SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
 ACT OF 1934

For the quarterly period ended October 26, 1997

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 EXCHANGE ACT OF 1934

For the transition period from ___________________ to ____________________

Commission File No. 1-13426

                           THE SPORTS AUTHORITY, INC.
                           --------------------------
             (Exact name of registrant as specified in its charter)

                  DELAWARE                                       36-3511120
  -----------------------------------------               ---------------------
     (State or other jurisdiction of                         (I.R.S. Employer
     incorporation or organization)                         Identification No.)

3383 N. STATE ROAD 7, FT. LAUDERDALE, FLORIDA                     33319
-------------------------------------------------------------------------------
 (Address of principal executive offices)                      (Zip Code)

                                 (954) 735-1701
                           --------------------------
              (Registrant's telephone number, including area code)

        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 reports), and (2) has
         been subject to such filing requirements for the past 90 days.

                 Yes     [X]                No    [ ]
 
Number of shares of Common Stock outstanding at December 5, 1997:  31,503,786

                                       1



<PAGE>

<TABLE>
<CAPTION>


                           THE SPORTS AUTHORITY, INC.

                               INDEX TO FORM 10-Q

                                                                                            PAGE NUMBER
                                                                                            -----------
<S>                                                                                            <C>
Part I.       FINANCIAL INFORMATION

              Item 1.     Financial Statements

                          Consolidated Statements of Income                                     3

                          Consolidated Balance Sheets                                           4

                          Consolidated Statements of Cash Flows                                 5

                          Notes to Consolidated Financial Statements                            6

              Item 2.     Management's Discussion and Analysis of Financial
                          Condition and Results of Operations                                   7

Part II.      OTHER INFORMATION

              Item 6.     Exhibits and Reports on Form 8-K                                      14


SIGNATURES                                                                                      15

INDEX TO EXHIBITS                                                                               16

</TABLE>












                                       2
<PAGE>


Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>

                           THE SPORTS AUTHORITY, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                      (In thousands, except per-share data)
<CAPTION>

                                                                13 WEEKS ENDED                     39 WEEKS ENDED
                                                         OCTOBER 26,       OCTOBER 27,      OCTOBER 26,     OCTOBER 27,
                                                        ------------------------------      ---------------------------
                                                              1997              1996             1997              1996
                                                        -------------     ------------      ------------     ----------
                                                                  (Unaudited)                        (Unaudited)

<S>                                                      <C>               <C>               <C>               <C>        
Sales                                                    $   340,896       $   292,920       $   1,043,992     $   895,074
Licensee fees and rental income                                  267               224                 951             823
                                                         -----------       -----------       -------------     -----------
                                                             341,163           293,144           1,044,943         895,897
                                                         -----------       -----------       -------------     -----------
Cost of merchandise sold, includes
     buying and occupancy costs                              241,800           209,758             747,883         646,710
Selling, general and administrative expenses                  90,973            76,522             263,822         219,602
Pre-opening expense                                            3,875             3,217               5,926           5,720
Goodwill amortization                                            491               491               1,473           1,473
                                                         -----------       -----------       -------------     -----------
     Operating income                                          4,024             3,156              25,839          22,392
Interest:
     Interest expense                                          1,968             1,226               5,934           2,698
     Interest income                                            (486)             (768)             (2,139)         (1,162)
                                                         -----------       -----------       -------------     -----------
        Interest, net                                          1,482               458               3,795           1,536
                                                         -----------       -----------       -------------     -----------
Income before income taxes                                     2,542             2,698              22,044          20,856
Income tax expense                                             1,352             1,225               9,306           8,700
Minority interest                                               (821)             (503)             (1,432)         (1,056)
                                                         -----------       -----------       -------------     -----------
     Net income                                          $     2,011       $     1,976       $      14,170     $    13,212
                                                         ===========       ===========       =============     ===========

Earnings per common share and common
share equivalents                                        $      0.06       $      0.06       $        0.45     $      0.41
                                                         ===========       ===========       =============     ===========

Weighted average common shares and common
share equivalents                                             31,888            32,001              31,838          31,797
                                                         ===========       ===========       =============     ===========

</TABLE>

           See accompanying Notes to Consolidated Financial Statements

                                       3
<PAGE>

<TABLE>

                           THE SPORTS AUTHORITY, INC.
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)
<CAPTION>
                                                                   OCTOBER 26,      JANUARY 26,
                                                                      1997              1997
                                                                  -----------        ------------
                                                                            (Unaudited)
<S>                                                               <C>                <C>         
ASSETS
Current assets:
    Cash and cash equivalents                                     $    16,478        $    109,645
    Merchandise inventories                                           359,773             279,577
    Accounts receivable and other current assets                       45,053              34,809
    Property held for resale                                                -              21,080
                                                                  -----------        ------------
        Total current assets                                          421,304             445,111

Net property owned                                                    292,880             211,651
Other assets and deferred charges                                      48,143              44,762
Goodwill - net of accumulated amortization of
    $15,131 and $13,659 respectively                                   51,274              52,746
                                                                  -----------        ------------

        Total Assets                                              $   813,601        $    754,270
                                                                  ===========        ============

LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
    Accounts payable - trade                                      $   170,614        $    157,156
    Accrued payroll and other liabilities                              86,524              89,804
    Short-term debt                                                    31,572               5,043
    Taxes other than income taxes                                      14,873               7,407
    Income taxes                                                        2,834               9,704
                                                                  -----------        ------------
        Total current liabilities                                     306,417             269,114
Long-term debt                                                        155,730             152,021
Other long-term liabilities                                            27,391              22,715
                                                                  -----------        ------------
        Total liabilities                                             489,538             443,850

Minority interest                                                      (1,328)                103

Stockholders' equity:
    Common stock, $.01 par value, 100,000 shares
       authorized, 31,542 issued                                          315                 315
    Additional paid-in-capital                                        246,596             245,621
    Deferred compensation and receivables from officers                (1,659)             (2,177)
    Retained earnings                                                  81,203              67,033
    Treasury stock, 49 shares                                            (495)               (381)
    Cumulative translation adjustment                                    (569)                (94)
                                                                  -----------        ------------
        Total stockholders' equity                                    325,391             310,317
                                                                  -----------        ------------

        Total Liabilities and Stockholders' Equity                $   813,601        $    754,270
                                                                  ===========        ============

</TABLE>

           See accompanying Notes to Consolidated Financial Statements

                                       4
<PAGE>

<TABLE>

                           THE SPORTS AUTHORITY, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
<CAPTION>

                                                                               39 WEEKS ENDED
                                                                        ------------------------------
                                                                         OCTOBER 26,       OCTOBER 27,
                                                                            1997              1996
                                                                        ------------     -------------
                                                                                  (Unaudited)
<S>                                                                      <C>               <C>         
CASH PROVIDED BY (USED FOR):

OPERATIONS
    Net income                                                           $    14,170       $     13,212
    Adjustments to reconcile net income to operating cash flows:
        Depreciation and amortization                                         27,345             20,526
        Cumulative translation adjustment                                       (475)               295
        Minority interest in net loss of Joint Venture                        (1,432)            (1,056)
        Loss on sale or disposal of property and equipment                        52                  3
    Change in assets and liabilities:
        Increase in other assets                                              (5,224)            (3,970)
        Increase in long-term liabilities                                      3,676              3,437
        Increase in inventories                                              (80,196)           (47,364)
        Decrease(Increase) in property held for resale                            20                (20)
        Increase in accounts payable                                          13,458             14,942
        Other - net                                                          (12,912)           (13,886)
                                                                         -----------       ------------

        Net cash used for operations                                         (41,518)           (13,881)
                                                                         -----------       ------------

INVESTING
    Capital expenditures - owned property                                    (85,062)           (74,346)
    Proceeds from sale of property and equipment                               1,307                372
    Other - net                                                                  149            (10,226)
                                                                         -----------       ------------

        Net cash used for investing                                          (83,606)           (84,200)
                                                                         -----------       ------------

FINANCING
    Short-term borrowings                                                     26,529                  -
    Long-term borrowings                                                       3,709            152,146
    Proceeds from sale of stock                                                1,876              1,747
    Purchase of treasury stock                                                  (114)                 -
    Minority interest in equity of Joint Venture                                   -              1,360
    Debt issuance costs                                                          (43)            (3,453)
                                                                         -----------       ------------

        Net cash provided by financing                                        31,957            151,800
                                                                         -----------       ------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                         (93,167)            53,719
    Cash and cash equivalents at beginning of year                           109,645             11,785
                                                                         -----------       ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                               $    16,478       $     65,504
                                                                         ===========       ============

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES
The Company transferred property held for resale of $21,060 to net property
owned in April 1997.

</TABLE>

           See accompanying Notes to Consolidated Financial Statements

                                       5
<PAGE>



                           THE SPORTS AUTHORITY, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1:  BASIS OF PRESENTATION

    The accompanying unaudited consolidated financial statements do not include
all information and footnotes necessary for the annual presentation of financial
position, results of operations and cash flows in conformity with generally
accepted accounting principles.

    Certain amounts in the prior year's financial statements have been
reclassified to conform to the current year's presentation.

    In the opinion of The Sports Authority, Inc. management, all adjustments
necessary for a fair presentation of the results for the interim periods have
been included. All adjustments were of a normal and recurring nature.

NOTE 2:  ADOPTION OF STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 128

    In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128 (FAS 128) - Earnings per Share (EPS).
The statement is effective for financial statements issued for periods ending
after December 15, 1997. FAS 128 supersedes Accounting Principles Board Opinion
No. 15 and replaces primary and fully diluted EPS with basic and diluted EPS.
Basic EPS is computed by dividing net income by the weighted average common
shares outstanding. Diluted EPS includes all dilutive potential common shares.

    The Company does not expect the new standard to have a material impact on
its financial position and results of operations for fiscal 1997.

    The following illustrate the Company's Earnings per share had FAS 128 been
used in the 13 weeks and 39 weeks ended October 26, 1997:
<TABLE>
<CAPTION>

                                                13 WEEKS ENDED                     39 WEEKS ENDED
                                        ------------------------------      -----------------------------
                                          OCTOBER 26,       OCTOBER 27,      OCTOBER 26,      OCTOBER 27,
                                             1997              1996             1997              1996
                                        -------------     ------------      ------------     ------------

<S>                                     <C>               <C>               <C>              <C>        
Earnings per share     - Basic          $        .06      $       .06       $       .45      $       .42
                       - Diluted                 .06              .06               .45              .41

</TABLE>



                                       6
<PAGE>



Item 2.

                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                              RESULTS OF OPERATIONS


RESULTS OF OPERATIONS

The following table sets forth the Company's income statement data as a percent
of sales for the periods indicated.
<TABLE>
<CAPTION>

                                                                13 WEEKS ENDED                     39 WEEKS ENDED
                                                        ------------------------------      -----------------------------
                                                         OCTOBER 26,       OCTOBER 27,      OCTOBER 26,       OCTOBER 27,
                                                            1997              1996             1997              1996
                                                        -------------     ------------      ------------     ------------

<S>                                                            <C>               <C>              <C>               <C>   
Sales                                                          100.0%            100.0%           100.0%            100.0%

Cost of merchandise sold, includes
     buying and occupancy costs                                 70.9              71.6             71.6              72.3
                                                         -----------       -----------       ----------        ----------
Gross margin                                                    29.1              28.4             28.4              27.7
Licensee fees and rental income                                  0.1               0.1              0.1               0.1
Selling, general and administrative expenses                    26.7              26.1             25.3              24.5
Pre-opening expense                                              1.1               1.1              0.6               0.6
Goodwill amortization                                            0.2               0.2              0.1               0.2
                                                         -----------       -----------       ----------        ----------
Operating income                                                 1.2               1.1              2.5               2.5
Interest, net                                                    0.4               0.2              0.4               0.2
                                                         -----------       -----------       ----------        ----------
Income before income taxes                                       0.8               0.9              2.1               2.3
Income taxes                                                     0.4               0.4              0.9               0.9
Minority interest                                               (0.2)             (0.2)            (0.2)             (0.1)
                                                         -----------       -----------       ----------        ----------
Net income                                                       0.6%              0.7%             1.4%              1.5%
                                                         ===========       ===========       ==========        ==========



The following table sets forth the Company's store openings and closings for the
periods indicated.

                                                                13 WEEKS ENDED                     39 WEEKS ENDED
                                                        ------------------------------      -----------------------------
                                                         OCTOBER 26,       OCTOBER 27,      OCTOBER 26,       OCTOBER 27,
                                                              1997              1996             1997              1996
                                                        -------------     ------------      ------------     ------------

Beginning number of stores                                       174               143               168              136
Openings                                                          11                 7                17               14
Closings                                                           -                 -                 -                -
                                                         -----------       -----------       -----------       ----------
Ending number of stores                                          185               150               185              150
                                                         ===========       ===========       ===========       ==========

</TABLE>





                                       7
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED


13 WEEKS ENDED OCTOBER 26, 1997 AND OCTOBER 27, 1996

    Sales for the 13 weeks ended October 26, 1997 were $340.9 million, a $48.0
million, or 16.4%, increase over sales of $292.9 million for the same period in
the prior year. Of the 16.4% increase in sales, 10.1%, or $29.5 million, was
attributable to the inclusion of a full 13 weeks sales for the stores opened in
1996 which had no comparable store sales in the prior year and 8.2%, or $23.9
million, was attributable to the 17 new stores opened in the first 39 weeks of
1997. These increases were partially offset by a 1.9%, or $5.4 million, decrease
in comparable store sales growth. The comparable store sales decrease in the
third quarter of 1997 was due to declining sales in fitness equipment, as the
prior year's demand for abdominal exercisers has not continued in the current
year, athletic wear, in which Olympic merchandise sales in the prior year have
made comparisons in that category difficult, and in-line skates. These decreases
were partially offset by continued growth in the athletic footwear, team sports,
and golf categories. Excluding all or a portion of the third quarter of 1997
sales from 21 stores considered to be cannibalized by new store openings,
comparable store sales were flat in the third quarter of 1997. The Company
considers an existing store to be cannibalized for a period of one year from the
date on which a new store overlaps its primary trade area. In calculating
comparable store sales excluding cannibalized stores, sales from a cannibalized
store are excluded from the calculation of total comparable sales for such
months.

    Cost of merchandise sold, including buying and occupancy costs, for the 13
weeks ended October 26, 1997 was $241.8 million, or 70.9% of sales, as compared
to $209.8 million, or 71.6% of sales, for the same period in the prior year. As
a percent of sales, gross margin was 29.1% for 1997 and 28.4% for 1996. The
major components of cost of goods sold are merchandise costs and, to a lesser
extent, occupancy costs. For the 1997 period, merchandise costs decreased
primarily due to an increase in the purchase markon as the Company is selling a
larger proportion of higher margin products such as footwear and apparel.
Occupancy costs increased as a percent of sales due to lower initial sales
volumes for non-comparable stores opened subsequent to October 1996 as well as
higher minimum rentals for those stores due to openings in Japan and the New
York metropolitan area.

    Selling, general and administrative (SG&A) expenses for the 13 weeks ended
October 26, 1997 were $91.0 million, or 26.7% of sales, as compared to $76.5
million, or 26.1% of sales, for the same period in the prior year. The 0.6% of
sales increase in SG&A expenses was attributable to ongoing expenses related to
opening our first regional distribution center as well as an increase in store
payroll and various store operating expenses as a percent of sales due to lower
sales volumes. In addition, depreciation expense increased as a result of
purchasing more stores and purchasing computer hardware and software for the
corporate office.



                                       8
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED


    Pre-opening expense for the 13 weeks ended October 26, 1997 was $3.9
million, or 1.1% of sales, as compared to $3.2 million, or 1.1% of sales, for
the same period in the prior year. Pre-opening expense increased $0.7 million
due primarily to the opening of 11 stores in the 1997 period versus seven stores
in the 1996 period. Pre-opening expenses consist principally of store payroll
expense for associate training and store preparation prior to the store opening,
as well as grand-opening advertising expenditures.

    Operating income for the 13 weeks ended October 26, 1997 was $4.0 million,
or 1.2% of sales, as compared to operating income of $3.2 million, or 1.1% of
sales, for the same period in the prior year. Operating income before
pre-opening expense and goodwill amortization was $8.4 million, or 2.5% of
sales, for the 13 weeks ended October 26, 1997, as compared to $6.9 million, or
2.3% of sales, for the same period in the prior year.

    Interest, net for the 13 weeks ended October 26, 1997 was $1.5 million, or
0.4% of sales, as compared to $0.5 million, or 0.2% of sales, for the same
period in the prior year. The increase of $1.0 million was primarily
attributable to interest incurred under the Company's long-term convertible
debt, which was issued in September 1996.

    Income tax expense for the 13 weeks ended October 26, 1997 was $1.4 million
with an effective tax rate of 53.2%, as compared to income tax expense of $1.2
million with an effective tax rate of 45.4% for the same period of 1996. The
increase in the effective tax rate was primarily due to the combined effects of
a higher corporate tax rate and a reduction in net loss in the Company's
Canadian subsidiary.

    As a result of the foregoing factors, net income for the 13 weeks ended
October 26, 1997 was $2.0 million, or 0.6% of sales, as compared to net income
of $2.0 million, or 0.7% of sales, for the same period in the prior year.
















                                       9
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED


39 WEEKS ENDED OCTOBER 26, 1997 AND OCTOBER 27, 1996

    Sales for the 39 weeks ended October 26, 1997 were $1,044.0 million, a
$148.9 million, or 16.6%, increase over sales of $895.1 million for the same
period in the prior year. Of the 16.6% increase in sales, 14.1%, or $126.8
million, was attributable to the inclusion of a full 39 weeks of sales for the
stores opened in 1996 which had no comparable store sales in the prior year;
4.0%, or $35.5 million, was attributable to the 17 new stores opened in the
first 39 weeks of 1997. These increases were partially offset by a 1.5%, or
$13.4 million, decrease in comparable store sales growth. The comparable store
sales decrease in the first 39 weeks of 1997 was primarily the result of
declining sales in hardlines, specifically the outdoor categories of fishing and
camping, as well as fitness equipment, and athletic wear due to sales of Olympic
merchandise in the prior year. Excluding all or a portion of the first 39 weeks
of 1997 sales from 24 stores considered to be cannibalized by new store
openings, comparable store sales were flat in the first 39 weeks of 1997. 

    Cost of merchandise sold, including buying and occupancy costs, for the 39
weeks ended October 26, 1997 was $747.9 million, or 71.6% of sales, as compared
to $646.7 million, or 72.3% of sales, for the same period in the prior year. As
a percent of sales, gross margin was 28.4% for 1997 and 27.7% for 1996. The
major components of cost of goods sold are merchandise costs and, to a lesser
extent, occupancy costs. For the 1997 period, merchandise costs decreased
primarily due to an increase in the purchase markon as the Company is selling a
larger proportion of higher margin products such as footwear and apparel.
Occupancy costs increased as a percent of sales due to lower initial sales
volumes for non-comparable stores opened subsequent to July 1996 as well as
higher minimum rentals for those stores due to openings in Japan and the New
York metropolitan area.

    SG&A expenses for the 39 weeks ended October 26, 1997 were $263.8 million,
or 25.3% of sales, as compared to $219.6 million, or 24.5% of sales, for the
same period in the prior year. The 0.8% of sales increase in SG&A expenses was
attributable to an increase in store payroll and various store operating
expenses as a percent of sales due to lower sales volumes, expenses related to
the Company's logistics project, and an increase in depreciation expense as a
result of purchasing more stores and purchasing computer hardware and software
for the corporate office.












                                       10
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED


    Pre-opening expense for the 39 weeks ended October 26, 1997 was $5.9
million, or 0.6% of sales, as compared to $5.7 million, or 0.6% of sales, for
the same period in the prior year. Pre-opening expense increased only $0.2
million despite opening 17 stores in the 1997 period versus 14 stores in the
1996 period. The decrease in pre-opening expenses on a per store basis is due
primarily to higher pre-opening occupancy expenses in the prior year as a result
of assuming existing lease obligations in three stores.

    Operating income for the 39 weeks ended October 26, 1997 was $25.8 million
or 2.5% of sales, as compared to operating income of $22.4 million, or 2.5% of
sales, for the same period in the prior year. Operating income before
pre-opening expense and goodwill amortization was $33.2 million, or 3.2% of
sales, for the 39 weeks ended October 26, 1997, as compared to $29.6 million, or
3.3% of sales, for the same period in the prior year.

    Interest, net for the 39 weeks ended October 26, 1997 was $3.8 million, or
0.4% of sales, as compared to $1.5 million, or 0.2% of sales, for the same
period in the prior year. The increase of $2.3 million was primarily
attributable to interest incurred under the Company's long-term convertible
debt. The increase in interest expense is partially offset by an increase in
interest income resulting from short-term investments, a note receivable from a
developer and a participation in a privately placed mortgage note secured by a
store lease.

    Income tax expense for the 39 weeks ended October 26, 1997 was $9.3 million
with an effective tax rate of 42.2%, as compared to income tax expense of $8.7
million with an effective tax rate of 41.7% for the same period of 1996. The
increase in the effective tax rate was primarily due to the combined effects of
a higher corporate tax rate and a reduction in net loss in the Company's
Canadian subsidiary.

    As a result of the foregoing factors, net income for the 39 weeks ended
October 26, 1997 was $14.2 million, or 1.4% of sales, as compared to net income
of $13.2 million, or 1.5% of sales, for the same period in the prior year.

LIQUIDITY AND CAPITAL RESOURCES

    The Company's principal capital requirements are to fund working capital
needs and to open new stores in connection with its expansion strategy. For the
39 weeks ended October 26, 1997 these capital requirements have generally been
satisfied by cash and cash equivalents at the beginning of the year.





                                       11
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED

    Cash flows generated by operating, investing and financing activities as
reported in the Consolidated Statements of Cash Flows for the 39 weeks ended
October 26, 1997 are summarized below. The net decrease in cash and cash
equivalents for the 39 weeks ended October 26, 1997 was $93.2 million as
compared to an increase of $53.7 million for the same period in the prior year.

    Net cash used for operations was $41.5 million for the 39 weeks ended
October 26, 1997 as compared to $13.9 million for the same period in the prior
year. Inventory net of accounts payable increased $66.7 million due to a
seasonal increase in inventory levels as well as an increase in the number of
stores. In the other-net category, income taxes payable decreased due to an
estimated 1996 tax payment made in April 1997, as well as estimated 1997 federal
and state tax payments made periodically during the first 39 weeks of the year.
These uses of cash were offset by income before depreciation and amortization of
$41.5 million. Depreciation and amortization expense resulted primarily from
leasehold improvements, store fixtures and goodwill. Depreciation expense is
expected to continue to increase in the future due to continued expansion and
new store openings such as those discussed below. Accrued taxes other than
income taxes increased as a result of seasonally high accruals in real estate
and personal property taxes.

    Net cash used for investing was $83.6 million for the 39 weeks ended October
26, 1997, as compared to $84.2 million for the same period in the prior year.
Capital expenditures in the first 39 weeks of 1997 included $60.9 million of
expenditures associated with opening stores, of which $31.5 million was used for
the development of the 17 stores opened in the first 39 weeks, and $29.4 million
was used for stores to be opened subsequent to the third quarter. The remaining
$24.2 million includes $9.9 million for capital expenditures related to the
Company's logistics project as well as $14.3 million in expenditures to
refurbish certain existing stores and purchase computer hardware and software
for the corporate office.

    Net cash provided by financing for the 39 weeks ended October 26, 1997 was
$32.0 million, as compared to $151.8 million for the same period in the prior
year. The increase for the first 39 weeks of 1997 was comprised principally of
short-term borrowings of the Company's joint venture in Japan and the Company's
borrowings under its Revolving Credit Facility.

    The Company's working capital at October 26, 1997 was $114.9 million
compared with $181.9 million at October 27, 1996, a decrease of $67.0 million.
This decrease was primarily due to a decrease in cash of $49.0 million and an
increase in short-term debt of $31.6 million. The prior year cash balance of
$65.5 million was residual cash from the long-term convertible debt issuance in
September 1996. Short-term debt did not have a balance in the prior year as a
portion of the proceeds of the convertible debt were used to pay off the
remaining short-term debt.





                                       12
<PAGE>



                           THE SPORTS AUTHORITY, INC.
         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                        RESULTS OF OPERATIONS - CONTINUED


    Pursuant to the Company's rapid expansion program, the Company currently
plans to open 31 stores in 1997. Since the Company has decided to acquire,
develop and own a number of its new stores, and implement a logistics program
involving creation of a network of regional distribution centers, the Company
expects that its capital expenditures will be approximately $110 million in
1997. The Company will continue to finance a certain number of its new stores
with operating leases, assuming availability and appropriate terms. To the
extent stores are not financed with operating leases, capital expenditures will
be higher by approximately $4 million to $8 million per location.

    The Company's Revolving Credit Facility, which expires April 27, 1998,
provides for borrowings in a principal amount of $100 million at any one time,
and another credit facility which expires on the same date provides for
borrowings in a principal amount of $10 million at any one time. The Company is
in the process of finalizing amendments to these facilities which would extend
their terms to April 26, 1999 and which would increase the maximum principal
amount of borrowings under the Revolving Credit Facility to $150 million. The
Company anticipates that these amendments will be executed in December 1997. As
of October 26, 1997, the Company had $15.8 million in borrowings under the
Revolving Credit Facility.

    Mega Sports, the Company's 51% owned joint venture in Japan, provides its
own financing with a series of term loans with multiple Japanese banks. As of
October 26, 1997, Mega Sports had a balance of $15.8 million in short-term debt
and $6.2 million in long-term debt.

    The Company believes that anticipated cash flows from operations, borrowings
under the Revolving Credit Facility (as extended) and by Mega Sports, operating
leases from developers and the remaining proceeds from the $149.5 million of
convertible debt issued in September 1996 will be sufficient to satisfy its
currently anticipated working capital and capital expenditure requirements
through the next 12 months. The Company continues to evaluate various sources of
financing for its expansion, and may seek to raise additional funds through debt
or equity-related offerings, or through an additional commercial bank debt
arrangement.

SEASONALITY AND INFLATION

    The Company's business is highly seasonal, with its highest sales and
operating profitability occurring in the fourth quarter, which includes the
holiday selling season. In fiscal 1996, 29.6% of the Company's sales and 55.4%
of its operating income occurred in the fourth quarter. The Company's expansion
program generally is weighted toward store openings in the second half of the
fiscal year. In the future, changes in the number and timing of store openings
and consumer buying habits, particularly in the holiday selling season, may
change seasonality trends. Management does not believe inflation had a material
effect on the financial statements for the periods presented.



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<PAGE>



                           THE SPORTS AUTHORITY, INC.


Part II.      OTHER INFORMATION

              Item 6.     Exhibits and Reports on Form 8-K

                          (a)  Exhibits:

                               See Exhibit index on Page 16

                          (b)  Reports on Form 8-K:

                               None



























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<PAGE>



                           THE SPORTS AUTHORITY, INC.

                                   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 thereunto duly authorized.

                                              THE SPORTS AUTHORITY, INC.

Date:  December 5, 1997                       By: /S/ ANTHONY F. CRUDELE
                                                  ----------------------
                                                     Anthony F. Crudele
                                                     Senior Vice President and
                                                     Chief Financial Officer
                                                     (Principal Financial and
                                                     Accounting Officer)





















                                       15
<PAGE>



                                INDEX TO EXHIBITS



EXHIBIT
NUMBER                       DESCRIPTION
------                       -----------


10.1           Management Stock Purchase Plan, as amended

11.1           Computation of earnings per share

27             Financial Data Schedule




















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