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) August 16, 2005


                              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))


     Item 5.02  Departure  of  Directors  or  Principal  Officers;  Election  of
Directors; Appointment of Principal Officers.


     On August 16,  2005,  at a meeting of the Board of  Directors,  pursuant to
Article II, Section 7 of our bylaws,  the Board of Directors  elected Mr. Albert
C. Johnson to fill a vacancy on the Board in the class of directors  who will be
subject for reelection at the annual meeting of the  Corporation's  stockholders
in 2008. In addition, Mr. Johnson has been appointed to serve as a member of our
Audit  Committee.  Mr. Johnson has accepted these  appointments.  Mr.  Johnson's
biographical information is:

     Mr. Johnson (age 61) currently is a financial consultant.  He has more than
30 years of  experience in finance and  administration,  most recently as senior
vice  president  and chief  financial  officer  of Dunn  Investment  Company  in
Birmingham,  Alabama.  Prior to that,  Mr.  Johnson  was a partner  with  Arthur
Andersen, where he worked in various senior level positions for nearly 25 years.
Mr. Johnson  currently serves on the Board of Directors of MidSouth  Industries,
Inc.,  where he is  chairman of the Finance  and Audit  Committee.  Mr.  Johnson
earned a Master of Science degree in Systems  Management  from the University of
Southern  California and a Bachelor of Science in Accounting  from Florida State
University.  Mr. Johnson is a Certified Public  Accountant.  He also served as a
Captain in the Strategic Air Command of the United States Air Force.


Item 9.01 Financial Statements and Exhibits.


(c)      Exhibits.

Exhibit No.              Document Description
99.1                     Press Release dated August 18, 2005







                                   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 _August 22, 2005______
                                ____________/s/ Richard S. Wallington__________
                                                    (Signature)
                                         Name:  Richard S. Wallington
                                         Title:   Chief Financial Officer



                                  EXHIBIT INDEX





Exhibit No.              Document Description
99.1                     Press Release dated May 18, 2005