8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 or 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

November 13, 2007

Wal-Mart Stores, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-06991	71-0415188
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

702 Southwest 8th Street

Bentonville, Arkansas 72716-0215

(Address of Principal Executive Offices) (Zip code)

Registrant’s telephone number, including area code:

(479) 273-4000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

Wal-Mart Stores, Inc. is furnishing this Current Report on Form 8-K in order to furnish to the Securities and Exchange Commission a press release (the “Press Release”) that we will issue on November 13, 2007. The Press Release will disclose information regarding our results of operations and financial condition for our fiscal quarter ended October 31, 2007.

Item 9.01. Financial Statements and Exhibits.

A copy of the Press Release being furnished pursuant to the foregoing Item 2.02 is included herewith as Exhibit 99.1.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 13, 2007

WAL-MART STORES, INC.
By:	/s/ Charles M. Holley, Jr.
	Name:  Charles M. Holley, Jr.
	Title:  Executive Vice President, Finance and             Treasurer

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EX-99.1

Exhibit 99.1

WAL-MART

STORES, INC.

  800-331-0085 www.walmartstores.com/news/  

FOR IMMEDIATE RELEASE	Investor Relations Contacts
	Investor Relations 479-273-8446
	Carol Schumacher 479-277-1498
	Anthony Clark 479-277-9558
	Media Relations Contact
	John Simley 800-331-0085
	Pre-recorded Conference Call
	203-369-1090

Wal-Mart Reports Third Quarter Sales and Earnings

BENTONVILLE, Ark., Nov. 13, 2007 — Wal-Mart Stores, Inc. (NYSE: WMT) today reported its sales and earnings for the quarter ended Oct. 31, 2007. Net sales for the third quarter of fiscal year 2008 were approximately $90.9 billion, an increase of 8.8 percent over the third quarter of fiscal year 2007. Income from continuing operations for the quarter was $2.86 billion.

Earnings per share from continuing operations were $0.70, up from $0.62 per share in the same prior year quarter. Earnings per share from continuing operations for the third quarter were impacted positively $0.01 per share due to the recognition of $46.5 million in after tax gains from the sale of certain real estate properties.

Net Sales

Net sales were as follows (dollars in billions):

	Three Months Ended October 31,						Nine Months Ended October 31,
	2007		2006		Percent Change		2007		2006		Percent Change
Net Sales:
Wal-Mart Stores	$	57.651	$	54.179	6.4	%	$	172.101	$	162.067	6.2	%
Sam’s Club		10.826		10.206	6.1	%		32.526		30.453	6.8	%
International		22.403		19.158	16.9	%		63.630		54.382	17.0	%
Total Company	$	90.880	$	83.543	8.8	%	$	268.257	$	246.902	8.6	%

“Our results for the third quarter reflect the improved performance of our U.S. operations. Both Wal-Mart Stores U.S. and Sam’s Club increased profits faster than sales. Wal-Mart International posted a solid quarter as well,” said Lee Scott, Wal-Mart Stores, Inc. president and chief executive officer. “Our focus on managing inventory this quarter was very positive.

“During the Christmas and holiday season, our price leadership position will benefit both our customers and the Company,” Scott added. “We have set the stage for a successful fourth quarter.”

Segment Operating Income

Segment operating income from continuing operations for each of the Company’s operating segments, which is defined as income before net interest expense, income taxes, unallocated corporate overhead, minority interest and discontinued operations, was as follows (dollars in billions):

	Three Months Ended October 31,						Nine Months Ended October 31,
	2007		2006		Percent Change		2007		2006		Percent Change
Operating Income:
Wal-Mart Stores	$	4.013	$	3.611	11.1	%	$	12.214	$	11.585	5.4	%
Sam’s Club		0.362		0.341	6.2	%		1.172		1.045	12.2	%
International		1.081		0.995	8.6	%		3.026		2.743	10.3	%

As the Company discussed in the first quarter of fiscal year 2008, the above measurement of segment operating income was changed starting in the first quarter to be consistent with certain changes to internal management reporting. Therefore, certain direct segment costs that were previously retained and managed as corporate overhead costs are now allocated to the appropriate operating segment.

Comparable Store Sales

The Company reports comparable store sales in this earnings release based on the calendar months in the quarters and the nine-month periods ended Oct. 31, 2007 and 2006. Comparable store sales for the United States were as follows:

	Without Fuel				With Fuel				Fuel Impact
	Three Months Ended October 31,				Three Months Ended October 31,				Three Months Ended October 31,
	2007		2006		2007		2006		2007		2006
Wal-Mart Stores	1.0	%	1.5	%	1.0	%	1.5	%	0.0	%	0.0	%
Sam’s Club	3.9	%	1.8	%	3.8	%	0.0	%	-0.1	%	-1.8	%
Total U.S.	1.5	%	1.5	%	1.5	%	1.2	%	0.0	%	-0.3	%

	Without Fuel				With Fuel				Fuel Impact
	Nine Months Ended October 31,				Nine Months Ended October 31,				Nine Months Ended October 31,
	2007		2006		2007		2006		2007		2006
Wal-Mart Stores	0.7	%	2.2	%	0.7	%	2.2	%	0.0	%	0.0	%
Sam’s Club	4.8	%	2.8	%	4.8	%	2.8	%	0.0	%	0.0	%
Total U.S.	1.4	%	2.3	%	1.4	%	2.3	%	0.0	%	0.0	%

Guidance

For the fourth quarter of fiscal year 2008, the Company estimates the comparable store sales increase in the United States to be between flat and 2 percent, according to Tom Schoewe, Wal-Mart Stores, Inc. executive vice president and chief financial officer.

“We expect earnings per share from continuing operations for the fourth quarter to be between $0.99 and $1.03, resulting in the full year Company forecast for earnings per share from continuing operations of $3.13 to $3.17,” said Schoewe. “This guidance includes an anticipated restructuring charge for Seiyu of approximately $40 million after tax in the fourth quarter.”

After this earnings release has been furnished to the SEC, a pre-recorded call offering additional comments on the quarter will be available to all investors. Callers may listen to this call by dialing 203-369-1090. The information included in this release and the pre-recorded phone call will be available in the investor information area on the Company’s Web site at www.walmartstores.com/investors.

Wal-Mart Stores, Inc. operates Wal-Mart discount stores, supercenters, Neighborhood Markets and Sam’s Club locations in the United States. The Company operates in Argentina, Brazil, Canada, China, Costa Rica, El Salvador, Guatemala, Honduras, Japan, Mexico, Nicaragua, Puerto Rico and the United Kingdom. The Company’s common stock is listed on the New York Stock Exchange under the symbol WMT.

More information about Wal-Mart can be found by visiting www.walmartstores.com. Online merchandise sales are available at www.walmart.com and www.samsclub.com.

# # #

This release contains statements as to the Company’s estimate of its comparable store sales for the fourth quarter of fiscal year 2008 and its estimate of its earnings per share from continuing operations for the fourth quarter of fiscal year 2008 and for all of fiscal year 2008 that Wal-Mart believes are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are intended to enjoy the protection of the safe harbor for forward-looking statements provided by that Act. These statements can be identified by the use of the word “estimates,” “expect” “forecast” and “anticipated” in the statements. These forward-looking statements are subject to risks, uncertainties and other factors, domestically and internationally, including, the cost of goods, competitive pressures, geopolitical conditions, inflation, consumer spending patterns and debt levels, currency exchange fluctuations, trade restrictions, changes in tariff and freight rates, changes in the costs of gasoline, diesel fuel, other energy, transportation, utilities, labor and health care, accident costs, casualty and other insurance costs, interest rate fluctuations, capital market conditions, weather conditions, storm-related damage to the Company’s facilities, regulatory matters and other risks. The Company discusses certain of these factors more fully in its additional filings with the SEC, including its last annual report on Form 10-K filed with the SEC, and this release should be read in conjunction with that annual report on Form 10-K, together with all of the Company’s other filings, including current reports on Form 8-K, made with the SEC through the date of this release. The Company urges you to consider all of these risks, uncertainties and other factors carefully in evaluating the forward-looking statements contained in this release. As a result of these matters, changes in facts, assumptions not being realized or other circumstances, the Company’s actual results may differ materially from the expected results discussed in the forward-looking statements contained in this release. The forward-looking statements made in this release are made only as of the date of this release, and the Company undertakes no obligation to update them to reflect subsequent events or circumstances.

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WAL-MART STORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(Amounts in millions except per share data)

SUBJECT TO RECLASSIFICATION

	Three Months Ended October 31,						Nine Months Ended October 31,
	2007			2006			2007			2006
Revenues:
Net sales	$	90,880		$	83,543		$	268,257		$	246,902
Membership and other income		1,069			924			3,114			2,670
		91,949			84,467			271,371			249,572
Costs and expenses:
Cost of sales		69,292			63,765			205,192			188,587
Operating, selling, general and administrative expenses		17,685			16,237			51,064			46,920
Operating income		4,972			4,465			15,115			14,065
Interest:
Debt		474			434			1,326			1,188
Capital leases		63			55			174			192
Interest income		(78	)		(65	)		(243	)		(196	)
Interest, net		459			424			1,257			1,184
Income from continuing operations before income taxes and minority interest		4,513			4,041			13,858			12,881
Provision for income taxes		1,557			1,363			4,765			4,388
Income from continuing operations before minority interest		2,956			2,678			9,093			8,493
Minority interest		(99	)		(84	)		(305	)		(254	)
Income from continuing operations		2,857			2,594			8,788			8,239
Income (loss) from discontinued operations, net of tax		—			53			(153	)		(894	)
Net income	$	2,857		$	2,647		$	8,635		$	7,345
Net income per common share:
Basic income per common share from continuing operations	$	0.71		$	0.62		$	2.15		$	1.98
Basic income (loss) per common share from discontinued operations		—			0.01			(0.04	)		(0.22	)
Basic net income per common share	$	0.71		$	0.63		$	2.11		$	1.76
Diluted income per common share from continuing operations	$	0.70		$	0.62		$	2.14		$	1.97
Diluted income (loss) per common share from discontinued operations		—			0.01			(0.03	)		(0.21	)
Diluted net income per common share	$	0.70		$	0.63		$	2.11		$	1.76
Weighted-average number of common shares:
Basic		4,051			4,169			4,092			4,168
Diluted		4,056			4,173			4,097			4,172
Dividends declared per common share	$	—		$	—		$	0.88		$	0.67

WAL-MART STORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Amounts in millions)

SUBJECT TO RECLASSIFICATION

	October 31, 2007			October 31, 2006			January 31, 2007
ASSETS
Current assets:
Cash and cash equivalents	$	4,950		$	5,908		$	7,373
Receivables		3,070			2,477			2,840
Inventories		39,555			38,531			33,685
Prepaid expenses and other		3,337			2,707			2,690
Total current assets		50,912			49,623			46,588
Property and equipment, at cost		120,775			107,073			109,798
Less accumulated depreciation		(27,771	)		(24,159	)		(24,408	)
Property and equipment, net		93,004			82,914			85,390
Property under capital leases		5,690			5,421			5,392
Less accumulated amortization		(2,563	)		(2,313	)		(2,342	)
Property under capital leases, net		3,127			3,108			3,050
Goodwill		14,898			13,257			13,759
Other assets and deferred charges		3,123			2,217			2,406
Total assets	$	165,064		$	151,119		$	151,193
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Commercial paper	$	9,126		$	7,968		$	2,570
Accounts payable		30,800			29,263			28,090
Dividends payable		896			607			—
Accrued liabilities		14,806			14,283			14,675
Accrued income taxes		—			252			706
Long-term debt due within one year		4,412			5,490			5,428
Obligations under capital leases due within one year		309			300			285
Total current liabilities		60,349			58,163			51,754
Long-term debt		30,070			24,154			27,222
Long-term obligations under capital leases		3,520			3,622			3,513
Deferred income taxes and other		5,614			4,785			4,971
Minority interest		2,432			1,632			2,160
Commitments and contingencies
Shareholders’ equity:
Common stock and capital in excess of par value		3,421			3,237			3,247
Retained earnings		55,519			53,738			55,818
Accumulated other comprehensive income		4,139			1,788			2,508
Total shareholders’ equity		63,079			58,763			61,573
Total liabilities and shareholders’ equity	$	165,064		$	151,119		$	151,193

WAL-MART STORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Amounts in millions)

SUBJECT TO RECLASSIFICATION	Nine Months Ended October 31,
	2007			2006
Cash flows from operating activities:
Net income	$	8,635		$	7,345
Loss from discontinued operations, net of tax		153			894
Income from continuing operations		8,788			8,239
Adjustments to reconcile income from continuing operations to net cash provided by operating activities:
Depreciation and amortization		4,656			4,013
Other		285			427
Changes in certain assets and liabilities, net of effects of acquisitions:
Decrease in accounts receivable		31			103
Increase in inventories		(5,037	)		(6,198	)
Increase in accounts payable		1,450			3,501
(Decrease) increase in accrued liabilities		(1,010	)		25
Net cash provided by operating activities of continuing operations		9,163			10,110
Net cash used in operating activities of discontinued operations		—			(45	)
Net cash provided by operating activities		9,163			10,065
Cash flows from investing activities:
Payments for property and equipment		(10,896	)		(11,417	)
Proceeds from disposal of property and equipment		478			262
Proceeds from disposal of certain international operations, net		—			610
Investment in international operations, net of cash acquired		(461	)		(68	)
Other investing activities		(87	)		(142	)
Net cash used in investing activities of continuing operations		(10,966	)		(10,755	)
Net cash provided by investing activities of discontinued operations		—			44
Net cash used in investing activities		(10,966	)		(10,711	)
Cash flows from financing activities:
Increase in commercial paper		6,481			4,200
Proceeds from issuance of long-term debt		7,967			3,282
Payment of long-term debt		(6,671	)		(4,847	)
Dividends paid		(2,707	)		(2,118	)
Purchase of Company stock		(5,279	)		—
Other financing activities		(669	)		(424	)
Net cash (used in) provided by financing activities		(878	)		93
Effect of exchange rates on cash		258			47
Net decrease in cash and cash equivalents		(2,423	)		(506	)
Cash and cash equivalents at beginning of year (1)		7,373			6,414
Cash and cash equivalents at end of period	$	4,950		$	5,908

(1) Includes cash and cash equivalents of discontinued operations of $221 million at January 31, 2006.