8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 8, 2005

BLUELINX HOLDINGS INC.

(Exact name of registrant specified in its charter)

Delaware	001-32383	77-0627356
(State or other	(Commission	(I.R.S. Employer
jurisdiction of	File Number)	Identification No.)
incorporation)

4300 Wildwood Parkway, Atlanta, Georgia	30339
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (770) 953-7000

Not applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following conditions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EX-99.1 PRESS RELEASE, DATED NOVEMBER 8, 2005, REPORTING FINANCIAL RESULTS FOR THE THIRD FISCAL QUARTER ENDED OCTOBER 1, 2005

EX-99.2 WEBCAST CONFERENCE CALL SLIDES USED DURING WEBCAST CONFERENCE CALL ON NOVEMBER 8, 2005

Item 2.02 Results of Operations and Financial Condition

On November 8, 2005, BlueLinx Holdings Inc. (“BlueLinx”) issued a press release announcing its financial results for the third fiscal quarter ended October 1, 2005. A copy of BlueLinx’ press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

On November 8, 2005, as previously announced, BlueLinx held a teleconference and audio webcast to discuss its financial results from the third fiscal quarter of 2005. The webcast will be archived and can be accessed via BlueLinx’s website at www.BlueLinxCo.com. Additionally, BlueLinx has posted slides at its website, under the investor relations page, which were referenced during the audio webcast. These slides are furnished as Exhibit 99.2 hereto. All information on the slides and in the webcast is presented as of November 8, 2005, and BlueLinx does not assume any obligation to update such information in the future.

To supplement GAAP financial statements in the press release and webcast slides, BlueLinx uses non-GAAP, or pro forma measures of operating results. This non-GAAP, or pro forma financial information is provided as additional information for investors and is not in accordance with or an alternative to GAAP. These adjusted results exclude certain costs, expenses, gains and losses, and we believe their exclusion can enhance an overall understanding of the Company’s past financial performance and also the Company’s prospects for the future. These adjustments to our GAAP results are made with the intent of providing both management and investors a more complete understanding of the operating performance of the Company as opposed to GAAP results, which may include non-recurring, infrequent or other non-cash charges that are not material to the ongoing performance of the Company’s business. Company management uses these non-GAAP and pro forma results as a basis for planning and forecasting core business activity in future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for net earnings, diluted earnings per share or net cash provided by (used in) operating activities prepared in accordance with generally accepted accounting principles in the United States.

The information included in this Item 2.02, as well as Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

Item 9.01 Financial Statements and Exhibits

(c)	Exhibits
99.1	Press release, dated November 8, 2005, reporting financial results for the third fiscal quarter ended October 1, 2005
99.2	Webcast conference call slides used during webcast conference call on November 8, 2005

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BLUELINX HOLDINGS INC.
By:	/s/ David J. Morris
	David J. Morris
	Chief Financial Officer

Dated: November 8, 2005

EXHIBIT INDEX

Exhibit
Number	Exhibit Name
99.1	Press release, dated November 8, 2005, reporting financial results for the third fiscal quarter ended October 1, 2005
99.2	Webcast conference call slides used during webcast conference call on November 8, 2005

EX-99.1

Exhibit 99.1

4300 Wildwood Parkway
Atlanta, GA 30339
1-888-502-BLUE
www.BlueLinxCo.com

BlueLinx Contact:	Investor Contact:
David Morris	Jody Burfening / Chris Witty
BlueLinx Holdings Inc.	Lippert/Heilshorn & Associates, Inc.
(866) 671-5138	(212) 838-3777
	cwitty@lhai.com

FOR IMMEDIATE RELEASE

BLUELINX ANNOUNCES THIRD QUARTER RESULTS

ATLANTA — November 8, 2005 — BlueLinx Holdings Inc. (NYSE: BXC), a leading distributor of building products in North America, today reported financial results for the fiscal third quarter and nine months ended October 1, 2005.

Revenues for the third quarter were $1.45 billion, down 3.7% from $1.51 billion reported for the third quarter ended October 2, 2004. The decline reflects a 1.6% increase in unit volume offset by a 5.3% decrease in prices. Net income for the third quarter was $13.9 million, or $0.46 per diluted share, compared to $20.1 million, or $0.67 per diluted share, in the prior-year period. For purposes of comparison, the 2004 third quarter statement of operations is presented on a pro forma basis, as if BlueLinx had been a stand-alone, publicly-traded entity since December 29, 2002.

Gross profit for the third quarter was $137.0 million compared to $142.3 million in the prior-year period. Gross margin was 9.4%, unchanged from the third quarter of 2004. Selling, general, and administrative expenses of $97.9 million in the third quarter increased $3.6 million from the same period a year ago. Operating income for the quarter was $34.1 million compared to $44.0 million for the third quarter last year.

For the nine months ended October 1, 2005, BlueLinx sales totaled $4.29 billion, down 1.3% from $4.35 billion last year. Gross profit was $372.0 million compared to $462.3 million for the same period last year, translating to gross margins of 8.7% and 10.6%, respectively, and primarily reflecting a decline in structural product margins. Selling, general, and administrative expenses of $277.3 million for the nine months ended October 1, 2005, declined by $14.8 million. Net income was $30.1 million, or $0.99 per diluted share, versus $77.3 million, or $2.56 per diluted share, in the prior-year period. For purposes of comparison, the 2004 year-to-date statement of operations is presented on a pro forma basis, as if BlueLinx had been a stand-alone, publicly-traded entity since December 29, 2002.

“BlueLinx performed well in a volatile third quarter pricing environment that was characterized by continued structural product price deterioration during the first two months of the quarter followed by a sharp, upward price rise in September following Hurricanes Katrina and Rita,” said Stephen Macadam, chief executive officer. “Our management and employees navigated successfully through this short-term price swing, accelerating our seasonal inventory reduction and ending the quarter with inventories well positioned for the winter months.

“At the same time, we continued to advance our strategic initiatives for delivering long-term growth as the market leader in the building products distribution marketplace,” Macadam said. “We achieved profitable unit volume growth, added new customer programs for specialty products, increased sales revenue from targeted accounts, developed new industrial accounts and expanded product lines with new and existing customers. A highlight of these initiatives was our agreement with Louisiana-Pacific Corp. to nationally distribute its specialty decking and railing products. This agreement, announced in September, represents a significant achievement for BlueLinx and demonstrates the importance of our value-added approach to supply chain solutions, particularly as a means of increasing over time the contribution of less price-sensitive specialty products to our business.

“Looking forward, we believe market conditions will remain challenging for the fourth quarter, due to the historically slow November and December months and a resumption of the negative pricing bias we have experienced throughout much of the year,” Macadam noted. “Our performance during the third quarter reinforces the fact that BlueLinx has the process and experience to manage through challenging market conditions. We remain committed to long-term value creation, which is rooted first and foremost in providing exceptional value to our customers through a solutions-based approach to their supply chain needs.”

As Reported Results

As reported sales for the third quarter ended October 1, 2005, were $1.45 billion compared to $1.51 billion for the same period last year. Gross profit declined to $137.0 million from $142.3 million in the prior-year period primarily reflecting a decline in structural product margins. Net income for the third quarter of 2005 was $13.9 million compared to $20.5 million the previous year.

For the nine months ended October 1, 2005, BlueLinx reported sales of $4.29 billion, compared with $4.35 billion last year. Gross profit was $372.0 million compared with $459.0 million in 2004; net income was $30.1 million versus $82.1 million in the prior-year period. The company’s net income of $82.1 million for the first nine months of 2004 was achieved partially as a division of Georgia-Pacific Corporation and did not include interest expense and certain corporate overhead expenses that are included in the results for the nine months ended October 1, 2005.

Dividend

On November 7, 2005, the BlueLinx Board of Directors declared a $0.125 dividend on the company’s common shares for the quarter ended October 1, 2005. The dividend is payable on December 30, 2005, to shareholders of record on December 15, 2005.

Basis of Presentation

This release provides unaudited financial statements for the third quarter and nine month periods of 2005 and 2004. For purposes of comparison, the statement of operations for the third quarter and nine months ended October 2, 2004, is provided on both an as reported and a pro forma basis. Last year’s pro forma results reflect the acquisition by BlueLinx of the real estate and operating assets of the building products distribution division of Georgia-Pacific and the Company’s subsequent IPO on December 14, 2004. Results have been adjusted to reflect the acquisition transaction, mortgage refinancing transaction, and offering transaction, and are presented as if BlueLinx Holdings had been a standalone entity since December 29, 2002. On a pro forma basis, diluted earnings per share is calculated using 30.2 million shares. Detailed reconciliations of all pro forma adjustments are included in a presentation, to be read in conjunction with this release, which can be found on the BlueLinx web site at www.BlueLinxCo.com.

Conference Call

BlueLinx will host a conference call today at 10:00 a.m. Eastern Time, accompanied by a supporting slide presentation. Investors may listen to the conference call and download the presentation by going to the Investor Relations page of the BlueLinx web site, at www.BlueLinxCo.com. Investors also can access a recording of the

conference call for one week by calling 706-645-9291, Conference ID# 1551609. The recording will be available two hours after the conference call has concluded. Investors may, alternatively, access a recording of this call on the BlueLinx web site where a replay of the webcast will be available for 90 days.

About BlueLinx Holdings Inc.

Headquartered in Atlanta, Georgia, BlueLinx Holdings Inc., operating through its wholly owned subsidiary BlueLinx Corporation, is a leading distributor of building products in North America. Employing more than 3,600 people in North America, BlueLinx offers 10,000 products from over 750 suppliers to service more than 11,700 customers nationwide, including dealers, industrial manufacturers, manufactured housing producers and home improvement retailers. The Company operates its distribution business from sales centers in Atlanta and Denver, and its network of more than 65 warehouses. Additional information about BlueLinx can be found on its web site at www.BlueLinxCo.com.

Forward-looking Statements

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All of these forward-looking statements are based on estimates and assumptions made by our management that, although believed by BlueLinx to be reasonable, are inherently uncertain. Forward-looking statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of its control, that may cause its business, strategy or actual results to differ materially from the forward-looking statements. These risks and uncertainties may include, among other things: changes in the supply and/or demand for products which we distribute; the activities of competitors; changes in significant operating expenses; changes in the availability of capital; the ability to identify acquisition opportunities and effectively and cost-efficiently integrate acquisitions; general economic and business conditions in the United States; adverse weather patterns or conditions; acts of war or terrorist activities; variations in the performance of the financial markets; and other factors described in the “Risk Factors” section in the Company’s Annual Report on Form 10-K for the year ended January 1, 2005, and in its periodic reports filed with the Securities and Exchange Commission from time to time. Given these risks and uncertainties, you are cautioned not to place undue reliance on forward-looking statements. BlueLinx undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.

- Tables to Follow -

BlueLinx Holdings Inc.
Proforma Statement of Operations
    in thousands, except per share data
    (unaudited)

	Quarters Ended					Nine Months Ended
	BlueLinx			BlueLinx		BlueLinx		BlueLinx
	As Reported			Proforma		As Reported		Proforma
	October 1,			October 2,		October 1,		October 2,
	2005			2004		2005		2004
Net sales	$	1,454,217		$	1,509,581	$	4,292,812	$	4,350,527
Cost of sales		1,317,180			1,367,303		3,920,766		3,888,183
Gross profit		137,037			142,278		372,046		462,344
Operating expenses:
Selling, general, and administrative		97,926			94,323		277,309		292,089
Depreciation and amortization		4,993			3,920		13,793		11,592
Total operating expenses		102,919			98,243		291,102		303,681
Operating income		34,118			44,035		80,944		158,663
Non-operating expenses:
Interest expense		11,216			9,922		31,206		27,755
Other expense, net		(295	)		140		58		581
Income before provision for income taxes		23,197			33,973		49,680		130,327
Provision for income taxes		9,301			13,827		19,615		53,043
Net income		13,896			20,146		30,065		77,284
Less: Preferred stock dividends		—			—		—		—
Net income applicable to common shareholder	$	13,896		$	20,146	$	30,065	$	77,284
Basic weighted average number of common shares outstanding		30,199			30,185		30,180		30,185
Basic net income per share applicable to common stock	$	0.46		$	0.67	$	1.00	$	2.56
Diluted weighted average number of common shares outstanding		30,493			30,185		30,459		30,185
Diluted net income per share applicable to common stock	$	0.46		$	0.67	$	0.99	$	2.56
Dividends declared per share of common stock	$	0.125				$	0.375

BlueLinx Holdings Inc.
As Reported Statements of Operations
    in thousands, except per share data
    (unaudited)

	Quarters Ended					Nine Months Ended
	BlueLinx			BlueLinx		BlueLinx		BlueLinx
	As Reported			As Reported		As Reported		As Reported
								(Combined)
	October 1,			October 2,		October 1,		October 2,
	2005			2004		2005		2004
Net sales	$	1,454,217		$	1,509,581	$	4,292,812	$	4,350,527
Cost of sales		1,317,180			1,367,303		3,920,766		3,891,510
Gross profit		137,037			142,278		372,046		459,017
Operating expenses:
Selling, general, and administrative		97,926			93,363		277,309		294,802
Depreciation and amortization		4,993			3,920		13,793		12,412
Total operating expenses		102,919			97,283		291,102		307,214
Operating income		34,118			44,995		80,944		151,803
Non-operating expenses:
Interest expense		11,216			10,914		31,206		17,708
Other expense, net		(295	)		140		58		581
Income before provision for income taxes		23,197			33,941		49,680		133,514
Provision for income taxes		9,301			13,426		19,615		51,366
Net income		13,896			20,515		30,065	$	82,148
Less: Preferred stock dividends		—			2,487
Net income applicable to common shareholder	$	13,896		$	18,028	$	30,065
Basic weighted average number of common shares outstanding		30,199			18,100		30,180
Basic net income per share applicable to common stock	$	0.46		$	1.00	$	1.00
Diluted weighted average number of common shares outstanding		30,493			19,406		30,459
Diluted net income per share applicable to common stock	$	0.46		$	0.93	$	0.99
Dividends declared per share of common stock	$	0.125				$	0.375

BlueLinx Holdings Inc.
As Reported Balance Sheets
    in thousands

	BlueLinx			BlueLinx
	As Reported			As Reported
	October 1,			January 1,
	2005			2005
	(unaudited)
Assets:
Current assets:
Cash	$	28,320		$	15,572
Receivables		526,466			363,688
Inventories		418,864			500,231
Deferred income taxes		7,259			6,122
Other current assets		41,303			34,203
Total current assets		1,022,212			919,816
Property, plant, and equipment:
Land and land improvements		56,496			55,573
Buildings		93,381			93,133
Machinery and equipment		52,408			41,063
Construction in progress		1,920			5,089
Property, plant, and equipment, at cost		204,205			194,858
Accumulated depreciation		(18,479	)		(7,880	)
Property, plant, and equipment, net		185,726			186,978
Other non-current assets		27,382			30,268
Total assets	$	1,235,320		$	1,137,062
Liabilities:
Current liabilities:
Accounts payable	$	325,335		$	270,271
Bank overdrafts		43,953			32,033
Accrued compensation		12,077			18,292
Current maturities of long-term debt		63,937			94,103
Other current liabilities		14,642			13,142
Total current liabilities		459,944			427,841
Noncurrent liabilities:
Long-term debt		590,000			558,000
Deferred income taxes		850			740
Other long-term liabilities		13,565			8,989
Total liabilities		1,064,359			995,570
Shareholders’ Equity:
Common stock		302			295
Additional paid in capital		131,741			121,306
Accumulated other comprehensive income		(508	)		(789	)
Retained earnings		39,426			20,680
Total shareholders’ equity		170,961			141,492
Total liabilities and equity	$	1,235,320		$	1,137,062

BlueLinx Holdings Inc.
As Reported Statements of Cash Flows
    in thousands
    (unaudited)

	Nine Months Ended
	BlueLinx			BlueLinx
	As Reported			As Reported
				(Combined)
	October 1,			October 2,
	2005			2004
Cash flows from operating activities:
Net income	$	30,065		$	82,148
Adjustments to reconcile net income to cash provided by (used in) operations:
Depreciation and amortization		13,793			12,412
Amortization of debt issue costs		2,704			1,215
Deferred income tax provision (benefit)		(1,027	)		4,355
Changes in assets and liabilities:
Receivables		(158,401	)		(228,568	)
Inventories		91,976			(161,245	)
Accounts payable		54,485			220,669
Changes in other working capital		(11,003	)		8,121
Other		5,695			(446	)
Net cash provided by (used in) operating activities		28,287			(61,339	)
Cash flows from investing activities:
Acquisitions, net of cash acquired		(17,021	)		(776,307	)
Property, plant, and equipment investments		(10,034	)		(3,055	)
Proceeds from sale of assets		814			277
Net cash used in investing activities		(26,241	)		(779,085	)
Cash flows from financing activities:
Net transactions with Georgia-Pacific Corporation		—			88,352
Issuance of preferred stock		—			95,000
Issuance of common stock, net		8,541			5,000
Proceeds from stock options exercised		296			—
Net increase in revolving credit facility		1,834			473,507
Proceeds from issuance of term loan		—			100,000
Proceeds from issuance of mortgage payable		—			100,000
Debt financing costs		(570	)		(15,338	)
Increase in bank overdrafts		11,920			16,504
Common dividends paid		(11,319	)		—
Net cash provided by financing activities		10,702			863,025
Increase in cash		12,748			22,601
Balance, beginning of period		15,572			506
Balance, end of period	$	28,320		$	23,107

BlueLinx Holdings Inc.
Statement of Operations Nine Months
As Reported Reconciliation
    in thousands, except per share data

								BlueLinx
	BlueLinx		BlueLinx			Distribution Division		As Reported
	As Reported		As Reported			As Reported		(Combined)
	Period from		Period from			Period from		Nine Months
	January 2, 2005		Inception (March 8, 2004)			January 4, 2004		Ended
	to October 1,		to October 2,			to May 7,		October 2,
	2005		2004			2004		2004
	(Unaudited)		(Unaudited)					(Unaudited)
Net sales	$	4,292,812	$	2,465,193		$	1,885,334	$	4,350,527
Cost of sales		3,920,766		2,233,387			1,658,123		3,891,510
Gross profit		372,046		231,806			227,211		459,017
Operating expenses:
Selling, general, and administrative		277,309		155,599			139,203		294,802
Depreciation and amortization		13,793		6,237			6,175		12,412
Total operating expenses		291,102		161,836			145,378		307,214
Operating income		80,944		69,970			81,833		151,803
Non-operating expenses:
Interest expense		31,206		17,708			—		17,708
Other expense net		58		(33	)		614		581
Income before income taxes		49,680		52,295			81,219		133,514
Provision for income taxes		19,615		20,584			30,782		51,366
Net income		30,065		31,711		$	50,437	$	82,148
Less: Preferred stock dividends		—		3,971
Net income applicable to common shareholders	$	30,065	$	27,740
Basic weighted average number of common shares outstanding		30,180		18,100
Basic net income per share applicable to common stock	$	1.00	$	1.53
Diluted weighted average number of common shares outstanding		30,459		19,300
Diluted net income per share applicable to common stock	$	0.99	$	1.44
Dividends declared per share of common stock	$	0.375

BlueLinx Holdings Inc.
Statement of Cash Flows
As Reported Reconciliation YTD
    in thousands

										BlueLinx
	BlueLinx			BlueLinx			Distribution Division			As Reported
	As Reported			As Reported			As Reported			(Combined)
	Period from			Period from			Period from			Nine Months
	January 2, 2005			Inception (March 8,2004)			January 4, 2004			Ended
	to October 1,			to October 2,			to May 7,			October 2,
	2005			2004			2004			2004
	(Unaudited)			(Unaudited)						(Unaudited)
Cash flows from operating activities:
Net income	$	30,065		$	31,711		$	50,437		$	82,148
Adjustments to reconcile net income to cash provided by (used in) operations:
Depreciation and amortization		13,793			6,237			6,175			12,412
Amortization of debt issue costs		2,704			1,215			—			1,215
Deferred income tax provision (benefit)		(1,027	)		(4,828	)		9,183			4,355
Changes in assets and liabilities:
Receivables		(158,401	)		63,782			(292,350	)		(228,568	)
Inventories		91,976			(15,556	)		(145,689	)		(161,245	)
Accounts payable		54,485			(37,103	)		257,772			220,669
Changes in other working capital		(11,003	)		5,657			2,464			8,121
Other		5,695			1,528			(1,974	)		(446	)
Net cash provided by (used in) operating activities		28,287			52,643			(113,982	)		(61,339	)
Cash flows from investing activities:
Acquisitions, net of cash acquired		(17,021	)		(776,307	)		—			(776,307	)
Property, plant, and equipment investments		(10,034	)		(1,677	)		(1,378	)		(3,055	)
Proceeds from sale of assets		814			25			252			277
Net cash used in investing activities		(26,241	)		(777,959	)		(1,126	)		(779,085	)
Cash flows from financing activities:
Net transactions with Georgia-Pacific Corporation		—			—			88,352			88,352
Issuance of preferred stock		—			95,000			—			95,000
Issuance of common stock, net		8,541			5,000			—			5,000
Proceeds from stock options exercised		296			—
Net increase in revolving credit facility		1,834			473,507			—			473,507
Proceeds from issuance of term loan		—			100,000			—			100,000
Proceeds from issuance of mortgage payable		—			100,000			—			100,000
Debt financing costs		(570	)		(15,338	)		—			(15,338	)
Increase (decrease) in bank overdrafts		11,920			(9,746	)		26,250			16,504
Common dividends paid		(11,319	)		—			—			—
Net cash provided by financing activities		10,702			748,423			114,602			863,025
Increase (decrease) in cash		12,748			23,107			(506	)		22,601
Balance, beginning of period		15,572			—			506			506
Balance, end of period	$	28,320		$	23,107		$	—		$	23,107

EX-99.2

BlueLinx Third Quarter 2005 Operational & Financial Review

BlueLinx Holdings Inc. Safe Harbor Statement and Use of Non-GAAP and Pro Forma Information Forward-Looking Statement Safe Harbor - This presentation includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All of these forward-looking statements are based on estimates and assumptions made by our management that, although believed by BlueLinx to be reasonable, are inherently uncertain. Forward- looking statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of its control, that may cause its business, strategy or actual results to differ materially from the forward-looking statements. These risks and uncertainties may include, among other things: changes in the supply and/or demand for products which we distribute; the activities of competitors; changes in significant operating expenses; changes in the availability of capital; the ability to identify acquisition opportunities and effectively and cost-efficiently integrate acquisitions; general economic and business conditions in the United States; adverse weather patterns or conditions; acts of war or terrorist activities; variations in the performance of the financial markets; and other factors described in the "Risk Factors" section in the Company's Annual Report on Form 10-K for the fiscal year ended January 1, 2005, and in its periodic reports filed with the SEC from time to time. In addition, the statements in this presentation are made as of November 8, 2005. The Company expects that subsequent events or developments will cause its views to change. The Company undertakes no obligation to update any of the forward-looking statements made herein, whether as a result of new information, future events, changes in expectation or otherwise. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to November 8, 2005. Use of Non-GAAP and Pro Forma* Financial Information - To supplement GAAP financial statements, the Company uses non-GAAP, or pro forma measures of operating results. This non-GAAP, or pro forma financial information is provided as additional information for investors and is not in accordance with or an alternative to GAAP. These adjusted results exclude certain costs, expenses, gains and losses, and we believe their exclusion can enhance an overall understanding of our past financial performance and also our prospects for the future. These adjustments to our GAAP results are made with the intent of providing both management and investors a more complete understanding of the operating performance of the Company as opposed to GAAP results, which may include non-recurring, infrequent or other non-cash charges that are not material to the ongoing performance of the Company's business. Company management uses these non-GAAP and pro forma results as a basis for planning and forecasting core business activity in future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for net earnings, diluted earnings per share or net cash provided by (used in) operating activities prepared in accordance with generally accepted accounting principles in the United States. * The pro forma results discussed in this presentation reflect the acquisition by BlueLinx of the operating assets of the building products distribution division of Georgia-Pacific and are presented as if BlueLinx Holdings had been a stand alone entity since December 29, 2002. Pro forma results also have been adjusted for the company's initial public offering and the mortgage refinancing transaction, both of which occurred in the fourth quarter of fiscal 2004. For your convenience, an appendix following the presentation shows the reconciliation of the as-reported statements of operations to the pro forma results presented.

BlueLinx Holdings Inc. Operations Review George Judd President & Chief Operating Officer

BlueLinx Holdings Inc. Unit Volume Growth vs. End-Use Market Growth 3Q05 TTM F2004 F2003 Estimated BlueLinx Unit Volume Growth 4.5% 8.2% 2.5% Estimated Weighted End-Use Market Growth 3.3% 4.7% 2.0% BlueLinx versus End-Use Market Growth 1.2% 3.5% 0.5%

BlueLinx Holdings Inc. Quarterly Volume by Region *Miscellaneous consists of acquisitions, cash and competitive discounts, Canadian conversion, carve-out adjustments, service revenue and other miscellaneous items. $ millions (unaudited) (unaudited) (unaudited)

BlueLinx Holdings Inc. Sales Variance by Product Segment $ millions (unaudited) *Miscellaneous consists of acquisitions, cash and competitive discounts, Canadian conversion, carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items.

BlueLinx Holdings Inc. Recent Price Trends Source: Data from Random Lengths Publications, Inc. Source: Data from Random Lengths Publications, Inc. Source: Data from Random Lengths Publications, Inc. Source: Data from Random Lengths Publications, Inc.

BlueLinx Holdings Inc. Gross Margin % Analysis Gross Margin % Analysis Gross Margin % Analysis

BlueLinx Holdings Inc. Channel Mix Analysis Channel Mix Analysis Channel Mix Analysis

BlueLinx Holdings Inc. Inventory Analysis $ millions (unaudited) (unaudited) (unaudited) * Other includes in-transit inventory accruals, discounts, allowances, reserves, acquisitions, and other miscellaneous items.

BlueLinx Holdings Inc. Financial Review David Morris Chief Financial Officer & Treasurer

BlueLinx Holdings Inc. Pro Forma Quarterly Revenue Review $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22 - 26 of this presentation. **Miscellaneous consists of acquisitions, cash and competitive discounts, Canadian conversion, carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items.

BlueLinx Holdings Inc. Pro Forma Quarterly Gross Profit $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22 - 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22 - 26 of this presentation.

BlueLinx Holdings Inc. Pro Forma Quarterly Operating Income $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation.

BlueLinx Holdings Inc. Pro Forma Quarterly Net Income $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation.

BlueLinx Holdings Inc. Pro Forma YTD Revenue Review $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22 - 26 of this presentation. **Miscellaneous consists of acquisitions, cash and competitive discounts, Canadian conversion, carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items. carve-out adjustments, service revenue and other miscellaneous items.

BlueLinx Holdings Inc. Pro Forma YTD Gross Profit $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation.

BlueLinx Holdings Inc. Pro Forma YTD Operating Income $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation.

BlueLinx Holdings Inc. Pro Forma YTD Net Income $ millions (unaudited) * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation. * See pro forma reconciliation and related footnotes on pages 22- 26 of this presentation.

BlueLinx Holdings Inc. Unaudited Quarter End Balance Sheets $ millions $ millions

BlueLinx Holdings Inc. Unaudited Statement of Cash Flows $ millions *Certain 2004 amounts have been reclassified to conform with 2005 presentation. *Certain 2004 amounts have been reclassified to conform with 2005 presentation.

Appendix

BlueLinx Holdings Inc. Pro Forma 3Q04 Reconciliation Pro Forma 3Q04 Reconciliation Pro Forma 3Q04 Reconciliation $ thousands (unaudited)

BlueLinx Holdings Inc. Pro Forma YTD 04 Reconciliation $ thousands (unaudited) (unaudited) (unaudited)

BlueLinx Holdings Inc. 2004 Quarterly Pro Forma $ thousands (unaudited) (unaudited) (unaudited)

BlueLinx Holdings Inc. Notes to Unaudited Pro Forma Statement of Operations 1.) Reflects the elimination of the last-in first-out ("LIFO") expense / benefit recorded on the division's historical financial statements because of a change to the moving average cost method for inventories purchased from Georgia-Pacific. 2.) Reflects estimated incremental costs incurred or expected to be incurred after the consummation of the acquisition. Such items include property and casualty insurance premiums, health and welfare costs, human resources costs, finance costs, information technology costs, legal costs, non-cash stock compensation costs and other costs. 3.) Reflects the difference between the allocated value of property, plant and equipment and its historical recorded amount. 4.) Reflects the amortization expenses related to the estimated fair value of intangible assets as shown below: Estimated Amortization Fair Value Lives (Dollars in thousands) Customer relationships...................................................... $ 6,979 6 years Internally developed software ............................................. 4,107 3 years Supply agreements .......................................................... 5,322 6 years Total ................................................................ $ 16,408 5.) Reflects the estimated interest expense associated with the debt issued to consummate the acquisition. The revolving credit facility was assumed to have an average balance of $412, $510, $550 million, and $550 million, for the first, second, third and fourth quarter of fiscal 2004, respectively. The revolving credit facility was assumed to have an average balance of $374, $406, $391 million, and $357 million, for the first, second, third and fourth quarter of fiscal 2003, respectively. The revolving credit facility was assumed to bear interest at 4.89%, the interest rate prevailing at January 1, 2005. The term loan was assumed to have a balance of $100 million and to bear interest at 10%. The old mortgage was assumed to have a balance of $100 million and to bear interest at 10%. The actual interest rate borne by such debt may differ from the rates utilized. In addition, the actual amount of debt will vary and will cause variances in the actual interest expense. The revolving credit facility has a $15,000 monthly servicing fee. Additionally, the revolving credit facility bears a 0.375% unused line fee for any unused portion of the facility. The debt issuance costs related to the revolving credit facility and the term loan were amortized over their respective loan terms of 5 and 5.5 years.

BlueLinx Holdings Inc. Notes to Unaudited Pro Forma Statement of Operations 6.) Reflects the income tax provision at our actual effective tax rate for the period from inception (March 8, 2004) to January 1, 2005 of 40.7%. 7.) Reflects preferred stock dividends at 10%. 8.) We used the net proceeds from the offering and proceeds from our revolving credit facility (i) to repay our operating company's $100 million term loan plus accrued and unpaid interest thereon, (ii) to redeem the remainder of our series A preferred stock, of which $38.5 million in stated amount was outstanding, and pay all accrued and unpaid dividends thereon and (iii) for general corporate purposes. On October 27, 2004, we and our subsidiaries obtained from Column Financial, Inc., a wholly-owned subsidiary of Credit Suisse First Boston LLC, a new mortgage loan in the amount of $165 million. Proceeds from the new mortgage loan obtained by us and our subsidiaries were used to (i) repay our existing $100 million in principal amount of mortgage debt plus $0.4 million in accrued and unpaid interest thereon and (ii) redeem 56,475 shares of our then outstanding series A preferred stock at an aggregate redemption price of approximately $59.2 million (including all accrued and unpaid dividends thereon). The interest rate on the new mortgage loan is floating, and equal to LIBOR (subject to a 2% floor and a 6% cap) plus 2.25%. As of January 1, 2005, the interest rate on our new mortgage was 4.653%. 9.) Reflects non-recurring charges incurred that directly result from the acquisition. 10.) Pro forma basic and diluted weighted average number of shares of common shares outstanding were estimated as follows: (In thousands) Basic weighted average shares outstanding at January 1, 2005 .............. 29,500 Common shares issued in January 2005............................................. 685 30,185 (1) ____________________ (1) The Company has not included the dilutive effect of outstanding options as these amounts are not considered to be significant.