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                                                                     EXHIBIT 5.1
                                                                     -----------

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

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


                               January 27, 1998


Securities and Exchange Commission
Judiciary Plaza
450 Fifth St., N.W.
Washington, D.C. 20549-1004


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. 33-53125) (the "Registration Statement") as
filed with the Securities and Exchange Commission (the "Commission") on April
13, 1994 under the Securities Act of 1933, as amended (the "Act"), with respect
to the issuance of an aggregate principal amount of $500,000,000 of Remarketed
Put Bonds due February 1, 2010 of the Company (the "Bonds") offered pursuant to
that certain Prospectus Supplement (the "Prospectus Supplement") dated January
22, 1998 and filed with the Commission on January 26, 1998 pursuant to Rule
424(b)(2) of the Act, which Prospectus Supplement is part of the combined
Prospectus dated April 22, 1994.

          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.

          We are members of the State Bar of Texas and accordingly do not
express or purport to express any opinions with respect to laws other than the
laws of the State of Texas, the General Corporation Law of the State of Delaware
and the federal laws of the United States of America.  With respect to matters
of the laws of the State of New York as it effects our opinion expressed herein,
we have assumed that the laws of the State of New York are identical to the laws
of the State of Texas.
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January 27, 1998
Page 2




          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.
