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): May 19, 2004




                              BOOKS-A-MILLION, INC.
             (Exact name of registrant as specified in its charter)




        DELAWARE                          0-20664              63-0798460
    (State or other jurisdiction       (Commission            (IRS Employer
          of incorporation)            File Number)          Identification No.)

       402 Industrial Lane, Birmingham, Alabama                 35211

       (Address of principal executive offices)              (Zip Code)


       Registrant's telephone number, including area code: (205) 942-3737






Item 7. Financial Statements and Exhibits.

     (c) Exhibits This exhibit is furnished pursuant to Item 12 and shall not be
deemed to be "filed".

     Exhibit No.                                       Description

      99.1                                   Press Release Dated May 19, 2004


Item 12. Results of Operations and Financial Condition.


     On May 19, 2004,  Books-A-Million,  Inc. issued a press release  announcing
its  financial  results for the quarter  ended May 1, 2004.  A copy of the press
release is attached as Exhibit 99.1.

     The  information  in this Report,  including the exhibit  attached  hereto,
including  Exhibit  99.1, is furnished  solely  pursuant to Item 12 of this Form
8-K.  Consequently,  it is not deemed  "filed" for the purposes of Section 18 of
the Securities  Exchange Act of 1934, or otherwise subject to the liabilities of
that section.  It may only be  incorporated by reference in another filing under
the  Exchange  Act  or  Securities  Act  of  1933  if  such  subsequent   filing
specifically references this Form 8-K.

























     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.

Dated: May 19, 2004                              BOOKS-A-MILLION, INC.


                                                 By:/s/ Richard S. Wallington
                                                    -------------------------
                                                        Richard S. Wallington
                                                        Chief Financial Officer




     EXHIBIT INDEX


     Exhibit No.                                       Description

      99.1                                  Press Release Dated May 19, 2004