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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 27, 1997.

/   /    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:

                                                        Name of each exchange
     Title of each class                                 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.   /x/ Yes  / / 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 2, 1998, 6,870,653 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 $66,255,000.

                     Documents Incorporated by Reference

Portions of the Annual Report of the registrant to its shareholders for the
year ended December 27, 1997 are incorporated by reference into Part II.

Portions of the definitive Proxy Statement of the registrant, dated March 27,
1998, filed pursuant to Regulation 14A are incorporated by reference into
Part III.

Form 8-K dated November 1, 1996 is incorporated by reference into Part II,
item 9.

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                                    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 56 building supply stores located in Illinois,
       Indiana, Kentucky, Michigan, Ohio and Wisconsin.

       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 61% and 39%, respectively,
       of the registrant's sales for 1997.

       The registrant sells more than 44,000 different products which are
       purchased from approximately 2,100 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; lawn and garden; 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 nationwide and regional chains and
       from local independent merchants, as well as integrated department
       stores such as K mart, WAL-MART and Sears. 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 1,482 full-time employees at December
       27, 1997.

       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 December 27, 1997, the registrant operated 56 building supply
       stores in the states of Illinois, Indiana, Kentucky, Michigan, Ohio
       and Wisconsin. The showroom selling space in the stores averages
       27,000 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 29,000 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 300 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:

<TABLE>
<CAPTION>
                                                                              Has Served
                                                                              In Position
             Name                                Position                        Since        Age
-------------------------------    --------------------------------------    -------------    ---
<S>                                <C>                                            <C>         <C>
James L. Wolohan                   Chairman of the Board, President and           1994        46
                                          Chief Executive Officer                 1986
                                                                                  1987

David G. Honaman                      Vice President-Administration,              1995        46
                                           Secretary, and Chief
                                             Financial Officer

Mark H. Hershberger                         Vice President and                    1996        47
                                             Regional Manager

Curtis J. LeMaster                            Vice President-                     1997        48
                                           Marketing, Purchasing
                                                and Systems

John A. Sieggreen                             Vice President-                     1997        35
                                                Operations

Edward J. Dean                             Corporate Controller                   1984        47

James R. Krapohl                               Treasurer and                      1978        52
                                            Assistant Secretary
</TABLE>


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 6 of the 1997 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 8 of the 1997 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 9, 10 and 11 of the 1997 Annual
         Report of the registrant to its shareholders, is incorporated herein
         by reference.


Item 8.       Financial Statements and Supplementary Data.

         The report of management, report of independent auditors, and
         financial statements included on pages 12 through 21 of the 1997
         Annual Report of the registrant to its shareholders, are
         incorporated herein by reference.

         Presented on the following page is the report of independent
         auditors on the 1996 and 1995 financial statements.

         The information set forth under the caption "Quarterly Summaries" on
         page 6 of the 1997 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.

         As reported in the Form 8-K dated November 1, 1996, which is
         incorporated herein by reference, the registrant changed its
         independent auditors from Ernst & Young LLP to Rehmann Robson, P.C.
         effective for the fiscal year ending December 27, 1997.


                                     -5-



<PAGE>


                        REPORT OF INDEPENDENT AUDITORS



Board of Directors
Wolohan Lumber Co.

We have audited the accompanying balance sheet of Wolohan Lumber Co. as of
December 28, 1996, and the related statements of income, shareowners' equity,
and cash flows for each of the years ended December 28, 1996 and December 31,
1995. 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 audits.

We conducted our audits 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 audits provide 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 years ended December 28, 1996 and December 31, 1995, in conformity with
generally accepted accounting principles.


                            /s/ 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 27, 1998, 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 27, 1998, 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 27, 1998, 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 27, 1997

Exhibit (23)         Consents of Independent Auditors


       (b)    Reports on Form 8-K filed in the fourth quarter of 1997.

              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 the 24th of
March 1998.

                       WOLOHAN LUMBER CO.


                       By /s/ James L. Wolohan
                          --------------------------------------------------
                            James L. Wolohan
                            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, 1998.

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


/s/ James L. Wolohan,     Director        /s/ Ervin E. Wardlow      Director
-----------------------                   ----------------------
James L. Wolohan                          Ervin E. Wardlow


/s/ Richard V. Wolohan    Director        /s/ Hugo E. Braun, Jr.    Director
-----------------------                   ----------------------
Richard V. Wolohan                        Hugo E. Braun, Jr.


/s/ F.R. Lehman           Director        /s/ Leo B. Corwin         Director
-----------------------                   ----------------------
F.R. Lehman                               Leo B. Corwin


/s/ Lee A. Shobe          Director        /s/ Charles R. Weeks      Director
-----------------------                   ----------------------
Lee A. Shobe                              Charles R. Weeks

                                    -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 27, 1997

                              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 1997 Annual Report of the
registrant to its shareholders for the year ended December 27, 1997, are
incorporated by reference in Item 8:

                  Balance sheets -- December 27, 1997 and December 28, 1996.

                  Statements of income -- Years ended December 27, 1997 and
                                          December 28, 1996 and December 31, 
                                          1995.

                  Statements of shareowners' equity -- Years ended December
                                                       27, 1997 and December 
                                                       28, 1996 and December 
                                                       31, 1995.

                  Statements of cash flows -- Years ended December 27, 1997
                                              and December 28, 1996 and 
                                              December 31, 1995.

                  Notes to financial statements -- December 27, 1997.


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  
                     shareholders for the year ended 
                     December 27, 1997                                14-41

Exhibit  (23)        Consents of Independent Auditors                 42-43



                                    -13-