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): March 16, 2004




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




   DELAWARE                   0-20664                        63-0798460
--------------             ------------                   ------------------
(State of                  (Commission                      (IRS Employer
incorporation)             File Number)                   identification No.)


                 402 Industrial Lane, Birmingham, Alabama 35211
                    (Address of principal executive offices)


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




Item 7. Financial Statements and Exhibits.

         (c)      Exhibits
This exhibit is furnished pursuant to Items 9 and 12 and shall not be deemed
to be "filed".

     Exhibit No.                                       Description

      99.1                                  Press Release Dated March 16, 2004
      99.2                                  Press Release Dated March 17, 2004

     Item 9. Regulation FD Disclosure  Books-A-Million,  Inc. announced that its
Board of  Directors  has  authorized  the  Company to purchase up to 1.6 million
shares,  or 10%, of the Company's common stock. Such repurchases are expected to
be made in  open-market or negotiated  transactions  from time to time as market
conditions  warrant,  at prices the Company deems  appropriate.  Books-A-Million
currently has approximately 16.5 million shares outstanding.

     The information in the Report,  including  Exhibit 99.2 attached hereto, is
furnished  solely pursuant to Item 9 of this form 8-K.  Consequently,  it is not
deemed "filed" for the purposes of Section 18 of the Securities and 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.

Item 12. Results of Operations and Financial Condition.


     On March 16, 2004, Books-A-Million,  Inc. issued a press release announcing
its  financial  results for the quarter  ended  January 31, 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: March 17, 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 March 16, 2004

      99.2                                 Press Release Dated March 17, 2004