OPINION OF HUGHES & LUCE, L.L.P.

EXHIBIT 5(a)

OPINION OF HUGHES & LUCE, L.L.P.

[Letterhead of Hughes & Luce, L.L.P.]

July 29, 1999


Wal-Mart Stores, Inc.
702 S.W. 8th Street
Bentonville, Arkansas 72716

Re: Registration Statement on Form S-8

Ladies and Gentlemen:

We have acted as special counsel to Wal-Mart Stores, Inc., a Delaware
corporation (the "Company"), in connection with its registration under the
Securities Act of 1933, as amended (the "Act"), of 17,000,000 shares of the
Company's common stock, $.10 par value per share (the "Shares"), to be issued
and sold upon the exercise of the options outstanding under The ASDA Colleague
Share Ownership Plan, the ASDA Group Long Term Incentive Plan, the ASDA Group
PLC Sharesave Scheme, The ASDA 1984 Executive Share Option Scheme and the ASDA
1994 Executive Share Option Scheme (the "Options"). The Shares are being
registered pursuant to a registration statement on Form S-8 to be filed with the
Securities and Exchange Commission on or about July 29, 1999 (the "Registration
Statement").

In connection with this opinion, we have examined those documents and
records of the Company and those statutes, regulations and other instruments and
certificates as we have deemed necessary or advisable for the purposes of this
opinion. In all such examinations, we have assumed that all signatures on all
documents presented to us are genuine, that all documents submitted to us as
originals are accurate and complete and that all documents submitted to us as
copies are true and correct copies of accurate and complete original documents.
We have also relied upon certificates of public officials, corporate agents and
officers of the Company and other certifications with respect to the accuracy of
material factual matters contained therein which were not independently
established.

Based on the foregoing, we are of the opinion that (1) any of the
Shares that are treasury shares of the Company issued and outstanding on the
date hereof are validly issued, fully paid and non-assessable and (2) any of the
Shares not issued and outstanding on the date hereof will be, if and when issued
and sold upon due exercise of the Options and in accordance with the terms of
the plan pursuant to which the Options exercised are issued will be, validly
issued, fully paid and nonassessable, assuming the Company maintains an adequate
number of authorized but unissued shares of common stock available for issuance
pursuant to the exercise of the Options, and further assuming that the
consideration actually received by the Company for the Shares upon their
issuance exceeds the par value thereof.

This opinion may be filed as an exhibit to the Registration Statement
and we also consent to the use of our firm's name in the Registration Statement
and the related Prospectus. In giving this consent, we do not admit that we are
included in that category of persons whose consent is required under Section 7
of the Act or the rules and regulations of the Securities and Exchange
Commission.

Very truly yours,

/s/ Hughes & Luce, L.L.P.