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The case deals with the decline of FW Woolworth plc; its takeover by a management buy-in in 1982; and the successful recovery strategies adopted by the new group. The case mainly concerns issues of strategic choice and the implementation of strategy. Key areas include: rationalisation; market repositioning; reorganisation; staffing and training; and strategic planning. The changing role of Woolworth, thereby its property assets, were used to fund the group's diversification (and name change to become 'Kingfisher') are addressed. The case enables students to understand why the Kingfisher board took an unfashionable approach to turning around the business and to appreciate the difficulties of developing and implementing sustainable strategies in companies that are weak.