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):  August 17, 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)



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





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 August 17, 2004
      99.2                               Press Release Dated August 17, 2004

Item 9.  Regulation FD Disclosure

     Books-A-Million,  Inc. announced that its Board of Directors has approved a
one-time dividend of $0.12 per share and the initiation of a quarterly  dividend
of $0.03 per share.  The  quarterly  dividend  will be paid  beginning  with the
quarter  ended  July  31,  2004.  Both the  one-time  dividend  and the  initial
quarterly  dividend are payable on September 14, 2004 for shareholders of record
at the close of business on August 31, 2004. The Company will pay quarterly cash
dividends in the future subject to Board approval.  A copy of the press release
is attached as Exhibit 99.2.

     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 August 17, 2004, Books-A-Million, Inc. issued a press release announcing
its financial  results for the quarter ended July 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: August 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 August 17, 2004

      99.2                                 Press Release Dated August 17, 2004