SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------

FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
--------------------

For the fiscal year ended Commission file number
January 31, 1998 000-20969

HIBBETT SPORTING GOODS, INC.
(Exact name of registrant as specified in its charter)

Delaware 63-1074067
(State of other jurisdiction (I.R.S. Employer
of Incorporation or organization) Identification No.)

451 Industrial Lane
Birmingham, Alabama 35211
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code:
(205)942-4292

Securities registered pursuant to Section 12(b) of the Act:

Name of Each Exchange on
Title of Each Class CUSIP Number Which Registered
Common Stock, $.01 Par Value 428565-10-5 NASDAQ Stock Market

Securities registered pursuant to Section 12(g) of the Act:

None

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) and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No ___
---

Indicate by check mark if disclosure of delinquent filers pursuant to item 405
of Regulation S-K ((S)229.405 of this chapter) is not contained herein, and will
not be contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. ___.

The aggregate market value of the voting stock held by non-affiliates of the
Registrant (assuming for purposes of this calculation that all executive
officers and directors are "affiliates") was $101,498,589 at April 2,1998, based
on the closing sale price of $27.875 for the Common Stock on such date on the
Nasdaq National Market.

The number of shares outstanding of the Registrant's Common Stock,
as of April 2, 1998 was 6,395,271.

DOCUMENTS INCORPORATED BY REFERENCE

Items 6, 7 and 8 of Part II are incorporated by reference from the Company's
1998 Annual Report to Stockholders. Items 10, 11, 12 and 13 of Part III are
incorporated by reference from the Company's definitive Proxy Statement for the
1998 Annual Meeting of Stockholders, to be held June 9, 1998. Registrant's
definitive Proxy Statement will be filed with the Securities and Exchange
Commission on or before May 1, 1998.

HIBBETT SPORTING GOODS, INC.

INDEX

PART I

Item 1. Business 2

Item 2. Properties 6

Item 3. Legal Proceedings 6

Item 4. Submission of Matters to a Vote of Security Holders 6

PART II

Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters 7

Item 6. Selected Consolidated Financial and Operating Data 7

Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7

Item 8. Consolidated Financial Statements and Supplementary Data 7

Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure 7

PART III

Item 10. Directors and Executive Officers of Registrant 8

Item 11. Executive Compensation 8

Item 12. Security Ownership of Certain Beneficial Owners and Management 8

Item 13. Certain Relationships and Related Transactions 8

PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 8

PART I

Item 1. Business

GENERAL

Hibbett Sporting Goods, Inc. ("Hibbett" or the "Company") is a rapidly-growing
operator of full-line sporting goods stores in small to mid-sized markets in the
southeastern United States. Hibbett's stores offer a broad assortment of quality
athletic equipment, footwear and apparel at competitive prices with superior
customer service. The Company's merchandise assortment features a core
selection of brand name merchandise emphasizing team and individual sports
complemented by a selection of localized apparel and accessories designed to
appeal to a wide range of customers within each market. The Company believes
that its stores are among the primary retail distribution alternatives for brand
name vendors that seek to reach Hibbett's target markets.

The Company operates 107 Hibbett Sports stores as well as nine smaller-format
Sports Additions athletic shoe stores and four larger-format Sports & Co.
superstores. Hibbett's primary retail format and growth vehicle is Hibbett
Sports, a 5,000 square foot store located predominantly in enclosed malls.
Although competitors in some markets may carry product lines and national brands
similar to Hibbett, the Company believes that its Hibbett Sports stores are
typically the primary, full-line sporting goods retailers in their markets due
to the extensive selection of traditional team and individual sports merchandise
offered and a high level of customer service.

BUSINESS STRATEGY

The Company targets markets with county populations that range from 30,000 to
250,000. By targeting these smaller markets, the Company believes that it is
able to achieve significant strategic advantages, including numerous expansion
opportunities, comparatively low operating costs and a more limited competitive
environment than generally faced in larger markets. In addition, the Company
establishes greater customer and vendor recognition as the leading full-line
sporting goods retailer in these local communities.

Management believes that its ability to merchandise to local sporting or
community interests differentiates Hibbett from its national competitors. This
strong regional focus also enables the Company to achieve significant cost
benefits including lower corporate expenses, reduced distribution costs and
increased economies of scale from marketing activities. Additionally, Hibbett
also utilizes a number of sophisticated information systems to maintain tight
controls over operating costs.

The Company strives to hire enthusiastic sales personnel with an interest in
sports. The Company's extensive training program focuses on product knowledge
and selling skills and is conducted through the use of in-store clinics, videos,
self study courses, and interactive group discussions.

STORE CONCEPTS

Hibbett Sports

The Company's primary retail format is Hibbett Sports, a 5,000 square foot
store located predominantly in enclosed malls. The Company tailors its Hibbett
Sports concept to the size, demographics and competitive conditions of each
market. Seventy-nine Hibbett Sports stores are located in enclosed malls, the
majority of which are the only enclosed malls in the county, and the remaining
twenty-eight are located in strip centers.

Hibbett Sports stores offer a core selection of quality, brand name
merchandise with an emphasis on team and individual sports. This merchandise
mix is complemented by a selection of localized apparel and accessories designed
to appeal to a wide range of customers within each market. For example, the
Company believes that apparel with logos of sports teams of local interest
represents a larger percentage of the merchandise mix in Hibbett Sports stores
than it does in the stores of national chain competitors. In addition, the
Company strives to quickly respond to major sports events of local interest.

Sports & Co.

The Company opened the first of its four Sports & Co. superstores in the
spring of 1995 in Huntsville, Alabama. Sports & Co. superstores average 25,000
square feet and offer a larger assortment of athletic footwear, apparel and
equipment than Hibbett Sports stores. Athletic equipment and apparel represent
a higher percentage of the overall merchandise mix at Sports & Co. superstores
than they do at Hibbett Sports stores. Sports & Co. superstores are designed to
project the same exciting and entertaining in-store atmosphere as Hibbett Sports
stores but on a larger scale. For example, Sports & Co. superstores offer
customer participation areas, such as putting greens and basketball hoop shoots,
and feature periodic special events including appearances by well-known
athletes.

Sports Additions

The Company's nine Sports Additions stores are small, mall-based stores,
averaging 1,500 square feet with approximately 90% of merchandise consisting of
athletic footwear and the remainder consisting of caps and a limited assortment
of apparel. Sports Additions stores offer a broader assortment of athletic
footwear, with a greater emphasis on fashion than the athletic footwear
assortment offered by Hibbett Sports stores. All but one Sports Additions
stores are currently located in the malls in which Hibbett Sports stores are
also present.

Team Sales

Hibbett Team Sales, Inc. ("Team Sales"), a wholly-owned subsidiary of the
Company, is a leading supplier of customized athletic apparel, equipment and
footwear to school, athletic and youth programs in Alabama. Team Sales sells its
merchandise directly to educational institutions and youth associations. The
operations of Team Sales are independent of the operations of the Company's
stores, and its warehousing and distribution are managed separately out of its
own warehouse.

EXPANSION STRATEGY

Hibbett targets markets ranging in population from 30,000 to 250,000. By
targeting smaller markets, the Company believes that it is able to achieve
significant strategic advantages, including numerous expansion opportunities,
comparatively low operating costs and a more limited competitive environment
than generally faced in larger markets. In addition, the Company establishes
greater customer and vendor recognition as the leading full-line sporting goods
retailer in the local community.

The Company has recently accelerated its rate of new store openings to take
advantage of the growth opportunities in its target markets. The Company has
identified over 500 potential markets for future Hibbett Sports stores within
the states in which it operates and in contiguous states. Hibbett's clustered
expansion program, which calls for opening new stores within a two-hour driving
radius of another Company location, allows it to take advantage of efficiencies
in distribution, marketing and regional management. In January 1996 the Company
moved its operations to its newly constructed distribution center which has
significant expansion potential to support the Company's growth for the
foreseeable future.

In evaluating potential markets, the Company considers population, economic
conditions, local competitive dynamics and availability of suitable real estate.
Although approximately 74% of Hibbett Sports

stores are located in enclosed malls, the stores also operate profitably in
strip center locations. As the Company continues to expand, it will open new
stores in mall and strip center locations.

MERCHANDISING

The Company's merchandising strategy is to provide a broad assortment of
quality athletic equipment, footwear and apparel at competitive prices. The
Company's stores offer a core selection of brand name merchandise with an
emphasis on team and individual sports. This merchandise mix is complemented by
a selection of localized apparel and accessories designed to appeal to a wide
range of customers within each market. The Company's leading product category
is athletic footwear, followed by apparel and sporting equipment, ranked
according to sales.

The Company emphasizes quality brand name merchandise. The Company believes
that the breadth and depth of its brand name merchandise selection generally
exceeds the merchandise selection carried by local independent competitors.
Many of these branded products are highly technical and require considerable
sales assistance. The Company coordinates with its vendors to educate the sales
staff at the store level on new products and trends.

Although the core merchandise assortment tends to be similar for each Hibbett
Sports store, important local or regional differences frequently exist.
Accordingly, the Company's stores regularly offer products that reflect
preferences for particular sporting activities in each community and local
interest in college and professional sports teams. The Company's knowledge of
these interests, combined with its access to leading vendors, enables Hibbett
Sports stores to react quickly to emerging trends or special events, such as
college or professional championships.

The Company's merchandise staff analyzes current sporting goods trends by
maintaining close relationships with the Company's vendors, monitoring sales at
competing stores, communicating with customers, store managers and personnel and
reviewing industry trade publications. The merchandise staff works closely with
store personnel to meet the requirements of individual stores for appropriate
merchandise in sufficient quantities.

VENDOR RELATIONSHIPS

The sporting goods retail business is very brand name driven. Accordingly, the
Company maintains relationships with a number of well-known sporting goods
vendors to satisfy customer demand. The Company believes that its stores are
among the primary retail distribution alternatives for brand name vendors that
seek to reach Hibbett's target markets. As a result, the Company is able to
attract considerable vendor interest and establish long-term partnerships with
vendors. As its vendors expand their product lines and grow in popularity, the
Company expands its sales and promotions of these products within its stores. In
addition, as the Company continues to increase its store base and enter new
markets, the vendors have increased their brand presence within these regions.
The Company also places significant emphasis on and works with its vendors to
establish the most favorable pricing and to receive cooperative marketing funds.
Management believes the Company maintains excellent working relationships with
vendors. During fiscal 1998, the Company's largest vendor, Nike, represented
approximately 40% of its total purchases.

The loss of key vendor support could have a material adverse effect on the
Company's business, financial condition and results of operations. The Company
believes that it has long-standing and strong relationships with its vendors and
that it has adequate sources of brand name merchandise on competitive terms;
however, there can be no assurance that the Company will be able to acquire such
merchandise at competitive prices or on competitive terms in the future. In
this regard, certain merchandise that is high profile and in high demand may be
allocated by vendors based upon the vendors' internal criteria which are beyond
the Company's control.

ADVERTISING AND PROMOTION

The Company targets special advertising opportunities in its markets to
increase the effectiveness of its advertising spending. In particular, the
Company prefers advertising in local media as a way to further differentiate
itself from national chain competitors. Substantially all of the Company's
advertising and promotional spending is centrally directed, with some funds
allocated to district managers on an as-requested basis. Advertising in the
sports pages of local newspapers serves as the foundation of the Company's
promotional program, and in fiscal 1998 it accounted for the majority of the
Company's total advertising spending. Other media such as local radio,
television and outdoor billboards are used by the Company to reinforce Hibbett
name recognition and brand awareness in the community. In addition, direct mail
to customers on an in-house mailing list has been used by the Company to
reinforce already established buying patterns and to increase customer loyalty.

DISTRIBUTION

The Company maintains a single 130,000 square foot distribution center in
Birmingham, Alabama for all 120 of its existing stores and manages the
distribution process centrally from its corporate headquarters which are located
in the same building as the distribution center. In January 1996 the Company
moved its operations to this newly constructed distribution center which has
significant expansion potential to support the Company's growth for the
foreseeable future. The Company believes strong distribution support for its
stores is a critical element of its expansion strategy and is central to its
ability to maintain a low cost operating structure. As the Company continues
its expansion, it intends to open new stores in locations that can be supplied
from the Company's distribution center.

The Company receives substantially all of its merchandise at its distribution
center. For key products, the Company maintains backstock at the distribution
center that is allocated and distributed to stores through an automatic
replenishment program based on items sold during the prior week. Merchandise is
typically delivered to stores weekly via Company-operated vehicles.

COMPETITION

The business in which the Company is engaged is highly competitive and many of
the items sold by the Company are sold by local sporting goods stores,
department and discount stores, athletic footwear and other specialty athletic
stores, traditional shoe stores and national and regional full-line sporting
goods stores. The marketplace for sporting goods remains highly fragmented as
many different retailers compete for market share by utilizing a variety of
store formats and merchandising strategies. In recent years, the growth of
large format retailers has resulted in significant consolidation in large
metropolitan markets. However, the Company believes that the competitive
environment for sporting goods remains different in small to mid-sized markets
where retail demand may not support larger format stores. In smaller markets
such as those targeted by the Company's Hibbett Sports format, national chains
compete by focusing on a specialty category like athletic footwear in the case
of Foot Locker and Foot Action. Accordingly, many of the stores with which the
Company competes are units of national chains that have substantially greater
financial and other resources than the Company. Hibbett Sports format stores
compete with national chains that focus on athletic footwear, local sporting
goods stores, department and discount stores and traditional shoe stores.
Although its Hibbett Sports format may face competition from a variety of
competitors, the Company believes that its Hibbett Sports format is able to
compete effectively by distinguishing itself as a full-line sporting goods store
with an emphasis on team and individual sports merchandise complemented by a
selection of localized apparel and accessories. The larger markets targeted by
Sports & Co. superstores are also highly competitive. The Company's Sports &
Co. superstores compete with sporting goods superstores, athletic footwear
superstores and mass merchandisers. Competitors of Sports & Co. superstores may
carry similar product lines and national brands and a broader assortment. The
Company believes the principal competitive factors in its markets are service,
breadth of merchandise offered, availability of brand names, availability of
local merchandise and price. The Company believes it competes favorably with
respect to

these factors in the small to mid-sized markets in the Southeast. However, there
can be no assurance that the Company will continue to be able to compete
successfully against existing or future competitors. Expansion by the Company
into markets served by its competitors, entry of new competitors or expansion of
existing competitors into the Company's markets, could have a material adverse
effect on the Company's business, financial condition and results of operations.

EMPLOYEES

The Company employed approximately 523 full-time and approximately 912 part-
time employees at January 31, 1998, none of whom are represented by a labor
union. The number of part-time employees fluctuates depending on seasonal
needs. There can be no assurance that the Company's employees will not, in the
future, elect to be represented by a union. The Company considers its
relationship with its employees to be good and has not experienced significant
interruptions of operations due to labor disagreements.

ITEM 2. PROPERTIES

The Company currently leases all of its existing 120 store locations and
expects that its policy of leasing rather than owning will continue as it
expands. The Company's leases typically provide for a short initial lease term
with options on the part of the Company to extend. Management believes that
this lease strategy enhances the Company's flexibility to pursue various
expansion opportunities resulting from changing market conditions and to
periodically re-evaluate store locations. The Company's ability to open new
stores is contingent upon locating satisfactory sites, negotiating favorable
leases and recruiting and training additional qualified management personnel.

As current leases expire, the Company believes that it will be able either to
obtain lease renewals if desired for present store locations or to obtain leases
for equivalent or better locations in the same general area. To date, the
Company has not experienced difficulty in either renewing leases for existing
locations or securing leases for suitable locations for new stores. The
Company's leases may contain certain provisions with which the Company may not
be in compliance. Based primarily on the Company's belief that it maintains
good relations with its landlords, that most of its leases are at market rents
and that it has historically been able to secure leases for suitable locations,
management believes that these provisions will not have a material adverse
effect on the business or financial condition of the Company.

The Company moved its operations to the newly-built corporate offices and
distribution center in Birmingham, Alabama in January 1996. The offices and the
distribution center are leased by the Company under a long term operating lease.
Team Sales owns its warehousing and distribution center located in Birmingham,
Alabama.

ITEM 3. LEGAL PROCEEDINGS

The Company is a party to various legal proceedings incidental to its
business. In the opinion of management, after consultation with legal counsel,
the ultimate liability, if any, with respect to those proceedings is not
presently expected to materially affect the business, financial position or
results of operations of the Company.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

The Company's common stock is traded on the NASDAQ National Market
(NASDAQ) under the symbol HIBB. Trading of the Company's stock commenced on
October 11, 1996. The following table sets forth, for the periods indicated, the
high and low closing sales prices of shares of the Common Stock as reported by
NASDAQ.

FISCAL 1998: High Low
------- -------

First Quarter (February 2 to May 3) $ 17 3/4 $ 15
Second Quarter (May 4 to August 2) $ 23 1/2 $ 15
Third Quarter (August 3 to November 1) $ 32 1/4 $ 22
Fourth Quarter (November 2 to January 31) $ 28 $ 17

FISCAL 1997:
Third Quarter (October 11 to November 2) $ 21 1/2 $ 19 1/2
Fourth Quarter (November 3 to February 1) $ 19 1/2 $ 12 1/8

On April 2, 1998, the last reported sale price for the Company's Common Stock
as quoted by NASDAQ was $27 7/8 per share. As of April 2, 1998, the Company had
approximately 46 registered shareholders.

The Company has never declared or paid any dividends on its common stock. The
Company currently intends to retain its future earnings to finance the growth
and development of its business and therefore does not anticipate declaring or
paying cash dividends on its common stock for the foreseeable future. Any
future decision to declare or pay dividends will be at the discretion of the
Board of Directors and will be dependent upon the Company's financial condition,
results of operations, capital requirements, and such other factors as the Board
of Directors deems relevant.

ITEM 6. SELECTED CONSOLIDATED FINANCIAL AND OPERATING DATA

The information required is incorporated by reference from page 28 of the
Company's 1998 Annual Report to Stockholders.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The information required is incorporated by reference from pages 10 to 14 of
the Company's 1998 Annual Report to Stockholders.

ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The information required is incorporated by reference from pages 15 to 27 of
the Company's 1998 Annual Report to Stockholders.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

None.

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

The information required is incorporated by reference from the sections
entitled "Directors and Executive Officers", "The Board of Directors", and
"Certain Relationships and Related Transactions" in the Proxy Statement for the
Annual Meeting of Stockholders to be held June 9, 1998 (the "Proxy Statement"),
which is to be filed with the Securities and Exchange Commission.

ITEM 11. EXECUTIVE COMPENSATION

The information required is incorporated by reference from the section
entitled "Executive Compensation" in the Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The information required is incorporated by reference from the sections
entitled "Security Ownership of Certain Beneficial Owners" and "Directors and
Executive Officers" in the Proxy Statement.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The information required is incorporated by reference from the section
entitled "Certain Relationships and Related Transactions" in the Proxy
Statement.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a) Documents filed as part of this report:

1. Financial Statements:

The following Financial Statements and Supplementary Data of the
Registrant and Independent Auditors' Report on such Financial
Statements are incorporated by reference from the Company's 1998 Annual
Report to Stockholders, in Part II, Item 8:

Consolidated Balance Sheets as of January 31, 1998 and February 1, 1997

Consolidated Statements of Operations for the fiscal years ended
January 31,1998, February 1, 1997 and February 3,1996

Consolidated Statements of Stockholders' Investment for the fiscal
years ended January 31, 1998, February 1, 1997 and February 3, 1996

Consolidated Statements of Cash Flows for the fiscal years ended
January 31, 1998, February 1, 1997 and February 3, 1996

Notes to Consolidated Financial Statements

Report of Independent Public Accountants

2. Financial Statement Schedules:

The following consolidated financial statement schedule of Hibbett
Sporting Goods, Inc. is attached hereto:

Schedule II Valuation and Qualifying Accounts

All other schedules for which provision is made in the applicable
accounting regulations of the Securities and Exchange Commission are
not required under the related instructions or are not applicable, and
therefore have been omitted.

3. Exhibits.

The Exhibits listed on the accompanying Exhibits Index are filed as
part of, or incorporated by reference into, this report.

EXHIBITS INDEX

Exhibit #
- ---------
3.1 (a) Certificate of Incorporation of the Company

3.2 (a) Bylaws of the Company

10.1.1(a) Revolving Credit Facility dated as of October 31, 1996 between
the Company, Hibbett Team Sales, Inc. and Amsouth Bank of Alabama

10.2 (b) Advisory Agreement dated November 1, 1995 between the Company and
Saunders, Karp & Co., L.P.

10.3 (b) Employment and Post-Employment Agreement dated as of November 1,
1995 between the Company and Michael J. Newsome

10.4 (b) Letter from the Company to Michael J. Newsome dated November 1, 1995
re: Incentive Compensation Arrangements

10.5 (b) Non-competition Agreement dated November 1, 1995 among Charles C.
Anderson, Joel R. Anderson, Clyde B. Anderson, the Company, The SK
Equity Fund, L.P. and SK Investment Fund, L.P.

10.6 (d) The Company's Stock Option Plan (as amended effective as of October
10, 1996)

10.7 (d) The Company's Amended and Restated 1996 Stock Option Plan
("1996 Plan")

10.8 (d) The Company's Employee Stock Purchase Plan

10.9 (d) The Company's Stock Plan for Outside Directors

10.10.1 (b) Lease Agreement dated as of February 12, 1996 between QRS 12-14
(AL), Inc. and Sports Wholesale, Inc. (the "Lease Agreement")

10.10.2 (c) Landlord's Waiver and Consent re: Lease Agreement dated February
12, 1996 by QRS 12-14 (AL), Inc.

10.11 (d) Letter from the Company to Clyde B. Anderson dated September 13,
1996 re: Consulting Agreement

13.1 + Fiscal 1998 Annual Report

21 (b) List of Company's Subsidiaries

23.1 + Consent of Arthur Andersen LLP

27 + Financial Data Schedule

(a) Filed as an exhibit to the Company's Annual Report on Form 10-K
for the fiscal year ended February 1, 1997, and incorporated
herein by reference.

(b) Filed as an exhibit to the Company's Registration Statement on
Form S-1, (Registration No. 333-07023) filed with the Securities
and Exchange Commission June 27, 1996, and incorporated herein by
reference.

(c) Filed as an exhibit to Amendment No. 1 to the Company's
Registration Statement on Form S-1(Registration No. 333-07023),
filed with the Securities and Exchange Commission July 16, 1996,
and incorporated herein by reference.

(d) Filed as an exhibit to Amendment No. 2 to the Company's
Registration Statement on Form S-1(Registration No. 333-07023),
filed with the Securities and Exchange Commission September 16,
1996, and incorporated herein by reference.

+ Filed heretowith

(b) Reports on Form 8-K:

No reports on Form 8-K have been filed during the three months ended
January 31, 1998.

SIGNATURES

Pursuant to the requirements of the Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

HIBBETT SPORTING GOODS, INC.

By: /s/ Michael J. Newsome
------------------------------------------
Michael J. Newsome
President

Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed by the following persons in the capacities
and on the dates indicated.

Signature Title Date
- ----------------------------------------------------- ------------------------------------- ----------------------

/s/ Michael J. Newsome Principal Executive Officer and April 23, 1998
- ----------------------------------------------------- Director --------------
Michael J. Newsome

Principal Financial Officer and
/s/ Susan H. Fitzgibbon Principal Accounting Officer April 23, 1998
- ----------------------------------------------------- --------------
Susan H. Fitzgibbon

/s/ Clyde B. Anderson Director April 23, 1998
- ----------------------------------------------------- --------------
Clyde B. Anderson

/s/ H. Ray Compton Director April 23, 1998
- ----------------------------------------------------- --------------
H. Ray Compton

/s/ F. Barron Fletcher, III Director April 23, 1998
- ----------------------------------------------------- --------------
F. Barron Fletcher, III

/s/ Carl Kirkland Director April 23, 1998
- ----------------------------------------------------- --------------
Carl Kirkland

/s/ John F. Megrue, Jr. Director April 23, 1998
- ----------------------------------------------------- --------------
John F. Megrue, Jr.

/s/ Thomas A. Saunders, III Director April 23, 1998
- ----------------------------------------------------- --------------
Thomas A. Saunders, III

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

----------------------

SCHEDULES AND EXHIBITS
TO
ANNUAL REPORT
ON
FORM 10-K
FOR THE FISCAL YEAR ENDED
JANUARY 31, 1998

----------------------

HIBBETT SPORTING GOODS, INC.

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
ON SUPPLEMENTAL SCHEDULE

To Hibbett Sporting Goods, Inc.:

We have audited in accordance with generally accepted auditing standards, the
financial statements of HIBBETT SPORTING GOODS, INC. (a Delaware corporation,
formerly an Alabama corporation) AND SUBSIDIARIES, included in this Form 10-K
and have issued our report thereon dated March 12, 1998. Our audit was made for
the purpose of forming an opinion on the basic financial statements taken as a
whole. Schedule II included in Part IV of the Form 10-K is presented for
purposes of complying with the Securities and Exchange Commission's rules and is
not part of the basic financial statements. This schedule has been subjected to
the auditing procedures applied in the audit of the basic financial statements
and, in our opinion, fairly states in all material respects the financial data
required to be set forth therein in relation to the basic financial statements
taken as a whole.

ARTHUR ANDERSEN LLP

Birmingham, Alabama
March 12, 1998

HIBBETT SPORTING GOODS, INC.

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

FOR THE YEARS ENDED JANUARY 31, 1998, FEBRUARY 1, 1997, AND FEBRUARY 3, 1996

Fiscal Year Ended
--------------------------------------------------------------
January 31, February 1, February 3,
1998 1997 1996
------------------ --------------- -----------------

Balance of allowance for doubtful accounts
at beginning of period $134,000 $ 86,000 $ 61,000

Charged to costs and expenses 110,000 71,000 62,000

Write-offs, net of recoveries (60,000) (23,000) (37,000)
------------------ --------------- -----------------
Balance of allowance for doubtful accounts
at end of period $184,000 $134,000 $ 86,000
================== =============== =================