SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 11-K

ANNUAL REPORT

þ		ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the year ended December 31, 2006

o		TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from                      to                     

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

BlueLinx Corporation Salaried Savings Plan

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

 

	BlueLinx Corporation Salaried Savings Plan
	Audited Financial Statements and Supplemental Schedule
	As of December 31, 2006 and 2005 and For the year ended December 31, 2006

BlueLinx Corporation Salaried Savings Plan

Audited Financial Statements and Supplemental Schedule

As of December 31, 2006 and 2005 and for the year ended December 31, 2006

Contents

Report of Independent Registered Public Accounting Firm			1
Audited Financial Statements
Statements of Net Assets Available for Benefits			2
Statement of Changes in Net Assets Available for Benefits			3
Notes to Financial Statements			4
Supplemental Schedule
Schedule H, Line 4i — Schedule of Assets (Held at End of Year)			9
EX-23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public Accounting Firm

To the Benefits Committee of
BlueLinx Corporation Salaried Savings Plan

We have audited the accompanying statements of net assets available for benefits of BlueLinx Corporation Salaried Savings Plan as of December 31, 2006 and 2005, and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and 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 net assets available for benefits of the Plan at December 31, 2006 and 2005, and the changes in its net assets available for benefits for the year ended December 31, 2006, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2006, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Ernst & Young, LLP

Atlanta, Georgia
June 25, 2007

BlueLinx Corporation Salaried Savings Plan

Statements of Net Assets Available for Benefits

		December 31,
		2006				2005
Assets
Investments, at fair value:
Mutual Funds		$	138,926,135			$	107,794,505
Interest in Master Trust			491,208				257,922
Contributions receivable:
Plan Sponsor			457,697				2,266,139
Participants			377,349				374,042
Total contributions receivable			835,046				2,640,181
Total Assets			140,252,389				110,692,608
Liabilities
Accrued expenses			33,500				28,000
Net assets available for benefits		$	140,218,889			$	110,664,608

See accompanying notes to financial statements.

BlueLinx Corporation Salaried Savings Plan

 

Additions to net assets attributed to:
Contributions:
Participants		$	11,162,973
Plan Sponsor			6,111,965
Rollovers			7,495,200
			24,770,138
Investment income:
Net appreciation in fair value of investments in mutual funds			10,388,316
Interest and dividends			5,212,915
Net loss from interest in Master Trust			(2,934	)
Other			10,390
			15,608,687
Net transfers from related plan			100,405
Total additions			40,479,230
Deductions from net assets attributed to:
Benefit payments			10,861,260
Administrative expenses			63,689
			10,924,949
Net increase			29,554,281
Net assets available for benefits, beginning of year			110,664,608
Net assets available for benefits, end of year		$	140,218,889

See accompanying notes to financial statements.

BlueLinx Corporation Salaried Savings Plan

Notes to Financial Statements
December 31, 2006

Note 1: Description of Plan

The following description of the BlueLinx Corporation Salaried Savings Plan (Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.

General

The Plan is a defined contribution savings plan, established May 7, 2004 covering substantially all salaried employees (other than leased employees, independent contractors and nonresident aliens with no United States source income) of BlueLinx Corporation (the Plan Sponsor or Company). Employees become eligible to participate in the Plan as soon as administratively practicable following date of hire or by reason of recognition of service with a predecessor employer. Employees are permitted to enter the Plan on the date the eligibility requirements are met. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.

Contributions

The Plan includes a provision under Internal Revenue Code (IRC) Section 401(k) whereby participants may make pretax contributions to the Plan of up to 75% of their annual compensation (as defined in the Plan agreement), subject to limitations under the IRC. Participants age fifty and older are also allowed to make catch-up contributions.

For employees who participate in the Plan, the Plan Sponsor is required to match, subject to certain limitations under the IRC, 100% of each participant’s pretax contributions up to 3% of the participant’s compensation plus 50% of pretax contributions on the next 5% of the participant’s compensation.

Employees may also deposit rollover contributions from another qualified plan. Rollover contributions are placed in a separate account and are subject to the rules for investment established by the Plan administrator.

Administration

The Company serves as the Plan administrator. The Plan administrator has the responsibility to administer the Plan for the exclusive benefit of the participants and their beneficiaries. These duties include, but are not limited to, establishing procedures, maintaining records, interpreting provisions of the Plan and making determinations regarding questions, which may affect eligibility for benefits. The Plan administrator has engaged The Vanguard Group, Inc. (Vanguard) as a third-party administrator to assist in the administration of the Plan.

The trustee of the Plan is Vanguard Fiduciary Trust Company (Vanguard Trust) (see Note 5). Vanguard Trust, a wholly owned subsidiary of Vanguard, receives all contributions made under the Plan, holds Plan assets and pays benefits to participants as directed by the Plan administrator. Vanguard Trust serves as the intermediary for all asset purchases and redemptions. Additionally, a related entity of Vanguard manages certain of the Plan’s investment options.

Expenses

Administrative expenses for trustee, recordkeeping, accounting and audit services are paid by the Plan using available forfeitures. The Plan Sponsor pays legal expenses, expenses related to the creation of communications material and

remaining expenses in excess of forfeitures.

Participant Accounts

Each participant account is credited with pretax and rollover contributions made by the participant and is allocated a portion of the Plan Sponsor’s matching and non-elective contributions and Plan earnings or losses. Allocations are based on participant earnings or account balances, as defined in the Plan agreement. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Vesting

Participants’ vesting in the Plan Sponsor’s matching and non-elective contributions and income earned thereon is based on years of continuous service with the Plan Sponsor or the predecessor employer, if applicable. All participants become 100% vested after three years of service. The vesting percentages are as follows:

Years of Service		Percentage
1			0	%
2			0	%
3			100	%

Participants also become 100% vested upon termination of the Plan, on reaching the normal retirement age of sixty-five or upon disability or death while an employee of the Plan Sponsor.

Any portion of a participant’s account balance attributable to pretax, rollover and qualified non-elective contributions and income earned thereon is 100% vested at the time of contribution and is not subject to forfeiture.

Investment Options

Participants are allowed to make participant-directed allocations of their accounts among various investment options, including certain options for which Vanguard Trust or its affiliates serve as investment advisors (see Note 5), selected by the Plan administrator.

Participant Loans and Other Withdrawals

Participants may borrow from their accounts an amount equal to the lesser of $50,000 or 50% of their vested account balances. Participant loans generally have terms ranging up to five years, are secured by the balance in the participant’s account and bear interest at a rate determined by the Plan administrator based on prevailing interest rates at the time of the loan. A loan used for financing the purchase of the participant’s principal residence may be repaid over a period exceeding five years as determined on a case-by-case basis. In general, participant loans are due and payable if a participant terminates employment or fails to make a principal and/or interest payment as provided in the loan agreement. Principal and interest are paid ratably through payroll deductions.

In general, a participant may withdraw up to 100% of pretax contributions, excluding certain earnings on pretax contributions, in the event of a participant’s heavy and immediate financial hardship, as defined in the Plan agreement. Hardship distributions may not exceed the amount of the participant’s financial hardship and may not be repaid by the participant. If a participant makes a hardship withdrawal, the right to make contributions will be suspended for six months.

Pretax contributions may be withdrawn by a participant after reaching age fifty-nine and one-half. Rollover contributions may be withdrawn by a participant at any time.

Payment of Benefits

Upon normal retirement, disability or death, a participant or beneficiary may receive the value of the account through a lump sum distribution. In general, if a participant’s account balance, as defined in the Plan agreement, is greater than $5,000 (the involuntary cash-out amount), the account may not be distributed without the participant’s consent.

Upon termination of service of a participant for any reason, a participant will receive the value of the account through a single lump sum if the account balance is less than $5,000. In connection with the mandatory lump sum payment, if the balance is greater than $1,000 and the participant fails to elect either a rollover or direct payment, the account balance will be distributed to an individual retirement plan designated by the Plan Sponsor.

Distributions from the Plan will normally be subject to income taxes and in certain circumstances may also be subject to Internal Revenue Service (IRS) penalties, unless the distribution is transferred to another qualified plan or individual retirement account.

Forfeitures

Non-vested account balances of terminated employees are forfeited upon the earlier of the complete distribution of the vested portion of their account, subject to the possibility of reinstatement before the end of five consecutive breaks in service, as defined in the Plan agreement, or five consecutive breaks in service. Forfeitures may be used to reduce administrative expenses or reduce Plan Sponsor contributions. Forfeitures account balances totaled $122,158 and $43,830 for the years ended December 31, 2006 and 2005, respectively.

Note 2: Summary of Accounting Policies

Basis of Accounting

The financial statements of the Plan are prepared using the accrual method of accounting.

Use of Estimates in Financial Statements

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires the Plan administrator to make estimates that affect the amounts reported in the financial statements and accompanying notes. Accordingly, actual results may differ from those estimates.

Investment Valuation and Income Recognition

The Plan’s investments are stated at fair value which equals the quoted market price in an active market on the last business day of the Plan year. Shares of mutual funds are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. The fair value of the Plan’s interest in the Master Trust Agreement for the BlueLinx Corporation Company Stock Fund (Master Trust) (see Note 8) is based on the beginning of the year value of the Plan’s interest in the Master Trust plus actual contributions and allocated investment income, less distributions and allocated administrative expenses. Quoted market prices are used to value the underlying investments in the Master Trust. Participant loans are valued at their outstanding balance, which approximates fair value.

Payments of Benefits

Benefit payments are recorded when paid by the Plan.

Risks and Uncertainties

The Plan’s invested assets ultimately consist of stocks and other investment securities. Investment securities are exposed to various risks, such as interest rate risk, market risk and credit risk. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participant account balances and the amounts reported in the accompanying statements of net assets available for benefits.

Note 3: Investments

A schedule of the fair value of individual investments that comprised 5% or more of the Plan’s net assets available for benefits at December 31 follows:

		2006				2005
Vanguard 500 Index Fund		$	32,128,700			$	27,213,479
Vanguard PRIMECAP Fund			16,878,014				14,440,210
Vanguard Treasury Money Market Fund			10,913,661				7,819,535
Vanguard Windsor II Fund			9,420,832				6,531,668
Vanguard International Growth Fund			9,231,855				*
Vanguard Small-Cap Index Fund			8,360,268				6,077,698
Vanguard Short-Term Treasury Fund			7,847,157				7,701,606
Vanguard LifeStrategy Growth Fund			7,375,225				*

Note 4: Income Tax Status

The Plan has not received a determination letter from the IRS stating that the Plan is qualified under Section 401(a) of the IRC. However the Plan administrator believes that the Plan has been designed to comply with the requirements of the IRC and has indicated that it will take the necessary steps, if any, to bring the Plan’s operations and/or documents into compliance with the IRC.

Note 5: Party-in-Interest Transactions

Vanguard Trust and its affiliates perform services, sell products and maintain certain investments of the Plan for which fees are charged to the Plan. Party-in-interest transactions also include loans made to participants.

The participants are able to invest in stock of BlueLinx Holdings Inc. which is the parent company of the Plan Sponsor.

Such transactions, while considered party-in-interest transactions under ERISA, are permitted under the provisions of the Plan and are specifically exempt from the prohibition of party-in-interest transactions under ERISA.

Note 7: Plan Termination

Although it has not expressed any intent to do so, the Plan administrator has the right under the Plan to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.

Note 8: Financial Information of the Master Trust

Certain of the Plan’s investments are in the Master Trust which was established for the investment of assets of the Plan and of the BlueLinx Corporation Hourly Savings Plan. Both retirement plans have an undivided interest in

the Master Trust. At December 31, 2006 and 2005, the Plan’s interest in the net assets of the Master Trust was approximately 97% and 99.7%, respectively. Trust assets are allocated among the participating plans by assigning to each plan, transactions which can be specifically identified, including income and expenses resulting from the collective investment of assets of the Master Trust. The following table presents the fair value of investments for the Master Trust at December 31:

		2006				2005
Investments, at fair value:
Common stock		$	506,228			$	258,650
Total net assets		$	506,228			$	258,650

A summary of the net investment gain of the Master Trust for the year ended December 31, 2006, during which the Plan participated in this trust, which comprises the net investment activity for all participating plans, is as follows:

		2006
Net investment gain/(loss):
Interest and dividend income		$	15,073
Net appreciation/(depreciation) in fair value of common stock as determined by quoted market price			(21,001	)
Net investment gain/(loss) of Master Trust		$	(5,928	)

* * * * *

BlueLinx Corporation Salaried Savings Plan

Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
December 31, 2006
Plan #002 — Employer Identification #77-0627351

		(b)		(c)
		Identity of Issue, Borrower,		Description of Investment, Including				(e)
		Lessor, or		Maturity Date, Rate of Interest,		(d)		Current
(a)		Similar Party		Collateral, Par or Maturity Value		Cost		Value
		Loomis Sayles Funds		Loomis Sayles Bond Fund		#		$	6,648,610
*		Vanuard Fiduciary Trust Company
				Vanguard 500 Index Fund		#			32,128,700
				Vanguard Balanced Index Fund		#			6,059,173
				Vanguard Extended Market Index Fund		#			4,576,940
				Vanguard International Growth Fund		#			9,231,855
				Vanguard LifeStrategy Conservative Growth Fund		#			1,506,824
				Vanguard LifeStrategy Growth Fund		#			7,375,225
				Vanguard LifeStrategy Income Fund		#			1,297,921
				Vanguard LifeStrategy Moderate Growth Fund		#			5,881,755
				Vanguard PRIMECAP Fund		#			16,878,014
				Vanguard Short-Term Treasury Fund		#			7,847,157
				Vanguard Small-Cap Index Fund		#			8,360,268
				Vanguard Total Bond Market Index Fund		#			3,734,017
				Vanguard Total Stock Market Index Fund		#			4,132,572
				Vanguard Treasury Money Market Fund		#			10,913,661
				Vanguard Windsor II Fund		#			9,420,832
*		Participant loans		Interest rates ranging from 5% to 10.5%		#			2,932,611
				Maturing through 2010
								$	138,926,135

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company, as administrator of the plan, has duly caused this annual report to be signed by the undersigned hereunto duly authorized.

Date: June 28, 2007