<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 January 30, 1999
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 1O-K or any amendment to this
FORM 1O-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 $3,031,625,519 on March 26, 1999. 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 104,538,811
shares.
The number of shares of Common Stock $.01 par value per share, outstanding as of
March 26, 1999, was 109,901,936 and there were no shares of Non-Voting Common
Stock, $.01 par value per share outstanding at that date.
Page 1
<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 January 30, 1999, 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, 1998.
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
TABLE OF CONTENTS
Page No.
--------
Independent Auditors' Report 3
Financial Statements:
Statements of Net Assets Available for Benefits
as of December 31, 1998 and December 31, 1997 4
Statement of Changes in Net Assets Available for
Benefits for the year ended December 31, 1998 5
Notes to Financial Statements 6
Supplemental Schedules:
Schedule of Assets Held for Investments as of
December 31, 1998 13
Schedule of Reportable Transactions in Excess of
Five Percent of Current Value of Plan Assets for the
Year Ended December 31, 1998 14
Exhibits:
Independent Auditors' Consent 15
Signatures 16
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, 1998 and 1997, and the related statement of changes in net assets available
for benefits for the year ended December 31, 1998. 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,
1998 and 1997, and the changes in net assets available for benefits for the year
ended December 31, 1998, 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, 1998, and (2) reportable transactions in
excess of five percent of the current value of Plan assets for the year ended
December 31, 1998, 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 1998 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
May 7, 1999
Page 3
<PAGE> 4
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
--------------------------------------
1998 1997
------------------ -----------------
ASSETS
<S> <C> <C>
Investment in Securities:
Consolidated Stores Corporation
Common Shares $ 39,141,595 $ 42,676,234
Investment in Mutual Funds:
Basic Value Fund 15,985,777 11,434,052
Capital Fund 8,844,077 6,207,534
Global Allocation Fund 6,077,860 4,932,645
Growth Fund 7,121,289 7,926,939
Investment in Money Market Funds 30,506,239 11,863,044
Contribution receivable from:
Consolidated Stores Corporation 5,350,492 3,421,236
Participants 340,342 194,733
Loans receivable 6,901,197 4,907,483
Receivable from nonqualified plan 254,615 333,909
------------ ------------
120,523,483 93,897,809
------------ ------------
LIABILITIES
Payable to Plan participants 224,830
------------ ------------
224,830
------------ ------------
Net assets available for Plan benefits $120,523,483 $ 93,672,979
============ ============
</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
For the Year
Ended
. December 31,
1998
------------------
<S> <C>
INCREASE IN PLAN ASSETS:
Contributions:
Participant contributions $ 9,125,383
Company contributions 4,941,658
Investment Income:
Interest 510,376
Dividend 3,793,612
Net depreciation in fair value of investments (7,511,853)
Transfer of Plan assets from acquired Company 26,554,147
-------------
TOTAL INCREASES 37,413,323
DECREASES IN PLAN ASSETS:
Benefits paid to Plan participants 10,378,590
Administrative expenses 184,229
-------------
TOTAL DECREASES 10,562,819
-------------
NET INCREASE IN PLAN ASSETS 26,850,504
NET ASSETS - BEGINNING OF YEAR 93,672,979
-------------
NET ASSETS - END OF YEAR $ 120,523,483
=============
</TABLE>
See notes to financial statements.
Page 5
<PAGE> 6
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
PLAN DESCRIPTION
On December 31, 1998, there were 25,923 employees eligible to participate in the
Plan. On that date 7,930 were actively 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"). The Trustee of the Plan is The Fifth Third Bank of
Cincinnati. (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 $9,500 (or such larger amount in accordance with Code Section 402(g)
which is $10,000 as of January 1, 1998) or 15% of their compensation for the
plan year. For the Plan years 1998 and 1997 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.
The Company's matching contributions may 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>
On termination of service due to death, disability, or retirement, a participant
may elect to receive either a lump-sum amount equal to the value of the
participant's vested interest in their account, or annual installments over a
ten year period. For termination of service due to other reasons, a participant
may receive the value of their vested interest as a lump-sum distribution. 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.
At December 31, 1998, forfeited non vested accounts totaled $63,534. These
accounts may be utilized to offset future employer contributions. A total of
$63,878 was used to reduce employer contributions during 1998.
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.
PAYMENT OF BENEFITS. Benefits are recorded when paid.
Page 7
<PAGE> 8
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
TRUST AGREEMENT
Under a trust agreement The Fifth Third Bank of Cincinnati 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, 1998 and 1997, participants could direct
their contributions to different funds of the Plan as described below:
MONEY MARKET FUNDS
MERRILL LYNCH RETIREMENT PRESERVATION TRUST. According to the fund prospectus,
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.
MUTUAL FUNDS
MERRILL LYNCH BASIC VALUE FUND, INC. According to the fund prospectus, 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.
MERRILL LYNCH CAPITAL FUND, INC. According to the fund prospectus, 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.
MERRILL LYNCH GLOBAL ALLOCATION FUND, INC. According to the fund prospectus, the
Merrill Lynch Global Allocation Fund, Inc. ("Global Fund") is a non-diversified
mutual fund seeking high total investment return, through a fully-managed
investment policy utilizing United States and foreign equity, debt, and money
market securities.
Page 8
<PAGE> 9
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
MUTUAL FUNDS - CONTINUED
MERRILL LYNCH GROWTH FUND. According to the fund prospectus, 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.
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 January 16, 1998, the Company acquired Mac Frugal's Bargains o
Closeouts, Inc (Mac Frugal's) through a pooling of interest. As a result of this
combination, eligible associates of Mac Frugal's were transferred into the
Company's Plan in May of 1998.
SUBSEQUENT EVENT
Effective February 1, 1999, three additional funds to which participants could
direct their contributions were made available. These funds are the Janus
Twenty Fund, Fidelity US Bond Fund and Dreyfus S&P 500 Index Fund.
Page 9
<PAGE> 10
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM
For the Year Ended December 31, 1998
----------------------------------------------------------------------------------------
Number of Loan and Retirement Basic Value Capital Global
Shares Short-term Preservation Fund Fund Allocation
Investment Trust Fund
Fund
------------ -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investment in Securities:
Consolidated Stores Corporation
Common Stock 1,043,631 $ $ $ $ $
Investment in Mutual Funds:
Basic Value Fund 420,613 15,985,777
Capital Fund 256,972 8,844,077
Global Allocation Fund 480,416 6,077,860
Growth Fund 323,329
Investment in Money Market Funds 30,506,239 30,506,239
Contribution receivable from:
Consolidated Stores Corporation
Participants 74,772 81,826 42,556 27,934 22,710
Loans receivable 6,901,197
Receivable from nonqualified plan 38,170 38,028 15,749 12,313
------------ ------------ ------------ ------------ ------------
$ 6,975,972 $ 30,626,235 $ 16,006,361 $ 8,887,769 $ 6,112,883
============ ============ ============ ============ ============
<CAPTION>
For the Year Ended December 31, 1998
-------------------------------------------
Growth Fund Company Plan
Stock Fund Total
------------ -------------- --------------
<S> <C> <C>
ASSETS
Investment in Securities:
Consolidated Stores Corporation
Common Stock $ $ 39,141,595 $ 39,141,595
Investment in Mutual Funds:
Basic Value Fund 15,985,777
Capital Fund 8,844,077
Global Allocation Fund 6,077,860
Growth Fund 7,121,289 7,121,289
Investment in Money Market Funds 30,506,239
Contribution receivable from:
Consolidated Stores Corporation 5,350,492 5,350,492
Participants 33,893 56,639 340,342
Loans receivable 6,901,197
Receivable from nonqualified plan 20,014 130,341 254,615
------------ ------------ ------------
$ 7,175,196 $ 44,679,067 $120,523,483
============ ============ ============
</TABLE>
Page 10
<PAGE> 11
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM - CONTINUED
For the Year Ended December 31, 1997
--------------------------------------------------------------------------------------
Number of Loan and Retirement Basic Value Capital Global
Shares Short-term Preservation Fund Fund Allocation
Investment Trust Fund
Fund
------------ ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investment in Securities:
Consolidated Stores Corporation
Common Stock 970,731 $ $ $ $ $
Investment in Mutual Funds:
Basic Value Fund 308,360 11,434,052
Capital Fund 179,879 6,207,534
Global Allocation Fund 248,844 4,932,645
Growth Fund 275,682
Investment in Money Market Funds 11,863,044 11,863,044
Contribution receivable from:
Consolidated Stores Corporation
Participants 45,457 33,046 25,471 15,276 14,670
Loans receivable 4,907,483
Receivable from nonqualified plan 31,340 44,361 26,588 23,869
----------- ----------- ----------- ----------- -----------
4,952,940 11,927,430 11,503,884 6,249,398 4,971,184
LIABILITIES
Payable to Plan participants 76,435 48,283 10,191 9,635
----------- ----------- ----------- ----------- -----------
76,435 48,283 10,191 9,635
----------- ----------- ----------- ----------- -----------
$ 4,952,940 $11,850,995 $11,455,601 $ 6,239,207 $ 4,961,549
=========== =========== =========== =========== ===========
<CAPTION>
For the Year Ended December 31, 1997
----------------------------------------
Growth Fund Company Plan
Stock Fund Total
------------ ------------ ------------
<S> <C> <C>
ASSETS
Investment in Securities:
Consolidated Stores Corporation
Common Stock $ $42,676,234 $42,676,234
Investment in Mutual Funds:
Basic Value Fund 11,434,052
Capital Fund 6,207,534
Global Allocation Fund 4,932,645
Growth Fund 7,926,939 7,926,939
Investment in Money Market Funds 11,863,044
Contribution receivable from:
Consolidated Stores Corporation 3,421,236 3,421,236
Participants 18,134 42,679 194,733
Loans receivable 4,907,483
Receivable from nonqualified plan 28,844 178,907 333,909
----------- ----------- -----------
7,973,917 46,319,056 93,897,809
LIABILITIES
Payable to Plan participants 20,915 59,371 224,830
----------- ----------- -----------
20,915 59,371 224,830
----------- ----------- -----------
$ 7,953,002 $46,259,685 $93,672,979
=========== =========== ===========
</TABLE>
Page 11
<PAGE> 12
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT PROGRAM
December 31, 1998
---------------------------------------------------------------------------------
Loan and Retirement Basic Value Capital Global
Short-term Preservation Fund Fund Allocation
Investment Fund Trust Fund
----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
INCREASE IN PLAN ASSETS:
Contributions:
Participant contributions $ $ 2,911,089 $ 1,438,187 $ 872,837 $ 768,351
Company contributions
Investment Income:
Interest 510,376
Dividend 1,191,923 1,244,313 518,256 695,063
Transfer of Plan assets from acquired
Company 26,554,147
------------ ------------ ------------ ------------ ------------
TOTAL INCREASES 27,064,523 4,103,012 2,682,500 1,391,093 1,463,414
DECREASES (INCREASES) IN PLAN ASSETS:
Net (appreciation) depreciation in fair (15,557) (49,974) 221,049 766,960
value of investments
Benefits paid to participants and 749,483 3,071,360 1,437,331 630,328 551,530
administrative expenses
Interfund transfers - net 24,292,008 (17,728,031) (3,315,617) (2,108,846) (1,006,410)
------------ ------------ ------------ ------------ ------------
TOTAL DECREASES (INCREASES) 25,041,491 (14,672,228) (1,928,260) (1,257,469) 312,080
------------ ------------ ------------ ------------ ------------
NET INCREASE (DECREASE) IN PLAN ASSETS 2,023,032 18,775,240 4,610,760 2,648,562 1,151,334
NET ASSETS - BEGINNING OF YEAR 4,952,940 11,850,995 11,455,601 6,239,207 4,961,549
------------ ------------ ------------ ------------ ------------
NET ASSETS - END OF YEAR $ 6,975,972 $ 30,626,235 $ 16,066,361 $ 8,887,769 $ 6,112,883
============ ============ ============ ============ ============
<CAPTION>
December 31, 1998
-----------------------------------------------
Growth Fund Company Stock Plan
Fund Total
------------------------------------------------
<S> <C> <C> <C>
INCREASE IN PLAN ASSETS:
Contributions:
Participant contributions $ 1,252,617 $ 1,882,302 $ 9,125,383
Company contributions 4,941,658 4,941,658
Investment Income:
Interest 510,376
Dividend 142,597 1,460 3,793,612
Transfer of Plan assets from acquired
Company 26,554,147
------------ ------------ ------------
TOTAL INCREASES 1,395,214 6,825,420 44,925,176
DECREASES (INCREASES) IN PLAN ASSETS:
Net (appreciation) depreciation in fair 2,231,664 4,357,711 7,511,853
value of investments
Benefits paid to participants and 794,873 3,327,914 10,562,819
administrative expenses
Interfund transfers - net (853,517) 720,413
------------ ------------ ------------
TOTAL DECREASES (INCREASES) 2,173,020 8,406,038 18,074,672
------------ ------------ ------------
NET INCREASE (DECREASE) IN PLAN ASSETS (777,806) (1,580,618) 26,850,504
NET ASSETS - BEGINNING OF YEAR 7,953,002 46,259,685 93,672,979
------------ ------------ ------------
NET ASSETS - END OF YEAR $ 7,175,196 $ 44,679,067 $120,523,483
============ ============ ============
</TABLE>
Page 12
<PAGE> 13
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
ITEM 27(a) -- SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
Purchase Cost Market Value
------------------------- -----------------------------
No. of Shares Share or Total Share or Total
Security Description or Units Unit Unit
- ------------------------------------ ------------- --------- -------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
COMPANY STOCK FUND
* Consolidated Stores Corporation
Common Stock 1,043,631 $27.354 $28,547,777 $37.500 $39,141,595
MUTUAL FUNDS
* Merrill Lynch Basic Value Fund 420,613 $28.653 12,052,029 $38.006 15,985,777
* Merrill Lynch Global Allocation Fund 256,972 $32.982 8,475,523 $34.417 8,844,077
* Merrill Lynch Capital Fund 480,416 $13.263 6,371,606 $12.651 6,077,860
* Merrill Lynch Growth Fund 323,329 $25.677 8,302,053 $22.025 7,121,289
MONEY MARKET FUNDS
* Merrill Lynch Retirement
Preservation Trust 30,506,239 $ 1.000 28,740,227 $ 1.000 30,506,239
<FN>
* Represents a party-in-interest.
</TABLE>
Page 13
<PAGE> 14
<TABLE>
<CAPTION>
CONSOLIDATED STORES CORPORATION SAVINGS PLAN
ITEM 27(d) -- SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
Purchases Sales
----------------------------- ------------------------------------------------------------
No. of Amount No. of Gain
Security Description Transactions Transactions Proceeds Cost (Loss)
- --------------------------------------------------- ------------- ------------- -------------- ------------ -------------
<S> <C> <C> <C> <C> <C> <C>
COMPANY STOCK FUND
* Consolidated Stores Corporation 161 $9,438,193 256 $7,731,238 $4,546,806 $3,184,432
Common Stock
MUTUAL FUNDS
* Merrill Lynch Basic Value Fund 147 5,604,246 102 2,362,517 1,973,846 388,671
* Merrill Lynch Growth Fund 130 4,222,534 106 2,949,955 3,300,896 (350,941)
* Merrill Lynch Capital Fund 134 3,645,030 86 1,302,387 1,267,681 34,706
MONEY MARKET FUNDS
* Merrill Lynch Retirement 126 23,276,674 111 5,825,402 5,825,402
Preservation Trust
<FN>
* Represents a party-in-interest.
</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 (iv) Post Effective Amendment No. 1 to Registration
Statement No. 33-19378 on Form S-8 pertaining to Consolidated Stores Corporation
Savings Plan (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 (vi) Registration Statement No. 333-32063 on Form S-8
pertaining to Consolidated Stores Corporation 1996 Performance Incentive Plan
and (vii) Registration Statement No. 333-41143 on Form S-4 pertaining to the
issuance of Consolidated Stores Corporation Common Shares of our report dated
May 7, 1999, appearing in this Amendment No. 1 to Annual Report on Form 10-K of
Consolidated Stores Corporation for the year ended January 30, 1999.
Deloitte & Touche LLP
Dayton, Ohio
June 23, 1999
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/ William G. Kelley
---------------------------------------------
William G. Kelley, Chairman, Chief Executive
Officer and President
By: /s/ Michael J. Potter
---------------------------------------------
Michael J. Potter,
Executive 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, 1999
Page 16
