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

                             -------------------

                                  FORM 10-K

/X/   Annual Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the fiscal year ended December 26, 1998.

/ /   Transition Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 For the transition period from __________ to
      __________.

Commission file number 0-6169

                             -------------------
                              WOLOHAN LUMBER CO.
            (Exact name of registrant as specified in its charter)

          MICHIGAN                                   38-1746752
(State or other jurisdiction of                     (I.R.S. Employer
 incorporation or organization)                   Identification Number)

                  1740 Midland Road, Saginaw, Michigan 48603
                  (Address of principal executive offices)
                                (517) 793-4532
             (Registrant's telephone number, including area code)

         Securities registered pursuant to Section 12(b) of the Act:

 Title of each class             Name of each exchange on which registered
 -------------------             -----------------------------------------
       None                                        None

         Securities registered pursuant to Section 12(g) of the Act:

                        Common Stock, $1.00 par value
                               (Title of Class)

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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes _X_  No___

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. _X_

As of March 1, 1999, 5,370,345 shares of Common Stock of the registrant were
outstanding and the aggregate market value of the shares of Common Stock held
by non-affiliates (including certain officers and non-officer directors) of
the registrant was approximately $49,244,000.

                     Documents Incorporated by Reference

Portions of the Annual Report of the registrant to its shareholders for the
year ended December 26, 1998 are incorporated by reference into Part II.

Portions of the definitive Proxy Statement of the registrant, dated March 26,
1999, filed pursuant to Regulation 14A are incorporated by reference into
Part III.

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<PAGE>

                                    PART I

Item 1. Business.

       Wolohan Lumber Co. (the "registrant") is engaged in the retail sale of
       a full-line of lumber and building materials and related items,
       through a chain of 50 building supply stores located in Illinois,
       Indiana, Kentucky, Michigan and Ohio.

       In June 1998 the registrant acquired Central Michigan Lumber Company
       headquartered in Lansing, Michigan which currently operates nine
       stores throughout mid-Michigan which sell lumber and building
       materials.

       The registrant sells to contractor builders and remodelers and to the
       "do-it-yourself" market consisting principally of homeowners. These
       customer types accounted for approximately 63% and 37%, respectively,
       of the registrant's sales for 1998.

       The registrant sells more than 30,000 different products which are
       purchased from approximately 2,000 suppliers. No supplier accounts for
       more than 5% of total purchases. The registrant purchases lumber
       products primarily from lumber and plywood mills and more than half of
       all other merchandise from original producers or manufacturers.

       The business of the registrant is not dependent upon a single customer
       or a few customers for any significant portion of sales.

       The registrant believes that backlogs are not significant to its
       business.

       The registrant is engaged in only one line of business - retail sales
       of lumber and building materials and related items. The classes of
       products include dimension lumber; sheathing plywood; building
       materials; building hardware; millwork; plumbing, heating and
       electrical; kitchen cabinets and vanities; home decorations; trusses
       and components, including storage barns; and other forest products,
       such as fencing and treated lumber.

       The business of the registrant is highly competitive, and it
       encounters competition from both national and regional chains and from
       local independent merchants, as well as integrated department stores.
       Because of the variety of competition faced by the registrant and the
       wide range of products it sells, it is virtually impossible to
       determine the registrant's competitive position in the markets it
       serves.

       The registrant holds no material patents, trademarks, licenses,
       franchises or concessions.

       The registrant's business, like the retail lumber business, generally
       is subject to seasonal influences. The second and third quarters are
       generally the periods of highest sales volumes while the first quarter
       is usually the period of lowest sales volume.

       The registrant had approximately 1,575 full-time employees at December
       26, 1998.

       To the best of the registrant's knowledge, it is complying with all
       federal, state and local environmental protection provisions.




                                      2

<PAGE>

Item 2. Properties.

       The administrative offices of the registrant are located in a
       28,000-square-foot, two-story brick face building situated on three
       acres of land owned by the registrant in Saginaw, Michigan.

       As of March 1, 1999, the registrant operated 50 building supply stores
       in the states of Illinois, Indiana, Kentucky, Michigan and Ohio. The
       showroom selling space in the stores averages 24,000 square feet. In
       addition, total warehouse and storage space (under roof) ranges in
       size from 6,000 square feet to 66,000 square feet (average of 26,000
       square feet).

       All of the building supply stores are owned in fee by the registrant
       with the exception of four leased stores.

       The registrant believes that all of its building supply stores and the
       display, warehouse and storage facilities and equipment located
       thereon are well maintained and adequate for the purpose for which
       they are used. A fleet of approximately 320 trucks is owned by the
       registrant for the delivery of its retail merchandise.


Item 3. Legal Proceedings.

       Various lawsuits arising during the normal course of business are
       pending against the Company. In the opinion of management, the
       ultimate liability, if any, resulting from these matters will have no
       significant effect on the Company's results of operations, liquidity
       or financial position.

Item 4. Submission of Matters to a Vote of Security Holders.

       Not applicable.




                                      3


<PAGE>

Executive Officers of the Registrant

The executive officers of the registrant are as follows:

                                                            Has Served
                                                          In Position
     Name                         Position                    Since      Age
------------------     --------------------------------   -------------  ---

James L. Wolohan            Chairman of the Board,            1994        47
                                President and                 1986        
                           Chief Executive Officer            1987        

David G. Honaman        Vice President-Administration,        1995        47
                             Secretary, and Chief                         
                               Financial Officer                          
                                                                          
Curtis J. LeMaster              Vice President-               1997        49
                             Marketing, Purchasing                        
                                  and Systems                             
                                                                          
John A. Sieggreen               Vice President-               1997        36
                                  Operations                              
                                                                          
Edward J. Dean               Corporate Controller             1984        48
                                                                          
James R. Krapohl                 Treasurer and                1978        53
                              Assistant Secretary                         
                                                                          

Officers of the registrant are elected each year in April at the Annual
Meeting of the Board of Directors to serve for the ensuing year and until
their successors are elected and qualified.

All of the officers of the registrant named above have held various positions
with the registrant for more than five years, with the exception of Curtis J.
LeMaster and John Sieggreen. Mr. LeMaster was Vice President of Marketing and
Purchasing with Henry Bacon Building Materials, Inc., before joining the
registrant in 1995 as Vice President-Marketing. Mr. Sieggreen served as
Marketing Director of the registrant until he resigned in February 1994.
Thereafter, he was employed by BMC West until April 1997 when he rejoined the
registrant.


                                      4


<PAGE>

                                   PART II


Item 5. Market for the Registrant's Common Equity and Related Shareholder
        Matters.

         The information set forth under the caption "Common Stock Data" on
         page 4 of the 1998 Annual Report of the registrant to its
         shareholders, is incorporated herein by reference.


Item 6. Selected Financial Data.

         The five year selected financial data set forth under the caption
         "Five Year Performance" on page 6 of the 1998 Annual Report of the
         registrant to its shareholders, is incorporated herein by reference.


Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.

         The information set forth on pages 7, 8 and 9 of the 1998 Annual
         Report of the registrant to its shareholders, is incorporated herein
         by reference.


Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

         Not Applicable


Item 8.  Financial Statements and Supplementary Data.

         The report of management, report of independent auditors, and
         financial statements included on pages 10 through 20 of the 1998
         Annual Report of the registrant to its shareholders, are
         incorporated herein by reference.

         The information set forth under the caption "Quarterly Summaries" on
         page 4 of the 1998 Annual Report of the registrant to its
         shareholders, is incorporated herein by reference.


Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure.

         None



                                      5



<PAGE>

                        REPORT OF INDEPENDENT AUDITORS


Board of Directors
Wolohan Lumber Co.


We have audited the balance sheet of Wolohan Lumber Co. as of December 28,
1996, and the related statements of income, shareowners' equity, and cash
flows for the year then ended. These financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Wolohan Lumber Co. at
December 28, 1996, and the results of its operations and its cash flows for
the year then ended, in conformity with generally accepted accounting
principles.

                                                             ERNST & YOUNG LLP



Detroit, Michigan
February 14, 1997


                                      6

<PAGE>

                                   PART III


Item 10. Directors and Executive Officers of the Registrant.

         The information set forth under the caption "Information About
         Nominees As Directors" on pages 4 and 5 of the definitive Proxy
         Statement of the registrant, dated March 26, 1999, filed with the
         Securities and Exchange Commission pursuant to Regulation 14A is
         incorporated herein by reference for information as to directors of
         the registrant.

         Reference is made to Part I of this Report for information as to
         executive officers of the registrant.


Item 11. Executive Compensation.

         The information set forth under the captions "Compensation Committee
         Report" on pages 5, 6 and 7 and "Executive Compensation" on pages 7,
         8 and 9 of the definitive Proxy Statement of the registrant, dated
         March 26, 1999, filed with the Securities and Exchange Commission
         pursuant to Regulation 14A is incorporated herein by reference.


Item 12. Security ownership of Certain Beneficial Owners and Management.

         The information set forth under the caption "Security Ownership" on
         pages 2 and 3 of the definitive Proxy Statement of the registrant,
         dated March 26, 1999, filed with the Securities and Exchange
         Commission pursuant to Regulation 14A is incorporated herein by
         reference.


Item 13. Certain Relationships and Related Transactions.

         None.


                                      7


<PAGE>
                                   PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K.

     (a) (1) and (2) -- The response to this portion of Item 14 is
         submitted as a separate section of this report.

         (3) Listing of Exhibits -- The exhibit marked by one asterisk
         below was filed as an exhibit to Form 10-K of the registrant
         for the year ended December 31, 1980; the exhibits marked with
         three asterisks below were filed as exhibits to Form 10-Q of
         the registrant for the quarter ended June 30, 1987; the exhibit
         marked with four asterisks below was filed as an exhibit to
         Form 10-K of the registrant for the year ended December 31,
         1988; the exhibit marked with five asterisks below was filed as
         an exhibit to Form 10-Q of the registrant for the quarter ended
         June 30, 1990; the exhibit marked with six asterisks below was
         filed as an exhibit to Form 10-Q of the registrant for the
         quarter ended June 30, 1991, the exhibit marked with seven
         asterisks below was filed as an exhibit to Form 10-K of the
         registrant for the year ended December 31, 1991; and the
         exhibit marked with eight asterisks below was filed as an
         exhibit to Form 10-K of the registrant for the year ended
         December 31, 1994 (file number 0-6169), and are incorporated
         herein by reference, the exhibit number in parenthesis being
         those in such Form 10-K or 10-Q reports.

         Exhibit (3)(a)   *Articles of Incorporation (1)

         Exhibit (3)(b)   ***Amendment to Articles of Incorporation(3)(a)

         Exhibit (3)(c)   *****Amendment to Articles of Incorporation(6)(a)(1)

         Exhibit (3)(d)   ****By-laws (3) (c)

         Exhibit (4)(a)   ***Note Agreement dated as of May 1, 1987, between
                          registrant and Massachusetts Mutual Life Insurance
                          Company (4)

         Exhibit (4)(b)   *******Note Agreement dated as of January 15, 1992,
                          between registrant and Principal Mutual Life
                          Insurance Company

         Exhibit (10)(a)  ******1991 Long-Term Incentive Plan of Wolohan
                          Lumber Co. (6) (a) (1) (X)

         Exhibit (10)(b)  ********Stock Option Plan for Non-Employee
                          Directors (10) (b) (X)

         (X) A compensatory plan required to be filed as an exhibit.


                                      8


<PAGE>

         Exhibit (13)     Annual Report of registrant to its shareholders for
                          the year ended December 26, 1998

         Exhibit (21)     Subsidiaries of the registrant

         Exhibit (23)     Consent of Independent Auditors

         Exhibit (23.1)   Consent of Independent Auditors


     (b) Reports on Form 8-K filed in the fourth quarter of 1998.



         None



     (c) Exhibits -- The response to this portion of item 14 is submitted as
         a separate section of this report.



     (d) Financial Statement Schedules -- The response to this portion of
         Item 14 is submitted as a separate section of this report.



                                      9


<PAGE>

                                  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 on March 24,
1999.

                                        WOLOHAN LUMBER CO.


                                   By /s/ James L. Wolohan
                                      --------------------------------
                                      James L. Wolohan
                                      Chairman of the Board,
                                      President and Chief
                                      Executive Officer 
                                      (Principal Executive Officer)


                                  By  /s/ David G. Honaman 
                                      --------------------------------
                                      David G. Honaman
                                      Vice President - Administration,
                                      Chief Financial 
                                      Officer and Secretary
                                      (Principal Financial Officer)


                                  By  /s/ Edward J. Dean
                                      --------------------------------
                                      Edward J. Dean
                                      Corporate Controller
                                      (Principal Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on March 24, 1999.

Signature                  Title          Signature                   Title
---------                  -----          ---------                   -----

                           Director                                   Director
/s/ Hugo E. Braun, Jr.                    /s/ Lee A. Shobe
----------------------                    --------------------
Hugo E. Braun, Jr.                        Lee A. Shobe


                           Director                                   Director
/s Leo B. Corwin                          /s/ Charles R. Weeks
----------------------                    --------------------
Leo B. Corwin                             Charles R. Weeks


                           Director                                   Director
/s/ F. R. Lehman                          /s/ James L. Wolohan
----------------------                    --------------------
F.R. Lehman                               James L. Wolohan


                                     10


<PAGE>

                          ANNUAL REPORT ON FORM 10-K

                     Item 14 (a) (1) and (2), (c) and (d)

       Lists of Financial Statements and Financial Statement Schedules
                              
                              Certain Exhibits

                        Financial Statement Schedules

                         Year-Ended December 26, 1998

                              WOLOHAN LUMBER CO.

                              SAGINAW, MICHIGAN



                                     11


<PAGE>

FORM 10-K -- Item 14 (a) (1) and (2)


WOLOHAN LUMBER CO.


List of Financial Statements and Financial Statement Schedules


The following financial statements, included in the 1998 Annual Report of the
registrant to its shareholders for the year ended December 26, 1998, are
incorporated by reference in Item 8:

                  Balance sheets -- December 26, 1998 and December 27, 1997.

                  Statements of income -- Years ended December 26, 1998,
                         December 27, 1997 and December 28, 1996.

                  Statements of shareowners' equity -- Years ended
                         December 26, 1998, December 27, 1997 and
                         December 28, 1996.

                  Statements of cash flows -- Years ended December 26, 1998,
                         December 27, 1997 and December 28, 1996.

                  Notes to financial statements -- December 26, 1998.


All other schedules for which provision is made in the applicable accounting
regulation of the Securities and Exchange Commission are not required under
the related instructions or are inapplicable, and therefore have been
omitted.






                                     12


<PAGE>
                                EXHIBIT INDEX

The exhibit marked by one asterisk below was filed as an exhibit to Form 10-K
of the registrant for the year ended December 31, 1980; the exhibits marked
with three asterisks below were filed as exhibits to Form 10-Q of the
registrant for the quarter ended June 30, 1987; the exhibit marked with four
asterisks below was filed as an exhibit to Form 10-K of the registrant for
the year ended December 31, 1988; the exhibit marked with five asterisks
below was filed as an exhibit to Form 10-Q of the registrant for the quarter
ended June 30, 1990; the exhibit marked with six asterisks below was filed as
an exhibit to Form 10-Q of the registrant for the quarter ended June 30,
1991, the exhibit marked with seven asterisks below was filed as an exhibit
to Form 10-K of the registrant for the year ended December 31, 1991; and the
exhibit marked with eight asterisks below was filed as an exhibit to Form
10-K of the registrant for the year ended December 31, 1994 (file number
0-6169), and are incorporated herein by reference, the exhibit number in
parenthesis being those in such Form 10-K or 10-Q reports.

                                                                   Page Number
                                                                    Sequential
Exhibit                                                              Numbering
Number                                                                 System
-------                                                            -----------

Exhibit  (3) (a)  *Articles of Incorporation (1)

Exhibit  (3) (b)  ***Amendment to Articles of 
                  Incorporation(3)(a)

Exhibit  (3) (c)  *****Amendment to Articles of 
                  Incorporation(6)(a)(1)

Exhibit  (3) (d)  ****By-laws (3) (c)

Exhibit  (4) (a)  ***Note Agreement dated as of May 1, 1987, 
                  between registrant and Massachusetts Mutual Life
                  Insurance Company(4)

Exhibit  (4) (b)  *******Note Agreement dated as of January 15,
                  1992 between registrant and Principal Mutual
                  Life Insurance Company

Exhibit  (10)(a)  ******1991 Long-Term Incentive Plan of Wolohan
                  Lumber Co.(6)(a)(1)

Exhibit  (10)(b)  ********Stock Option Plan for Non-Employee
                  Directors

Exhibit  (13)     Annual Report of registrant to its                      14-37
                  shareholders for the year ended December 26, 1998

Exhibit  (21)     Subsidiaries of the registrant                            38

Exhibit  (23)     Consent of Independent Auditors                           39

Exhibit  (23.1)   Consent of Independent Auditors                           40

                                   13