8-K

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) May 28, 2003

COSTCO WHOLESALE CORPORATION

(Exact name of registrant as specified in its charter)

Washington	0-20355	91-1223280
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

999 Lake Drive

Issaquah, WA 98027

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 425-313-8100

Item 7. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits. The following exhibits are included in this report:

99.1. Press release dated May 28, 2003.

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Issaquah, State of Washington, on May 28, 2003.

COSTCO WHOLESALE CORPORATION
By:	/s/    RICHARD A. GALANTI
	Richard A. Galanti, Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

COSTCO WHOLESALE CORPORATION REPORTS THIRD QUARTER

AND YEAR-TO-DATE OPERATING RESULTS FOR FISCAL 2003

ISSAQUAH, Wash., May 28—Costco Wholesale Corporation (Nasdaq: COST) announced today its operating results for the third quarter (12 weeks) and the first thirty-six weeks of fiscal 2003, ended May 11, 2003.

Net sales for the third quarter of fiscal 2003 increased 11% to $9.34 billion from $8.44 billion during the third quarter of fiscal 2002. On a comparable warehouse basis, that is warehouses open at least a year, net sales increased 6%.

Net income for the third quarter of fiscal 2003 increased 18% to $153.8 million, or $.33 per share (diluted), from $130.4 million, or $.28 per share (diluted), during the third quarter of fiscal 2002.

Net sales for the first thirty-six weeks of fiscal 2003 increased 9% to $28.28 billion from $25.94 billion during the first thirty-six weeks of fiscal 2002. Comparable warehouse sales during the first thirty-six weeks of fiscal 2003 increased 5% over the prior year’s level.

Net income for the first thirty-six weeks of fiscal 2003 increased 6% to $481.6 million, or $1.02 per diluted share, compared to net income for the first thirty-six weeks of fiscal 2002 of $452.6 million, or $.96 per diluted share. Excluding the pre-tax charge of $26 million ($16 million or $.03 per diluted share after tax) reflecting an increase in workers’ compensation loss reserves, which was booked in the second quarter of fiscal 2003, net income for the first thirty-six weeks of fiscal 2003 would have been $497.6 million, or $1.05 per diluted share, reflecting a 10% increase in net income over the prior year’s thirty-six week period.

Costco currently operates 416 warehouses, including 307 in the United States, 61 in Canada, 15 in the United Kingdom, five in Korea, three in Taiwan, four in Japan and 21 in Mexico. The Company also operates Costco Online, an electronic commerce web site, at www.costco.com. The Company plans to open three additional new warehouses prior to the end of its 2003 fiscal year on August 31, 2003, and an additional 12 new warehouses (including the relocation of one warehouse to a larger and better-located facility) prior to the end of calendar year 2003.

A conference call to discuss these third quarter results is scheduled for 8:00 a.m. (PDT) today, May 28, 2003, and is available via a webcast on www.costco.com (go to Customer Service, Investor Relations, Financial Releases and click on the “Live Webcast” icon).

Certain statements contained in this release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For these purposes, forward-looking statements are statements that address activities, events, conditions or developments that the Company expects, or anticipates may occur in the future. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. These risks and uncertainties include, but are not limited to, domestic and international economic conditions including exchange rates, the effects of competition and regulation, conditions affecting the acquisition, development, ownership or use of real estate, actions of vendors, and other risks identified from time to time in the Company’s public statements and reports filed with the SEC.

CONTACTS:	Costco Wholesale Corporation
	Richard Galanti, 425/313-8203
	Bob Nelson, 425/313-8255
	Jeff Elliott, 425/313-8264

COSTCO WHOLESALE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(dollars in thousands, except per share data)

(unaudited)

	12 Weeks Ended						36 Weeks Ended
	May 11, 2003			May 12, 2002			May 11, 2003			May 12, 2002
REVENUE
Net sales	$	9,344,959		$	8,436,807		$	28,275,854		$	25,942,296
Membership fees and other		198,112			179,940			579,969			523,856
Total revenue		9,543,071			8,616,747			28,855,823			26,466,152
OPERATING EXPENSES
Merchandise costs		8,358,323			7,583,251			25,247,631			23,229,678
Selling, general and administrative		923,309			806,617			2,779,139			2,432,740
Preopening expenses		5,853			6,077			31,115			36,827
Provision for impaired assets and closing costs		6,000			4,500			15,500			16,050
Operating income		249,586			216,302			782,438			750,857
OTHER INCOME (EXPENSE)
Interest expense		(8,715	)		(8,643	)		(25,186	)		(21,080	)
Interest income and other		9,179			9,624			25,796			24,527
INCOME BEFORE INCOME TAXES		250,050			217,283			783,048			754,304
Provision for income taxes		96,270			86,913			301,474			301,722
NET INCOME	$	153,780		$	130,370		$	481,574		$	452,582
NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE:
Basic	$	.34		$	.29		$	1.06		$	1.00
Diluted	$	.33		$	.28		$	1.02		$	.96
Shares used in calculation (000’s)
Basic		456,370			454,272			455,956			453,047
Diluted		479,183			480,256			478,889			479,250