EXHIBIT 99.1

FRED'S                           4300 New Getwell Road, Memphis, Tennessee 38118


                                 Contact: Jerry A. Shore
                                          Executive Vice President and Chief
                                          Financial Officer
                                          (901) 362-3733, Ext. 2217


                      FRED'S REPORTS THIRD QUARTER RESULTS


MEMPHIS,  Tenn.  (November  23,  2004) - Fred's  Inc.  (NASDAQ/NM:  FRED)  today
reported  financial  results for the third fiscal quarter and nine-month  period
ended October 30, 2004.

     In line with expectations the Company announced earlier this month,  Fred's
net  income  for the third  quarter of 2004  totaled  $7.5  million or $0.19 per
diluted share versus $9.0 million or $0.23 per diluted share in the year-earlier
period. For the first nine months of 2004, net income was $18.0 million or $0.46
per diluted share  compared with $21.3 million or $0.54 per diluted share in the
same period last year.

     Retail sales by Company  stores for the third quarter of 2004 increased 13%
and total sales for the quarter rose 12% to $349.1 million versus $311.7 million
in the same period last year. On a comparable store basis,  sales increased 3.6%
for the  quarter.  For the first nine  months of 2004,  retail  sales by Company
stores  increased  12% and total  sales for the  period  also rose 12% to $1.031
billion  compared with $924.6  million in the  year-earlier  period.  Comparable
store  sales for the first  nine  months  of 2004  increased  3.3% over the same
period last year.

     Commenting on the results, Michael J. Hayes, Chief Executive Officer, said,
"Although our comparable sales  performance this year remains  positive,  it has
nonetheless fallen short of plan. With the significant added expense of gasoline
this year, our customers are more cautious in their spending and more focused on
lower-margin  merchandise,  and this impact is  reflected  in both our sales and
gross profit lines.  This, along with the unusual expenses  incurred as a result
of the  hurricanes  and  associated  clean-up,  as well as a surge in our  fuel,
transportation and utility expenses, led to the reduced financial results.

     "As we look ahead to the final  months of the fiscal year and the  upcoming
holiday  season,  our  stores are well  prepared,  well  stocked,  and ready for
customers,  who we expect will return to a livelier  holiday  shopping  spirit,"
Hayes  continued.  "We still are  optimistic  that  sales  will  bounce  back as
Christmas approaches.  However, since sales have remained below plan so far this
month,  we believe it may be more  realistic to expect a continuing  impact from
these  factors in the fourth  quarter  even as we  prepare  for a  strengthening
retail climate.  Consequently,  we currently  project fourth quarter earnings in
the range of $0.30 to $0.34 per diluted share."

                                       1

FRED'S Reports Third Quarter Results
Page 2
November 23, 2004

     Fred's gross profit for the third quarter was $101.2 million  compared with
$91.2 million in the prior-year period,  representing an increase of 11% for the
period.  Gross margin for the quarter was 29.0% versus 29.3% last year, with the
decline  reflecting  an ongoing shift in product mix toward basic  products,  as
well as higher  freight  costs.  Gross  profit for the first nine months of 2004
increased 11% to $292.0  million from $264.1 million in the first nine months of
2003.  Gross margin for the 2004  year-to-date  period was 28.3% versus 28.6% in
the same period last year.

     Selling,  general and administrative expenses for the third quarter of 2004
increased to 25.8% of sales from 24.8% of sales in the year-earlier period. On a
year-to-date  basis  in  2004,  selling,  general  and  administrative  expenses
increased  to 25.6% of sales  from  25.1% of sales in the first  nine  months of
2003.  The  increase in the  expenses  for the quarter and  year-to-date  period
reflected  reduced  sales  leverage  on store  expenses,  insurance  costs,  and
utilities and fuel-related expenses.

     Operating  income  for the  third  quarter  of 2004  declined  19% to $11.3
million from $13.9 million in the year-earlier period. Operating income was 3.2%
of sales in the third  quarter of 2004  compared with 4.5% of sales in the third
quarter of 2003. Operating income for the first nine months of 2004 declined 15%
to $27.7 million from $32.6 million in the prior-year  period.  Operating income
for the first nine months of 2004 was 2.7% of sales  compared with 3.5% of sales
in the first nine months of last year.

     Fred's Inc. operates 574 discount general merchandise stores,  including 25
franchised Fred's stores in the southeastern United States. For more information
about the Company, visit Fred's website on the Internet at www.fredsinc.com.

     A  public,  listen-only  simulcast  and  replay  of  Fred's  third  quarter
conference   call   may  be   accessed   at  the   Company's   web  site  or  at
www.companyboardroom.com.  The simulcast will begin at  approximately  5:00 p.m.
Eastern  Time  today  and a replay of the call will be  available  beginning  at
approximately 8:00 p.m. Eastern Time and will run until December 23, 2004.

     Comments  in  this  news  release  that  are  not   historical   facts  are
forward-looking  statements  that involve  risks and  uncertainties  which could
cause  actual  results  to  differ   materially  from  those  projected  in  the
forward-looking  statements.  These risks and uncertainties include, but are not
limited to,  general  economic  trends,  changes in consumer  demand or purchase
patterns,  delays  or  interruptions  in the  flow of  merchandise  between  the
Company's  distribution center and its stores or between the Company's suppliers
and same, a disruption  in the Company's  data  processing  services,  costs and
delays in  acquiring or  developing  new store  sites,  and other  contingencies
discussed in the Company's  Securities and Exchange Commission  filings.  Fred's
undertakes  no  obligation  to  release   revisions  to  these   forward-looking
statements  to  reflect  events or  circumstances  after  the date  hereof or to
reflect the occurrence of unforeseen  events,  except as required to be reported
under the rules and regulations of the Securities and Exchange Commission.

                                       2

FRED'S Reports Third Quarter Results
Page 3
November 23, 2004


                                   FRED'S INC.
                         Unaudited Financial Highlights
                    (in thousands, except per share amounts)



                                                                            13 Weeks        13 Weeks
                                                                              Ended           Ended
                                                                           October 30,     November 1,     Percent
                                                                              2004            2003         Change
                                                                         -------------    -----------     ---------
                                                                                                    

Net sales                                                                $     349,139    $   311,668         12.0%
Operating income                                                         $      11,263    $    13,888        -18.9%
Net income                                                               $       7,521    $     9,028        -16.7%
Net income per share:
     Basic                                                               $        0.19    $      0.23        -17.4%
     Diluted                                                             $        0.19    $      0.23        -17.4%
Average shares outstanding:
     Basic                                                                      39,220         38,901
     Diluted                                                                    39,517         39,838


                                                                            39 Weeks        39 Weeks
                                                                              Ended           Ended
                                                                           October 30,     November 1,     Percent
                                                                              2004            2003         Change
                                                                         -------------    -----------     ---------
Net sales                                                                $   1,031,475    $   924,627         11.6%
Operating income                                                         $      27,726    $    32,550        -14.8%
Net income                                                               $      18,039    $    21,270        -15.2%
Net income per share:
     Basic                                                               $        0.46    $      0.55        -16.4%
     Diluted                                                             $        0.46    $      0.54        -14.8%
Average shares outstanding:
     Basic                                                                      39,130         38,680
     Diluted                                                                    39,585         39,594






                                       3

FRED'S Reports Third Quarter Results
Page 4
November 23, 2004

                                   FRED'S INC.
                   Unaudited Fiscal 2004 Third Quarter Results
                    (in thousands, except per share amounts)


                                                               13 Weeks                     13 Weeks
                                                                 Ended                        Ended
                                                              October 30,       % of       November 1,      % of
                                                                 2004           Total         2003          Total
                                                            -------------    ---------    -----------     ---------
                                                                                                 

Net sales                                                   $     349,139       100.0%    $   311,668        100.0%
Cost of goods sold                                                247,890        71.0%        220,477         70.7%
                                                            -------------    ---------    -----------     ---------
Gross profit                                                      101,249        29.0%         91,191         29.3%
Selling, general and administrative expenses                       89,986        25.8%         77,303         24.8%
                                                            -------------    ---------    -----------     ---------
Operating income                                                   11,263         3.2%         13,888          4.5%
Interest expense, net                                                 260         0.1%             93          0.0%
                                                            -------------    ---------    -----------     ---------
Income before income taxes                                         11,003         3.1%         13,795          4.5%
Provision for income taxes                                          3,482         1.0%          4,767          1.6%
                                                            -------------    ---------    -----------     ---------
Net income                                                  $       7,521         2.1%    $     9,028          2.9%
                                                            =============    =========    ===========     =========
Net income per share:
     Basic                                                  $        0.19                 $      0.23
                                                            =============                 ===========
     Diluted                                                $        0.19                 $      0.23
                                                            =============                 ===========
Weighted average shares outstanding:
     Basic                                                         39,220                      38,901
                                                            =============                 ===========
     Diluted                                                       39,517                      39,838
                                                            =============                 ===========

                    Unaudited Fiscal 2004 Nine-Month Results
                    (in thousands, except per share amounts)

                                                               39 Weeks                     39 Weeks
                                                                 Ended                        Ended
                                                              October 30,       % of       November 1,      % of
                                                                 2004           Total         2003          Total
                                                            -------------    ---------    -----------     ---------
Net sales                                                   $   1,031,475       100.0%    $   924,627        100.0%
Cost of goods sold                                                739,462        71.7%        660,544         71.4%
                                                            -------------    ---------    -----------     ---------
Gross profit                                                      292,013        28.3%        264,083         28.6%
Selling, general and administrative expenses                      264,287        25.6%        231,533         25.1%
                                                            -------------    ---------    -----------     ---------
Operating income                                                   27,726         2.7%         32,550          3.5%
Interest expense, net                                                 542         0.1%            290          0.0%
                                                            -------------    ---------    -----------     ---------
Income before income taxes                                         27,184         2.6%         32,260          3.5%
Provision for income taxes                                          9,145         0.9%         10,990          1.2%
                                                            -------------    ---------    -----------     ---------
Net income                                                  $      18,039         1.7%    $    21,270          2.3%
                                                            =============    =========    ===========     =========
Net income per share:
     Basic                                                  $        0.46                 $      0.55
                                                            =============                 ===========
     Diluted                                                $        0.46                 $      0.54
                                                            =============                 ===========
Weighted average shares outstanding:
     Basic                                                         39,130                      38,680
                                                            =============                 ===========
     Diluted                                                       39,585                      39,594
                                                            =============                 ===========


                                        4




FRED'S Reports Third Quarter Results
Page 5
November 23, 2004

                                   FRED'S INC.
                             Unaudited Balance Sheet
                                 (in thousands)




                                                                                     October 30,     November 1,
                                                                                        2004              2003
                                                                                    -------------    --------------
                                                                                               

ASSETS:
Cash and cash equivalents                                                           $       5,303    $        2,279
Inventories                                                                               318,271           260,589
Receivables and other current assets                                                       30,629            21,779
                                                                                    -------------    --------------
     Total current assets                                                                 354,203           284,647
Property and equipment, net                                                               143,705           130,281
Other noncurrent assets                                                                     4,141             4,256
                                                                                    -------------    --------------
     Total assets                                                                   $     502,049     $     419,184
                                                                                    =============     =============


LIABILITIES AND SHAREHOLDERS' EQUITY:
Accounts payable                                                                    $      91,088    $       78,427
Current portion of indebtedness                                                            11,800               125
Current portion of capital lease obligation                                                   660               735
Accrued expenses & other                                                                   20,814            16,416
Current deferred tax liability                                                             13,506            11,016
Income taxes                                                                                4,481             6,663
                                                                                    -------------    --------------
     Total current liabilities                                                            142,349           113,382

Indebtedness                                                                               40,072            19,284
Deferred tax liability                                                                      8,103             3,445
Capital lease obligations                                                                   1,178             1,844
Other noncurrent liabilities                                                                2,406             2,755
                                                                                    -------------    --------------
     Total liabilities                                                                    194,108           140,710
Shareholders' equity                                                                      307,941           278,474
                                                                                    -------------    --------------
     Total liabilities and shareholders' equity                                     $     502,049    $      419,184
                                                                                    =============    ==============


                                       5