UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
________________
FORM
11-K
________________
(Mark
One)
[X] Annual
Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended January 31, 2005.
or
[ ] Transaction
Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934
For the transition period from ______ to ______.
Commission
file number 1-6991
A.
Full title of the plan and the address of the plan, if different from that
of
the issuer named below:
WAL-MART
PROFIT SHARING AND 401(k) PLAN
B.
Name of issuer of the securities held pursuant to the plan and the address
of
its principal executive office:
________________
WAL-MART
STORES, INC.
702
Southwest Eighth Street
Bentonville,
Arkansas 72716
________________
Financial
Statements
and
Supplemental Schedule
Wal-Mart
Profit Sharing and 401(k) Plan
As
of
January 31, 2005 and 2004, and
for
the Plan year ended January 31, 2005
Wal-Mart
Profit Sharing and 401(k) Plan
Financial
Statements and
Supplemental
Schedule
As
of January 31, 2005 and 2004, and for the Plan year ended January 31,
2005
Contents
|
Report
of Independent Registered Public Accounting Firm
|
1
|
|
Audited
Financial Statements:
|
|
|
Statements
of Net Assets Available for Benefits
|
2
|
|
Statement
of Changes in Net Assets Available for Benefits
|
3
|
|
Notes
to Financial Statements
|
4
|
|
Supplemental
Schedule:
|
|
|
Schedule
H; Line 4i—Schedule of Assets (Held at End of Year)
|
12
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The
Retirement Plans Committee of the
Wal-Mart
Profit Sharing and 401(k) Plan
We
have
audited the accompanying statements of net assets available for benefits
of
Wal-Mart Profit Sharing and 401(k) Plan as of January 31, 2005 and 2004,
and the
related statement of changes in net assets available for benefits for the
plan
year ended January 31, 2005. These financial statements are the responsibility
of the Plan's management. Our responsibility is to express an opinion on
these
financial statements based on our audits.
We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that
we plan
and perform the audit to obtain reasonable assurance about whether the
financial
statements are free of material misstatement. We were not engaged to perform
an
audit of the Plan’s internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as
a basis
for designing audit procedures that are appropriate in the circumstances,
but
not for the purpose of expressing an opinion on the effectiveness of the
Plan’s
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management,
and
evaluating the overall financial statement presentation. We believe that
our
audits provide a reasonable basis for our opinion.
In
our
opinion, the financial statements referred to above present fairly, in
all
material respects, the net assets available for benefits of the Plan at
January
31, 2005 and 2004, and the changes in its net assets available for benefits
for
the plan year ended January 31, 2005, in conformity with U.S. generally
accepted accounting principles.
Our
audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of
assets
(held at end of year) as of January 31, 2005, is presented for purposes
of
additional analysis and is not a required part of the financial statements
but
is supplementary information required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement
Income
Security Act of 1974. This supplemental schedule is the responsibility
of the
Plan’s management. The supplemental schedule has been subjected to the auditing
procedures applied in our audits of the financial statements and, in our
opinion, is fairly stated in all material respects in relation to the financial
statements taken as a whole.
July
15,
2005
Rogers,
Arkansas
1
Wal-Mart
Profit Sharing and 401(k) Plan
Statements
of Net Assets Available for Benefits
|
January
31,
|
|||||||
|
2005
|
2004
|
||||||
|
(In
Thousands)
|
|||||||
| Assets | |||||||
|
Investments
|
$
|
7,775,642
|
$
|
7,257,532
|
|||
|
Receivables:
|
|||||||
|
Company
contributions
|
741,677
|
693,289
|
|||||
|
Associate
contributions
|
6,778
|
3,861
|
|||||
|
Due
from Broker
|
1,034
|
521
|
|||||
|
Other
receivables
|
268
|
249
|
|||||
|
Total
receivables
|
$
|
749,757
|
$
|
697,920
|
|||
|
Cash
|
2,868
|
3,054
|
|||||
|
Net
assets available for benefits
|
$
|
8,528,267
|
$
|
7,958,506
|
|||
See
accompanying notes.
2
Wal-Mart
Profit Sharing and 401(k) Plan
Statement
of Changes in Net Assets Available for Benefits
Plan
year
ended January 31, 2005
(In
Thousands)
|
Additions
|
||||
|
Company contributions
|
$
|
706,102
|
||
|
Associate contributions
|
256,054
|
|||
|
Net depreciation in fair value of investments
|
(68,057
|
)
|
||
|
Interest and dividend income
|
123,907
|
|||
|
Other, net
|
16,623
|
|||
|
Total
additions
|
1,034,629
|
|||
|
Deductions
|
||||
|
Benefit
payments
|
461,447
|
|||
|
Administrative
expenses
|
3,421
|
|||
|
Total
deductions
|
464,868
|
|||
|
Net
increase
|
569,761
|
|||
|
Net
assets available for benefits, at beginning of year
|
7,958,506
|
|||
|
Net
assets available for benefits, at end of year
|
$
|
8,528,267
|
See
accompanying notes.
3
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements
January
31, 2005
1.
Description of the Plan
The
following description of the Wal-Mart Profit Sharing and 401(k) Plan (the
“Plan”) provides only general information regarding the Plan as in effect on
January 31, 2005. This document is not part of the Summary Plan Description
and
is not a document pursuant to which the Plan is maintained within the meaning
of
Section 402(a)(1) of the Employee Retirement Income Security Act of 1974
(“ERISA”), as amended. Participants should refer to the Plan document for a
complete description of the Plan’s provisions. To the extent not specifically
prohibited by statute or regulation, Wal-Mart Stores, Inc. (“Wal-Mart” or the
“Company”) reserves the right to unilaterally amend, modify, or terminate the
Plan at any time, and such changes may be applied to all Plan participants
and
their beneficiaries regardless of whether the participant is actively working
or
retired at the time of the change. The Plan may not be amended, however,
to
permit any part of the Plan’s assets to be used for any purpose other than for
the purpose of paying benefits to participants and their beneficiaries.
General
The
Wal-Mart Stores, Inc. 401(k) Retirement Savings Plan is a defined contribution
plan established by the Company on February 1, 1997. This Plan was amended,
effective October 31, 2003, to merge the U.S. Profit Sharing assets of
the
Wal-Mart Stores, Inc. Profit Sharing Plan into the Wal-Mart Stores, Inc.
401(k)
Retirement Savings Plan, with the surviving Plan named Wal-Mart Profit
Sharing
and 401(k) Plan.
Each
eligible employee who was a participant in the Plan as of October 31, 2003,
shall continue to be a participant hereunder from and after November 1,
2003, as
long as such individual continues to be an eligible employee. Each eligible
employee who is not a participant in the Plan as of October 31, 2003, and
has
completed at least 1,000 hours of service in a consecutive 12-month period
is
eligible to participate in the Plan. Participation may begin on the first
day of
the month following eligibility. The Plan is subject to the provisions
of
ERISA.
Associates
of Wal-Mart.com became eligible under the Plan as of the later of (1) February
1, 2004, or (2) if such an associate had not satisfied the eligibility
requirements of the Plan document as of February 1, 2004, then as of the
date
such associate satisfied the eligibility requirements under the Plan
document.
The
responsibility for operation and administration of the Plan (except for
investment management and control of assets) is vested in the Retirement
Plans
Committee of the Company. Retirement Plans Committee members are appointed
by
the Company’s Vice-President, Retirement Plans Governance, with ratification of
a majority of sitting committee members.
The
trustee function of the Plan is performed by Merrill Lynch Investment Managers
LLC (the “Trustee”). The Trustee receives and holds contributions made to the
Plan in trust and invests those contributions as directed by participants
and
according to the policies established by the Retirement Plans Committee.
The
Trustee makes payouts from the Plan in accordance with the Plan document.
The
Trustee is affiliated with Merrill Lynch, Pierce, Fenner & Smith, Inc., the
parent corporation of the Trustee and manager of the Merrill Lynch Equity
Index
Fund and the Merrill Lynch Retirement Preservation Fund, which are investment
options offered under the Plan to participants. The Trustee is also the
record-keeper for the Plan.
Contributions
All
eligible associates participate in the Plan and may elect to contribute
from one
percent to 25 percent of their eligible wages. Certain highly compensated
associate contributions may be further limited under the terms of the Plan.
Whether or not an associate contributes to the Plan, he or she will receive
a
portion of the Company’s contribution if the associate meets certain eligibility
requirements. To be eligible to receive a Company contribution, the associate
must complete at least 1,000 hours of service during the Plan year for
which the
contribution is made, and be employed on the last day of that Plan year.
Wal-Mart’s
contribution is discretionary and can vary from year to year. At the end
of each
Plan year, the Board of Directors of the Company, or its authorized committee
or
delegate, at their discretion, determines the Company’s contribution (if any).
The Company’s contribution for each associate will be based on a percentage of
the associate’s eligible wages for the Plan year. For the Plan year ended
January 31, 2005, the discretionary contribution percentage was two percent
of
eligible participants’ compensation for each of the Company’s qualified
non-elective (“401(k)”) contribution and the Company’s Profit Sharing
contribution. Such contributions are subject to certain limitations in
accordance with provisions of ERISA.
4
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
1.
Description of the Plan (continued)
Participants’
Accounts
Each
participant’s account is credited with earnings (losses) net of administrative
expenses which are determined by the investments held in each participant’s
accounts; the participant’s contribution; and an allocation of (a) the Company’s
contribution to the Plan made on the associate’s behalf, and (b) forfeited
balances of terminated participants’ nonvested Profit Sharing accounts and
forfeited unclaimed checks. Allocations of forfeitures to participants
are based
on eligible wages. As of January 31, 2005 and 2004, forfeited nonvested
Profit
Sharing accounts and unclaimed check forfeitures to be reallocated to remaining
participants totaled approximately $51 million and $35 million,
respectively.
Vesting
Participants
are immediately vested in all elective contributions, catch-up contributions,
401(k) contributions, rollover contributions, tax credit contributions
and
Profit Sharing Plan rollover contributions. A participant’s Profit Sharing
contribution account vests based on years of service at a rate of 20% per
year
from years three through seven. Profit Sharing contribution accounts become
fully vested upon Participant retirement at age 65 or above, or total and
permanent disability or death.
Payment
of Benefits and Withdrawals
Generally,
payment upon a participant’s separation from the Company is a lump-sum payment
or five-year annual installments in cash for the balance of the participant’s
vested account. However, participants may elect to receive a single lump-sum
payment of their Profit Sharing contribution account in whole shares of
Company
stock, with partial or fractional shares paid in cash even if such account
is
not invested in Company stock. Participants may also elect to receive a
single
lump-sum payment of their 401(k) contribution in whole shares of Company
stock,
with partial or fractional shares paid in cash, but only to the extent
such
accounts are invested in Company stock as of the date distributions are
processed. To the extent the participant’s Profit Sharing and 401(k) accounts
are not invested in Company stock, the account balances will automatically
be
distributed in cash, unless directed otherwise by the participant. Participants
may also elect to rollover their account balance into a different tax-qualified
retirement plan or individual retirement account upon separation from the
Company.
The
Plan
permits withdrawals of active participants’ salary reduction contributions and
rollover contributions only in amounts necessary to satisfy financial hardship
as defined by the Internal Revenue Service (“IRS”). In-service withdrawal of
vested balances may be elected by participants who have reached 69 1/2
years of
age.
Plan
Termination
While
there is no intention to do so, the Company may discontinue the Plan subject
to
the provisions of ERISA. In the event of complete or partial Plan termination,
or discontinuance of contributions to the Plan, participants’ accounts shall be
immediately vested. The Plan shall remain in effect (unless it is specifically
terminated) and the assets shall be administered in the manner provided
by the
terms of the trust agreement and distributed as soon as administratively
feasible.
Investment
Options
A
participant or former participant may direct the Trustee to invest any
portion
of his/her elective contributions, catch-up contributions, 401(k) contributions
and rollover contribution accounts in available investment options. Participant
investment options include a variety of mutual funds, a common/collective
trust,
Wal-Mart common stock, and a stable value fund, which consists of a money
market
fund, a common/collective trust and guaranteed investment contracts. Associates
may change their selections at any time.
Participants’
Profit Sharing accounts and Profit Sharing rollover contribution accounts
are
invested at the direction of the Retirement Plans Committee for participants
with less than seven years of service. Participants with at least seven
years of
service may direct the Trustee to invest such accounts in available investment
options. Participant investment options include a variety of mutual funds,
a
common/collective trust, Wal-Mart common stock, and a stable value fund,
which
consists of a money market fund, a common/collective trust and guaranteed
investment contracts. The associates may change their selections at any
time
throughout the year.
Participant
investments not directed by the associate shall be invested by the Trustee
as
directed by the Retirement Plans Committee.
5
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
2.
Summary of Accounting Policies
Basis
of Accounting
Shares
of
mutual funds are valued at published prices which represent the net asset
values
of shares held by the Plan at year end. Shares of money market funds are
stated
at cost which approximates fair value. Wal-Mart common stock is stated
at fair
value, which equals the quoted market price on the last business day of
the
year. Investments in common/collective trust funds are stated at the fair
value
of the underlying assets determined by the Trustee. Guaranteed investment
contracts held by the Plan through a stable value fund are considered to
be
fully benefit-responsive, and therefore, are recorded at contract value.
Contract value represents contributions made under the contract, plus interest
at the contract rates less withdrawals. Contract value approximates fair
value
as of January 31, 2005 and 2004 (see Note 3). Purchases and sales are recorded
on a trade-date basis. Dividends are recorded on the ex-dividend date.
Benefit
payments are recorded when paid. Company contributions are recorded by
the Plan
in the period in which they were accrued by the Company. Company contributions
to the Plan related to the Plan year ending January 31, 2005, were paid
in April
2005.
The
Company bears the majority of costs associated with administering the Plan,
except for certain expenses paid by the Plan participants.
Use
of Estimates
The
preparation of the financial statements in conformity with U.S. generally
accepted accounting principles requires Plan management to use estimates
and
assumptions that affect the amounts reported in the accompanying financial
statements and notes. Actual results could differ from these
estimates.
3. Retirement Preservation Fund Investments
The
Plan’s Retirement Preservation Fund (“RPF”) is a stable value fund. The RPF is
invested in a money market fund, a common/collective trust (the “Merrill Lynch
Retirement Preservation Trust”), guaranteed investment contracts (“GIC’s”),
separate account GIC’s and synthetic GIC’s. The synthetic GIC’s are secured by
underlying fixed income assets. The crediting interest rates on the investment
contracts ranged from 2.8% to 6.0% for the year ended January 31, 2005,
and from
2.6% to 7.5% for the year ended January 31, 2004. Average duration for
all
investment contracts was 2.3 years and 2.7 years at January 31, 2005, and
January 31, 2004, respectively. The average yield was 4.11% in 2005 and
3.99% in
2004. There are no reserves against the contract value for credit risk
of the
contracted issuer or otherwise.
The
contract or crediting rates for certain stable value investment contracts
are
reset quarterly and are based on the market value of the portfolio of assets
underlying these contracts. Inputs used to determine the crediting rate
include
each contract’s portfolio market value, current yield-to-date maturity, duration
and market value relative to contract value. All contracts have a guaranteed
rate of 0.0% or higher with respect to interest rate resets.
A
synthetic GIC provides for a guaranteed return on principle over a specified
period of time through benefit responsive wrapper contracts issued by a
third
party which are backed by underlying assets. The fair value on the Synthetic
GIC’s is approximately $151,604,000 and $69,900,000 at January 31, 2005 and
2004, respectively. Included in the contract value of the synthetic GIC’s is
approximately $598,000 and ($849,000) at January 31, 2005 and 2004,
respectively, attributable to the wrapper contract providers representing
the
amounts by which the value of the contracts is greater than (less than)
the
value of the underlying assets.
4.
Investments
The
Trustee holds the Plan’s investments and executes all investment transactions.
The Plan provides for investments in various investment securities. Investment
securities are exposed to various risks, such as interest rate, credit
and
market risks. Further, due to the level of risk associated with certain
investment securities, it is at least reasonably
possible that changes in the values of investment securities will occur
in the
near term and that such changes could materially affect the amounts reported
in
the statements of net assets available for benefits and the statement of
changes
in net assets available for benefits.
6
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
4.
Investments (continued)
During
the 2005 Plan year, the Plan’s investments (including investments purchased,
sold, as well as held during the year) appreciated (depreciated) in value
as
follows:
|
Net
|
||||
|
Appreciation
(Depreciation)
|
||||
|
in
Fair Value
|
||||
|
of
Investments
|
||||
|
(In
Thousands)
|
||||
|
Common
Stock
|
$
|
(157,678
|
)
|
|
|
Mutual
Funds
|
70,858
|
|||
|
Common/Collective
Trusts
|
18,763
|
|||
|
Total
|
$
|
(68,057
|
)
|
|
The
fair
value of individual investments that represent five percent or more of
the
Plan’s net assets as of January 31, 2005 and 2004, are as follows:
|
January
31,
|
|||||||
|
2005
|
2004
|
||||||
|
|
(In
Thousands)
|
||||||
|
Wal-Mart
Stores, Inc. Common Stock
|
$
|
4,787,003
|
$
|
4,896,414
|
|||
|
Merrill
Lynch Retirement Preservation Trust
|
809,316
|
706,765
|
|||||
|
PIMCO
Total Return Fund
|
536,568
|
415,086
|
|||||
5. Non-Participant-Directed Investments
Information
about the net assets and the significant components of the changes in net
assets
relating to the non-participant-directed investments is as follows:
|
As
of
January
31, 2004
|
||||||||||
|
(In
Thousands)
|
||||||||||
|
Wal-Mart
Stores,
Inc.
Common
Stock
|
Merrill
Lynch
Retirement
Preservation
Fund
|
Total
|
||||||||
|
Assets:
|
||||||||||
|
Common
Stock
|
$
|
4,896,414
|
$
|
-
|
$
|
4,896,414
|
||||
|
Money
Market Fund
|
-
|
61,546
|
61,546
|
|||||||
|
Common/Collective
Trust
|
-
|
706,765
|
706,765
|
|||||||
|
GIC’s
|
-
|
167,906
|
167,906
|
|||||||
|
Investments
|
$
|
4,896,414
|
$
|
936,217
|
$
|
5,832,631
|
||||
|
Contributions
receivable
|
356,165
|
107,819
|
463,984
|
|||||||
|
Net
assets available for benefits
|
$
|
5,252,579
|
$
|
1,044,036
|
$
|
6,296,615
|
||||
7
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
5.
Non-Participant-Directed Investments (continued)
|
As
of
January
31, 2005
|
|||||||||||||||||||||||||||||||
|
(In
Thousands)
|
|||||||||||||||||||||||||||||||
|
Wal-Mart
Stores,
Inc.
Common
Stock
|
Merrill
Lynch
Retirement
Preservation
Fund
|
Merrill
Lynch
Equity
Index
Trust
GM
|
American
Europacific
Growth
Fund GM
|
Franklin
Small-Mid
Cap
Growth
Fund GM
|
PIMCO
Total
Return
Fund
GM
|
Ariel
Fund
GM
|
Mass
Investment
Growth
Fund
GM
|
Davis
NY
Venture
Fund
GM
|
Total
|
||||||||||||||||||||||
|
Assets:
|
|||||||||||||||||||||||||||||||
|
Common
Stock
|
$
|
4,787,003
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
4,787,003
|
|||||||||||
|
Mutual
Funds
|
-
|
-
|
-
|
146,727
|
100,079
|
457,568
|
112,244
|
156,738
|
161,825
|
1,135,181
|
|||||||||||||||||||||
|
Money
Market Fund
|
-
|
72,348
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
72,348
|
|||||||||||||||||||||
|
Common/Collective
Trust
|
-
|
809,316
|
160,756
|
-
|
-
|
-
|
-
|
-
|
-
|
970,072
|
|||||||||||||||||||||
|
GIC’s
|
-
|
219,957
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
219,957
|
|||||||||||||||||||||
|
Investments
|
$
|
4,787,003
|
$
|
1,101,621
|
$
|
160,756
|
$
|
146,727
|
$
|
100,079
|
$
|
457,568
|
$
|
112,244
|
$
|
156,738
|
$
|
161,825
|
$
|
7,184,561
|
|||||||||||
|
Contributions
receivable
|
342,094
|
154,627
|
24,294
|
17,720
|
15,123
|
92,215
|
17,741
|
24,083
|
24,294
|
712,191
|
|||||||||||||||||||||
|
Net
assets available for benefits
|
$
|
5,129,097
|
$
|
1,256,248
|
$
|
185,050
|
$
|
164,447
|
$
|
115,202
|
$
|
549,783
|
$
|
129,985
|
$
|
180,821
|
$
|
186,119
|
$
|
7,896,752
|
|||||||||||
|
Plan
year ended January 31, 2005
|
|||||||||||||||||||||||||||||||
|
(In
Thousands)
|
|||||||||||||||||||||||||||||||
|
Wal-Mart
Stores,
Inc.
Common
Stock
|
Merrill
Lynch
Retirement
Preservation
Fund
|
Merrill
Lynch
Equity
Index
Trust
GM
|
American
Europacific
Growth
Fund
GM
|
Franklin
Small-Mid
Cap
Growth
Fund GM
|
PIMCO
Total
Return
Fund
GM
|
Ariel
Fund
GM
|
Mass
Investment
Growth
Fund
GM
|
Davis
NY
Venture
Fund
GM
|
Total
|
||||||||||||||||||||||
|
Changes
in net assets:
|
|||||||||||||||||||||||||||||||
|
Contributions
|
$
|
399,025
|
$
|
155,250
|
$
|
27,128
|
$
|
25,620
|
$
|
13,333
|
$
|
111,492
|
$
|
24,371
|
$
|
34,472
|
$
|
34,539
|
$
|
825,230
|
|||||||||||
|
Interest
and dividends
|
4,307
|
84,513
|
2
|
1,893
|
1
|
21,331
|
3,803
|
655
|
1,261
|
117,766
|
|||||||||||||||||||||
|
Net
appreciation/ (depreciation) in fair value of investments
|
(157,678
|
)
|
-
|
9,374
|
17,135
|
7,056
|
(4,448
|
)
|
11,221
|
6,330
|
12,890
|
(98,120
|
)
|
||||||||||||||||||
|
Benefit
payments
|
(265,339
|
)
|
(84,796
|
)
|
(10,138
|
)
|
(8,378
|
)
|
(6,264
|
)
|
(32,714
|
)
|
(7,283
|
)
|
(9,898
|
)
|
(10,214
|
)
|
(435,024
|
)
|
|||||||||||
|
Administrative
expenses
|
(774
|
)
|
(866
|
)
|
(172
|
)
|
(125
|
)
|
(107
|
)
|
(731
|
)
|
(131
|
)
|
(171
|
)
|
(173
|
)
|
(3,250
|
)
|
|||||||||||
|
Net
interfund transfers
|
(103,951
|
)
|
42,916
|
3,033
|
(2,769
|
)
|
1,596
|
10,960
|
(7,213
|
)
|
5,439
|
(1,601
|
)
|
(51,590
|
)
|
||||||||||||||||
|
Other,
net
|
928
|
15,195
|
2
|
6
|
1
|
23
|
2
|
3
|
2
|
16,162
|
|||||||||||||||||||||
|
Net
increase/ (decrease)
|
(123,482
|
)
|
212,212
|
29,229
|
33,382
|
15,616
|
105,913
|
24,770
|
36,830
|
36,704
|
371,174
|
||||||||||||||||||||
|
Net
assets available for benefits at beginning of year
|
5,252,579
|
1,044,036
|
155,821
|
131,065
|
99,586
|
443,870
|
105,215
|
143,991
|
149,415
|
7,525,578
|
|||||||||||||||||||||
|
Net
assets available for benefits at end of year
|
$
|
5,129,097
|
$
|
1,256,248
|
$
|
185,050
|
$
|
164,447
|
$
|
115,202
|
$
|
549,783
|
$
|
129,985
|
$
|
180,821
|
$
|
186,119
|
$
|
7,896,752
|
|||||||||||
8
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
5.
Non-Participant-Directed Investments (continued)
The
above
tables represent the net assets available for benefits for both the 401(k)
and
Profit Sharing Investments. The investments include a portion that is
participant-directed. The tables include both non-participant and
participant-directed investments, as the participant-directed investments
cannot
be segregated from the total.
6.
Differences between Financial Statements and Form 5500
The
following is a reconciliation of net assets available for benefits per
the
financial statements to Form 5500:
|
January
31,
|
|||||||
|
2005
|
2004
|
||||||
|
(In
Thousands)
|
|||||||
|
Net
assets available for benefits per the financial statements
|
$
|
8,528,267
|
$
|
7,958,506
|
|||
|
Amounts
allocated to withdrawing participants
|
(2,504
|
)
|
(2,661
|
)
|
|||
|
Net
assets available for benefits per the Form 5500
|
$
|
8,525,763
|
$
|
7,955,845
|
|||
The
following is a reconciliation of benefit payments per the financial statements
to the Form 5500 for the plan year ended January 31, 2005 (in
thousands):
|
Benefit
payments per the financial statements
|
$
|
461,447
|
||
|
Add:
Amounts allocated to withdrawn participants at end of year
|
2,504
|
|||
|
Less:
Amounts allocated on Form 5500 to withdrawn participants at beginning
of
year
|
(2,661
|
)
|
||
|
Benefit
payments per the Form 5500
|
$
|
461,290
|
9
Wal-Mart
Profit Sharing and 401(k) Plan
Notes
to Financial Statements (continued)
6.
Differences between Financial Statements and Form 5500
(continued)
Amounts
allocated to withdrawing participants are recorded in the Form 5500 for
benefit
payments that have been processed and approved for payment prior to January
31,
but not yet paid as of that date.
7.
Tax Status
The
Plan
has received a determination letter from the IRS dated June 8, 2004, stating
that the Plan is qualified under Section 401(a) of the Internal Revenue
Code
(the “Code”) and, therefore, the related trust is exempt from taxation.
Subsequent to this determination by the IRS, the Plan was amended. Once
qualified, the Plan is required to operate in conformity with the Code
to
maintain its qualification. The Plan Sponsor believes the Plan is being
administered in accordance with the terms of the Plan and the applicable
requirements of the Code. Where appropriate, corrections or administrative
procedures will continue to be implemented as needed by the Plan Sponsor
and the
Plan to insure the continued qualified status of the Plan and related
trust.
8.
Related-Party Transactions
Certain
Plan investments are shares of common stock of Wal-Mart Stores, Inc. and
shares
of a common/collective trust and a stable value fund managed by Merrill
Lynch.
Wal-Mart Stores, Inc. is the Plan sponsor, and Merrill Lynch is the trustee
and
record-keeper as defined by the Plan and, therefore, these transactions
qualify
as party-in-interest transactions. Fees paid by the Plan for the trustee
and
record-keeping services amounted to approximately $3 million for the year
ended
January 31, 2005.
9.
Subsequent Events
In
March
2005, due to a change in legislative requirements, the automatic distribution
threshold for Plan payouts after termination changed to $1,000 from
$5,000.
10
Supplemental
Schedule
11
Wal-Mart
Profit Sharing and 401(k) Plan
Schedule
H, Line 4i - Schedule of Assets (Held at End of Year)
January
31, 2005
EIN
#71-0415188
Plan
#003
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
|
|
|
Identity
of Issue, Borrower, Lessor,
or
Similar Party
|
Description
of Investment Including Maturity Date, Rate of Interest, Collateral,
Par
or Maturity Value
|
Cost
|
Current
Value
|
|
|
(In
Thousands)
|
|||||
|
**
|
Non-Participant-Directed:
|
|
|||
|
*
|
Wal-Mart
Stores, Inc.
|
Common
Stock
|
$ 915,287
|
$
4,787,003
|
|
|
*
|
Merrill
Lynch
|
Premier
Fund
|
72,348
|
72,348
|
|
|
*
|
Merrill
Lynch
|
Retirement
Preservation Trust
|
809,316
|
809,316
|
|
|
AIG
|
GIC
- 3.4%
|
14,457
|
14,457
|
||
|
AIG
Wrapper Contract
|
GIC
- Wrapper Contract
|
79
|
79
|
||
|
Bank
of America
|
GIC
- 2.8%
|
14,849
|
14,849
|
||
|
Bank
of America Wrapper Contract
|
GIC
- Wrapper Contract
|
114
|
114
|
||
|
IXIS
Financial Products, Inc.
|
GIC
- 4.0%
|
28,535
|
28,535
|
||
|
IXIS
Financial Products, Inc. Wrapper Contract
|
GIC
- Wrapper Contract
|
148
|
148
|
||
|
GE
Capital Assurance Company
|
GIC
- 4.1%
|
708
|
708
|
||
|
GE
Capital Assurance Company
|
GIC
- 4.9%
|
2,883
|
2,883
|
||
|
GE
Capital Assurance Company
|
GIC
- 4.9%
|
2,875
|
2,875
|
||
|
GE
Capital Assurance Company
|
GIC
- 4.9%
|
1,415
|
1,415
|
||
|
GE
Capital Assurance Company
|
GIC
- 4.2%
|
2,758
|
2,758
|
||
|
Hartford
Life Insurance Company
|
GIC
- 6.0%
|
626
|
626
|
||
|
Hartford
Life Insurance Company
|
GIC
- 5.7%
|
2,918
|
2,918
|
||
|
Hartford
Life Insurance Company
|
GIC
- 4.6%
|
2,793
|
2,793
|
||
|
Hartford
Life Insurance Company
|
GIC
- 3.3%
|
4,227
|
4,227
|
||
|
John
Hancock Life Insurance Company
|
GIC
- 4.6%
|
2,103
|
2,103
|
||
|
JP
Morgan Chase Bank
|
GIC
- 4.2%
|
12,735
|
12,735
|
||
|
JP
Morgan Chase Bank Wrapper Contract
|
GIC
- Wrapper Contract
|
(36)
|
(36)
|
||
|
Monumental
Life Insurance
|
GIC
- 4.5%
|
1,163
|
1,163
|
||
|
Monumental
Life Insurance
|
GIC
- 4.7%
|
1,446
|
1,446
|
||
|
New
York Life Insurance Company
|
GIC
- 5.2%
|
601
|
601
|
||
|
New
York Life Insurance Company
|
GIC
- 3.3%
|
1,607
|
1,607
|
||
|
New
York Life Insurance Company
|
GIC
- 2.8%
|
4,189
|
4,189
|
||
|
Pacific
Life Insurance Company
|
GIC
- 4.4%
|
2,082
|
2,082
|
||
|
Pacific
Life Insurance Company
|
GIC
- 3.2%
|
1,597
|
1,597
|
||
|
Pacific
Life Insurance Company
|
GIC
- 3.3%
|
2,383
|
2,383
|
||
|
Principle
Life Insurance Company
|
GIC
- 4.0%
|
2,705
|
2,705
|
||
12
Wal-Mart
Profit Sharing and 401(k) Plan
Schedule
H, Line 4i - Schedule of Assets (Held at End of Year)
January
31, 2005
EIN
#71-0415188
Plan
#003
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
|
|
Identity
of Issue, Borrower, Lessor,
or
Similar Party
|
Description
of Investment Including Maturity Date, Rate of Interest, Collateral,
Par
or Maturity Value
|
Cost
|
Current
Value
|
||
|
(In
Thousands)
|
|||||
|
**
|
Non-Participant-Directed
(continued):
|
||||
|
Principle
Life Insurance Company
|
GIC
- 5.1%
|
2,168
|
2,168
|
||
|
Principle
Life Insurance Company
|
GIC
- 4.4%
|
1,408
|
1,408
|
||
|
Principle
Life Insurance Company
|
GIC
- 4.3%
|
2,758
|
2,758
|
||
|
Protective
Life Insurance Company
|
GIC
- 3.7%
|
2,713
|
2,713
|
||
|
Protective
Life Insurance Company
|
GIC
- 3.9%
|
3,235
|
3,235
|
||
|
Protective
Life Insurance Company
|
GIC
- 3.6%
|
3,211
|
3,211
|
||
|
State
Street Bank & Trust Company
|
GIC
- 4.4%
|
26,450
|
26,450
|
||
|
State
Street Bank & Trust Company Wrapper Contract
|
GIC
- Wrapper Contract
|
188
|
188
|
||
|
Transamerica
Life Insurance Company
|
GIC
- 4.4%
|
24,822
|
24,822
|
||
|
Transamerica
Life Insurance Company Wrapper Contract
|
GIC
- Wrapper Contract
|
(58)
|
(58)
|
||
|
Travelers
Life and Annuity
|
GIC
- 4.9%
|
2,865
|
2,865
|
||
|
Travelers
Life and Annuity
|
GIC
- 4.4%
|
1,411
|
1,411
|
||
|
Travelers
Life and Annuity
|
GIC
- 4.8%
|
1,411
|
1,411
|
||
|
UBS
AG
|
GIC
- 3.0%
|
29,756
|
29,756
|
||
|
UBS
AG Wrapper Contract
|
GIC
- Wrapper
Contract
|
163
|
163
|
||
|
United
of Omaha Life Insurance Company
|
GIC
- 4.1%
|
2,742
|
2,742
|
||
|
United
of Omaha Life Insurance Company
|
GIC
- 2.8%
|
2,754
|
2,754
|
||
|
*
|
Merrill
Lynch
|
Equity
Index Trust GM
|
143,949
|
160,756
|
|
|
American
Europacific
|
Growth
Fund GM
|
123,878
|
146,727
|
||
|
Franklin
Templeton Investments
|
Small-Mid
Cap Growth Fund GM
|
73,253
|
100,079
|
||
|
PIMCO
Funds
|
Total
Return Fund GM
|
457,229
|
457,568
|
||
|
Ariel
|
Ariel
Fund GM
|
81,185
|
112,244
|
||
|
Massachusetts
Investments
|
Growth
Stock Fund GM
|
127,587
|
156,738
|
||
|
Davis
Funds
|
New
York Venture Fund GM
|
119,256
|
161,825
|
||
|
7,184,561
|
|||||
13
Wal-Mart
Profit Sharing and 401(k) Plan
Schedule
H, Line 4i - Schedule of Assets (Held at End of Year)
January
31, 2005
EIN
#71-0415188
Plan
#003
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
|
|
Identity
of Issue, Borrower, Lessor,
or
Similar Party
|
Description
of Investment Including Maturity Date, Rate of Interest, Collateral,
Par
or Maturity Value
|
Cost
|
Current
Value
|
||
|
(In
Thousands)
|
|||||
|
Participant-Directed:
|
|||||
|
*
|
Merrill
Lynch
|
Equity
Index Trust
|
168,854
|
||
|
Ariel
|
Ariel
Fund
|
46,140
|
|||
|
American
Europacific
|
Growth
Fund
|
84,031
|
|||
|
PIMCO
Funds
|
Total
Return Fund
|
79,000
|
|||
|
Davis
Funds
|
New
York Venture Fund
|
27,148
|
|||
|
Franklin
Templeton Investments
|
Small-Mid
Cap Growth Fund
|
131,792
|
|||
|
Massachusetts
Investments
|
Growth
Stock Fund
|
36,749
|
|||
|
Allianz
Funds
|
RCM
Innovation Fund
|
6,390
|
|||
|
AIM
Funds
|
International
Growth Fund
|
10,977
|
|||
|
591,081
|
|||||
|
Total
Investments
|
$
7,775,642
|
||||
*
Party-in-interest
** The
amounts include both non-participant and participant-directed amounts as
the
participant-directed investments cannot be segregated from the
total.
Note: Column
(d) is not applicable for participant directed investments.
14
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees
(or
other persons who administer the employee benefit plan) have duly caused
this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
Wal-Mart
Profit Sharing and 401(k) Plan
|
||
| |
|
|
| Date: July 29, 2005 | By: | /s/ Stephen R. Hunter |
|
Vice
President Retirement Savings Plans
Wal-Mart
Stores, Inc.
|
||