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

EXHIBIT 5.1
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OPINION OF HUGHES & LUCE, L.L.P.

[HUGHES & LUCE, L.L.P. LETTERHEAD]


June 8, 1998


Wal-Mart Stores, Inc.
702 S.W. 8th Street
Bentonville, Arkansas 72716-8095

Ladies and Gentlemen:

We have acted as special counsel to Wal-Mart Stores, Inc., a Delaware
corporation (the "Company"), in connection with the Company's Registration
Statement on Form S-3 (File No. 33-52045) and the Company's Registration
Statement on Form S-3 , Registration Statement No. 333-52045 (collectively, the
"Registration Statement") as filed with the Securities and Exchange Commission
(the "Commission") on April 13, 1994 and May 7, 1998, respectively, under the
Securities Act of 1933, as amended (the "Act"), and with respect to the issuance
of an aggregate principal amount of $500,000,000 of the 5.85% Puttable Reset
Bond PURSsm due June 1, 2018 of the Company (the "Bonds") offered pursuant to
that certain Prospectus Supplement dated June 2, 1998 (the "Prospectus
Supplement") and filed with the Commission on June 4, 1998 pursuant to Rule
424(b)(2) of the Act, which Prospectus Supplement is part of the combined
Prospectus dated June 2, 1998 that form a part of the Registration Statement.
TheBonds are issued pursuant to an Indenture, dated April 1, 1991, by and
between The First National Bank of Chicago (the "Bank") and the Company, as
amended and supplemented by a First Supplemental Indenture, dated September 9,
1992 by and between the Bank and the Company (together, the "Indenture").

In rendering this opinion, we have examined and relied upon executed
originals, counterparts, or copies of such documents, records, and certificates
(including certificates of public officials and officers of the Company) as we
considered necessary or appropriate for enabling us to express the opinions set
forth below. In all such examinations, we have assumed the authenticity and
completeness of all documents submitted to us as originals and the conformity to
originals and completeness of all documents submitted to us as photostatic,
conformed, notarized, or certified copies.

Based on the foregoing, we are of the opinion that the Bonds have been
duly authorized and are legally issued and constitute the valid and legally
binding obligations of the Company.

This opinion may be filed as an exhibit to the Registration Statement.
We also consent to the reference to this firm as having passed on the validity
of the Bonds under the caption "Validity of the Bonds" in the Prospectus
Supplement, which is a part of the Registration Statement. In

giving this consent, we do not admit that we are included in the category of
persons whose consent is required under Section 7 of the Act, or the rules and
regulations of the Commission promulgated thereunder.

Very truly yours,


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