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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 30, 2000
Wal-Mart Stores, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-06991 71-0415188
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(State or other (Commission File (IRS Employer
Jurisdiction of Number) Identification No.)
Incorporation)
702 S.W. 8th Street
Bentonville, Arkansas 72716
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(501) 273-4000
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Item 5. Other Events.
On November 30, 2000, Wal-Mart Stores, Inc. (the "Company") completed the
sale to Deutsche Bank Securities Inc. (the "Designated Underwriter") of
$500,000,000 aggregate principal amount of the Company's Floating Rate Notes due
December 27, 2001 (the "Notes"), pursuant to a Pricing Agreement, dated as of
November 27, 2000, by and between the Company and the Designated Underwriter
(the "Pricing Agreement"), pursuant to which the Designated Underwriter adopted
and is deemed to have become a party to, and which incorporates by reference the
terms of, that certain Underwriting Agreement, dated as of August 5, 1999, by
and between the Company and the underwriters named therein. The series of
$500,000,000 Floating Rate Notes due December 27, 2001 was created pursuant to
and is governed by the Company's Indenture, dated as of April 1, 1991, as
amended by the First Supplemental Indenture, dated as of September 9, 1992, and
the Second Supplemental Indenture, dated as of June 1, 2000, between the Company
and Bank One Trust Company, NA, as successor in interest to The First National
Bank of Chicago, as Trustee. The Designated Underwriter proposed that, after its
purchase of the Notes, it would offer the Notes from time to time for sale in
negotiated transactions, or otherwise, at varying prices to be determined at the
time of each sale. The Notes were delivered in the form of two global notes
(the "Global Notes") on November 30, 2000. Copies of the Pricing Agreement and
the form of Global Note are attached as exhibits to this Current Report on Form
8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
1(c) Pricing Agreement, dated as of November 27, 2000, by and among Wal-
Mart Stores, Inc. and Deutsche Bank Securities Inc. The Underwriting
Agreement incorporated by reference in the Pricing Agreement was
filed as Exhibit 1(a) to the Company's Registration Statement on Form
S-3 (File No. 333-82909), which was declared effective on August 5,
1999.
4(d) Form of Global Note representing the Wal-Mart Stores, Inc. Floating
Rate Notes Due December 27, 2001.
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SIGNATURES
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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 thereunto duly authorized.
Dated: November 30, 2000
WAL-MART STORES, INC.
By: /s/ Thomas M Schoewe
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Name: Thomas M. Schoewe
Title: Executive Vice President
and Chief Financial Officer
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INDEX TO EXHIBITS
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<CAPTION>
Exhibit
Number Description
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<S> <C>
1(c) Pricing Agreement, dated as of November 27, 2000, by and among Wal-
Mart Stores, Inc. and Deutsche Bank Securities Inc.
4(d) Form of Global Notes representing the Wal-Mart Stores, Inc.
Floating Rate Notes Due December 27, 2001
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