SecProbe.io

August 2 6, 2014

Via E -mail
Andre J. Hawaux
Executive Vice President – Finance, Administration and Chief Financial Officer
Dick’s Sporting Goods, Inc.
345 Court Street
Coraopolis, Pennsylvania 15108

Re: Dick’s Sporting Goods, Inc.
 Form 10-K for the Fiscal Year Ended February 1, 2014
Filed March 28, 2014
File No. 1-31463

Dear Mr. Hawaux :

We have reviewed your filing and have the following comments.  We have limited our
review to only your financial statements and related disclosures and do not intend to expand our
review to ot her portions of your documents.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, p lease tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL COND ITION
AND RESULTS OF OPERATIONS, page 24

Overview, page 24

1. We note your eCommerce sales are included within your same store sales calculation.
Tell us your basis for inclusion of online sales in your same store sales  calculation and
explain to  us what c onsideration you gave to also disclosing same store sales excluding
eCommerce sales.  In explaining your basis, please tell us and disclose whether the
prices, margins or type s of products ordered online differ materially from products
available at your br ick and mortar stores.

Andre J. Hawaux
Dick’s Sporting Goods, Inc.
August 26 , 2014
Page 2

 Net Sales, page 27

2. We note your disclosure, “eCommerce sales penetration was 7.9% of total sales during
the current period compared to 5.3% of total sales during the 53 weeks ended February 2,
2013.”  Based on our calculations , it appears that online net sales increased by
approximately 59% from fiscal 2012 to 2013 and represented nearly half of the increase
in your total net sales.  We also note your disclosure on page 28, “Shipping expenses as a
percentage of sales increased due to the growth in eCommerce sales relative to the sales
growth at our brick and mortar stores.”  Considering the growth realized in your
eCommerce operations, please enhance your disclosures to highlight the significance of
eCommerce sales on your sales  trends and also consider providing additional discussion
of the costs associated with these sales.   If you do not believe such information would be
useful to investors, please explain the reasons for your determination.

3. Please quantify for us and disclose the change in noncomparable net sales between
periods.  In doing so, please distinguish the amounts attributable to new stores, closed
stores, and/or other noncomparable drivers.

Income from Operations, page 28

4. Where you identify intermediate causes of changes in your operating results, also
describe the reasons underlying the intermediate causes.  For example, you disclose on
page 28 that your gross profit percentage decreased from fiscal 2012 to 2013 largely du e
to increases in occupancy costs that were offset by “merchandise margin expansion.”
Please explain in reasonable detail the reasons for these fluctuations and, in doing so,
ensure you adequately explain the meaning of “merchandise margin expansion” and
discuss the specific drivers, such as changes in retail prices, vendor allowances, the
promotional environment, and/or other factors that led to increased margins.  Also, to the
extent that changes in certain expenses classified within costs of goods sold do not track
closely with changes in sales, please discuss and quantify on an absolute dollar basis, if
material, the nature and amount of those expenses.  See SEC Release No. 33 -8350.

5. Please discuss changes in SG&A expense  on an absolute dollar basis as well as on  a
percentage of sales  basis .  While there may be some correlation between the items you
disclose and the volume of sales, it appears your relative discussion of SG&A may not
adequately capture changes in SG&A expense that are not volume relate d, such as salary
and benefit changes for your existing workforce and non -sales associates.  While your
existing discussion of SG&A relative to sales is informative, we believe it would be
useful to also discuss those items that do not exactly correlate wi th the volume of sales.

Liquidity and Capital Resources, page 30

6. We note you maintain a $ 500 million  credit agreement  as a source of liquidity.  If
borrowings during the reporting period are materially different than the period -end

Andre J. Hawaux
Dick’s Sporting Goods, Inc.
August 26 , 2014
Page 3

 amounts recorded in the financial statements, please revise future filings to provide
disclosure about the intra -period variations in your borrowings .  See SEC Release No.
34-62934.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA, page 36

CONSOLIDATED STATEMENTS OF CASH FLOWS, page 47

7. Please n ote that  borrowings and payments on your revolving credit  facility  should be
recorded on a gross basis in the statement of cash flows unless the original maturity of the
borrowings  is three months or less.  Refer to ASC 230 -10-45-9 and advise us why the
borrowings and payments were not reflected on a gross basis.

1. Basis of Presentation and Summary of Significant Accounting Policies, page 48

Revenue Recognition, page 50

8. Please tell us how you determined that it was approp riate to classify income from
unredeemed gift card s as a reduction of selling, general and administrative expenses as
opposed to within net sales or other operating income .  Further,  tell us and, if material,
disclose the amount of breakage income recogniz ed during the periods presented.

Segment Information, page 50

9. We note that you aggregate your operating segments into a single reportable segment.
Please address the following comments related to your segment presentation:

 Refer to your response letter  to the Staff dated June 25, 2010.  In response to Staff
comment 3 , you indicated that your operating segments consisted of your  Dick’s
Sporting Goods stores, Golf Galaxy stores and eCommerce business.  Please  explain
to us if the composition of your operating segments has changed since our prior
review.  If so, explain to us the new composition and the drivers that caused the
change.

 Please demonstrate to us how you determined that all of your operating seg ments
have  similar economic characteristics , including similar long -term gross margins.
Tell us the metrics you use to assess operating segment performance and provide us
with sufficient historical and projected data that supports your aggregation
determi nation.  Furthermore, we note within your June 25, 2010 response letter that
you expected the divergent 2008 and 2009 gross profit rates of your store segments to
converge in the future.  If still applicable, s ummarize for us if the gross profit rates of
those operating segments did, in fact, converge .  In your response, please ensure you
also tell us how you considered in your segment determination the disparities in store
openings and same store sales trends between your Dick’s Sporting Goods and Golf

Andre J. Hawaux
Dick’s Sporting Goods, Inc.
August 26 , 2014
Page 4

 Galaxy stores, the significant growth of your eCommerce business, and the recent
negative economic trends and restructuring of your golf business.

Schedule II, page 69

10. Please present the activity of your reserve for sales returns on a gross basis within
Schedule II.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written state ment from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any acti on with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Robert Babula , Staff Accountant , at (202) 551 -3339  or Andrew Blume ,
Staff Accountant , at (202) 551 -3254  if you have questions regarding our comments .  Please
contact me at (202) 551 -3737  with any other questions.

Sincerely,

 /s/ Jennifer Thompson

Jennifer Thompson
Accounting Branch Chief