SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  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 September 23, 2000       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  October  31, 2000, the Registrant had 8,271,313  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
       September 23, 2000 (Unaudited), December 25, 1999 and
       September 25, 1999 (Unaudited)                                 3

      Condensed Consolidated Statements of Operations (Unaudited)-
       For the three months and nine months ended
       September 23, 2000 and September 25, 1999                      4

      Condensed Consolidated Statements of Cash Flows (Unaudited)-
       For the nine months ended September 23, 2000 and
       September 25, 1999                                             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                                               25


PART II.  OTHER INFORMATION

   Item 6. Exhibits and Reports on Form 8-K                           26

</TABLE>


                                      2




<PAGE> 3
                       WICKES INC. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED BALANCE SHEETS
                     (in thousands except share data)

<TABLE>
<CAPTION>
                                                 September 23,   December 25,   September 25,
                                                     2000           1999            1999
                                                 ------------    -----------    ------------
                                                  (UNAUDITED)                    (UNAUDITED)

           ASSETS
<S>                                             <C>              <C>            <C>
Current assets:
 Cash                                            $       153     $      450     $       621
 Accounts receivable, less allowance for doubtful
  accounts of $3,741 in 2000, $4,105 in December 1999
  and $4,231 in September 1999                       106,440        110,352         135,610
 Notes receivable from affiliate                         134            481             474
 Inventory                                           123,016        120,705         131,250
 Deferred tax asset                                    7,184          7,184           8,857
 Prepaid expenses                                      4,285          2,663           3,181
                                                     -------        -------         -------
  Total current assets                               241,212        241,835         279,993

 Notes receivable from affiliate                         349              -               -
 Property, plant and equipment, net                   53,080         50,599          49,580
 Trademark (net of accumulated amortization of
  $10,885 in 2000, $10,718 in December 1999
  and $10,663 in September 1999)                       6,134          6,301           6,357
 Deferred tax asset                                   14,695         14,695          17,482
 Rental equipment (net of accumulated depreciation
  of $1,441 in 2000, $1,010 in December 1999
  and $899 in September 1999)                          2,210          1,981           2,083
 Other assets (net of accumulated amortization of
  $12,918 in 2000, $11,463 in December 1999
  and $10,937 in September 1999)                      17,385         19,225          14,879
                                                     -------        -------         -------
  Total assets                                      $335,065       $334,636        $370,374
                                                     =======        =======         =======

   LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
 Accounts payable                                 $   62,705       $ 53,817       $  63,211
 Accrued liabilities                                  23,596         25,495          30,655
                                                     -------        -------         -------
Total current liabilities                             86,301         79,312          93,866

Long-term debt (Note 2)                              213,797        220,742         244,893
Other long-term liabilities                            3,552          3,763           3,060
Commitments and contingencies (Note 4)

Stockholders' equity:
 Preferred stock (no shares issued)
 Common stock, $0.01 par (shares issued and outstanding
     of 8,249,597 in 2000,  8,224,888 in December 1999 and
     8,218,417 in September 1999)                         82             82              82
 Additional paid-in capital                           86,997         86,870          86,839
 Accumulated deficit                                 (55,664)       (56,133)        (58,366)
                                                     -------        -------         -------

  Total stockholders' equity                          31,415         30,819          28,555
                                                     -------        -------         -------

      Total liabilities & stockholders' equity      $335,065       $334,636        $370,374
                                                    ========       ========        ========
</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         Nine Months Ended
                                                        ------------------         -----------------
                                                       Sept. 23,   Sept. 25,     Sept. 23,     Sept. 25,
                                                         2000        1999          2000          1999
                                                         ----        ----          ----          ----
<S>                                                  <C>          <C>           <C>           <C>
Net sales                                            $  281,942   $  325,371    $  777,421    $ 805,305
Cost of sales                                           219,707      259,916       609,818      641,108
                                                        -------      -------       -------      -------

  Gross profit                                           62,235       65,455       167,603      164,197

Selling, general and administrative expenses             50,829       50,524       144,645      136,997
Depreciation, goodwill and trademark amortization         1,455        1,336         4,329        3,827
Provision for doubtful accounts                             860          467         1,363          873
Other operating income                                     (937)      (1,337)       (2,640)      (4,380)
                                                         ------       ------       -------      -------

                                                         52,207       50,990       147,697      137,317

  Income from operations                                 10,028       14,465        19,906       26,880

Interest expense                                          6,163        5,877        18,176       17,137
                                                         ------       ------       -------      -------

Income before income taxes                                3,865        8,588         1,730        9,743

Provision for income taxes                                1,729        3,544         1,261        4,388
                                                         ------       ------        ------       ------

  Net income                                         $    2,136   $    5,044    $      469   $    5,355
                                                         ======       ======        ======       ======

Basic income per common share (Note 6)               $     0.26   $     0.61    $     0.06   $     0.65
                                                         ======       ======        ======       ======

Diluted income per common share (Note 6)             $     0.25   $     0.61    $     0.06   $     0.65
                                                         ======       ======        ======       ======

Weighted average common shares - for basic            8,248,643    8,217,777     8,242,949    8,214,118
                                                      =========    =========     =========    =========

Weighted average common shares - for diluted          8,476,023    8,331,816     8,501,410    8,280,861
                                                      =========    =========     =========    =========
</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>
                                                                        Nine Months Ended
                                                                        -----------------
                                                                     Sept. 23,    Sept. 25,
                                                                         2000        1999
                                                                         ----        ----
<S>                                                                  <C>         <C>
Cash flows from operating activities:
   Net income                                                        $    469    $   5,355
 Adjustments to reconcile net income to
   net cash provided by (used in) operating activities:
 Depreciation expense                                                   4,799        4,246
 Amortization of trademark                                                167          167
 Amortization of goodwill                                                 446          255
 Amortization of deferred financing costs                                 970        1,142
 Provision for doubtful accounts                                        1,363          873
 Loss / (gain) on sale of assets                                           60       (1,435)
 Changes in assets and liabilities:
  Decrease / (increase) in accounts receivable                          2,549      (41,419)
  Increase in inventory                                                (2,311)     (26,984)
  Increase in accounts payable and accrued liabilities                  6,778       19,220
  Increase in prepaids and other assets                                (2,188)      (3,347)
                                                                      -------      -------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                    13,102      (41,927)
                                                                      -------      -------
Cash flows from investing activities:
 (Increase) / decrease in notes receivable                                 (2)         621
 Purchases of property, plant and equipment                            (6,666)      (6,644)
 Payments for acquisitions                                               (800)      (7,196)
 Proceeds from sales of property, plant and equipment                     887        2,608
                                                                      -------      -------

NET CASH USED IN INVESTING ACTIVITIES                                  (6,581)     (10,611)
                                                                      -------      -------

Cash flows from financing activities:
 Net (repayments) borrowing under revolving line of credit             (6,945)      52,932
 Reductions of notes payable                                               -           (16)
 Net proceeds from issuance of common stock                               127           52
                                                                      -------      -------

NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES                    (6,818)      52,968
                                                                      -------      -------

NET (DECREASE) INCREASE IN CASH                                          (297)         430
Cash at beginning of period                                               450          191
                                                                      -------      -------

CASH AT END OF PERIOD                                                $    153     $    621
                                                                      =======      =======

Supplemental schedule of cash flow information:
 Interest paid                                                       $ 14,720     $ 12,666
 Income taxes paid                                                   $  1,054     $    876
Supplemental schedule of non-cash investing and financing activities:
 The Company purchased net assets in conjunction with acquisitions
 made during the period.  In connection with these acquisitions,
 liabilities were assumed as follows:
  Assets acquired                                                    $    800     $  7,337
  Liabilities assumed                                                $     -      $    141
  Cash paid                                                          $    800     $  7,196

</TABLE>

 The accompanying notes are an integral part of the condensed 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  generally  accepted
accounting  principles,  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  25,  1999.   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 statement of the 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 and building materials  to
building  professionals and do-it-yourself customers,  principally  in  the
Midwest,  Northeast, and Southern United States.  All information  required
by  SFAS  No. 131, "Disclosures about Segments of an Enterprise and Related
Information", is included in the Company's financial statements.

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

    The Company issued 5,276 shares of Common Stock to members of its board
of  directors  as compensation during the nine-months ended  September  23,
2000.  In addition, 19,433 shares of common stock were issued upon exercise
of employee stock options.

                                      6

<PAGE> 7

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

   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.   See  also  Note 3 regarding  the
reclassification  of  certain manufacturing expenses.


2. LONG-TERM DEBT
   --------------

    Long-term debt is comprised of the following at September 23, 2000  (in
thousands):

<TABLE>
         <S>                                   <C>
         Revolving line of credit              $  113,797
         Senior subordinated notes                100,000
         Less current maturities                       (0)
                                                ---------
         Total long-term debt                  $  213,797
                                                =========
</TABLE>

    Under  the  revolving line of credit, the Company  may  borrow  against
certain   levels  of  accounts  receivable  and  inventory.    The   unused
availability,  as defined in the Company's credit agreement,  at  September
23, 2000 was $45.2 million.


3. RECLASSIFICATION OF MANUFACTURING EXPENSES
   ------------------------------------------

    One  of  the Company's  strategic  goals  is  to  increase the  sales
volume  of  manufactured building components (roof  trusses,  wall  panels,
floor  joists,  etc.) and to continue to increase the sales  of  internally
manufactured  components.   In response to increases,  over  time,  in  the
volume of internally manufactured building components sold, the Company has
determined that certain manufacturing costs previously included in Selling,
General and Administrative expense should be classified as Cost of Sales.

    Therefore,  elements  of costs directly associated  with  manufacturing
processes  such as manufacturing labor and related benefits,  manufacturing
supplies,  equipment  depreciation, delivery expenses  and  other  overhead
items  have  been reclassified for the current and prior periods presented.
This  reclassification had no impact on income from operations, net  income
or  net  assets.  The table presented below summarizes the impact  of  this
reclassification (increase / (decrease) in thousands):

                                      7

<PAGE> 8

                       WICKES INC. AND SUBSIDIARIES
                  NOTES TO CONDENSED FINANCIAL STATEMENTS
                                (UNAUDITED)
<TABLE>
<CAPTION>
                                   Three Months        Nine Months
                                   ------------        -----------
                               Sept. 23, Sept. 25, Sept. 23, Sept. 25,
                                  2000      1999      2000      1999
                                  ----      ----      ----      ----

<S>                             <C>      <C>       <C>       <C>
Net sales                       $    0   $    0    $     0   $     0

Cost of sales                    9,242    8,357     26,886    21,921
                                 -----    -----     ------    ------

    Gross profit                (9,242)  (8,357)   (26,886)  (21,921)
                                 -----    -----     ------    ------

Selling, general and
administrative  expenses        (8,873)  (8,073)   (25,803)  (21,080)
Depreciation, goodwill and
trademark amortization            (369)    (284)    (1,083)     (841)
                                 -----    -----     ------    ------

                                (9,242)  (8,357)   (26,886)  (21,921)
                                 -----    -----     ------    ------

    Income from operations      $    0  $     0    $     0   $     0
                                 =====   ======     ======    ======

</TABLE>


4. COMMITMENTS AND CONTINGENCIES
   -----------------------------

    As of September 23, 2000, the Company had accrued approximately $98,000
(included in accrued liabilities at September 23, 2000) 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, or 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,

                                      8

<PAGE> 9

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

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 properties  sold
over the past five years.

    In  prior periods, the Company had been identified as having  used  two
landfills  which  are now Superfund clean up sites for which  requests  for
reimbursement  of  a portion of the clean-up costs were  submitted.   These
issues   have   been  settled  and  the  Company  has  been   relieved   of
responsibility.

   The Company is one of many defendants in two multi-plaintiff 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 200 actions, each
seeking  unspecified  damages,  in various Michigan  state  courts.   These
actions  are  aimed  at  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 30 similar  actions  for
insignificant  amounts,  and  another  245  of  these  actions  have   been
dismissed.   As of September 23, 2000 none of these suits have made  it  to
trial.

    Losses  in excess of the amounts accrued as of September 23,  2000  are
possible but an estimate of these amounts cannot be made.

    The  Company  is a defendant in a lawsuit arising from a 1998  accident
involving an employee truck driver that resulted in personal injuries to  a
third  party.   Plaintiffs  seek compensatory  damages  in  an  unspecified
amount.   Recently, plaintiffs have amended their complaint  to  include  a
claim  for  punitive damages in an unspecified amount, for which  insurance
coverage may or may not be available.

    The  Company also is involved in various other legal proceedings  which
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

                                      9

<PAGE> 10

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

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 result.


5. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
   -----------------------------------------

    SFAS  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.   In June 1999, SFAS No.  137,  "Accounting  for
Derivative  Instruments and Hedging Activities-Deferral  of  the  Effective
Date  of  SFAS No. 133," was issued amending SFAS No. 133 by deferring  the
effective date for one year, to fiscal years beginning after June 15, 2000.
In  June  2000,  SFAS  No.  138 amends certain provisions  to  clarify  the
implementation  on  SFAS No. 133. The Company currently is  evaluating  the
effects of SFAS No. 133, as amended by SFAS 138.

    The  Emerging  Issues  Task Force ("EITF") of the Financial  Accounting
Standards  Board has issued EITF Issue No. 00-10, "Accounting for  Shipping
and  Handling  Fees and Costs."  Currently, the EITF has agreed  that,  for
years beginning after December 15, 1999 revenues relating to "shipping  and
handling"  will  be  classified as revenues in the Income  Statement.   The
Company  expects to adopt this EITF in the fourth quarter of  fiscal  2000.
Currently,  the Company classifies the charges as a reduction  of  Selling,
General and Administrative expense.  Through the Third Quarter, Wickes  has
recorded approximately $1.8 million and $1.6 million of such fees for  2000
and 1999, respectively.


6. EARNINGS PER SHARE
   ------------------

    The  Company calculates earnings per share in accordance with Statement
of   Financial  Accounting  Standards  No.  128.   The  following  is   the
reconciliation of the numerators and denominators of the basic and  diluted
earnings per share:

                                     10

<PAGE> 11

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

<TABLE>
<CAPTION>
                              Three Months Ended         Nine Months Ended
                              ------------------         -----------------
                            Sept. 23,    Sept. 25,        Sept. 23,    Sept. 25,
                               2000         1999             2000        1999
                               ----         ----             ----        ----
<S>                         <C>          <C>           <C>          <C>
Numerators:
  Net income -for basic
 and diluted EPS            $2,136,000   $5,044,000    $  469,000   $5,355,000
                             ---------    ---------       -------    ---------

Denominators:
  Weighted average common
   shares - for basic EPS    8,248,643    8,217,777     8,242,949    8,214,118
Common shares from options     227,380      114,039       258,461       66,743
                             ---------    ---------     ---------    ---------

 Weighted average common
  shares - for diluted EPS   8,476,023    8,331,816     8,501,410    8,280,861
                             ---------    ---------     ---------    ---------

</TABLE>

    In  periods  where  net  losses  are  incurred,  certain  common  stock
equivalents  are not used in the calculation of diluted EPS as  they  would
have  an  anti-dilutive effect on EPS.  In addition,  options  to  purchase
219,325 and 250,240 shares of common stock during the first nine months  of
2000  and 1999, respectively, were not included in the diluted EPS  as  the
options' exercise prices were greater than the average market price.


7. RELATED PARTY TRANSACTIONS
   --------------------------

    The Company is approximately 35% owned by Riverside Group, Inc.

    In  March  2000, the Company entered into an agreement with Buildscape,
Inc.,   an   entity  controlled  by  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 a pilot Internet distribution program.

    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 by Riverside Group, Inc. to the Company  on  March  31,
2000.   Interest  accruing thereafter is paid on  a  quarterly  basis.   In
addition, repayment of the remaining principal balance was deferred for one
year, with quarterly principal payments commencing on April 1, 2001.

                                     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 25, 1999.

   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
include  the  effects  of  seasonality and  cyclicality;  commodity  lumber
prices; effects of competition; interest rates and the Company's ability to
service and comply with the terms of its debt; the success of the Company's
operational initiatives; and the outcome of the contingencies discussed  in
Note   4  of  the  Company's  Consolidated  Financial  Statements  included
elsewhere herein.

                               INTRODUCTION

    Wickes  Inc.  ("Wickes"  or the "Company") is a  leading  supplier  and
manufacturer of building materials 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 September 23, 2000, the Company operated in 24 states in  the
Midwest,  Northeast,  and  South.   The  Company  operated  101  sales  and
distribution  facilities  and  26 component manufacturing  facilities  that
produce  and  distribute roof and floor trusses, framed wall panels,  floor
decks  and joists, and pre-hung door units, 9 of which are located in sales
and distribution facilities.

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

                                     12

<PAGE> 13

    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  operations.   In  Major  Markets,  the  Company  serves  the
national, regional, and large local builder with a total solutions approach
and  specialized services.  In Conventional Markets with lower  population,
the  Company  provides  the  smaller building  professional  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 26 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.
(See  Note  3  to  the  financial statements for  the  effects  of  certain
reclassifications  from SG&A to cost of sales.) 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>
<CAPTION>
                              Three Months Ended         Nine Months Ended
                              ------------------         -----------------
                            Sept. 23,   Sept. 25,       Sept. 23,   Sept. 25,
                               2000        1999            2000        1999
                               ----        ----            ----        ----
<S>                           <C>         <C>             <C>         <C>
Net sales                     100.0%      100.0%          100.0%      100.0%
Gross profit                   22.1%       20.1%           21.6%       20.4%
Selling, general and
  administrative expense       18.0%       15.5%           18.6%       17.0%
Depreciation, goodwill
  and trademark amortization    0.5%        0.4%            0.6%        0.5%

Provision for doubtful
  accounts                      0.3%        0.2%            0.2%        0.1%

Other operating income         (0.3)%      (0.4)%          (0.4)%      (0.5)%
Income from operations          3.6%        4.4%            2.6%        3.3%

</TABLE>

                                     13

<PAGE> 14

Net Earnings
------------

    The Company's results of operations historically are affected by, among
other  factors, weather conditions, interest rates, lumber prices,  housing
starts and other external economic factors.  Weather conditions during  the
first  nine  months of 2000 were relatively comparable to the  prior  year.
However, the Company's largest region, the Midwest, experienced wetter than
normal  conditions  in May, June and July which tends to  adversely  impact
sales.   The second quarter and first half of 2000 showed continuing trends
of  higher interest rates, which many builders took as a sign to slow  down
production  and test demand.  In addition to these factors, housing  starts
for  the third quarter of 2000 were down from the third quarter of  1999  a
combined  9.4%  in the Midwest and Northeast regions of the  United  States
(11.0%  and  5.9%,  respectively). The Midwest  and  Northeast  represented
approximately  82.0% of the Company's sales in the third  quarter  of  2000
versus 79% in the comparable period in 1999.  When combined with the South,
housing starts for the third quarter of this year were down 10.2% from  the
third quarter of 1999.  On a year-to-date basis, actual housing starts  are
down  3.5% nationally from the third quarter of 1999.  In addition  to  the
affects of the foregoing, escalating fuel prices and higher interest  rates
also have adversely impacted the Company's earnings.

    Dimensional lumber and panel products are commodities which  cause  the
Company's  costs  to  fluctuate with changing market conditions,  generally
tracked  using the Random Lengths Framing Composite Average and the  Random
Lengths  Panel  Index.   Increases  in  commodity  lumber  prices  ("lumber
inflation")  generally  are  passed on to the  customer  with  certain  lag
effects,  resulting in higher selling prices, or are fixed in  the  futures
market  for a small percentage of longer term sales contracts.  In  periods
of  decreasing commodity lumber prices ("lumber deflation"), selling prices
for lumber decrease, with certain lag effects.

    Net  income  for  the three months ended September 23,  2000  was  $2.1
million  compared  with a net income of $5.0 million for the  three  months
ended  September 25, 1999.  The decrease in net income for the  three-month
period  primarily  is  the  result of  decreased  sales  and  gross  margin
generally  resulting from lumber deflation; increased selling, general  and
administrative ("SG&A") expenses driven by higher fuel costs;  an  increase
in the provision for doubtful accounts; and higher interest costs.

    Net  income for the first nine months of 2000 was $0.5 million compared
with  net  income of $5.4 million for the first nine months of  1999.   The
decrease in net income for the nine-month period primarily is the result of
increases  in  SG&A,  depreciation and interest  expenses,  as  well  as  a
reduction  in  other  operating income, all of which  offset  higher  gross
margin.

                                     14

<PAGE> 15

              Three Months Ended September 23, 2000 Compared
              ----------------------------------------------
              with the Three Months Ended September 25, 1999
              ----------------------------------------------

Net Sales
---------

    Net  sales  for  the third quarter of 2000 decreased  13.3%  to  $281.9
million  from  $325.4 million for the third quarter of  1999.   Same  store
sales  decreased 13.8% compared with the same period last year. Same  store
sales to the Company's primary customers, building professionals, decreased
by 13.9% when compared with the third quarter of 1999.  Consumer same-store
sales also decreased by 13.9% for the quarter.

    The  Company estimates that lumber deflation decreased total sales  for
the  third  quarter  of  2000 by approximately  $33.2  million  versus  the
comparable period in 1999. Evidencing lumber deflation for the period,  the
Random  Lengths Framing Composite Average decreased from the prior year  an
average of 30.6% and the Random Lengths Panel Index declined an average  of
35.6% from the comparable period last year.

    Sales  for  the  third  quarter of 2000  were  positively  impacted  by
investments in new initiatives such as Tool Rental and Installed  Programs,
sales of which increased 25.9%. However, these increases were offset by the
effects  of lumber deflation on sales. Same store sales decreased 19.5%  in
the  Company's  nine  target  major markets,  primarily  driven  by  lumber
deflation.

    Sales to building professionals as a percentage of total sales remained
unchanged  from the same quarter last year at 87.5%.  Lumber  and  building
materials accounted for 86.9% of total sales in the third quarter  of  2000
compared with 88.8% in 1999.

    Products  that exhibited the greatest change in sales for  the  quarter
ended  September 23, 2000 versus the comparable quarter in the  prior  year
were  lumber  and plywood (down 28.5%), drywall (down 28.7%), treated  wood
(down  12.4%), panels and trusses (down 10.7%),  and kitchen and  bath  (up
6.9%).

    For  the  quarter, sales of internally manufactured building components
increased to 55.7% of total distributed building components from  49.8%  in
the  prior  year.   The  dollar value of sales of  internally  manufactured
building components decreased 1.1% from approximately $25.1 million in 1999
to approximately $24.8 million in 2000 as a result of the effects of lumber
deflation.


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

    Gross  profit decreased to $62.2 million in the third quarter  of  2000
from  $65.5 million for the third quarter of 1999, a 4.9% decrease.   Gross
profit as a percentage of sales increased to 22.1% for the third quarter of

                                     15

<PAGE> 16

2000  from 20.1% in 1999.  The increase in gross profit as a percentage  of
sales  resulted from increased sales and gross profit margins  relating  to
internally  manufactured  products,  improved  buying  leverage,  and   the
expansion  of the Company's installed sales programs. (See Note  3  to  the
financial statements for the effects of certain reclassifications from SG&A
to cost of sales.)

   The Company believes that while the sales effect of lumber deflation did
decrease the dollar value of gross profit by approximately $6.8 million  in
the  quarter,  gross  profit  as  a  percent  of  sales  increased  due  to
significant  and  rapid lumber cost declines over the  quarter.   Commodity
lumber  accounted for 36.9% of sales in the third quarter of 2000, compared
with  42.1% for the third quarter of 1999.  The gross margin for  commodity
lumber  improved 3.7% for the quarter ended September 23, 2000  versus  the
same period last year.


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

    SG&A  expense  increased to 18.0% of net sales in the  current  quarter
compared with 15.5% of net sales for the comparable quarter last year.  The
percentage increase for the quarter is more attributable to decreased sales
resulting from lumber deflation than from increased expenses.  The $300,000
increase   in  SG&A  primarily  is  attributable  to  increased   delivery,
promotional,  and fixed expenses; offset by reductions in  salaries,  wages
and benefits.   (See Note 3 to the financial statements for the effects  of
certain reclassifications from SG&A to cost of sales.)

    Delivery  expense for the quarter increased approximately  $475,000  or
14.3%  over  the  prior year.  The increase was driven by  various  Company
initiatives  and  by  the  significant increase in  fuel  prices  over  the
comparable quarter last year.  With regard to initiatives, the expansion of
installed programs, such as insulation, siding and gutters, has caused  the
Company to incur additional delivery expense through the trucks involved in
these   programs.  Wickes  has  incurred  additional  vehicle  repair   and
maintenance,  lease  costs, fuel and other costs  of  operation  for  these
programs.  Finally,  the  Company estimates that increases  in  fuel  costs
nationwide in the third quarter of 2000 resulted in approximately  $304,000
in additional fuel expense versus the third quarter last year.

    Promotional  expenses  including travel  and  entertainment,  increased
approximately  $387,000  as  a  result  of  expanded  emphasis  on  various
initiatives  including manufactured building components,  tool  rental  and
installation programs.  Fixed expenses, other than depreciation, associated
with the operations of the stores increased approximately $189,000.

    Offsetting  the  other  increases in  SG&A  was  a  decrease  in  total
salaries,  wages  and  benefits  of approximately  $1.3  million.   Manager
salaries,  center labor, trucking, overtime, benefits, and  sales  salaries
and  commissions  generally  were  flat with  the  prior  year,  reflecting
emphasis  on  expense  control.  Management bonus  accruals  declined  $1.1
million during the period, as a result of lower operating income.

                                     16

<PAGE> 17

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

    Depreciation,  goodwill and trademark amortization  increased  to  $1.5
million  for the third quarter of 2000 compared with $1.3 million  for  the
same  period  in  1999.  This increase primarily is due to depreciation  on
three  component manufacturing facilities acquired since the second quarter
of  1999 as well as capital additions to support the Company's major market
program and manufacturing of building components.


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

    The  provision for doubtful accounts was an expense of $860,000 in  the
third quarter of 2000, compared with $467,000 in the last year.


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

    Other  operating  income for the third quarter  of  2000  was  $937,000
compared with $1.3 million for the third quarter of 1999.  During the third
quarter  of  2000,  the Company had a net loss on the  sale  of  assets  of
approximately $121,000 compared to a net gain of approximately $81,000 last
year.   The Company also recorded $217,000 in expenses related to  casualty
losses in the current quarter compared to $154,000 in the same quarter last
year.   Other operating income also included approximately $706,000 of  net
service  charge income in the current quarter (amounts charged to customers
as  late charges on delinquent balances) compared to approximately $823,000
in the same quarter last year.

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

   In the third quarter of 2000, interest expense increased to $6.2 million
from  $5.9 million during the third quarter of 1999.  Although the  average
total  long-term  debt decreased by approximately $16.2  million  from  the
third  quarter 1999, there was a 100 basis point increase in the  Company's
LIBOR  and  prime  based borrowing costs.  This increase in  the  effective
borrowing  costs  was the primary cause for the relative  increase  in  the
third  quarter interest expense over last year. Approximately  96%  of  the
Company's third quarter average borrowings on its revolving credit facility
were LIBOR-based.

                                     17

<PAGE> 18

Provision for Income Taxes
--------------------------

    The  Company recorded income tax expense of $1.7 million for the  third
quarter  of 2000 compared with expense of $3.5 million in the third quarter
of  1999.  An effective federal and state income tax rate of 38.8% was used
to  calculate income taxes for the third quarter of 2000, compared with  an
effective rate of 38.7% for the third quarter of 1999. In addition  to  the
effective  income tax rate, state franchise taxes of $308,000 and  $292,000
for  the  third  quarter  of 2000 and 1999, respectively,  were  calculated
separately and are included in the provision reported.

   The Company continues to review future earnings projections to determine
that  there is sufficient support for its deferred tax assets and valuation
allowance.   In  spite  of  the  losses  incurred  during  1997  and  1998,
management  believes 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.

                                     18

<PAGE> 19

               Nine Months Ended September 23, 2000 Compared
               ---------------------------------------------
               with the Nine Months Ended September 25, 1999
               ---------------------------------------------

Net Sales
---------

    Net  sales for the first nine months of 2000 decreased 3.5%  to  $777.4
million from $805.3 million for the first nine months of 1999.  Same  store
sales  decreased 4.1% compared with the same period last year.  Same  store
sales to the Company's primary customers, building professionals, decreased
2.8% when compared with the first nine months of 1999.  Consumer same store
sales decreased 9.7% for the same period. Same store sales in the Company's
nine  target  major markets for this period decreased 5.7%  over  the  same
period  last year, with first and second quarter gains offset by the  third
quarter as a result of lumber deflation.

    The  Company believes that the sales decrease for the nine months ended
September  23,  2000  primarily results from  the  net  effects  of  lumber
deflation  on  sales.  The Company estimates that the net effect  of  first
quarter  lumber  inflation combined with second and  third  quarter  lumber
deflation  decreased  total sales by approximately $52.1  million  compared
with the 1999 comparable period.

      Housing  starts  in  the first nine months of  2000  were  down  3.5%
nationally,  in comparison to 1999.  In the Company's primary  geographical
markets, the Midwest and Northeast, housing starts were down 3.7% over  the
comparable  period last year, and  in the South housing  starts  were  down
4.0%.

   Sales to building professionals as a percentage of total sales increased
to  88.6%  in the nine months of 2000 compared with 87.7% in 1999.   Lumber
and building materials accounted for 86.8% of total sales in the first nine
months of 2000 compared with 88.0% for the same period in 1999.

   Products that exhibited the greatest change in sales for the nine months
ended  September 23, 2000 versus the comparable period in  the  prior  year
were  lumber  and plywood (down 12.2%), drywall (down 13.6%),  kitchen  and
bath  (up 6.6%), windows and doors (up 3.3%), roofing and roofing materials
(down 4.7%), and treated wood (down 5.8%).

    For  the  nine  months ended September 23, 2000,  sales  of  internally
manufactured  building components increased to $71.8 million  or  56.5%  of
total  distributed building components from $63.2 million or 51.2%  in  the
prior   year.   The  dollar  value  of  internally  manufactured   building
components increased 13.6%.

                                     19

<PAGE> 20

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

    Gross  profit  for  the first nine months of 2000 increased  to  $167.6
million  from  $164.2 million for the first nine months  of  1999,  a  2.1%
increase.  Gross profit as a percentage of sales increased to 21.6% for the
first nine months of 2000 from 20.4% in 1999.  The increase in gross profit
as  a  percentage  of sales results from increased sales and  gross  profit
margins  on  internally manufactured products, the net  effects  of  lumber
prices,   improved  buying  leverage, and the expansion  of  the  Company's
installed sales programs. (See Note 3 to the financial statements  for  the
effects of certain reclassifications from SG&A to cost of sales.)

    During  the  first nine months of Fiscal 2000, the Company  experienced
both  lumber inflation and deflation.  The estimated net effect  of  lumber
prices  on sales for the nine-month period was a reduction of approximately
$52.1   million,  which  had  the  effect  of  reducing  gross  margin   by
approximately $7.7 million.  Commodity lumber accounted for 38.2% of  sales
in  the  first nine months of 2000, compared with 41.4% in the  first  nine
months of 1999.  The gross margin on commodity lumber improved 2.2% for the
nine months ended September 23, 2000 versus the same period last year.


Selling, General and Administrative Expense
-------------------------------------------

    SG&A  expense increased to 18.6% of net sales in the first nine  months
of  2000 compared with 17.0% of net sales in the first nine months of 1999.
The  $7.6  million  increase  primarily is  attributable  to  increases  in
salaries, wages and benefits; delivery expense; and travel. (See Note 3  to
the  financial statements for the effects of certain reclassifications from
SG&A to cost of sales.)

   Total  salaries, wages and benefits for the first nine  months  of  2000
increased approximately $3.6 million or 3.8% over the first nine months  of
1999.  On a combined basis, sales salaries, commissions, trucking labor and
sales  center labor increased approximately $2.8 million or 5.0%  over  the
comparable  period last year.  This mainly was driven by sales  volume  and
product  mix  (center labor and trucking) and higher gross  margin  dollars
(sales   commissions).  Management  and  supervisory  salaries   (including
administrative salaries) increased approximately $2.1 million or 11.2% over
the prior year as a result of a normal annual increases and support for new
initiatives. Accrued management bonuses declined $1.9 million as  a  result
of   lower   operating  income.   Employee  taxes  and  benefits   declined
approximately  $640,000 or 4.1% over the prior year. As  of  September  23,
2000,  the Company had 4,410 full time and part time employees, an increase
of 2.1% from September 25, 1999.

    Delivery  expense  for  the  nine  months  ended  September  23,   2000
increased approximately $1.7 million or 18.9% over the same period in 1999.
The  increase was driven by various initiatives and by the increase in fuel
prices which began in the first quarter of 2000 and significantly escalated

                                     20

<PAGE> 21

through  the  third quarter. The expansion of installed programs,  such  as
insulation, siding and gutters, has caused the Company to incur  additional
delivery expense through the trucks involved in these programs. Wickes  has
incurred  additional vehicle repair and maintenance, lease costs, fuel  and
other costs of operation as a result of these initiatives.

    Travel  expense increased approximately $620,000 or 27.8% in  the  nine
months  of  2000  versus  the comparable period  last  year.   This  travel
reflects efforts to increase sales and support new initiatives.


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

    Depreciation,  goodwill and trademark amortization  increased  to  $4.3
million  for  the first nine months of 2000 compared with $3.8 million  for
the same period in 1999.  This increase is primarily due to depreciation on
three  component manufacturing facilities acquired since the first  quarter
of  1999  as  well as capital additions as a result of the Company's  major
market program and manufacturing of building components.


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

    The  provision for doubtful accounts increased to $1.4 million for  the
first  nine  months of 2000 from $0.9 million in the first nine  months  of
1999.


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

    Other  operating  income for the first nine months  of  2000  was  $2.6
million  compared with $4.4 million for the first nine months of 1999.   In
the  first  nine  months of 2000 and 1999, the Company  recorded  gains  of
approximately $0.1 million and $1.7 million, respectively, on the sales  of
real estate and equipment.


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

    In  the first nine months of 2000, interest expense increased to  $18.2
million  from $17.1 million during the first nine months of 1999, resulting
primarily  from an increase in the average effective borrowing rate  of  50
basis points over the comparable period last year. Approximately 85% of the
Company's  average borrowings on its revolving credit facility, during  the
first nine months of 2000, were LIBOR-based.

                                     21

<PAGE> 22

Provision for Income Taxes
--------------------------

   The Company recorded an income tax provision of $1,261,000 for the first
nine  months of 2000 compared with a provision of $4,388,000 in  the  first
nine  months  of 1999.  An effective federal and state income tax  rate  of
38.8% was used to calculate income taxes for the first nine months of 2000,
compared with an effective rate of 38.8% for the first nine months of 1999.
In  addition  to  the effective income tax rate, state franchise  taxes  of
$774,000  and  $809,000  for  the  first nine  months  of  2000  and  1999,
respectively, were calculated separately and are included in the  provision
reported.


Recently Issued Accounting Pronouncements
-----------------------------------------

    SFAS  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.   In June 1999, SFAS No.  137,  "Accounting  for
Derivative  Instruments and Hedging Activities-Deferral  of  the  Effective
Date  of  SFAS No. 133," was issued amending SFAS No. 133 by deferring  the
effective date for one year, to fiscal years beginning after June 15, 2000.
In  June  2000,  SFAS  No.  138 amends certain provisions  to  clarify  the
implementation  on  SFAS No. 133. The Company currently is  evaluating  the
effects of SFAS No. 133, as amended by SFAS 138.

    The  Emerging  Issues  Task Force ("EITF") of the Financial  Accounting
Standards  Board has issued EITF Issue No. 00-10, "Accounting for  Shipping
and  Handling  Fees and Costs."  Currently, the EITF has agreed  that,  for
years beginning after December 15, 1999 revenues relating to "shipping  and
handling"  will  be  classified as revenues in the Income  Statement.   The
Company  expects to adopt this EITF in the fourth quarter of  fiscal  2000.
Currently,  the Company classifies the charges as a reduction  of  Selling,
General and Administrative expense.  Through the Third Quarter, Wickes  has
recorded approximately $1.8 million and $1.6 million of such fees for  2000
and 1999, respectively.

                                     22

<PAGE> 23

Liquidity and Capital Resources
-------------------------------

    The  Company's principal sources of working capital and  liquidity  are
earnings and borrowings under its revolving credit facility.  The Company's
primary  need  for capital resources is to finance inventory  and  accounts
receivable.

    During  the  first nine months of 2000 net cash provided  by  operating
activities  was  $13.1 million, $55.0 million more than the  $41.9  million
used  in  the  first  nine months of 1999.  With the peak  building  season
historically  occurring  in  the second and  third  quarters,  the  Company
normally  experiences increases in its inventory levels  during  the  first
quarter  to  meet  the anticipated increase in sales,  and  in  the  second
quarter increases in accounts receivable occur as a result of the increased
sales  activity.   The  third quarter historically  provides  cash  through
operating  income  and reductions in inventory as the  Company  begins  its
seasonal  adjustments.   For  the  nine months  ended  September  23,  2000
positive cash flows from operations and the improvement from the prior year
primarily came from reductions in both inventory and accounts receivable.

    The  Company's  accounts receivable balance at the  end  of  the  third
quarter  of  2000 decreased $29.2 million when compared to the end  of  the
third  quarter  of  1999, a decrease of 21.5%.  This  difference  primarily
results from the overall sales decrease in the third quarter of 2000.

    Inventory at the end of the third quarter of 2000 was $8.2 million,  or
6.3%,  lower  than at the end of the third quarter of 1999.  This  decrease
largely  is  attributable  to the lower cost of  inventory  resulting  from
lumber deflation.  Accounts payable at the end of the third quarter of 2000
decreased  approximately $0.5 million, or 0.8% from the  third  quarter  of
1999.  The decrease primarily is attributable to the decrease in inventory.

   The Company's capital expenditures consist primarily of the construction
of  storage  facilities;  the  remodeling and  reformatting  of  sales  and
distribution  facilities; expansion of 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 and to expand or complement
its  existing  operations, especially in its major markets.  In  the  first
nine  months of 2000 the Company spent $6.7 million on capital expenditures
as  compared  to  $6.6  million for the same period  in  1999.   Under  the
Company's  revolving credit agreement as amended August 21,  2000,  capital
expenditures  during  2000  are currently limited  to  $10.2  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.

                                     23

<PAGE> 24

    The Company maintained excess availability under its revolving line  of
credit  throughout the first nine months of 2000.  At the end of the  third
quarter  total  borrowings under the revolving line of  credit  were  $31.1
million  lower  than at the end of the third quarter of  1999.   Under  the
current  terms of the Company's bank revolving credit agreement the Company
believes that it will continue to have sufficient funds available  for  its
anticipated  operations and capital expenditures.  At September  23,  2000,
$113.8  million  was  outstanding under the  Company's  revolving  line  of
credit,  and  the unused availability, as defined, was approximately  $45.2
million.
                                     24

<PAGE> 25

                       WICKES INC. AND SUBSIDIARIES

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

    The  Company  is  subject  to market risk associated  with  changes  in
interest rates and lumber futures contracts.

    The  Company  enters into lumber futures contracts as a  hedge  against
future  lumber price fluctuations.  All futures contracts are purchased  to
protect   long-term  pricing  commitments  on  specific   future   customer
purchases.  While lumber futures contracts are entered on a risk management
basis,  the  Company's  hedge positions could  show  a  net  gain  or  loss
depending  on  prevailing  market conditions.  At  December  25,  1999  the
Company  had  15 lumber futures contracts outstanding with a  total  market
value of $552,000 and an immaterial net unrealized loss.  At September  23,
2000  the Company had 25 lumber futures contracts outstanding with a  total
market  value of $0.5 million and an immaterial net loss.  These  contracts
mature in November 2000 and January 2001.

    The  fair  value of the Company's fixed rate debt was  $85  million  at
December  25, 1999 and $60 million at September 23, 2000.  Assuming  a  100
basis  point decrease in the yield to maturity, the fair value of the fixed
rate  debt  would have increased $2.4 million and $1.1 million at  December
25, 1999 and September 23, 2000, respectively.

   The  Company's revolving line of credit provides for, subject to certain
restrictions, up to $200 million of revolving credit loans and the issuance
of  up  to  $10 million of letters of credit.  Depending upon the Company's
rolling four-quarter interest coverage ratio, amounts outstanding under the
new  revolving line of credit will bear interest at a spread above the base
rate  of from 0% to 0.75% or from 1.50% to 2.25% above the applicable LIBOR
rate.   The rate is adjusted quarterly upon delivery to the lenders of  the
Company's  most recent quarterly financial statements.  Amounts outstanding
under  the  revolving line of credit will bear interest, during the  fourth
quarter  of  2000, at a spread above the base rate of Fleet Retail  Finance
Inc.  of  0.50%  or 2.00% above the applicable LIBOR rate.   Based  on  the
Company's  average borrowings for the first nine months of 2000  under  its
revolving credit agreement, subject to the effect of the interest rate swap
agreement,  a 25 basis point movement in the base rate or LIBOR rate  would
result  in  an  approximate $234,000 annualized  increase  or  decrease  in
interest expense.

   For additional discussion, reference is made to information contained in
Item  7A, Quantitative and Qualitative Disclosures About Market Risk, filed
as part of the Company's Form 10K as of December 25, 1999.

                                     25

<PAGE> 26

                            PART II
                       OTHER INFORMATION



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

     (a)  Exhibits

          4.1  Third Amendment to Credit Agreement among Wickes Inc.,
               As   borrower   and   Fleet   Retail   Finance,   Inc.,   as
               Administrative
               Agent , and as a Lender, Bank of America, N.A., and other
               Lenders as set forth on the signatory thereto.

          27.1 Financial data schedule (SEC use only).


     (b)  Reports on Form 8-K

               None.

                                     26

<PAGE> 27

                           SIGNATURES

    Pursuant  to the requirements of Section 13 or 15 (d) 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
                              (Principal Executive and Financial Officer)



                         By:   /s/ Russell J. Bonaguidi
                               ------------------------
                              Russell J. Bonaguidi
                              Vice President & Controller
                              (Principal Accounting Officer)


Date: November 7, 2000

                                     27