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                                  EXHIBIT 4.4

                        SUPPLEMENTAL INDENTURE AGREEMENT


     THIS  SUPPLEMENTAL  INDENTURE  AGREEMENT is made and entered into this 14th
day of February,  1997,  by and between  SPORTS &  RECREATION,  INC., a Delaware
corporation  ("PREDECESSOR"),  and  Sports &  Recreation  Reincorporation,  Inc.
(subsequently  referred to as  JumboSports  Inc. upon  consummation  of the name
change and reincorporation (the  "Reincorporation  Transaction") as specified in
the Plan and  Agreement  of Merger,  as defined  below),  a Florida  corporation
("SUCCESSOR").  Unless specifically  defined herein, all capitalized terms shall
have the meanings ascribed to them in the Original Indenture (as defined below).


                              W I T N E S S E T H:

     WHEREAS,  PREDECESSOR and SUCCESSOR have entered into that certain Plan and
Agreement of Merger  dated April 23, 1996,  as amended on December 13, 1996 (the
"Plan and Agreement of Merger"),  whereby  PREDECESSOR  has agreed to merge with
and into SUCCESSOR and SUCCESSOR has agreed to merge with PREDECESSOR and emerge
as the surviving entity,  said Plan and Agreement of Merger,  attached hereto as
Exhibit A, being  incorporated  by reference  and made a part hereof as if fully
set forth herein;

     WHEREAS,  PREDECESSOR  executed that certain Trust Indenture (the "Original
Indenture")  related to the public offering of those certain 4-1/4%  Convertible
Subordinated Notes Due 2000 (the "Securities").

     WHEREAS,  in  accordance  with  Section  801  of  the  Original  Indenture,
PREDECESSOR   desires  to  expressly  assume  by  this  SUPPLEMENTAL   INDENTURE
AGREEMENT,  the due and punctual  payment of the principal of (and  premium,  if
any) and interest on all the Securities and the performance of every covenant of
that certain  Original  Indenture on the part of  PREDECESSOR to be performed or
observed and shall provide for conversion rights in accordance with Section 1211
of said Original Indenture.

     NOW, THEREFORE, in consideration of the premises,  which shall be deemed an
integral  part  of  this  Agreement  and not as  mere  recitals  hereto,  and in
consideration of the mutual  covenants,  agreements and  undertakings  contained
herein and in the  above-referenced  Plan and  Agreement of Merger and for other
good and valuable consideration,  the receipt and sufficiency of which is hereby
acknowledged,  the parties hereto,  intending to be legally bound thereby, agree
as follows:

     SUCCESSOR,  on behalf of itself and its successors and assigns, does hereby
for itself,  themselves,  their  respective  successors  and  assigns  expressly
assume, by this SUPPLEMENTAL  INDENTURE AGREEMENT,  the due and punctual payment
of the principal of (and premium, if any) and interest on all the Securities and
the performance of every covenant of that certain Original Indenture on the part
of  PREDECESSOR  to be performed or observed  and shall  provide for  conversion
rights in accordance with Section 1211 of said Original Indenture. Specifically,
that the Holder of each Security then outstanding and such Person shall have the
right  thereafter,  during the period  such  Security  shall be  convertible  as
specified in Section 1201 of the Original  Indenture,  to convert such  Security
only into the kind and amount of securities, cash and other property receivable,
if any, upon  completion of the  Reincorporation  Transaction by a holder of the
number of shares of Common Stock of  PREDECESSOR  into which such Security might
have  been  converted  immediately  prior  to the  Reincorporation  Transaction,
subject to the limitations of Section 1211 of said Original Indenture.

     This SUPPLEMENTAL  INDENTURE AGREEMENT binds SUCCESSOR,  its successors and
assigns,  and  the  benefits  and  advantages  of  this  SUPPLEMENTAL  INDENTURE
AGREEMENT shall inure to the benefit of PREDECESSOR,  its successors and assigns
and the Indenture Trustee, its successors and assigns.



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     IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year first above written.

                                   SPORTS & RECREATION, INC.
WITNESSES:


                              By:  /s/   STEPHEN BEBIS
--------------------------         -------------------------------------
                                   Stephen Bebis, President
--------------------------


                                   "PREDECESSOR"

                                   Sports & Recreation Reincorporation, Inc.
                                   (JumboSports Inc. upon consummation of the
                                   (the Reincorporation Transaction)
                                   "SUCCESSOR"

--------------------------    By:  /s/   STEPHEN BEBIS
                                   --------------------------------------
--------------------------         Stephen Bebis, President


                                   THE BANK OF NEW YORK, Successor to
                                   Barnett Banks Trust Company,
                                   National Association


                              By:  /s/  SHARON L. ATKINSON
--------------------------         ---------------------------------------
                                   Sharon L. Atkinson,
--------------------------

                                   "TRUSTEE"




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