8-K

UNITED STATES

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) May 30, 2014

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)

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

N/A

                                                                                                                                            ___________________________________________________________________________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

On May 30, 2014, Books-A-Million, Inc. issued a press release announcing its financial results for the first quarter ended May 3, 2014.  A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Report, including the exhibit attached hereto, is furnished solely pursuant to Item 2.02 of this Form 8-K.  Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.  It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)           Exhibits.

The exhibit is furnished pursuant to Item 2.02 and shall not be deemed to be “filed.”

Exhibit No.	Document Description
99.1	Press Release dated May 30, 2014

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.

	BOOKS-A-MILLION, INC.
	(Registrant)
Date:  May 30, 2014
	/s/ R. Todd Noden
	(Signature)
	Name:  R. Todd Noden
	Title:    Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Document Description
99.1	Press Release dated May 30, 2014

EX-99.1

News Release

402 Industrial Lane

Birmingham, AL  35211

205-942-3737

Contact:        R. Todd Noden

Chief Financial Officer

(205) 909-4808

BOOKS-A-MILLION, INC. ANNOUNCES FIRST QUARTER RESULTS

BIRMINGHAM, AL (May 30, 2014) – Books-A-Million, Inc. (NASDAQ:BAMM) today announced financial results for the 13-week period ended May 3, 2014.  Revenues for the 13-week period ended May 3, 2014 increased 0.2% to $103.8 million, compared with revenues of $103.6 million in the 13-week year-earlier period.  Comparable store sales for the first quarter declined 2.5%, compared with the same period last year. Net loss attributable to Books-A-Million for the first quarter was $5.6 million, or $0.38 per diluted share, compared with net loss from continuing operations of $3.7 million, or $0.25 per diluted share, in the year-earlier period.  The net loss from continuing operations in the prior year included a $2.0 million income tax benefit.  Income tax benefits are excluded from the current year results due to reflecting a full valuation allowance against deferred tax assets.

Commenting on the results, Terrance G. Finley, Chief Executive Officer and President, said, “Sales in the first half of the quarter were strong driven by the momentum of the fourth quarter book lineup. We saw traffic slow later in the quarter, but we were pleased that we achieved our plan in our core book business, as well as in the bargain book, media, and general merchandise categories. Teen books, especially John Green’s Fault in Our Stars and Veronica Roth’s Divergent series were standouts in the quarter."

ABOUT BOOKS-A-MILLION, INC.

Books-A-Million, Inc. is one of the nation’s leading book retailers and sells on the Internet at www.booksamillion.com. The Company presently operates 254 stores in 33 states and the District of Columbia. The Company operates large superstores under the names Books-A-Million (BAM!), Books & Co. and 2nd & Charles and traditional bookstores operating under the names Bookland and Books-A-Million. Also included in the Company’s retail operations is the operation of Yogurt Mountain Holding, LLC, a retailer and franchisor of self-serve frozen yogurt stores with 43 locations. The Company also develops and manages commercial real estate investments through its subsidiary, Preferred Growth Properties.The common stock of Books-A-Million, Inc. is traded on the NASDAQ Global Select Market under the symbol BAMM. For more information, visit the Company’s corporate website at www.booksamillioninc.com.

Follow Books-A-Million on Twitter (http://twitter.com/booksamillion) and like us on Facebook (http://facebook.com/booksamillion).

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BAMM Announces First Quarter 2015 Results

Page 2

May 30, 2014

BOOKS-A-MILLION, INC.

Unaudited Consolidated Financial Highlights

(In thousands, except per share data)

		Thirteen Weeks Ended
		May 3, 2014		May 4, 2013 (a)
Revenue
Net sales	$	103,143	$	103,227
Other revenue		640		366
Total revenues		103,783		103,593
Cost of products sold, including warehouse       distribution and store occupancy costs		75,384		75,138
Gross profit		28,399		28,455
Operating, selling and administrative       expenses		29,477		29,261
Depreciation and amortization		4,465		4,276
Operating loss from continuing operations		(5,543)		(5,082)
Interest expense, net		556		464
Loss from continuing operations, before income    taxes		(6,099)		(5,546)
Income tax expense (benefit)		17		(2,021)
Net loss from continuing operations before equity     method investments		(6,116)		(3,525)
Net income (loss) on equity method investments		114		(147)
Net loss from continuing operations		(6,002)		(3,672)
Loss from discontinued operations		--		(32)
Net loss	$	(6,002)	$	(3,704)
Less net loss attributable to noncontrolling interest		(424)		--
Net loss attributable to Books-A-Million	$	(5,578)	$	(3,704)
Net loss per share:
Basic and Diluted
Net loss from continuing operations attributable to Books-A-Million	$	(0.38)	$	(0.25)
Net loss from discontinued operations  attributable to Books-A-Million		--		(0.00)
Net loss per common share attributable to Books-A-Million	$	(0.38)	$	(0.25)
Weighted average number of shares outstanding		14,799		14,844

(a)   The results for the 13-weeks ended May 4, 2013, contain certain reclassifications for discontinued operations and other insignificant reclassifications necessary to conform to the presentation of the 13-weeks ended May 3, 2014.

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BAMM Announces First Quarter 2015 Results

Page 3

May 30, 2014

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

This document contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties. A number of factors could cause actual results, performance, achievements of the Company or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors include, but are not limited to, the competitive environment in the book retail industry in general and in the Company's specific market area; inflation; economic conditions in general and in the Company's specific market areas; the number of store openings and closings; the profitability of certain product lines, capital expenditures and future liquidity; liability and other claims asserted against the Company; uncertainties related to the Internet and the Company's Internet initiative; and the impact of the availability of e-content and the e-reader market. In addition, such forward-looking statements are necessarily dependent upon assumptions, estimates and dates that may be incorrect or imprecise and involve known and unknown risks, uncertainties and other factors. Accordingly, any forward-looking statements included herein do not purport to be predictions of future events or circumstances and may not be realized. Given these uncertainties, stockholders and prospective investors are cautioned not to place undue reliance on such forward-looking statements. Please refer to the Company’s annual, quarterly and periodic reports on file with the SEC for a more detailed discussion of these and other risks that could cause results to differ materially. The Company disclaims any obligations to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.

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