Exhibit 11

EXECUTION COPY

MERRILL LYNCH CAPITAL CORPORATION
4 World Financial Center
250 Vesey Street
New York, NY 10080

June 21, 2004

Dick’s Sporting Goods, Inc.
200 Industry Drive
Pittsburgh, PA 15275

Re: Project Baseball — Interim Loan Commitment Letter

Ladies and Gentlemen:

     Dick’s Sporting Goods, Inc. (“you” or “Buyer” or “Borrower”) has advised Merrill Lynch Capital Corporation and its affiliates (“Merrill Lynch” or “we” or “us”) that Buyer intends to acquire all of the outstanding common stock, no par value (the “Common Stock”), of Galyan’s Trading Company, Inc., an Indiana corporation (“Target”), pursuant to a merger agreement (the “Merger Agreement”) to be entered into by and among Buyer, Target and a newly formed wholly owned subsidiary of Buyer incorporated in Indiana (“Acquisition Sub”). You have further advised us that (1) Buyer intends to launch a tender offer for the Common Stock as soon as practicable following the date hereof, (2) at the conclusion of such tender offer you intend to acquire all of the Common Stock tendered, which shall be at least 51% of the issued and outstanding Common Stock of the Target on a fully diluted basis (the “Acquisition”), (3) thereafter you intend to cause as reasonably promptly as possible Acquisition Sub to merge with and into Target, with Target being the surviving corporation in such merger and becoming a wholly owned subsidiary of Buyer (the “Merger”), (4) if more than 90% of the Common Stock of the Target on a fully diluted basis is acquired in the Acquisition then the Merger will be effected as soon as possible thereafter in a statutory short form merger, and (5) if a short-form merger is not permitted by law to effect the Merger, Target will hold a shareholder meeting as soon as possible after the Acquisition in order to approve the Merger and the merger will be effective promptly after obtaining such approval (the date of the consummation of the Merger, the “Merger Date”). The sources and uses of funds necessary to consummate the Acquisition, the Merger and the other transactions contemplated hereby are set forth on Annex I (the amount of consideration required to consummate the Acquisition, the “Acquisition Consideration”

and the amount of consideration required to consummate both the Merger and the Acquisition, the “Merger Consideration”).

     In addition, you have advised Merrill Lynch that in connection with the consummation of the Acquisition and the Merger, Buyer will raise gross cash proceeds through either (A) an increase in committed amounts available to the Buyer under the Buyer’s Amended and Restated Credit Agreement dated as of July 26, 2000 among the Buyer, the Lenders Party thereto and General Electric Capital Corporation (“GECC”), as amended (the “Senior Credit Facility”) or an amendment or restatement (or other modification) or the replacement of such facility (even if the replacement includes additional borrowing capacity and/or is comprised of new or additional lenders) (the “Senior Credit Facility Increase”), or (B) if the Senior Credit Facility Increase is not consummated prior to or concurrently with the consummation of the Acquisition, the draw down under a senior secured interim loan of up to $175.0 million (the “Interim Loan” and together with the Senior Credit Facility, the “Credit Facilities”) for the purpose of purchasing Target’s Common Stock and paying other expenses or costs of the Transactions that would be anticipated to be refinanced with debt securities (the “Take-out Securities”).

     In addition, you have advised us that, on or prior to the date of initial funding under the Interim Loan (the “Closing Date”), Target and its subsidiaries will either (A) obtain an amendment or a waiver under their respective existing indebtedness (the “Existing Indebtedness”) to permit the Acquisition and the Merger without materially burdensome conditions, (B) refinance such Existing Indebtedness in a manner that permits the Acquisition and the Merger without increasing the amount of Target’s outstanding indebtedness or (C) repay all of their Existing Indebtedness and terminate all commitments to make extensions of credit under their respective existing indebtedness (collectively, the “Refinancing”) and in the event of (C) Buyer shall have received additional financing either through the Senior Credit Facility Increase or otherwise to accomplish the Refinancing.

     The Acquisition, the Refinancing, the entering into and borrowings under the Interim Loan by the parties herein described, the Merger and the other transactions contemplated hereby entered into and consummated in connection with the Acquisition and the Merger are herein referred to as the “Transactions.”

     You have requested that Merrill Lynch commit to provide the Interim Loan to finance the Acquisition and the payment of certain related fees and expenses.

     Accordingly, subject to the terms and conditions set forth below, Merrill Lynch hereby agrees with you as follows:

     1. Commitment. Merrill Lynch hereby commits to provide to Borrower the Interim Loan upon the terms and subject to the conditions set forth or referred to herein, in the Fee Letter (the “Fee Letter”) dated the date hereof and delivered to you, and in the Interim Loan Summary of Terms and Conditions attached hereto (and incorporated by reference herein) as Exhibit A (the “Term Sheet”). At September 15, 2004, any unused interim loan commitments under this Commitment Letter will terminate immediately after making the extensions of credit thereunder

contemplated hereby. To the extent that an underwriting or purchase agreement is entered into by the Borrower with respect to any securities, the commitments hereunder shall be terminated on the date of execution thereof in an amount equal to the expected aggregate gross proceeds from the securities covered thereby.

     2. Syndication. We reserve the right and intend, after the date hereof but prior to or after the execution of the definitive documentation for the Interim Loan (the “Credit Documents”), to syndicate all or a portion of our commitments to one or more financial institutions (together with Merrill Lynch, the “Lenders”). Our commitment hereunder is subject to our (or one or more of our affiliates) acting as sole and exclusive book-runner, lead arranger and syndication agent for the Interim Loan and any other debt financing (including any high yield debt financing) that is consummated in connection with the Acquisition, the Merger or the Refinancing (other than the Senior Credit Facility Increase). We (or one or more of our affiliates) will manage all aspects of the syndication (in consultation with you), including decisions as to the selection of potential Lenders to be approached and when they will be approached, when their commitments will be accepted and which Lenders will participate and the final allocations of the commitments among the Lenders (which are likely not to be pro rata across facilities among Lenders), and we will exclusively perform all functions and exercise all authority as customarily performed and exercised in such capacities, including selecting counsel for the Lenders and negotiating the Credit Documents. Any agent, book-runner or arranger titles (including co-agents) awarded to other Lenders are subject to our prior approval and shall not entail any role with respect to the matters referred to in this paragraph without our prior consent. You agree that no Lender will receive compensation outside the terms contained herein and in the Fee Letter in order to obtain its commitment to participate in the Interim Loan. We may select (in consultation with you) a Lender to act as an administrative agent (the “Administrative Agent”) for the Interim Loan to perform such ministerial and administrative functions as we shall reasonably designate.

     You understand that we intend to commence the syndication of the Interim Loan, and you agree actively to assist us in achieving a timely syndication that is satisfactory to us. The syndication efforts will be accomplished by a variety of means, including direct contact during the syndication between senior management, advisors and affiliates of Buyer and (to the extent reasonably possible after use of commercially reasonable best efforts) Target on the one hand and the proposed Lenders on the other hand, and the hosting by Buyer, with Merrill Lynch, of meetings with prospective Lenders at such times and places as we may reasonably request. You agree to, promptly, upon our request, (a) provide and use your commercially reasonable best efforts to have Target provide, to us all information reasonably requested by us to complete successfully the syndication, including information and projections (including updated projections) contemplated hereby, (b) assist and use your commercially reasonable best efforts to have Target assist us in the preparation of a Confidential Information Memorandum and other marketing materials (the contents of which you shall be solely responsible for) to be used in connection therewith (including obtaining any necessary consents of Target’s accountants), and (c) make available your representatives and use your commercially reasonable best efforts to make available representatives of Target and your and their respective subsidiaries and affiliates for participation in road shows and presentations. You also agree to use your commercially reasonable best efforts to ensure that our syndication efforts benefit materially from the existing lending relationships of Buyer and Target (and their respective affiliates).

     3. Fees. As consideration for our commitment hereunder and our agreement to arrange, manage, structure and syndicate the Interim Loan, you agree to pay to us the fees and expenses as set forth herein, in the Term Sheet and in the Fee Letter.

     4. Conditions. Merrill Lynch’s commitment hereunder is subject to the conditions set forth elsewhere herein, in the Term Sheet and in the Fee Letter.

     Our commitment hereunder is also subject to the conditions that (a) since January 31, 2004, there shall not have occurred or become known (1) a Material Adverse Effect (as such term is defined in the Merger Agreement) with respect to the Target and its subsidiaries taken as a whole or (2) any material adverse change or any condition, fact, event or development that has resulted or could reasonably be expected to result in a material adverse change in the business, operations, condition (financial or otherwise), assets, liabilities (contingent or otherwise) or prospects of Buyer and its subsidiaries taken as a whole (as in existence before giving effect to the Transactions) (a “Buyer Material Adverse Change” and either of (1) or (2) a “Material Adverse Change”); (b) no material disruption or material adverse change (or development that could reasonably be expected to result in a prospective material disruption or material adverse change) in or affecting the U.S. or international loan syndication, financial, banking or capital markets generally shall have occurred or be continuing that, individually or in the aggregate in our sole judgment would adversely affect our ability to syndicate the Interim Loan or effect the sale of the Take-out Securities; (c) no banking moratorium shall have been declared by either Federal or New York authorities; (d) we shall be satisfied that, after the date hereof and prior to and during the syndication of the Interim Loan, none of Borrower or Target or any of their respective subsidiaries or affiliates shall have syndicated or issued, attempted to syndicate or issue, announced or authorized the announcement of, or engaged in discussions concerning the syndication or issuance of, any debt facility or debt security of (or other financing by) any of them, including renewals thereof, other than the Credit Facilities; (e) you and Merrill, Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”) shall have executed and delivered the engagement letter (the “Engagement Letter”) in the form attached hereto as Annex A and such Engagement Letter shall be in full force and effect and you shall not be in breach thereof; (f) we shall be satisfied with all terms of the Transactions and shall have had the opportunity to review and shall be reasonably satisfied with the Merger Agreement (it being acknowledged that MLPF&S is satisfied with the Merger Agreement as in effect as of the time of this letter), Schedule TO, Schedule 14D-9 and all related documentation (and all exhibits, schedules, appendices and attachments thereto); (g) the Information (as defined in Section 5 below) will be complete and correct in all material respects and will not, taken as a whole, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements contained therein not misleading in light of the circumstances under which such statements were made; and (h) we shall not have become aware after the date hereof of any information or other matter (including any matter relating to financial models and underlying assumptions relating to the Projections (as defined in Section 5 below)) that in our sole judgment is inconsistent in a material and adverse manner with any information or other matter disclosed to us prior to the date hereof.

     5. Information and Investigations. You hereby represent and covenant that (a) all information and data (excluding financial projections) that have been or will be made available by Borrower or Target or any of Borrower’s or Target’s respective affiliates, representatives or advisors

to us or any Lender (whether prior to or on or after the date hereof), taken as a whole (the “Information”), is and will be complete and correct in all material respects and does not and will not, taken as a whole, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements contained therein not misleading in light of the circumstances under which such statements are made, and (b) all financial projections concerning Borrower, Target and their respective subsidiaries and the Transactions (the “Projections”) that have been made or will be prepared by or on behalf of Borrower or any of Borrower’s affiliates, representatives or advisors and that have been or will be made available to us or any Lender (whether prior to or on or after the date hereof) have been and will be prepared in good faith based upon assumptions believed by you to be reasonable. You agree that Merrill Lynch shall be given such access to business, financial, legal and other information regarding Borrower and its subsidiaries as it shall reasonably request including, without limitation, access to the management, books and records, contracts and properties of Borrower and its subsidiaries. You agree to supplement the Information and the Projections from time to time until the Merger Date and, if requested by us, for a reasonable period thereafter necessary to complete the syndication of the Interim Loan, so that the representation and covenant in the preceding sentence remain correct in all material respects (and not just on the date that any Information is furnished). You also agree to provide Merrill Lynch access to such Information that you receive from Target that Merrill Lynch shall reasonably request. You also agree to promptly provide Merrill Lynch with copies of documentation submitted to the Securities and Exchange Commission (“SEC”), Federal Trade Commission and/or Department of Justice by Borrower, Acquisition Sub or Target in connection with the Transactions (provided that with respect to information provided to the FTC or DOJ the Borrower need not provide any proprietary or other information not publicly available so long as Borrower engages in good faith discussions with Merrill Lynch, upon the request of Merrill Lynch, as to the nature and general content of any information so provided) as well as any correspondence or comments sent to or received from such entities by the Borrower, Acquisition Sub or Target. In syndicating the Interim Loan we will be entitled to use and rely primarily on the Information and the Projections without responsibility for independent check or verification thereof.

     6. Indemnification. You agree (i) to indemnify and hold harmless Merrill Lynch and each of the other Lenders and their respective officers, directors, employees, affiliates, representatives, advisors, agents and controlling persons and successors and assigns (Merrill Lynch and each such other person being an “Indemnified Party”) from and against any and all losses, claims, damages, costs, expenses and liabilities, joint or several, to which any Indemnified Party may become subject under any applicable law, or otherwise related to or arising out of or in connection with this Commitment Letter, the Fee Letter, the Term Sheet, the Interim Loan, the use of proceeds of any such loan, any of the Transactions or any related transaction or the performance by any Indemnified Party of the services contemplated hereby, and will reimburse each Indemnified Party promptly upon demand for any and all expenses (including, without limitation, the fees, disbursements and other charges of counsel) as they are incurred in connection with the investigation of or preparation for or defense of any pending or threatened claim or any action or proceeding arising therefrom, whether or not such Indemnified Party is a party and whether or not such claim, action or proceeding is initiated or brought by or on behalf of Borrower, Target or any of their respective affiliates or shareholders, or any other person or entity, and whether or not any of the Transactions are consummated or this Commitment Letter is terminated, except to the extent found in a final non-appealable judgment by a

court of competent jurisdiction to have resulted solely from such Indemnified Party’s bad faith or gross negligence and (ii) not to assert any claim against any Indemnified Party for consequential, punitive or exemplary damages on any theory of liability in connection in any way with the transactions described in or contemplated by this Commitment Letter and the Fee Letter. No Indemnified Party shall be liable for any damages arising from the use by others of Information or other materials obtained through electronic, telecommunications or other information transmission systems.

     You agree that, without our prior written consent, neither you nor any of your affiliates or subsidiaries will settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification has been or could be sought under the indemnification provisions hereof (whether or not any other Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent (i) includes an unconditional written release in form and substance satisfactory to the Indemnified Parties of each Indemnified Party from all liability arising out of or related to such claim, action or proceeding and (ii) does not include any statement as to or an admission of fault, culpability or failure to act by or on behalf of any Indemnified Party.

     In the event that an Indemnified Party is requested or required to appear as a witness or deponent in any action brought by or on behalf of or against you, Target or any of your or their subsidiaries or affiliates in which such Indemnified Party is not named as a defendant, you agree to reimburse such Indemnified Party for all expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness or a deponent, including, without limitation, the fees and expenses of its legal counsel.

     7. Expenses. You agree to reimburse Merrill Lynch and its affiliates for their reasonable expenses upon our request made from time to time (including, without limitation, all reasonable due diligence investigation expenses, fees of consultants engaged with your consent (not to be unreasonably withheld), syndication expenses (including printing, distribution, bank meeting, appraisal, valuation and rating agency fees and expenses, and charges of IntraLinks), travel expenses, duplication fees and expenses, audit fees, search fees, filing and recording fees and the reasonable fees, disbursements and other charges of counsel (including local counsel) and any sales, use or similar taxes (and any additions to such taxes) related to any of the foregoing) incurred in connection with the negotiation, preparation, execution and delivery, waiver or modification, administration, collection and enforcement of this Commitment Letter, the Term Sheet, the Fee Letter and the Credit Documents and the security arrangements in connection therewith and whether or not such fees and expenses are incurred before or after the date hereof or any loan documentation is entered into or the Transactions are consummated or any extensions of credit are made under the Interim Loan or this Commitment Letter is terminated or expires.

     8. Confidentiality. This Commitment Letter, the Term Sheet and the Fee Letter, the contents of any of the foregoing, and our and/or our affiliates’ activities pursuant hereto or thereto, are confidential and shall not be disclosed by or on behalf of you or any of your affiliates to any person without our prior written consent, except that you may disclose this Commitment Letter and the Term Sheet (but not the Fee Letter or any matter related to any information in the Fee Letter) (i) to

your and Target’s officers, directors, employees and advisors, and then only in connection with the Transactions and on a confidential and need-to-know basis, (ii) as you are required by applicable law or compulsory legal process (based on the advice of legal counsel); provided, however, that if disclosure is required by applicable law or compulsory legal process you agree to give us prompt notice thereof and to cooperate with us in securing a protective order and that any disclosure made pursuant to public filings shall be subject to our prior approval (not to be unreasonably withheld) and (iii) to the extent reasonably required by the SEC or stock exchange listing disclosure requirements (based on the advice of legal counsel). You agree that you will permit us to review and approve any reference to us or any of our affiliates in connection with the Interim Loan or the transactions contemplated hereby contained in any press release or any other public disclosure or SEC filing prior to public release or public filing. You agree that we and our affiliates may share information concerning Borrower, Target and their respective subsidiaries and affiliates among ourselves.

     9. Termination. Our commitment hereunder is based upon the representations and warranties made to us hereunder and the accuracy and completeness of the financial and other information regarding Borrower, Target and their respective subsidiaries and the Transactions previously provided to us. In the event that (i) by means of continuing review or otherwise Merrill Lynch becomes aware of or discovers new information or developments concerning conditions or events previously disclosed to us that we believe in our sole discretion is inconsistent in any material adverse respect with the Projections or the Information provided to us prior to the date hereof, or any condition, fact, event or development shall have occurred or become known since January 31, 2004 that in our sole judgment has had or resulted in or could reasonably be expected to have or result in a Material Adverse Change, or a material adverse effect on the Transactions or on the tax or accounting consequences of the Transactions, or (ii) the Merger Agreement is terminated or expires or the effort to acquire Target is abandoned, this Commitment Letter and our commitment hereunder shall terminate. In addition, our commitment hereunder shall terminate in its entirety on the earlier of (A) September 15, 2004, if the Credit Documents have not been executed and delivered by Borrower and the Lenders by such date, (B) the date of execution and delivery of the Credit Documents by Borrower and the Lenders and (C) the date of the Acquisition if the initial funding under the Interim Loan does not occur on such date. Notwithstanding the foregoing, the provisions of Sections 3, 5, 6, 7, 8 and 11 hereof shall survive any termination pursuant to this Section 9.

     10. Assignment; etc. This Commitment Letter and our commitment hereunder shall not be assignable by any party hereto (other than by us to our affiliates) without the prior written consent of the other parties hereto, and any attempted assignment shall be void and of no effect; provided, however, that nothing contained in this Section 10 shall prohibit us (in our sole discretion) from (i) performing any of our duties hereunder through any of our affiliates, and you will owe any related duties (including those set forth in Section 2 above) to any such affiliate, and (ii) granting (in consultation with you) participations in, or selling (in consultation with you) assignments of all or a portion of, the commitments or the loans under the Interim Loan pursuant to arrangements satisfactory to us. This Commitment Letter is solely for the benefit of the parties hereto and does not confer any benefits upon, or create any rights in favor of, any other person other than the Indemnified Parties.

     11. Governing Law; Waiver of Jury Trial. This Commitment Letter shall be governed by, and construed in accordance with, the laws of the State of New York (without regard to

any principles of conflict of laws thereof to the extent the same are not mandatorily applicable by statute and would require or permit the application of the laws of another jurisdiction). Each of the parties hereto waives all right to trial by jury in any action, proceeding or counterclaim (whether based upon contract, tort or otherwise) related to or arising out of or in connection with this Commitment Letter, the Fee Letter, the Term Sheet, the Interim Loan, the use of proceeds of any such loan, any of the Transactions or any related transaction or the performance by any Indemnified Party of the services contemplated hereby.

     12. Amendments; Counterparts; etc. No amendment or waiver of any provision hereof or of the Term Sheet or of the Fee Letter shall be effective unless in writing and signed by the parties hereto and then only in the specific instance and for the specific purpose for which given. This Commitment Letter, the Engagement Letter, the Term Sheet and the Fee Letter are the only agreements between the parties hereto with respect to the matters contemplated hereby and thereby and set forth the entire understanding of the parties with respect thereto. This Commitment Letter may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart by telecopier shall be effective as delivery of a manually executed counterpart.

     13. Public Announcements; Notices. We may, at our expense, publicly announce as we may choose the capacities in which we or our affiliates have acted hereunder; provided however, that at any time prior to the Closing Date we may only make such announcement with your prior consent. Any notice given pursuant hereto shall be mailed or hand delivered in writing, if to (i) you, at your address set forth on page one hereof, with a copy to such persons as you may designate in writing; and (ii) Merrill Lynch, at 4 World Financial Center, 250 Vesey Street, New York, New York 10080, Attention: Edward Aitken and Wissam Kairouz.

(Signature Page Follows)

     Please confirm that the foregoing correctly sets forth our agreement of the terms hereof and the Fee Letter by signing and returning to Merrill Lynch the duplicate copy of this letter and the Fee Letter enclosed herewith. Unless we receive your executed duplicate copies hereof and thereof by 5:00 p.m., New York City time, on June 21, 2004, our commitment hereunder will expire at such time.

     We are pleased to have this opportunity and we look forward to working with you on this transaction.

Accepted and agreed to as of
the date first written above:

DICK’S SPORTING GOODS, INC.

By:		/s/  William R. Newlin
		Name:   William R. Newlin
		Title:    Executive Vice President and Chief              Administrative Officer

Sources and Uses of Funds

(in $ in millions)

Exhibit A

INTERIM LOAN
SUMMARY OF TERMS AND CONDITIONS¹

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