LINCOLN LOGS LTD
8-K, 1997-05-28
PREFABRICATED WOOD BLDGS & COMPONENTS
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                 SECURITIES AND EXCHANGE COMMISSION 
                       Washington, D. C. 20549 
                                                                  
                                                              
                            FORM 8-K 

                 Pursuant to Section 13 or 15 (d) of
                the Securities Exchange Act of 1934


  Date of Report (Date of earliest event reported): May 20, 1997

                   Commission file number 0-12172


                         Lincoln Logs Ltd. 
   (Exact name of small business issuer as specified in its charter) 


              New York                        14-1589242 
      (State or other jurisdiction of        (I.R.S. Employer 
      incorporation or organization)         Identification No.) 


            Riverside Drive, Chestertown, New York 12817 
              (Address of principal executive offices)

                            (518) 494-5500
                    (Issuer's telephone number)

<PAGE>




























Item 5.   Other Events.

     On May 20, 1997 the Registrant issued an announcement that the
position of Chief Executive Officer was being replaced with a new 
position, entitled The Office of the Chief Executive.  Mr. Richard C.
Farr, the current Chief Executive Officer will share the new office 
with three other Directors who have been appointed by the Board: 
Mr. Leslie M. Apple, Mr. Samuel J. Padula and Mr. John D. Shepherd.
As a group of four, The Office of the Chief Executive will discharge
the responsibilities of the Chief Executive Office function.


A copy of the press release announcing this event is filed herewith as
Exhibit A and is incorporated by reference.



                              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. 


                                   LINCOLN LOGS LTD. 


                                    /s/Richard C. Farr            _ 
                                   Richard C. Farr,   
                                   The Office of Chief Executive
                                                              
                                 

                                   Date: May 28, 1997



<PAGE>























Exhibit A

                         ANNOUNCEMENT


After Fiscal 1997 ended and after the Annual Report on Form 10-KSB had
been filed with the Securities & Exchange Commission, Richard C. Farr,
Chairman of the Board, President and Chief Executive Officer informed the
Board of Directors that he wanted to put into place a plan which would
enable him to resume his retirement, which he stepped away from over five
years ago to become Chief Executive Officer of the Company.  Having helped
the Company through a very difficult period of substantial losses, to the
point where the Company has had two successive years of modest
profitability, Mr. Farr believes it is time to initiate phase one of his
re-retirement plan.  In that regard, the Board of Directors has approved
the following reorganization, which is to become effective May 20, 1997:

     The position of the Chief Executive Officer, which Mr. Farr 
     now holds will be replaced with a new position, entitled 
     The Office of the Chief Executive.  Mr. Farr will share that
     office with three other Directors who have been appointed
     by the Board: Mr. Leslie M. Apple; Mr. Samuel J. Padula;
     and Mr. John D. Shepherd.  As a group of four, The Office
     of the Chief Executive will discharge the responsibilities
     of the Chief Executive function.

Additionally, in order to provide effective on-site management of the
Company's day-to-day operations, the Board of Directors has appointed
Mr. Steven Ewing to the position of Chief Operating Officer, also to
become effective May 20, 1997.  Mr. Ewing will report to the Office of the
Chief Executive.  Those individuals who previously reported to Mr. Farr
will now report to Mr. Ewing, except for Ms. Carole Hart, Secretary of the
Company, who will report to The Office of the Chief Executive.

                    
                         Lincoln Logs Ltd.


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