facilities, and the purchase
of vehicles,  equipment and management information systems for both existing and
new operations.  The Company also may make  expenditures to establish or acquire
operations to expand or complement  its existing  operations,  especially in its
major   markets.   In  the  first  three  months  of  2002,  the  Company  spent
approximately $369,000 on capital expenditures,  as compared to $2.5 million for
the same period in 2001.  Under the Company's bank revolving  credit  agreement,
capital  expenditures  during 2002 are  currently  limited to $7.0  million.  In
addition to capital  expenditures,  this revolving  credit  agreement allows the
Company  to  spend up to $30  million,  subject  to  certain  restrictions,  for
acquisitions.   The  Company  expects  to  fund  capital   expenditures  through
borrowings and its internally generated cash flow.


     The Company  maintained  excess  availability  under its credit  facilities
throughout 2002. The Company's  receivables and inventory  typically increase in
the  second  and  third  quarters  of the year due to  higher  sales in the peak
building season.  In these same periods,  the Company typically reaches its peak
utilization of its revolving credit facility because of the increased  inventory
and  receivables  needed for the peak building  season.  At March 30, 2002,  the
Company  had  outstanding   revolving  credit  of  $90.1  million.  The  minimum
availability requirement was $25.0 million and the unused availability was $26.6
million.

     The Company's amended and restated credit agreement and the trust indenture
relating to the Company's  11-5/8%  Senior  Subordinated  Notes contain  certain
covenants and  restrictions.  Generally,  the agreement and the trust  indenture
restrict, among other things, capital expenditures, the incurrence of additional
debt,  asset sales,  dividends,  investments,  acquisitions and other restricted
payments.  Furthermore, the agreement considers a change in control, as defined,
as an event of default. In addition, upon a change in control of the Company, as
defined in the trust  indenture,  the Company must offer to purchase the 11-5/8%
Senior  Subordinated  Notes  at  101% of the  principal  thereof,  plus  accrued
interest.

     A  commitment  fee of 0.38% is payable on the unused  amount of the amended
and restated credit agreement. Interest on amounts outstanding under the amended
and restated credit  agreement bear interest at a spread of 0.75% above the base
rate of Fleet  National  Bank  (5.50%  at March  30,  2002) or 2.50%  above  the
applicable  LIBOR rate (4.65% at March 30, 2002).  Depending  upon the Company's
rolling  four-quarter  interest  coverage  ratio  and  unused  availability,  as
defined,  amounts outstanding will bear interest at a spread above the base rate

                                       18
<PAGE>19

from 0.0% to 0.75% or from 2.00% to 2.75% above the  applicable  LIBOR rate.  At
March 30, 2002,  the Company had  designated  $15.1 million and $75.0 million as
base rate and LIBOR borrowings,  respectively.  Amounts outstanding at March 30,
2002 under the $40.4  million  term loan  portion  bear  interest at a spread of
3.00% above the applicable LIBOR rate. All interest is payable monthly.

     The Company  entered into an interest rate swap agreement that  effectively
fixed the Company's  borrowing cost at 5.75% plus the Company's  LIBOR borrowing
spread on $40.0  million of the  Company's  amended and restated  line of credit
borrowings. The interest rate swap agreement expired in February 2002.

     Substantially  all of the  Company's  accounts  receivable,  inventory  and
general  intangibles  are pledged as  collateral  under the amended and restated
credit  agreement.  In addition,  substantially  all of the Company's owned real
estate assets were provided as additional collateral in connection with the term
loan.  Availability  is limited to 85.0% of eligible  accounts  receivable  plus
60.0% of eligible  inventory,  with these  percentages  subject to change at the
permitted discretion of the agent for the lenders.

     The Company's weighted-average interest rate on all outstanding borrowings,
excluding  amortization  of debt issue costs,  for the quarters  ended March 30,
2002 and March 31, 2001 was approximately 8.65% and 9.65%, respectively.

                                       19
<PAGE>20


                          WICKES INC. AND SUBSIDIARIES

Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
-------------------------------------------------------------------

     For information of the Company's  Quantitative and Qualitative  Disclosures
About Market Risk,  please see the Company's  Annual Report on Form 10-K for the
fiscal year ended December 29, 2001.  There have been no material changes in the
Company's  quantitative or qualitative  exposure to market risk since the end of
fiscal 2001.

                                       20

<PAGE>21


                                     PART II
                                OTHER INFORMATION

Item 1.  Legal Proceedings
--------------------------

Item 2. Changes in Securities and Use of Proceeds
-------------------------------------------------

(a)  None

(b)  None

(c)  Under the Company's Director  Incentive Plan,  directors may make an annual
     irrevocable  election  to  receive up to 100% of the  annual  retainer  and
     committee  fees,  payable  quarterly,  in the form of stock.  On January 2,
     2002,  the Company  issued an  aggregate of 3,442 shares of common stock in
     lieu of $10,498 of such fees in  reliance  upon the  exemption  afforded by
     Section 4(2) of the Securities Act of 1933, as amended.

(d)  None



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


(a)  Exhibits



     10.5 (c) First  Amendment  to the  Agreement  dated March 31, 1999  between
          Registrant and Riverside Group, Inc.

          (d)  Second Amendment to the Agreement dated November 10, 1999 between
          Registrant and Riverside Group, Inc.

          (e)  Third  Amendment  to the  Agreement  dated March 27, 2000 between
          Registrant and Riverside Group, Inc.

          (f)  Fourth Amendment to the Agreement dated December 28, 2001 between
          Registrant and Riverside Group, Inc.

     10.7 Agreement  dated  February 2002 between the  Registrant  and Cybermax,
          Inc.


(b)  Reports on Form 8-K

     None.

                                       21
<PAGE>22



                                   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.

                                                     WICKES INC.




                                   By:      /s/ J. Steven Wilson
                                            ---------------------------
                                            J. Steven Wilson
                                            Chairman and Chief Executive Officer



                                   By:      /s/ James A. Hopwood
                                            -----------------------------
                                            James A. Hopwood
                                            Chief Financial Officer


Date:  May 14, 2002