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 4, 2010

BLUELINX HOLDINGS INC.
(Exact name of registrant as specified in its charter)

Delaware	001-32383	77-0627356
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

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 provisions:

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))

Item 2.02 Results of Operations and Financial Condition

On November 4, 2010, BlueLinx Holdings Inc. (“BlueLinx” or “the Company”) issued a press release announcing its financial results for the third fiscal quarter ended October 2, 2010. A copy of BlueLinx’ press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

On November 4, 2010, as previously announced, BlueLinx held a teleconference and audio webcast to discuss its financial results from the third fiscal quarter ended October 2, 2010. The webcast will be archived and can be accessed via BlueLinx’ 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 4, 2010, and BlueLinx does not assume any obligation to update such information in the future.

To supplement GAAP financial information, we may use adjusted measures of operating results which are non-GAAP measures. This non-GAAP adjusted financial information is provided as additional information for investors. 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 our operating performance by excluding non-recurring, infrequent or other non-cash charges that are not believed to be material to the ongoing performance of our business. The presentation of this additional information is not meant to be considered in isolation or as a substitute for GAAP measures of 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

(d) Exhibits

Exhibit No.	Description
99.1	Press release, dated November 4, 2010, reporting financial results for the third fiscal quarter ended October 2, 2010
99.2	Webcast conference call slides used during webcast conference call on November 4, 2010

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/ H. Douglas Goforth
H. Douglas Goforth
Chief Financial Officer & Treasurer

Dated: November 4, 2010

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release, dated November 4, 2010, reporting financial results for the third fiscal quarter ended October 2, 2010
99.2	Webcast conference call slides used during webcast conference call on November 4, 2010

EX-99.1

Exhibit 99.1

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

Doug Goforth, CFO & Treasurer	Investor Relations:
BlueLinx Holdings Inc.	Maryon Davis, Director Finance & IR
(770) 953-7505	(770) 221-2666

FOR IMMEDIATE RELEASE

BLUELINX ANNOUNCES THIRD-QUARTER RESULTS
— Revenue Grows 3% Despite Weak Economy —
— Generated $33 Million in Cash from Operations in Third Quarter —

ATLANTA — November 4, 2010 — BlueLinx Holdings Inc. (NYSE:BXC), a leading distributor of building products in North America, today reported financial results for the third quarter ended October 2, 2010.

Revenues increased 3.4% to $464.7 million from $449.4 million for the same period a year ago. The increase reflects a 5.9% increase in structural product sales and a 2.5% increase in specialty product sales. Overall unit volume was flat, with a 1.3% increase in specialty unit volume being offset by a 4.3% decline in structural unit volume. The Company incurred a net loss of $14.9 million, or $0.48 per diluted share for the third quarter of 2010, compared with net loss of $13.5 million, or $0.44 per diluted share, for the third quarter of 2009.

Gross profit for the third quarter totaled $49.9 million, down 9.7% from $55.3 million in the prior-year period. Gross margins decreased to 10.7% from the 12.3% generated in the year earlier period. The decline in gross margin was largely driven by a sharp decline in underlying wood-based product prices during the quarter. Total operating expenses decreased $1.7 million, or 2.8% from the same period a year ago. Reported operating loss for the quarter was $7.3 million, compared with an operating loss of $3.6 million a year ago.

“Our overall performance for the third quarter was impacted by a lack of improvement in actual housing starts and continued deterioration of wood-based product prices,” said BlueLinx President and CEO George Judd. “Total housing starts for the quarter fell 0.8% from year-earlier levels, while prices for key grades of structural wood products dropped 20% on average from the end of the second quarter. The price volatility seen in the last six months is some of the worst I have seen in my 25 years in this industry. This volatility in the wood markets had a negative impact on our margins during the quarter as our inventories returned to current market values. Despite this challenging environment, we increased sales by 3.4% while controlling our operating costs and generated approximately $33 million in cash from operations during the third quarter.”

For the nine months ended October 2, 2010, net loss totaled $33.0 million, or $1.08 per diluted share, on revenues of $1.44 billion, compared with a net loss of $73.5 million, or $2.37 per diluted share, on revenues of $1.28 billion a year ago. The increase in revenue was largely due to the 8.5% increase in housing construction activity relative to the prior period, increases in structural wood-based selling prices relative to the prior period, and the Company’s focus on targeted growth initiatives. Gross profit for the nine months ended October 2, 2010 totaled $166.3 million and gross margin was 11.6%, compared with $147.9 million and 11.6%, respectively, a year earlier. Operating expenses increased to $178.0 million from $159.3 million a year ago, and included $1.9 million and $20.1 million in net gains from significant special items, respectively.

BlueLinx 3Q ‘10 Press Release
Page 2 of 4

The Company’s operating results for the 2010 and 2009 third quarter and year-to-date periods, adjusted for significant special items, are shown in the following table (see accompanying financial schedules for full financial details and reconciliations of non-GAAP financial measures to their GAAP equivalents):

in millions, except per share amounts
(unaudited)

	Quarters Ended						Nine Months Ended
	October 2,			October 3,			October 2,			October 3,
	2010			2009			2010			2009
Pretax loss		($15.6	)		($13.3	)		($33.7	)		($45.3	)
OSB lawsuit settlement gain		(5.2	)		—			(5.2	)		—
Tender offer expenses		3.0			—			3.0			—
Gain on early cancellation of Master Supply Agreement with G-P		—			(0.1	)		—			(17.6	)
Gain on sale of certain surplus properties		—			(0.2	)		—			(4.4	)
Changes associated with the ineffective interest rate swap		(1.1	)		1.4			(3.2	)		7.3
Facility consolidation & severance related costs		0.3			0.2			0.3			1.9
Write-off of debt issuance costs		0.2			—			0.2			1.4
Adjusted pretax loss		(18.4	)		(12.0	)		(38.6	)		(56.7	)
Adjusted benefit from income taxes		(7.9	)		(4.5	)		(15.6	)		(21.3	)
Adjusted net loss		($10.5	)		($7.5	)		($23.0	)		($35.4	)
Diluted weighted average shares		30.7			30.9			30.7			31.0
Adjusted diluted net loss per share applicable to common shares		($0.34	)		($0.24	)		($0.75	)		($1.14	)

For the quarter and year-to-date periods ended October 2, 2010, the above table reflects the following events: (i) the Company received payment for a litigation settlement; (ii) the Company incurred expenses from the terminated tender offer; (iii) the Company recorded the effect of a reduction to the fair value of its ineffective interest rate swap offset by the continued amortization of the other comprehensive loss related to the ineffective interest rate swap into interest expense; (iv) the Company recorded certain severance costs; (v) the Company amended its credit facility resulting in a non-cash charge due to the write-off of associated debt issuance cost. The adjusted benefit from income taxes reflected in the table is comprised of the Company’s effective tax rate excluding the valuation allowance related to its deferred tax assets, a tax benefit related to our intra period income tax allocation to other comprehensive income, a benefit related to an additional 2009 income tax refund, and the tax effect of significant special items. The valuation allowance recorded for the quarter and year-to-date periods are $6.0 million and $13.0 million, respectively. The adjusted benefit from income taxes assumes the Company is in a position to demonstrate that the deferred tax assets are realizable.

For the quarter and year-to-date periods ended October 3, 2009, the above table reflects the following events: (i) the Company reached an agreement with G-P to cancel our Master Supply Agreement one year prior to the original expiration date, with G-P agreeing to make four quarterly payments to BlueLinx starting May 1, 2009; (ii) the Company sold certain excess property during the quarter and in the year-to-date period; (iii) the Company reduced its borrowings during the third quarter under its revolving credit facility by $25 million resulting in a non-cash interest charge related to its ineffective interest rate swap. In the year-to-date period, the Company reduced its borrowings under its revolving credit facility by $100 million resulting in a non-cash interest charge related to its ineffective interest rate swap. In addition the changes associated with the ineffective interest rate swap reflect the effect of changes in the fair value and the continued amortization of the other comprehensive loss into interest expense; (iv) the Company recorded other restructuring costs related to facility consolidations and severance expense; and (v) the Company wrote-off a portion of its debt issuance costs related to the Company’s decision to lower its revolving credit facility from $800 million to $500 million which resulted in a non-cash charge. The adjusted benefit from income taxes reflected in the table is based on the Company’s effective tax rate excluding the valuation allowance recorded against its deferred tax asset and the tax effect of significant special items. The valuation allowance recorded for the quarter and year-to-date period ended October 3, 2009 was $5.2 million and $45.1 million, respectively. The adjusted benefit from income taxes assumes the Company is in a position to demonstrate that the deferred tax assets are realizable.

BlueLinx 3Q ‘10 Press Release
Page 3 of 4

Conference Call

BlueLinx will host a conference call today at 10:00 a.m. Eastern Time, accompanied by a supporting slide presentation. Investors can listen to the conference call and view the accompanying slide presentation by going to the BlueLinx web site, www.BlueLinxCo.com, and selecting the conference link on the Investor Relations page. Investors will be able to access an archived recording of the conference call for one week by calling 706-645-9291, Conference ID# 21225797. The recording will be available two hours after the conference call has concluded. Investors also can access a recording of this call on the BlueLinx web site, where a replay of the webcast will be available for 90 days.

Use of Non-GAAP Measures

BlueLinx reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). The Company also believes that presentation of certain non-GAAP measures, i.e., results excluding certain charges or other nonrecurring events, when appropriate, provides useful information for the understanding of its ongoing operations and enables investors to focus on period-over-period operating performance, without the impact of significant special items, and thereby enhances the user’s overall understanding of the Company’s current financial performance relative to past performance and provides a better baseline for modeling future earnings expectations. Any non-GAAP measures used herein are reconciled in the financial tables accompanying this news release. The Company cautions that non-GAAP measures should be considered in addition to, but not as a substitute for, the Company’s reported GAAP results.

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 approximately 2,000 people, BlueLinx offers greater than 10,000 products from over 750 suppliers to service approximately 11,500 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 60 warehouses. BlueLinx is traded on the New York Stock Exchange under the symbol BXC. Additional information about BlueLinx can be found on its Web site at www.BlueLinxCo.com.

BlueLinx 3Q ‘10 Press Release
Page 4 of 4

Forward-looking Statements

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to our outlook on the housing industry. 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 BlueLinx’ 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 that it distributes, especially as a result of conditions in the residential housing market; general economic and business conditions in the United States; the activities of competitors; changes in significant operating expenses; changes in the availability of capital, including the availability of residential mortgages; the ability to identify acquisition opportunities and effectively and cost-efficiently integrate acquisitions; 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 2, 2010 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, changes in expectation or otherwise, except as required by law.

- Tables to Follow -

EX-99.2

Exhibit 99.2

1 BlueLinx Quarterly Review3rd Quarter 2010

2 BlueLinx Holdings Inc. 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 us 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 our control, that may cause our 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, especially as a result of conditions in the residential housing market; general economic and business conditions in the United States; 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; 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 our Annual Report on Form 10-K for the fiscal year ended January 2, 2010, and in our other periodic reports filed with the SEC. In addition, the statements in this presentation are made as of November 4, 2010. We undertake 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 our views as of any date subsequent to November 4, 2010. Use of Non-GAAP and Adjusted Financial Information - To supplement GAAP financial information, we use adjusted measures of operating results which are non-GAAP measures. This non-GAAP adjusted financial information is provided as additional information for investors. 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 our operating performance by excluding non-recurring, infrequent or other non-cash charges that are not believed to be material to the ongoing performance of our business. The presentation of this additional information is not meant to be considered in isolation or as a substitute for GAAP measures of 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.

3 3rd Quarter Highlights 3rd Quarter Highlights Revenue Up 3.4% to $464.7 million Up 3.4% to $464.7 million Housing Starts Decreased 0.8% from the same period last year Decreased 0.8% from the same period last year Prices Average benchmark wood-based structural prices increased 11.9% from 3Q '09 to 3Q '10 Average benchmark wood-based structural prices increased 11.9% from 3Q '09 to 3Q '10 Unit Volume Flat relative to the same period last year Flat relative to the same period last year Gross Margin Total 10.7% vs. 12.3% in 3Q '09 Total 10.7% vs. 12.3% in 3Q '09 Net Loss ($14.9) million vs. ($13.5) million ($14.9) million vs. ($13.5) million EPS ($0.48) per diluted share ($0.48) per diluted share Cash Flow Provided $33 million of operating cash flow vs. used $6.3 million for the year ago quarter Provided $33 million of operating cash flow vs. used $6.3 million for the year ago quarter Excess Availability $143 million excess availability on revolving credit facility $143 million excess availability on revolving credit facility Quarterly Highlights

4 Doug GoforthChief Financial Officer and Treasurer Introduction and Financial Review

5 Quarterly Revenue 4Q '05 1Q '06 2Q '06 3Q '06 4Q '06 1Q '07 2Q '07 3Q '07 4Q '07 1Q '08 2Q '08 3Q '08 4Q '08 1Q '09 2Q '09 3Q '09 4Q '09 1Q '10 2Q '10 3Q '10 Specialty 539.5 580 603.3 553.5 460 456.5 500.8 462.9 381.5 354 402.8 375.9 278.7 233.9 250 257.9 206.2 233.1 286 264.3 Structural 815.2 813.4 798.7 666.6 509.2 518.9 598.1 571.4 409.6 373 442.4 365.8 240.9 182.5 183 202.1 171 203.7 265.4 213.9 Other -25.4 -16.8 -23 -16.6 -28.9 -18.3 -16.9 -18.4 -12.2 -10.2 -10.5 -14.9 -18.1 -9.3 -9.5 -10.6 -11.1 -5.7 -10.62 -13.5 Specialty Unit Volume 1.3% YOY $15.3 or 3.4% Structural Unit Volume (4.3%) Price/Other $15.3 3Q '10 Specialty 264.3 Structural 213.9 3Q '09 3Q '10 3Q '09 Specialty 257.9 Structural 202.1 Vs. Year AgoRevenue up 3.4%Specialty sales up 2.5%, unit volume up 1.3%Structural sales up 5.9%, unit volume down 4.3%Specialty product sales = 55% of total sales % by Product

6 2010 YTD Results revenue YTD '09 1280 YTD '10 1436.5 YTD '09 YTD '10 GM % 0.116 0.116 Operating Expense YTD '09 159.3 YTD '10 178 YTD '09 YTD '10 EBITDA 1.2 -1.8 Significant Special Items YTD '09 YTD '10 G-P contract gain $17.6 - Gain on real estate $4.4 - Facility consl severance ($1.9) (0.3) Litigation settlement - $5.2 Tender offer expenses - ($3.0) Total $20.1 $1.9 $18.2

7 Cash Flows BXC generated $33 million in operating cash flow for the quarter Unaudited Direct Method (in million's) (in million's) (in million's)

8 Debt Revolver $143 million excess availability as of October 2, 2010LIBOR plus 3.75% as of October 2, 2010$400 million facility with additional $100 million uncommitted accordion facilityMatures January 7, 2014No financial performance covenants provided Excess Availability is more than the greater of (A) $40 million or (B) the amount equal to 15% of the lesser of the borrowing base or $60 million (subject to increase to $75 million if we exercise the uncommitted accordion credit facility in full) (the "Excess Availability Threshold") Capital Spending restrictions apply if financial performance covenants are triggeredDividend restrictions apply if Modified Adjusted Excess Availability is less than $100 millionMortgage (10 Year Term @ 6.35%)Matures July 2016; Interest-only through July 2011 Real estate under the mortgage appraised at approximately $370 million at June 2006LCR Trap is triggered if operating TTM EBITDAR coverage ratio is less than 2.5x for two consecutive quartersPrincipal2011 $1.2 million 2014 $3.5 million2012 $3.1 million 2015 $3.8 million2013 $3.3 million 2016 $270.8 million

9 Cash Cycle TTM Cash Cycle days at 51, up 2 days sequentially and down 1 day compared to the prior year quarter 3Q '07 4Q '07 1Q '08 2Q '08 3Q '08 4Q '08 1Q '09 2Q '09 3Q '09 4Q '09 1Q '10 2Q '10 3Q '10 Inv 45.8 44.7 46.3 46.3 45.3 43.9 44 44.7 45.1 43.9 43.9 43.2 44.2 A/R 34.7 32.9 34.5 35.3 34.7 32.4 33 35.6 35.9 32.6 34.4 34 33.9 A/P & OD's -28.7 -27.3 -28.3 -28.8 -27.8 -26.4 -27 -28.4 -28.9 -28 -28.7 -28 -27.2 MSGraph.Chart.8 MSGraph.Chart.8 Cash cycle days equal accounts receivable days + inventory days - accounts payable days using a trailing twelve month average beginning and ending balance. The days calculations use calendar days.

10 George JuddChief Executive Officer Business Review

11 3rd Quarter focusCustomer careRevenue growthCost disciplineCash flowLong term strategic objectives:Profitably grow specialty revenues to 60+% of total salesProfitably manage structuralProfitably outgrow the market over the long term Remarks

12 Appendix Appendix

13 Profit & Loss Statement by Quarter Profit & Loss Statement by Quarter

14 Revenues by Quarter Revenues by Quarter

15 Revenue Channel Mix Analysis Revenue Channel Mix Analysis

16 Unit Volume by Quarter Unit Volume by Quarter

17 Gross Margin by Quarter Gross Margin by Quarter

18 Gross Margin % Analysis Gross Margin % Analysis

19 Operating Expense by Quarter Operating Expense by Quarter

20 Structural Products Price Trend Source: Data from Random Lengths Publications, Inc., updated as of October 29, 2010 Source: Data from Random Lengths Publications, Inc., updated as of October 29, 2010 Source: Data from Random Lengths Publications, Inc., updated as of October 29, 2010 Source: Data from Random Lengths Publications, Inc., updated as of October 29, 2010

21 Reconciliation of GAAP to Non-GAAP Reconciliation of GAAP to Non-GAAP

22 Reconciliation of GAAP to Non-GAAP Reconciliation of GAAP to Non-GAAP