<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 K/A
[X] AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
for the fiscal year ended February 1, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the period to
------------------------- -----------------------------
Commission file number 1-8897
CONSOLIDATED STORES CORPORATION
Delaware 06-1119097
State of incorporation I. R. S. Employer Identification Number
1105 North Market Street, Suite 1300
P.O. Box 8985
Wilmington, Delaware 19899
(Address of principal executive offices)
(302) 478-4896
Securities registered pursuant to Section 12(b) of the Act:
Name of each Exchange
Title of each class on which registered
------------------- -------------------
Common Stock $.01 par value New York Stock Exchange
Preferred Stock Purchase Rights New York Stock Exchange
Indicate whether the Registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months, and (2) has been subject to such filing requirements for
the past 90 days. Yes [ X ] No [ ]
Indicate if the disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the best
of the registrant's knowledge, in a definitive proxy or information statement
incorporated by reference in Part III of this FORM 10-K or any amendment to this
FORM 10-K [ ]
The aggregate market value (based on the closing price on the New York Stock
Exchange) of the Common Stock of the Registrant held by non affiliates of the
Registrant was $2,441,296,449 on April 3, 1997. For purposes of this response,
executive officers and directors are deemed to be the affiliates of the
Registrant and the holdings by non affiliates was computed as 67,114,679 shares.
The number of shares of Common Stock $.01 par value per share, outstanding as of
April 3, 1997, was 67,339,903 and there were no shares of Non-Voting Common
Stock, $.01 par value per share outstanding at that date.
<PAGE> 2
Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the
undersigned registrant hereby amends its annual report on Form 10-K for the
fiscal year ended February 1, 1997, to include the following information and
financial statements required by Form 11-K with respect to the Consolidated
Stores Corporation Savings Plan (Plan) for the year ended December 31, 1996.
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
TABLE OF CONTENTS
Page No.
--------
<S> <C>
Independent Auditors' Report 3
Financial Statements:
Statements of Net Assets Available for Benefits as of December 31, 1996
and December 31, 1995 4
Statement of Changes in Net Assets Available for Benefits for the
year ended December 31, 1996 5
Notes to Financial Statements 6
Supplemental Schedules:
Schedule of Assets Held for Investments as of December 31, 1996 13
Schedule of Reportable Transactions in Excess of Five Percent of
Current Value of Plan Assets for the Year Ended December 31, 1996 14
Exhibits:
Independent Auditors' Consent 15
Signatures 16
</TABLE>
Page 2
<PAGE> 3
INDEPENDENT AUDITORS' REPORT
To the Plan Administrator of the Consolidated Stores Corporation Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of the CONSOLIDATED STORES CORPORATION SAVINGS PLAN (the Plan) as of December
31, 1996 and 1995, and the related statement of changes in net assets available
for benefits for the year ended December 31, 1996. These financial statements
are the responsibility of the Plan Administrator. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996 and 1995, and the changes in net assets available for benefits for the year
ended December 31, 1996, in conformity with generally accepted accounting
principles. Our audits were conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental schedules of
(1) assets held for investment as of December 31, 1996, and (2) reportable
transactions in excess of five percent of the current value of Plan assets for
the year ended December 31, 1996, are presented for the purpose of additional
analysis and are not a required part of the basic financial statements, but are
supplemental information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. These schedules are the responsibility of the Plan's
administrator. Such schedules have been subjected to the auditing procedures
applied in our audit of the basic 1996 financial statements and, in our opinion,
are fairly stated in all material respects when considered in relation to the
basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Dayton, Ohio,
June 23, 1997
Page 3
<PAGE> 4
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
December 31,
------------------------
1996 1995
----------- -----------
ASSETS
<S> <C> <C>
Investment in Securities (at market):
Consolidated Stores Corporation
Common Shares $22,402,365 $10,094,107
Investment in Mutual Funds:
Basic Value Fund 9,004,813 3,193,925
Capital Fund 5,494,263 1,017,587
Global Allocation Fund 4,844,805 1,018,709
Growth Fund 5,932,163 --
Investment in Money Market Funds 12,371,535 3,614,944
Cash and temporary cash investments -- 18,689
Contribution receivable from:
Consolidated Stores Corporation 3,059,590 1,651,869
Participants 167,232 110,071
Interest receivable -- 152
Loans receivable 3,874,634 1,606,193
Receivable from nonqualified plan 249,144 254,788
----------- -----------
67,400,544 22,581,034
----------- -----------
LIABILITIES
Payable to Plan participants 22,603 72,398
----------- -----------
22,603 72,398
----------- -----------
$67,377,941 $22,508,636
=========== ===========
</TABLE>
See notes to financial statements.
Page 4
<PAGE> 5
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
December 31,
1996
-----------
<S> <C>
INCREASE IN PLAN ASSETS:
Contributions:
Participant contributions $33,500,911
Company contributions 3,059,590
Investment Income:
Interest 206,687
Dividend 1,845,267
Net appreciation in fair value of investments 11,910,328
Loan repayments 1,211,772
-----------
TOTAL INCREASES 51,734,555
DECREASES IN PLAN ASSETS:
Distributions to Plan participants 6,865,250
-----------
TOTAL DECREASES 6,865,250
-----------
NET INCREASE IN PLAN ASSETS 44,869,305
NET ASSETS - BEGINNING OF YEAR 22,508,636
-----------
NET ASSETS - END OF YEAR $67,377,941
===========
</TABLE>
See notes to financial statements.
Page 5
<PAGE> 6
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
PLAN DESCRIPTION
On December 31, 1996, there were 13,276 employees eligible to participate in the
Plan. On that date 6,796 were participating.
The following brief description of the Consolidated Stores Corporation Savings
Plan ("Plan") provides only general information. Participants should refer to
the Plan document for more complete information.
The purposes of the Plan are to encourage employee savings, to facilitate
employee ownership of the Common Stock of Consolidated Stores Corporation, and
to provide benefits during the employee's participation in the Plan and upon
retirement, death, disability or termination of employment.
The administrator of the Plan is Consolidated Stores Corporation Savings Plan
Committee ("Committee"). Effective January 31, 1996, The Fifth Third Bank of
Columbus was appointed as successor trustee to State Street Bank and Trust
Company. (see TRUST AGREEMENT).
All employees of Consolidated Stores Corporation and any of its subsidiaries
("Company") which have adopted the Plan are eligible to participate.
Participants must have attained age twenty-one and have completed one year of
service prior to eligibility. Eligible employees may begin participation on the
first day of the month following satisfaction of eligibility requirements. For
any plan year, participants may contribute to the Plan any whole dollar amount
not less than 1% of their compensation for such plan year but not more than the
lesser of $7,000 (or such larger amount in accordance with Code Section 415(d)
which is $9,500 as of January 1, 1996) or 15% of their compensation for the plan
year. For the year 1996 the Company made matching contributions to the Plan on
behalf of participants in an amount equal to 100% of the first 2% and 50% of the
next 4%, of the employee's first 6% contribution. For the year 1995 the Company
made matching contributions to the Plan on behalf of participants in an amount
equal to 100% of the first 1%, 75% of the second 1%, and 50% of the next 4%, of
the employee's first 6% contribution. The Company's matching contributions will
always be made in the form of Common Stock of the Company.
Participants may elect to allocate their elective contribution to any of the
Investment Funds (See INVESTMENT PROGRAMS) in increments of 1%. Additionally,
this allocation may be revised or investment balances may be transferred by the
participant upon notifying participant services by telephone.
Each participant shall be fully vested in the Company's matching contributions
allocable to their account in the event of retirement or other termination of
employment on or after his or her 65th birthday, on account of disability, as
defined, or by reason of death.
A participant whose employment terminates under circumstances other than those
described in the preceding paragraph will be vested in a portion of the
Company's matching contribution based on years of service as follows:
Page 6
<PAGE> 7
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
PLAN DESCRIPTION - CONTINUED
<TABLE>
<CAPTION>
Vested
Years of Service Percentage
-----------------------------------------------------------
<S> <C>
Less than 2 --
At least 2 but less than 3 25
At least 3 but less than 4 50
At least 4 but less than 5 75
5 or more 100
</TABLE>
The portion of the Company's matching contribution that is not fully vested will
be forfeited at the time employment terminates. The Company has the right to
terminate or amend the Plan at any time. In the event of termination, the Plan
assets will be distributed to the participants, after payment of any expenses
properly chargeable thereto, in proportion to their respective account balances.
Participants may borrow from their fund accounts a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 or 50% of their vested account balance.
Loan transactions are treated as a transfer to the Loan and Short Term
Investment fund from the Participant investment funds. One loan per participant
may be outstanding at any time and the loan term may not exceed 5 years. Loans
are secured by the balance in the participant's account and bear interest at the
prime rate plus 1% (rounded to the next 1/4%) as quoted in The Wall Street
Journal as of the most recent quarters end when the loan application is
approved. Loan repayments, including interest, are through regular payroll
deductions. Loan balance may be paid off at any time without penalty.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING. The financial statements of the Plan are prepared on the
accrual basis of accounting.
INVESTMENTS. Investments are reflected in the accompanying statement of net
assets available for benefits at market value, which is the valuation of the
security or interest in an equity fund at year-end as determined by the quoted
market price.
NET APPRECIATION (DEPRECIATION) ON INVESTMENTS. Realized gains and losses are
determined on a first-in, first-out basis utilizing a revalued cost which is
calculated using beginning of the year market values, or purchase price if
acquired during the year. Unrealized appreciation (depreciation) of investments
is calculated as the market value at the end of the year less the market value
at the beginning of the year, or purchase price if acquired during the year.
BENEFITS PAYABLE. As of December 31, 1996, net assets available for benefits
included benefits of $22,603 due to participants who have withdrawn from
participation in the Plan.
Page 7
<PAGE> 8
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
TRUST AGREEMENT
Under a trust agreement effective January 31, 1996, The Fifth Third Bank of
Columbus is responsible for investing the participants' contributions in the
funds designated by each participant. In addition, the trustee processes and
distributes all distributions from the Plan based on information provided by the
Company. Administrative fees due under the trust agreement are paid by the
Company.
INVESTMENT PROGRAMS
During the years ended December 31, 1996 and 1995, with the exception of the
Merrill Lynch Growth Fund in 1995, participants could direct their contributions
to different funds of the Plan as described below:
MONEY MARKET FUNDS
- ------------------
MERRILL LYNCH RETIREMENT PRESERVATION TRUST. The Merrill Lynch Retirement
Preservation Trust ("RP Trust") is a collective trust fund that invests
primarily in Investment Contracts (GlCs) and United States Government and United
States Government Agency securities. The RP Trust invests a lesser portion of
the portfolio in high quality, money market instruments. The RP Trusts primary
objective is to achieve high current income consistent with preservation of
capital and liquidity. Dividends are declared and invested daily.
MUTUAL FUNDS
- ------------
MERRILL LYNCH BASIC VALUE FUND, INC. The Merrill Lynch Basic Value Fund, Inc.
("BV Fund") is a diversified, open-end, investment company seeking capital
appreciation and, secondarily, income by investing in securities, primarily
equities, that management of the BV Fund believes are undervalued and therefore
represent basic investment value. The BV Fund seeks special opportunities in
securities that are selling at a discount either from book values or historical
price/earnings ratios, or seem capable of recovering from temporarily out of
favor conditions. Particular emphasis is placed on securities which provide an
above average dividend return and sell at below average price/earnings ratio.
MERRILL LYNCH CAPITAL FUND, INC. The Merrill Lynch Capital Fund, Inc. ("Capital
Fund") seeks to achieve the highest total investment return consistent with
prudent risk through a fully managed investment policy utilizing equity, debt
(including money market) and convertible securities. This permits management of
the Capital Fund to vary investment policy based on evaluation of changes in
economic and market trends. Total investment return is the aggregate of income
and capital value changes. Consistent with this policy, the Capital Fund's
portfolio may, at any given time, be invested substantially in equity
securities, corporate bonds or money market securities. It is the expectation of
the Capital Fund's management that, over a longer period, a major portion of the
Capital Fund's portfolio will consist of equity securities of larger market
capitalization, quality companies.
MERRILL LYNCH GLOBAL ALLOCATION FUND, INC. The Merrill Lynch Global Allocation
Fund, Inc. ("Global Fund") is a non-diversified mutual fund seeking high total
investment return, consistent with prudent risk, through a fully-managed
investment policy utilizing United States and foreign equity, debt, and money
market securities, the combination of which will be varied from time to time
both with respect to types of securities and markets in response to changing
market and economic trends. Total investment return is the aggregate of capital
value changes and income. The Global Fund may employ a variety of instruments
and techniques to enhance income and to hedge against market and currency risk.
Page 8
<PAGE> 9
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
MUTUAL FUNDS - CONTINUED
- ------------------------
MERRILL LYNCH GROWTH FUND. The Merrill Lynch Growth Fund ("Growth Fund") is a
mutual fund seeking to provide growth of capital and, secondarily, income by
investing in a diversified portfolio of primarily equity securities placing
principal emphasis on those securities that management of the Growth Fund
believes to be undervalued. Undervalued issues include securities selling at
discounts from the price-to-book value ratios and price/earnings ratio computed
with respect to popular stock market averages (primarily the Standard & Poor's
400 Industrial Stock Price Index). The Growth Fund may also consider as
undervalued securities selling at a discount from their historic price-to-book
value or price/earnings ratio, even though these ratios may be above the stock
market averages. Securities offering dividend yields higher than the yields or
the popular stock market averages or higher than such securities historic yields
may also be considered to be undervalued. In selecting securities believed to be
undervalued, the securities of issuers having a stock market capitalization of
$500 million or more are emphasized.
COMPANY STOCK FUND
- ------------------
CONSOLIDATED STORES CORPORATION STOCK FUND. Contributions are invested in Common
Shares of Consolidated Stores Corporation. All employer matching contributions
are made to this fund.
TAX STATUS
The Plan and its Trust qualify for special tax treatment under Sections 401(a),
401(k), and 501(a) of the Internal Revenue Code of 1986, as amended.
Qualification under these sections means the Plan is exempt from Federal income
tax. Accordingly, no provision for Federal income taxes has been made in the
accompanying financial statements.
TRANSFERRED ASSETS
Effective May 5, 1996, the Company acquired Kay-Bee Center, Inc. from Melville
Corporation. As a result of this combination Melville plan assets relating to
Kay-Bee participants of approximately $24 million were transferred at the
participants election to the Plan. These assets were invested at the
participants direction in the Investment Programs available in the Plan.
Page 9
<PAGE> 10
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM
<TABLE>
<CAPTION>
December 31, 1996
------------------------------------------------------------------------------------
Number of Loan and Retirement Basic Value Capital Global
Shares Short-term Preservation Fund Fund Allocation
Investment Trust Fund
Fund
-------------- -------------- -------------- -------------- -------------- ---------
ASSETS
<S> <C> <C> <C> <C> <C> <C>
Investment in Securities (at market):
Consolidated Stores Corporation
Common Stock 694,647 $ -- $ -- $ -- $ -- $ --
Investment in Mutual Funds:
Basic Value Fund 290,478 -- -- 9,004,813 -- --
Capital Fund 176,949 -- -- -- 5,494,263 --
Global Allocation Fund 332,976 -- -- -- -- 4,844,805
Growth Fund 227,025 -- -- -- -- --
Investment in Money Market Funds 12,371,535 -- 12,371,535 -- -- --
Cash and temporary cash investments -- -- -- -- --
Contribution receivable from:
Consolidated Stores Corporation -- -- -- -- --
Participants -- 33,993 30,943 17,602 16,407
Interest receivable -- -- -- -- --
Loans receivable 3,874,634 -- -- -- --
Receivable from nonqualified plan -- 36,874 34,524 18,985 20,931
----------- ----------- ----------- ----------- -----------
3,874,634 12,442,402 9,070,280 5,530,850 4,882,143
LIABILITIES
Payable to Plan participants -- 3,262 4,880 4,323 --
----------- ----------- ----------- ----------- -----------
-- 3,262 4,880 4,323 --
----------- ----------- ----------- ----------- -----------
$ 3,874,634 $12,439,140 $ 9,065,400 $ 5,526,527 $ 4,882,143
=========== =========== =========== =========== ===========
<CAPTION>
December 31, 1996
------------------------------------------
Growth Fund Company Stock Plan
Fund Total
------------------------------------------
ASSETS
<S> <C> <C> <C>
Investment in Securities (at market):
Consolidated Stores Corporation
Common Stock $ -- $22,402,365 $22,402,365
Investment in Mutual Funds:
Basic Value Fund -- -- 9,004,813
Capital Fund -- -- 5,494,263
Global Allocation Fund -- -- 4,844,805
Growth Fund 5,932,163 -- 5,932,163
Investment in Money Market Funds -- -- 12,371,535
Cash and temporary cash investments -- -- --
Contribution receivable from:
Consolidated Stores Corporation -- 3,059,590 3,059,590
Participants 17,015 51,272 167,232
Interest receivable -- -- --
Loans receivable -- -- 3,874,634
Receivable from nonqualified plan 19,407 118,423 249,144
----------- ----------- -----------
5,968,585 25,631,650 67,400,544
LIABILITIES
Payable to Plan participants 6,194 3,944 22,603
----------- ----------- -----------
6,194 3,944 22,603
----------- ----------- -----------
$ 5,962,391 $25,627,706 $67,377,941
=========== =========== ===========
</TABLE>
Page 10
<PAGE> 11
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM - CONTINUED
<TABLE>
<CAPTION>
December 31, 1995
---------------------------------------------------------------------
Number Loan and Retirement Basic Value Capital
of Shares Short-term Preservation Fund Fund
Investment Trust
Fund
---------------------------------------------------------------------
ASSETS
<S> <C> <C> <C> <C> <C>
Investment in Securities (at market):
Consolidated Stores Corporation
Common Stock 466,780 $ -- $ -- $ -- $ --
Investment in Mutual Funds:
Basic Value Fund 112,820 -- -- 3,193,925 --
Capital Fund 33,309 -- -- -- 1,017,587
Global Allocation Fund 73,394 -- -- -- --
Investment in Money Market Funds 3,614,944 -- 3,614,944 -- --
Cash and temporary cash investments 3,180 582 148 221
Contribution receivable from:
Consolidated Stores Corporation -- -- -- --
Participants -- 24,358 16,767 6,134
Interest receivable -- -- -- --
Loans receivable 1,606,193 -- -- --
Receivable from nonqualified plan -- 29,258 62,659 31,281
----------- ----------- ----------- -----------
1,609,373 3,669,142 3,273,499 1,055,223
LIABILITIES
Payable to Plan participants -- 9,857 24,026 8,810
----------- ----------- ----------- -----------
-- 9,857 24,026 8,810
----------- ----------- ----------- -----------
$ 1,609,373 $ 3,659,285 $ 3,249,473 $ 1,046,413
=========== =========== =========== ===========
<CAPTION>
December 31, 1995
------------------------------------------
Global Company Plan
Allocation Stock Fund Total
Fund
--------------------------------------------
ASSETS
<S> <C> <C> <C>
Investment in Securities (at market):
Consolidated Stores Corporation
Common Stock $ -- $ 10,094,107 $10,094,107
Investment in Mutual Funds:
Basic Value Fund -- -- 3,193,925
Capital Fund -- -- 1,017,587
Global Allocation Fund 1,018,709 -- 1,018,709
Investment in Money Market Funds -- -- 3,614,944
Cash and temporary cash investments 188 14,370 18,689
Contribution receivable from:
Consolidated Stores Corporation -- 1,651,869 1,651,869
Participants 6,562 56,250 110,071
Interest receivable -- 152 152
Loans receivable -- -- 1,606,193
Receivable from nonqualified plan 41,187 90,403 254,788
----------- ----------- -----------
1,066,646 11,907,151 22,581,034
LIABILITIES
Payable to Plan participants 8,836 20,869 72,398
----------- ----------- -----------
8,836 20,869 72,398
----------- ----------- -----------
$ 1,057,810 $11,886,282 $22,508,636
=========== =========== ===========
</TABLE>
Page 11
<PAGE> 12
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM
<TABLE>
<CAPTION>
December 31, 1996
----------------------------------------------------------------------
Loan and Global
Short-term Retirement Basic Value Capital Allocation
Investment Preservation Fund Fund Fund
Fund Trust
-----------------------------------------------------------------------
INCREASE IN PLAN ASSETS:
<S> <C> <C> <C> <C> <C>
Contributions:
Participant contributions $2,058,574 $11,176,412 $5,181,657 $4,246,411 $3,725,879
Company contributions -- -- -- -- --
Investment Income:
Interest 206,687 -- -- -- --
Dividend -- 347,776 388,933 304,265 384,967
Loan repayments, including interest -- 285,469 181,868 81,034 85,324
Net appreciation in fair value of
investments -- -- 651,798 137,002 24,290
----------- ----------- ----------- ----------- -----------
TOTAL INCREASES 2,265,261 11,809,657 6,404,256 4,768,712 4,220,460
DECREASES IN PLAN ASSETS:
Distributions to Plan participants -- 3,826,204 511,688 268,358 420,303
Interfund transfers - net -- (796,402) 76,641 20,240 (24,176)
----------- ----------- ----------- ----------- -----------
TOTAL DECREASES -- 3,029,802 588,329 288,598 396,127
----------- ----------- ----------- ----------- -----------
NET INCREASE IN PLAN ASSETS 2,265,261 8,779,855 5,815,927 4,480,114 3,824,333
NET ASSETS - BEGINNING OF YEAR 1,609,373 3,659,285 3,249,473 1,046,413 1,057,810
----------- ----------- ----------- ----------- -----------
NET ASSETS - END OF YEAR $3,874,634 $12,439,140 $9,065,400 $5,526,527 $4,882,143
=========== =========== =========== =========== ===========
<CAPTION>
December 31, 1996
-----------------------------------------
Growth Fund Company Stock Plan
Fund Total
------------------------------------------
INCREASE IN PLAN ASSETS:
<S> <C> <C> <C>
Contributions:
Participant contributions $4,907,050 $ 2,204,928 $33,500,911
Company contributions -- 3,059,590 3,059,590
Investment Income:
Interest -- -- 206,687
Dividend 419,326 -- 1,845,267
Loan repayments, including interest 100,432 477,645 1,211,772
Net appreciation in fair value of
investments 1,117,959 9,979,279 11,910,328
----------- ----------- -----------
TOTAL INCREASES 6,544,767 15,721,442 51,734,555
DECREASES IN PLAN ASSETS:
Distributions to Plan participants 205,009 1,633,688 6,865,250
Interfund transfers - net 377,367 346,330 --
----------- ----------- -----------
TOTAL DECREASES 582,376 1,980,018 6,865,250
----------- ----------- -----------
NET INCREASE IN PLAN ASSETS 5,962,391 13,741,424 44,869,305
NET ASSETS - BEGINNING OF YEAR -- 11,886,282 22,508,636
----------- ----------- -----------
NET ASSETS - END OF YEAR $5,962,391 $25,627,706 $67,377,941
=========== =========== ===========
</TABLE>
Page 12
<PAGE> 13
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Purchase Cost Market Value
----------------------------------------------------------
No. of Share or Share or
Shares or Unit Total Unit Total
Security Description Units
- --------------------------------------------------------------------------------------------------------------------
COMPANY STOCK FUND
- ------------------
<S> <C> <C> <C> <C> <C>
Consolidated Stores Corporation
Common Stock 694,647 $16.619 $11,544,341 $32.250 $22,402,365
MUTUAL FUNDS
- ------------
Merrill Lynch Basic Value Fund 290,478 $27.354 7,945,720 $31.000 9,004,813
Merrill Lynch Global Allocation Fund 332,976 $14.372 4,785,454 $14.550 4,844,805
Merrill Lynch Capital Fund 176,949 $30.017 5,311,550 $31.050 5,494,263
Merrill Lynch Growth Fund 227,025 $24.456 5,552,135 $26.130 5,932,163
MONEY MARKET FUNDS
- ------------------
Merrill Lynch Retirement
Preservation Trust 12,371,535 $ 1.000 12,371,535 $ 1.000 12,371,535
</TABLE>
Page 13
<PAGE> 14
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS IN EXCESS OF
FIVE PERCENT OF CURRENT VALUE OF PLAN ASSETS
YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
No. of
Type/ No. of Shares or Purchase Gain
Security Description Transactions Units Cost Proceeds (Loss)
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
COMPANY STOCK FUND
- ------------------
Consolidated Stores Corporation
Common Stock Purchase/85 145,062 $ 4,270,400 $ -- $ --
Consolidated Stores Corporation
Common Stock Sales/136 51,212 981,136 1,850,777 869,640
MUTUAL FUNDS
- ------------
Merrill Lynch Basic Value Fund Purchase/77 185,655 5,405,443 -- --
Merrill Lynch Basic Value Fund Sales/84 20,910 530,206 633,373 103,167
Merrill Lynch Basic Value Fund Purchase/1 139,387 4,007,377 -- --
Merrill Lynch Global Allocation Fund Purchase/74 260,362 3,826,415 -- --
Merrill Lynch Global Allocation Fund Sales/75 26,916 372,563 400,250 27,687
Merrill Lynch Global Allocation Fund Purchase/1 198,539 2,908,598 -- --
Merrill Lynch Capital Fund Purchase/70 149,245 4,513,639 -- --
Merrill Lynch Capital Fund Sales/81 15,419 451,608 473,553 21,945
Merrill Lynch Capital Fund Purchase/1 114,749 3,445,902 -- --
Merrill Lynch Growth Fund Purchase/97 220,956 5,375,581 -- --
Merrill Lynch Growth Fund Sales/40 10,229 242,772 258,826 16,054
Merrill Lynch Growth Fund Purchase/1 167,772 4,019,812 -- --
MONEY MARKET FUNDS
- ------------------
Merrill Lynch Retirement
Preservation Trust Purchase/55 10,898,201 10,898,201 -- --
Merrill Lynch Retirement
Preservation Trust Sale/107 2,548,005 2,548,005 2,548,005 --
Merrill Lynch Retirement
Preservation Trust Purchase/1 9,120,826 9,120,826 -- --
</TABLE>
Page 14
<PAGE> 15
INDEPENDENT AUDITORS' CONSENT
We hereby consent to the incorporation by reference in (i) Registration
Statement No. 33-42502 on Form S-8 pertaining to Consolidated Stores Corporation
Director Stock Option Plan (ii) Registration Statement No. 33-42692 on Form S-8
pertaining to Consolidated Stores Corporation Supplemental Savings Plan (iii)
Post Effective Amendment No. 2 to Registration Statement No. 33-6068 on Form S-8
pertaining to Consolidated Stores Corporation Executive Stock Option and Stock
Appreciation Rights Plan and (iv) Post Effective Amendment No. 1 to Registration
Statement No. 33-19378 on Form S-8 pertaining to Consolidated Stores Corporation
Savings Plan and (v) Post Effective Amendment No. 2 to Registration Statement
No. 333-2545 on Form S-3 pertaining to the issuance of Consolidated Stores
Corporation Common Shares of our report, dated June 23, 1997, accompanying the
financial statements of the Consolidated Stores Corporation Savings Plan on Form
10-K/A Amendment No. 1 to the Annual Report on Form 10-K of Consolidated Stores
Corporation for the fiscal year ended February 1, 1997.
DELOITTE & TOUCHE LLP
Dayton, Ohio
June 23, 1997
Page 15
<PAGE> 16
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant and the administrators of the Plan have duly caused this amendment to
its annual report on Form 10-K to be signed on its behalf by the undersigned
hereunto duly authorized.
CONSOLIDATED STORES CORPORATION
By: /s/ Michael L. Glazer
------------------------------------------
Michael L. Glazer,
President
By: /s/ Michael J. Potter
------------------------------------------
Michael J. Potter,
Senior Vice President, Chief
Financial Officer and Principal
Accounting Officer
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
By: /s/ Brad A.Waite
------------------------------------------
Brad A. Waite,
Senior Vice President Human Resources
Dated: June 23, 1997
Page 16
