Walmart Inc. — Major Shareholding Notification 2006

Jul 7, 2006

SC 13G/A 1 sc13ga-2002.htm AMENDMENT NO. 21 Amendment No. 21 Licensed to: Cravath Swaine & Moore LLP Document Created using EDGARizer HTML 3.0.4.0 Copyright 2006 EDGARfilings, Ltd., an IEC company. All rights reserved EDGARfilings.com

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 21)*

WAL-MART STORES, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

931142-10-3

(CUSIP Number)

Check the following box if a fee is being paid with this statement ______. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7).

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Helen
R. Walton | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 3,299,428 |
| | 6. | SHARED
VOTING POWER 1,695,746,480 |
| | 7. | SOLE
DISPOSITIVE POWER 3,299,428 |
| | 8. | SHARED
DISPOSITIVE POWER 1,695,746,480 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,699,045,908 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.14% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 2 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON S.
Robson Walton | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 2,817,689 |
| | 6. | SHARED
VOTING POWER 1,698,262,728 |
| | 7. | SOLE
DISPOSITIVE POWER 2,759,355 |
| | 8. | SHARED
DISPOSITIVE POWER 1,698,262,728 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,701,080,417 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.18% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 3 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John
T. Walton | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 11,952,483 |
| | 6. | SHARED
VOTING POWER 1,695,974,664 |
| | 7. | SOLE
DISPOSITIVE POWER 11,952,483 |
| | 8. | SHARED
DISPOSITIVE POWER 1,695,974,664 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,707,927,147 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.34% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 4 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Jim
C. Walton | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 10,476,462 |
| | 6. | SHARED
VOTING POWER 1,697,557,112 |
| | 7. | SOLE
DISPOSITIVE POWER 10,476,462 |
| | 8. | SHARED
DISPOSITIVE POWER 1,697,557,112 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,708,033,574 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.34% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 5 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Alice
L. Walton | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 6,976,420 |
| | 6. | SHARED
VOTING POWER 1,695,749,864 |
| | 7. | SOLE
DISPOSITIVE POWER 6,976,420 |
| | 8. | SHARED
DISPOSITIVE POWER 1,695,749,864 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,702,726,284 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.22% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 6 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Helen
R. Walton 1987 Nonqualified Charitable Remainder
Trust | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 ** |
| | 6. | SHARED
VOTING POWER 1,695,746,480 |
| | 7. | SOLE
DISPOSITIVE POWER 0 ** |
| | 8. | SHARED
DISPOSITIVE POWER 1,695,746,480 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,695,746,480 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.06% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 7 of 18

| CUSIP
No. 931142-10-3 | | |
| --- | --- | --- |
| 13G | | |
| 1. | NAME
OF REPORTING PERSON S.S.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Helen
R. Walton 1999 Trust (grantor
trust) | |
| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) X (b) | |
| 3. | SEC
USE ONLY | |
| 4. | CITIZENSHIP
OR PLACE OF ORGANIZATION United
States | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5. | SOLE
VOTING POWER 0 ** |
| | 6. | SHARED
VOTING POWER 1,695,746,480 |
| | 7. | SOLE
DISPOSITIVE POWER 0 ** |
| | 8. | SHARED
DISPOSITIVE POWER 1,695,746,480 |
| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,695,746,480 | |
| 10. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES | |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 38.06% | |
| 12. | TYPE
OF REPORTING PERSON | |
| IN SEE
INSTRUCTION BEFORE FILLING OUT! **For
additional information, see Schedule A and the footnotes thereto. | | |

Page 8 of 18

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13G

| Item
1. | (a) | Name
of Issuer. Wal-Mart
Stores, Inc. |
| --- | --- | --- |
| | (b) | Address
of Issuer's Principal Executive Offices. 702
S.W. 8th
Street Bentonville,
Arkansas 72716 |
| Item 2. | (a) | Names
of Persons Filing. Helen
R.
Walton; S.
Robson Walton; John
T.
Walton; Jim
C.
Walton; Alice
L. Walton; Helen
R. Walton 1987 Nonqualified Charitable Remainder Trust; and Helen
R. Walton 1999 Trust |
| | (b) | Address
of Principal Business Offices, or, If none, Residences. The
principal business office of each person named in Item 2(a) above
is 125
West Central, #218, Bentonville, Arkansas 72712. |
| | (c) | Citizenship. Each
person filing this Schedule 13G is a citizen of the United States
or a
trust organized in the United States. |
| | (d) | Title
of Class of Securities. Common
Stock. |
| | (e) | CUSIP
Number. 931142-10-3 |
| Item
3. | If
this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check
whether person filing is a: Not
applicable. | |

Page 9 of 18

| Item
4. | Ownership | |
| --- | --- | --- |
| | (a) | Amount
of Beneficially Owned. See
Schedule A hereto. |
| | (b) | Percent
of Class. See
Schedule A hereto. |
| | (c) | Number
of shares as to which each person filing this Schedule 13G has (i)
sole
power to vote or to direct the vote; (ii) shared power to vote
or to direct the vote; (iii) sole power to dispose or to direct the
disposition of; or (iv) shared power to dispose or to direct the disposition
of . See
Schedule A. hereto. |
| Item
5. | Ownership
of Five Percent or Less of a Class. Not
applicable. | |
| Item
6. | Ownership
of More than Five Percent on Behalf of Another Person. Not
applicable. | |
| Item
7. | Identification
and Classification of the Subsidiary which Acquired the Security
Being
Reported on By the Parent Holding Company. Not
applicable. | |
| Item
8. | Identification
and Classification of Members of the Group. If
a
group has filed this Schedule pursuant to Rule 13d-1(c), attach an
exhibit
stating the identity of each member of this group: The
identity of each member of the group is disclosed on the cover pages
attached hereto. | |
| Item
9. | Notice
of Dissolution of Group. Not
applicable. | |
| Item
10. | Certification. Not
applicable. | |

Page 10 of 18

SIGNATURES

After reasonable inquiry and to the best of the knowledge and belief of each of the undersigned, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

| January
29, 2002 |
| --- |
| Date |

| /s/
Helen R. Walton |
| --- |
| Helen
R. Walton, individually and in her capacity as a cotrustee of the
Helen R.
Walton 1999 Trust |

| /s/
S. Robson Walton |
| --- |
| S.
Robson Walton, individually and in is capacity as a cotrustee of
the Helen
R. Walton 1987 Nonqualified Charitable Remainder Trust and the Helen
R.
Walton 1999 Trust |

| /s/
John T. Walton |
| --- |
| John
T. Walton, individually and in his capacity as a cotrustee of the
Helen R.
Walton 1987 Nonqualified Charitable Remainder Trust and the Helen
R.
Walton 1999 Trust |

| /s/
Jim C. Walton |
| --- |
| Jim
C. Walton, individually and in his capacity as a cotrustee of the
Helen R.
Walton 1999 Trust |

| /s/
Alice L. Walton |
| --- |
| Alice
L. Walton, individually and in her capacity as a cotrustee of the
Helen R.
Walton 1999 Trust |

Page 11 of 18

Schedule A

BENEFICIAL OWNERSHIP OF COMMON STOCK

In the following table, each reference to the percentage of common stock beneficially owned by a reporting person is calculated using the 4,455,263,960 shares of common stock outstanding on October 31, 2001, as shown by the most recent report published by the issuer. The footnotes to the following table describe, among other things, the extent to which each reporting person disclaims beneficial ownership of the common stock set forth opposite such reporting person's name in such table.

| Reporting Person | Aggregate Number
of Shares
of Common
Stock Beneficially Owned | Percentage
Outstanding Common Stock | Number
of Shares of Common Stock as to
Which Reporting Person has --------------------------------------------------------------------------------------------------------------------------------------------- — Sole Power to
Vote | Shared Power to
Vote | Sole Power to
Dispose | Shared Power to
Dispose |
| --- | --- | --- | --- | --- | --- | --- |
| Helen R.
Walton 1/ | 1,699,045,908 | 38.14% | 3,299,428 | 1,695,746,480 | 3,299,428 | 1,695,746,480 |
| S. Robson
Walton 2/ | 1,701,080,417 | 38.18% | 2,817,689 | 1,698,262,728 | 2,759,355 | 1,698,262,728 |
| John T.
Walton 3/ | 1,707,927,147 | 38.34% | 11,952,483 | 1,695,974,664 | 11,952,483 | 1,695,974,664 |
| Jim C.
Walton 4/ | 1,708,033,574 | 38.34% | 10,476,462 | 1,697,557,112 | 10,476,462 | 1,697,557,112 |
| Alice L.
Walton 5/ | 1,702,726,284 | 38.22% | 6,976,420 | 1,695,749,864 | 6,976,420 | 1,695,749,864 |
| Helen
R. Walton 1987
Nonqualified Charitable Remainder
Trust 6/ | 1,695,746,480 | 38.06% | 0 | 1,695,746,480 | 0 | 1,695,746,480 |
| Helen
R. Walton 1999
Trust 7/ | 1,695,746,480 | 38.06% | 0 | 1,695,746,480 | 0 | 1,695,746,480 |

1/ The number and percentage of shares of common stock shown in the table as beneficially owned by Helen R. Walton represent (a) 3,285,348 shares held directly by Helen R. Walton, (b) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which Helen R. Walton, shares voting and dispositive power with S. Robson Walton, John T. Walton, Jim C. Walton and Alice L. Walton, in their capacities as trustees of the Helen R. Walton 1999 Trust which is a general partner, which such trust in turn shares voting and dispositive power with S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton, individually as general partners, and S. Robson Walton, John T. Walton, and Ben F. Love in their capacities as trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, which is also a general partner in Walton Enterprises, L.P., and (c) 14,080 shares held by Helen R. Walton as custodian for certain of her grandchildren under UGMA.

Page 12 of 18

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

Helen R. Walton disclaims beneficial ownership of the shares listed in (c) above. She also disclaims beneficial ownership of the shares listed in (b) above, except to the extent of her beneficial interest in Walton Enterprises, L.P.

2/ The number and percentage of shares of common stock shown in the table as beneficially owned by S. Robson Walton represent (a) 2,752,061 shares held directly by S. Robson Walton, (b) 1,810,632 shares held by Walton Investment Partnership, as to which S. Robson Walton, a general partner thereof, shares a majority of voting and dispositive power with Jim C. Walton, a trustee of certain trusts that are general partners thereof, (c) an aggregate of 705,616 shares held by three trusts - in the case of each such trust, S. Robson Walton, as a cotrustee thereof, shares voting and dispositive power with the niece or nephew of his who is a cotrustee and primary beneficiary of such trust, (d) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which S. Robson Walton, as a general partner thereof, shares voting and dispositive power with John T. Walton, Jim C. Walton, and Alice L. Walton, individually as general partners, Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton in their capacities as trustees of the Helen R. Walton 1999 Trust which is a general partner, and S. Robson Walton, John T. Walton, and Ben F. Love, in their capacities as trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, which is also a general partner in Walton Enterprises, L.P., (e) 7,294 shares representing shares covered by stock options exercisable by S. Robson Walton under the Wal-Mart Stock Option Plan of 1984, and (f) 58,334 shares held under the Wal-Mart Profit Sharing Plan for the benefit of S. Robson Walton.

Page 13 of 18

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

S. Robson Walton disclaims beneficial ownership of the shares listed in (c) above. He also disclaims beneficial ownership of the shares listed in (b) and (d) above, except to the extent of his actual ownership interest in Walton Investment Partnership and Walton Enterprises, L.P.

3/ The number and percentage of shares of common stock shown in the table as beneficially owned by John T. Walton represent (a) 11,939,328 shares held directly by John T. Walton, (b) 224,800 shares beneficially owned by his wife, Christy R. Walton, (c) 3,384 shares held by a trust, as to which John T. Walton, as a cotrustee thereof, shares voting and dispositive power with Alice L. Walton, the other cotrustee thereof, (d) 5,567 shares representing shares covered by stock options exercisable by John T. Walton under the Wal-Mart Stock Option Plan of 1984, (e) 7,588 shares representing phantom shares under the Wal-Mart Stores, Inc. Director Compensation Plan, and (f) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which John T. Walton, as a general partner thereof, shares voting and dispositive power with S. Robson Walton, Jim C. Walton, and Alice L. Walton, individually as general partners, Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton in their capacities as trustees of the Helen R. Walton 1999 Trust which is a general partner, and S. Robson Walton, John T. Walton, and Ben F. Love, in their capacities as trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, which is also a general partner in Walton Enterprises, L.P.

Page 14 of 18

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

John T. Walton disclaims beneficial ownership of the shares listed in (b) and (c) above. He also disclaims beneficial ownership of the shares listed in (f) above, except to the extent of his actual ownership interest in Walton Enterprises, L.P.

4/ The number and percentage of shares of common stock shown in the table as beneficially owned by Jim C. Walton represent (a) 10,476,420 shares held directly by Jim C. Walton, (b) 42 shares held directly by certain minor children of his, (c) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which Jim C. Walton, as a general partner thereof, shares voting and dispositive power with S. Robson Walton, John T. Walton, and Alice L. Walton, individually as general partners, Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton in their capacities as trustees of the Helen R. Walton 1999 Trust which is a general partner, and S. Robson Walton, John T. Walton, and Ben F. Love, in their capacities as trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, which is also a general partner in Walton Enterprises, L.P., and (d) 1,810,632 shares held by Walton Investment Partnership, as to which Jim C. Walton, as trustee of certain trusts that are general partners thereof, shares a majority of voting and dispositive power with S. Robson Walton, a general partner thereof.

Page 15 of 18

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

Jim C. Walton disclaims beneficial ownership of the shares listed in (b) and (d) above. He also disclaims beneficial ownership of the shares listed in (c) above, except to the extent of his actual ownership interest in Walton Enterprises, L.P.

5/ The number and percentage of shares of common stock in the table as beneficially owned by Alice L. Walton represent (a) 6,748,580 shares held directly by Alice L. Walton, (b) 227,840 shares held by a trust, of which Alice L. Walton is the sole trustee, (c) 3,384 shares held by a trust, as to which Alice L. Walton, as a cotrustee thereof, shares voting and dispositive power with John T. Walton, the other cotrustee thereof, and (d) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which Alice L. Walton, as a general partner thereof, shares voting and dispositive power with S. Robson Walton, Jim C. Walton, and John T. Walton, individually as general partners, Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton in their capacities as trustees of the Helen R. Walton 1999 Trust which is a general partner, and S. Robson Walton, John T. Walton, and Ben F. Love, in their capacities as trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, which is also a general partner in Walton Enterprises, L.P.

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

Alice L. Walton disclaims beneficial ownership of the shares listed in (b) and (c) above. She also disclaims beneficial ownership of the shares listed in (d) above, except to the extent of her actual ownership interest in Walton Enterprises, L.P.

Page 16 of 18

6/ The number and percentage of shares of common stock shown in the table as beneficially owned by the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust represent (a) 1,695,746,480 shares held by Walton Enterprises, L.P., as to which S. Robson Walton, John T. Walton, and Ben F. Love, as co-trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust, a general partner of Walton Enterprises, L.P., share voting and dispositive power with S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton, individually as general partners and Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton in their capacities as trustees of the Helen R. Walton 1999 Trust which is also a general partner of Walton Enterprises, L.P.

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

The Helen R. Walton 1987 Nonqualified Charitable Remainder Trust disclaims beneficial ownership of the shares listed in (a) above except to the extent of its actual ownership interest in Walton Enterprises, L.P.

7/ The number of percentage of shares of common stock shown in the table as beneficially owned by the Helen R. Walton 1999 Trust represent (a) 1,695,746,480 shares held by Walton Enterprises, L.P. as to which Helen R. Walton, S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton as trustees of the Helen R. Walton 1999 Trust, a general partner of Walton Enterprises, L.P., shares voting and dispositive power with S. Robson Walton, John T. Walton, Jim C. Walton, and Alice L. Walton, individually as general partners, and S. Robson Walton, John T. Walton, and Ben F. Love, as co-trustees of the Helen R. Walton 1987 Nonqualified Charitable Remainder Trust which is also a general partner of Walton Enterprises, L.P.

Page 17 of 18

With respect to Walton Enterprises, L.P., dispositive and voting power over all of the shares held thereby is exercised by the general partners thereof.

The Helen R. Walton 1999 Trust disclaims beneficial ownership of the shares listed in (a) above except the extent of its actual ownership interest in Walton Enterprises, L.P.

Page 18 of 18