UNITED STATES
				 
		      SECURITIES AND EXCHANGE COMMISSION
		      
			   Washington, D.C. 20549

			       FORM 10-Q/A
			       AMENDMENT #1

(Mark One)
				
  x     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 ---    EXCHANGE ACT OF 1934.  FOR THE QUARTERLY FISCAL PERIOD ENDED
	SEPTEMBER 29, 1995, OR


	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 ---    EXCHANGE ACT OF 1934.  FOR THE TRANSITION PERIOD FROM
	____________ TO ____________.


			Commission File No. 015767
			    The Sportsman's Guide, Inc.
		   (Exact name of registrant as specified in its charter)
	      
	      Minnesota                          41-1293081           
	(State or other jurisdiction    (I.R.S. Employer I.D. Number)
      of incorporation or organization)
      
      
	      411 Farwell Ave., So. St. Paul, Minnesota  55075
		  (Address of principal executive offices)
		  
			       (612) 451-3030
	    (Registrant's telephone number, including area code)
       
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.  Yes   x     No      
						    -----       -----
								    
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13, or 15(d) of the Securities 
Exchange Act of 1934 subsequent to the distribution under a plan confirmed 
by a court.  Yes   x       No      
		 -----        -----

As of November 8, 1995 there were 23,335,833 shares of the registrant's
Common Stock outstanding.











				EXHIBIT INDEX
                               


EXHIBIT                                               METHOD OF FILING 
- --------                                        -----------------------------
                                              
    27.         Financial Data Schedules        Filed herewith electronically 


	       
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
	
       
       
       
       
       
	
	
	
	
	
	
         
      
				 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 thereunto duly authorized.


					     THE SPORTSMAN'S GUIDE, INC.
					     
					     
Date:  November 21, 1995                        BY:/s/Charles B. Lingen
                                          						   -------------------------
						                                             Charles B. Lingen
                                          
						   Vice President Finance/CFO