8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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) April 11, 2005

Target Corporation

(Exact name of registrant as specified in its charter)

Minnesota	1-6049	41-0215170
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1000 Nicollet Mall Minneapolis, Minnesota		55403
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code (612) 304-6073

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 (see General Instruction A.2. below):

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

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

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

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

Item 8.01. Other Events.

We elected to adopt the provisions of Statement of Financial Accounting Standards No. 123R, “Share-Based Payment” (SFAS No. 123R) under the modified retrospective transition method for the year ended January 29, 2005.  SFAS No. 123R eliminates accounting for share-based compensation transactions using the intrinsic value method prescribed in APB Opinion No. 25, “Accounting for Stock Issued to Employees,” and requires instead that such transactions be accounted for using a fair-value-based method.  As such, all prior period financial statements have been restated to recognize compensation cost in the amounts previously reported in the Notes to the Consolidated Financial Statements under the provisions of SFAS No. 123, “Accounting for Stock-based Compensation.” On April 11, 2005, Target Corporation made available certain financial statements from the following previously filed Form 10-Qs to recognize compensation cost under the provisions of SFAS No. 123R:  Form 10-Q for the quarterly period ended May 1, 2004, Form 10-Q for the quarterly period ended July 31, 2004 and Form 10-Q for the quarterly period ended October 30, 2004. Additionally, certain financial statements from Target Corporation’s Form 10-K for the fiscal year ending January 29, 2005, were made available.

As a result of adoption in its second fiscal quarter of definitive plans of disposition for Marshall Field’s and Mervyn’s, Target Corporation was required to report the financial results of these two segments as discontinued operations for all periods presented beginning with the filing of the second quarter Form 10-Q for the quarterly period ended July 31, 2004. On April 11, 2005, Target Corporation made available certain credit card information from the following previously filed Form 10-Qs to present credit results from continuing

operations only: Form 10-Q for the quarterly period ended May 1, 2004, Form 10-Q for the quarterly period ended July 31, 2004 and Form 10-Q for the quarterly period ended October 30, 2004. Additionally, certain credit card information from Target Corporation’s Form 10-K for the fiscal year ending January 29, 2005, was made available.

Item 9.01.	Financial Statements and Exhibits.
	(c)	Exhibits.
		(99)A.	Consolidated Results of Operations for the Three Months ended May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005 and for the Year ended January 29, 2005.
		(99)B.	Consolidated Statements of Financial Position at May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005.
		(99)C.	Credit Card Contribution from Continuing Operations for the Three Months ended May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005 and for the Year ended January 29, 2005.

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.

	TARGET CORPORATION
Date:  April 11, 2005	/s/ Douglas A. Scovanner
	Douglas A. Scovanner
	Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description	Method of Filing
(99)A.	Consolidated Results of Operations for the Three Months ended May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005 and for the Year ended January 29, 2005.	Filed Electronically
(99)B.	Consolidated Statements of Financial Position at May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005.	Filed Electronically
(99)C.	Credit Card Contribution from Continuing Operations for the Three Months ended May 1, 2004, July 31, 2004, October 30, 2004 and January 29, 2005 and for the Year ended January 29, 2005.	Filed Electronically

EX-99.A

Exhibit 99.A

CONSOLIDATED RESULTS OF OPERATIONS

	Three Months Ended												Year Ended
(Millions, except per share data)	May 1 2004		,	July 31 2004		,	October 30 2004		,	January 29 2005		,	January 29 2005		,
	(unaudited)
Sales	$	9,909		$	10,277		$	10,619		$	14,877		$	45,682
Net credit card revenues	271			279			290			317			1,157
Total revenues	10,180			10,556			10,909			15,194			46,839
Cost of sales	6,769			7,009			7,319			10,348			31,445
Selling, general and administrative expense	2,172			2,289			2,448			2,888			9,797
Credit card expense	174			173			185			205			737
Depreciation and amortization	292			299			324			344			1,259
Earnings from continuing operations before interest expense and income taxes	773			786			633			1,409			3,601
Net interest expense	143			207			113			107			570
Earnings from continuing operations before income taxes	630			579			520			1,302			3,031
Provision for income taxes	238			219			196			493			1,146
Earnings from continuing operations	392			360			324			809			1,885
Earnings from discontinued operations, net of $25, $19, $2 and $46 tax	40			31			4			—			75
Gain on disposal of discontinued operations, net of $650, $132, $(21) and $761 tax	—			1,019			203			16			1,238
Net earnings	$	432		$	1,410		$	531		$	825		$	3,198
Basic earnings per share:
Continuing operations	$	0.43		$	0.40		$	0.36		$	0.91		$	2.09
Discontinued operations	0.04			0.03			—			—			0.08
Gain from discontinued operations	—			1.12			0.23			0.01			1.37
Basic earnings per share	$	0.47		$	1.55		$	0.59		$	0.92		$	3.54
Diluted earnings per share:
Continuing operations	$	0.43		$	0.39		$	0.36		$	0.90		$	2.07
Discontinued operations	0.04			0.03			—			—			0.08
Gain from discontinued operations	—			1.11			0.23			0.01			1.36
Diluted earnings per share	$	0.47		$	1.53		$	0.59		$	0.91		$	3.51
Weighted average common shares outstanding:
Basic	912.6			911.5			896.0			895.3			903.8
Diluted	921.4			919.2			905.0			903.0			912.1

EX-99.B

Exhibit 99.B

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Millions)	May 1 2004		,	July 31 2004		,	October 30 2004		,	January 29 2005		,
	(unaudited)			(unaudited)			(unaudited)
ASSETS
Cash and cash equivalents	$	614		$	1,735		$	1,587		$	2,245
Accounts receivable, net	4,340			4,365			4,551			5,069
Inventory	4,473			4,914			6,559			5,384
Other current assets	889			984			1,104			1,224
Current assets of discontinued operations	2,083			1,064			—			—
Total current assets	12,399			13,062			13,801			13,922
Property and equipment, net	15,507			15,980			16,473			16,860
Other non-current assets	1,331			1,319			1,536			1,511
Noncurrent assets of discontinued operations	1,910			958			—			—
Total assets	$	31,147		$	31,319		$	31,810		$	32,293
LIABILITIES AND SHAREHOLDERS’ INVESTMENT
Accounts payable	$	4,355		$	4,740		$	6,164		$	5,779
Accrued liabilities	1,196			1,390			1,486			1,633
Income taxes payable	414			692			317			304
Current portion of long-term debt and notes payable	1,359			606			506			504
Current liabilities of discontinued operations	907			517			—			—
Total current liabilities	8,231			7,945			8,473			8,220
Long-term debt	9,529			9,057			9,082			9,034
Deferred income taxes	632			768			768			973
Other non-current liabilities	964			987			1,011			1,037
Noncurrent liabilities of discontinued operations	257			122			—			—
Shareholders’ investment	11,534			12,440			12,476			13,029
Total liabilities and shareholders’ investment	$	31,147		$	31,319		$	31,810		$	32,293
Common shares outstanding	913.4			903.3			895.4			890.6

EX-99.C

Exhibit 99.C

Target Corporation

(Millions)

(Unaudited)

CREDIT CARD CONTRIBUTION OF CONTINUING OPERATIONS

	Three Months Ended
	May 1, 2004		July 31, 2004		October 30, 2004		January 29, 2005		Year Ended January 29, 2005
Revenues
Finance charges, late fees and other revenues	$	251	$	256	$	264	$	288	$	1,059
Merchant fees
Intracompany	14		14		15		22		65
Third-party	20		23		26		29		98
Total revenues	285		293		305		339		1,222
Expenses
Bad debt	111		105		111		124		451
Operations and marketing	63		68		74		81		286
Total expenses	174		173		185		205		737
Pre-tax credit card contribution	$	111	$	120	$	120	$	134	$	485
As a percent of total average receivables (annualized)	9.2%		10.3%		10.0%		10.2%		9.8%

ALLOWANCE FOR DOUBTFUL ACCOUNTS

	Three Months Ended
	May 1, 2004			July 31, 2004			October 30, 2004			January 29, 2005
Allowance at beginning of period	$	352		$	349		$	351		$	363
Bad debt provision	111			105			111			124
Net write-offs	(114		)	(103		)	(99		)	(100		)
Allowance at end of period	$	349		$	351		$	363		$	387
As a percent of period-end receivables	7.4%			7.4%			7.4%			7.1%

SUPPLEMENTAL DATA

	May 1, 2004		July 31, 2004		October 30, 2004		January 29, 2005
Period-end receivables	$	4,689	$	4,716	$	4,914	$	5,456
Total past due as a percent of period-end receivables *	3.9%		3.8%		3.8%		3.5%

* Accounts with three or more payments past due.

	Three Months Ended
	May 1, 2004		July 31, 2004		October 30, 2004		January 29, 2005		Year Ended January 29, 2005
Total revenues as a percent of average receivables (annualized):	23.7%		25.0%		25.3%		25.7%		24.8%
Net write-offs as a percent of average receivables (annualized):	9.5%		8.8%		8.2%		7.6%		8.4%
Total average receivables	$	4,798	$	4,697	$	4,821	$	5,278	$	4,927