4

4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

[ ] Check this box if no longer subject to Section 16.
    Form 4 or Form 5 obligations may continue.
1. Name and Address of Reporting Person(s)
   BAKER, TIMOTHY T
   8233 Baumgart Road


   Evansville, IN 47725
2. Issuer Name and Ticker or Trading Symbol
   Shoe Carnival, Inc. (scvl)
3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)

4. Statement for Month/Day/Year
   3/12/2003
5. If Amendment, Date of Original (Month/Day/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
   [ ] Director                   [ ] 10% Owner
   [X] Officer (give title below) [ ] Other (specify below)
   EXECUTIVE VICE PRESIDENT -
   STORE OPERATIONS
7. Individual or Joint/Group Filing (Check Applicable Line)
   [X] Form filed by One Reporting Person
   [ ] Form filed by More than One Reporting Person



Table I   Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
- ------------------------------------------------------------------------------------------------------------------------------------
1)Title of Security                           2)Trans-    3.Trans- 4.Securities Acquired(A)      5)Amount of    6)  7)Nature of
                                              action      action   or Disposed of (D)            Securities         Indirect
                                              Date        Code                   A               Beneficially   D   Beneficial
                                              (Month/                            or              Owned at       or  Ownership
                                              Day/Year)   Code V   Amount        D  Price        End of Month   I
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                           


Table II (PART 1)  Derivative Securities Acquired, Disposed of, or Beneficially Owned  (Columns 1 through 6)
- ------------------------------------------------------------------------------------------------------------------------------------
1)Title of Derivative          2)Conversion    3)Trans-       4)Trans-  5)Number of Derivative            6)Date Exercisable and
Security                       or Exercise     action         action    Securities Acquired (A)           Expiration Date
                               Price of        Date           Code      or Disposed of (D)
                               Derivative
                               Security                       Code  V   A                D                Exercisable  Expiration
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                  
Incentive Stock Option (right  $12.6700        03/12/03       A         6,667                             (1)          03/11/13
to buy)
Non-Qualified Stock Option     $12.6700        03/12/03       A         13,333                            (1)          03/11/13
(right to buy)


Table II (PART 2)  Derivative Securities Acquired, Disposed of, or Beneficially Owned  (Columns 1,3 and 7 through 11)
- ------------------------------------------------------------------------------------------------------------------------------------
1)Title of Derivative          3)Trans-  7)Title and Amount                           8)Price     9)Number of   10) 11)Nature of
Security                       action    of Underlying                                of Deri-    Derivative        Indirect
                               Date      Securities                                   vative      Securities    D   Beneficial
                                                                        Amount or     Security    Beneficially  or  Ownership
                                                                        Number of                 Owned at      I
                  -                      Title                          Shares                    End of Month
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                               
Incentive Stock Option (right  03/12/03  Common Stock                   6,667                     6,667         D   Direct
to buy)
Non-Qualified Stock Option     03/12/03  Common Stock                   13,333                    13,333        D   Direct
(right to buy)


Explanation of Responses:

(1)
The two options combined will be exercisable in thirds, commencing one year after the date of grant.



SIGNATURE OF REPORTING PERSON
/S/ By: W. Kerry Jackson
    For: Timothy T. Baker
DATE 04/01/03

EX-24

                                POWER OF ATTORNEY
                         For Executing Forms 3, 4, and 5

The  undersigned  hereby  appoints each of Mark L. Lemond,  W. Kerry Jackson
and David A. Kapp,  signing  singly,  as true and lawful attorney-in-fact to:

         (1)      execute for and on behalf of the undersigned Forms 3, 4 and 5
                  and any amendments to previously filed forms in accordance
                  with Section 16(a) of the Securities Exchange Act of 1934 and
                  the rules thereunder.

         (2)      do and perform any and all acts for and on behalf of the
                  undersigned which may be necessary or desirable to complete
                  the execution of any such Form 3, 4 or 5 and the timely filing
                  of such form with the United States Securities and Exchange
                  Commission and any other authority; and

         (3)      take any other action of any type whatsoever in connection
                  with the foregoing which, in the opinion of such
                  attorney-in-fact, may be of benefit to, in the best interest
                  of, or legally required by, the undersigned, it being
                  understood that the documents executed by such
                  attorney-in-fact on behalf of the undersigned pursuant to this
                  Power of Attorney shall be in such form and shall contain such
                  terms and conditions as such attorney-in-fact may approve in
                  his discretion.

         The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as such
attorney-in-fact might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause
to be done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming any
of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.

         IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 31st day of August, 2002.


                                    /s/ Timothy T. Baker
                                    Signature