UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
(Mark
One)
|
x
|
Annual
Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934
|
For
the fiscal year ended January 31, 2009.
or
|
¨
|
Transaction
Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934
|
For
the transition period from
to .
Commission
file number 1-6991
|
A.
|
Full
title of the plan and the address of the plan, if different from that of
the issuer named below:
|
WAL-MART PUERTO
RICO PROFIT SHARING AND 401(k) PLAN
|
B.
|
Name
of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
|
WAL-MART
STORES, INC.
702
Southwest Eighth Street
Bentonville,
Arkansas 72716
Financial
Statements
and
Supplemental Schedule
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
As
of January 31, 2009 and 2008, and for the year ended January 31,
2009
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Financial
Statements and
Supplemental
Schedule
As of
January 31, 2009 and 2008, and for the year ended January 31, 2009
Contents
Report of
Independent Registered Public Accounting
Firm..................................1
Audited
Financial Statements
Statements
of Net Assets Available for
Benefits....................................................2
Statement
of Changes in Net Assets Available for
Benefits.................................3
Notes to
Financial
Statements....................................................................................4
Supplemental
Schedule
Schedule
H, Line 4i—Schedule of Assets (Held at End of
Year)…....................11
Report of
Independent Registered Public Accounting Firm
The
Retirement Plans Committee
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
We have
audited the accompanying Statements of Net Assets Available for Benefits of the
Wal-Mart Puerto Rico Profit Sharing and 401(k) Plan as of January 31, 2009 and
2008, and the related Statement of Changes in Net Assets Available for Benefits
for the year ended January 31, 2009. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. We were not engaged to perform an
audit of the Plan's internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement’s presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of the Plan at January
31, 2009 and 2008, and the changes in its net assets available for benefits for
the year ended January 31, 2009, in conformity with U.S. generally accepted
accounting principles.
Our
audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying Supplemental Schedule of Assets
(Held at End of Year) as of January 31, 2009 is presented for purposes of
additional analysis and is not a required part of the financial statements but
is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in our audits of the financial statements and, in our
opinion, is fairly stated in all material respects in relation to the financial
statements taken as a whole.
/s/ Ernst
& Young LLP
July 28,
2009
Rogers,
Arkansas
1
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Statements
of Net Assets Available for Benefits
|
January
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Assets
|
||||||||
|
Investments
(at fair value)
|
$ | 33,598,540 | $ | 36,461,260 | ||||
|
Receivables:
|
||||||||
|
Company
contributions
|
8,445,864 | 7,242,051 | ||||||
|
Due
from broker
|
660 | 750 | ||||||
|
Total
receivables
|
8,446,524 | 7,242,801 | ||||||
|
Cash
|
16,438 | 57,831 | ||||||
|
Net
assets available for benefits (at fair value)
|
42,061,502 | 43,761,892 | ||||||
|
Adjustments
from fair value to contract value for fully
|
||||||||
|
benefit-responsive
investment contracts
|
745,878 | 41,330 | ||||||
|
Net
assets available for benefits
|
$ | 42,807,380 | $ | 43,803,222 | ||||
See
accompanying notes.
2
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Statement
of Changes in Net Assets Available for Benefits
|
Year
Ended January 31, 2009
|
||||
|
Additions
|
||||
|
Company
contributions
|
$ | 8,431,846 | ||
|
Associate
contributions
|
966,238 | |||
|
Interest
and divided income
|
1,066,319 | |||
|
Other,
net
|
44,835 | |||
|
Total
additions
|
10,509,238 | |||
|
Deductions
|
||||
|
Net
depreciation in fair value of investments
|
(8,943,630 | ) | ||
|
Benefit
payments
|
(2,486,819 | ) | ||
|
Administrative
expenses
|
(74,631 | ) | ||
|
Total
deductions
|
(11,505,080 | ) | ||
|
Net
decrease
|
(995,842 | ) | ||
|
Net
assets available for benefits at beginning of year
|
43,803,222 | |||
|
Net
assets available for benefits at end of year
|
$ | 42,807,380 | ||
See
accompanying notes.
3
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements
January
31, 2009
1.
Description of the Plan
The
following description of the Wal-Mart Puerto Rico Profit Sharing and 401(k)
Plan (the “Plan”) provides only general
information regarding the Plan as in effect on January 31, 2009. This document
is not part of the Summary Plan Description and is not a document pursuant to
which the Plan is maintained within the meaning of the Puerto Rico Internal
Revenue Code of 1994 (the “Code”), as amended, or Section 402(a)(1) of the
Employee Retirement Income Security Act of 1974 (“ERISA”), as amended. Participants
should refer to the Plan document for a complete description of the Plan’s
provisions. To the extent not specifically prohibited by statute or regulation,
Wal-Mart Stores, Inc. (“Wal-Mart” or “the Company”) reserves the right to
unilaterally amend, modify or terminate the Plan at any time; such changes may
be applied to all Plan participants and their beneficiaries regardless of
whether the participant is actively working or retired at the time of the
change. The Plan may not be amended, however, to permit any part of the Plan’s
assets to be used for any purpose other than for the purpose of paying benefits
to participants and their beneficiaries and paying Plan expenses.
General
The Plan
is a defined contribution plan which was established by the Company on February
1, 1997, as the Wal-Mart Puerto Rico 401(k) Retirement and Savings
Plan. The Plan was amended, effective October 31, 2003, to merge the
assets of the Wal-Mart Stores, Inc. Profit Sharing Plan applicable to Puerto
Rico participants into the Plan. In connection with the merger, the Plan was
renamed the Wal-Mart Puerto Rico Profit Sharing and 401(k) Plan.
Each
eligible employee who has completed at least 1,000 hours of service in a
consecutive 12-month period commencing on date of hire (or during any plan year)
is eligible to participate in the Plan. Participation may begin on the first day
of the month following eligibility. The Plan is subject to the provisions of the
Code and ERISA.
The
responsibility for operation, investment policy and administration of the Plan
(except for day-to-day investment management and control of assets) is vested in
the Retirement Plans Committee of the Company. Retirement Plans Committee
members are appointed by the Company’s Vice-President, Benefits Planning and
Design, with ratification of a majority of sitting committee
members.
The
trustee function of the Plan is performed by Banco Popular de Puerto Rico
(“BPPR”) while Merrill Lynch Investment Managers, LLC (“Merrill Lynch”) is the
custodian of the Plan’s assets. BPPR remits all contributions received from the
Company to Merrill Lynch who invests those contributions as directed by
participants and according to the policies established by the Retirement Plans
Committee. Merrill Lynch makes payouts from the Plan in accordance
with the Plan. The custodian is affiliated with Merrill Lynch, Pierce, Fenner
& Smith, Inc., the parent corporation of Merrill Lynch. Merrill
Lynch is also affiliated with BlackRock Investment Management, LLC, manager of
the Merrill Lynch Equity Index Fund, Merrill Lynch Small Cap Index Fund and the
Merrill Lynch Retirement Preservation Trust, which are investment options
offered under the Plan to participants. Merrill Lynch & Co. Inc.,
the parent corporation of Merrill Lynch, Pierce, Fenner & Smith, Inc.,
became a wholly-owned subsidiary of Bank of America Corporation, on January 1,
2009. Merrill Lynch is the record-keeper for the Plan.
Contributions
All
eligible associates participate in the Plan and may elect to contribute from one
percent to 10 percent of their eligible wages. Participants who have
attained age 50 before the end of the calendar year are eligible to make
catch-up contributions. Participants may also
contribute amounts representing distributions from other qualified
retirement
plans (rollover contributions). Whether or
not a participant contributes to the Plan, he or she will receive a portion of
the Qualified Non-Elective contribution and Profit Sharing contribution made by
Wal-Mart Puerto Rico, Inc. (“Wal-Mart Puerto Rico”) if the participant meets
certain eligibility requirements. To be eligible to receive Wal-Mart Puerto
Rico’s contributions, the participant must complete at least 1,000 hours of
service during the Plan year for which the contributions are made and be
employed on the last day of that Plan year.
Wal-Mart
Puerto Rico’s contributions are discretionary and can vary from year to year. At
the end of each Plan year, the Board of Directors of the Company, or its
authorized committee or delegate, at their discretion, determines Wal-Mart
Puerto Rico’s contributions, if any. Wal-Mart Puerto Rico’s contributions for
each participant will be based on a percentage of the participant’s eligible
wages for the Plan year. For the Plan year ended January 31, 2009, the
discretionary contribution percentage was two percent of eligible participants’
compensation for each of Wal-Mart Puerto Rico’s Qualified Non-Elective
contribution and Wal-Mart Puerto Rico’s Profit Sharing contribution. Such
contributions are subject to certain limitations in accordance with provisions
of the Code.
4
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements (continued)
January
31, 2009
1.
Description of the Plan (continued)
Participant
Accounts
Each
participant’s account is adjusted for earnings (losses) net of administrative
expenses which are determined by the investments held in each participant’s
account; the participant’s contribution; and an allocation of (a) Wal-Mart
Puerto Rico’s contributions to the Plan made on the participant’s behalf and (b)
forfeited balances of terminated participants’ nonvested Profit Sharing
contributions and forfeited unclaimed checks. Allocations of forfeitures to
participants are based on eligible wages. As of January 31, 2009 and 2008,
forfeited nonvested Profit Sharing contributions and unclaimed check forfeitures
to be reallocated to the remaining participants totaled approximately $172,000
and $352,000, respectively.
Vesting
Participants
are immediately vested in all elective contributions, Qualified Non-Elective
contributions and rollover contributions. Through January 30, 2008, a
participant’s Profit Sharing contributions vested based on years of service at a
rate of 20% per year from years three through seven. Effective January 31, 2008,
a participant’s contributions vest starting at 20% at two years of service and
increasing 20% each year until fully vested at the end of year
six. The new vesting schedule applies to Company contributions to the
Plan for all
plan years ending on or after January 31, 2008, and to account
balances of participants employed on or after that date. Profit
Sharing contributions become fully vested upon Participant retirement at age 65
or above, or total and permanent disability or death.
Payment
of Benefits and Withdrawals
Generally,
payment upon a participant’s separation from the Company (and its controlled
group members) is a lump-sum payment in cash for the balance of the
participant’s vested account. However, participants may elect to receive a
single lump-sum payment of their Profit Sharing contributions in whole shares of
Company common stock, with partial or fractional shares paid in cash even if
such contributions are not invested in Company common stock. Participants may
also elect to receive a single lump-sum payment of their Qualified Non-Elective
contribution in whole shares of Company common stock, with partial or fractional
shares paid in cash, but only to the extent such contributions are invested in
Company common stock as of the date distributions are processed. To the extent
the participant’s Profit Sharing and Qualified Non-Elective contributions are
not invested in Company common stock, the contributions will automatically be
distributed in cash, unless directed otherwise by the participant.
Participants
may also elect to rollover their account balance into a different tax-qualified
retirement plan or individual retirement account upon separation from the
Company (and its controlled group members).
The Plan
permits withdrawals of active participants’ salary reduction contributions and
rollover contributions only in amounts necessary to satisfy financial hardship
as defined by the Plan document. In-service withdrawal of vested balances may be
elected by participants who have reached 69 1/2 years of age.
Plan
Termination
While
there is no intention to do so, the Company may discontinue the Plan subject to
the provisions of the Code and ERISA. In the event of complete or partial Plan
termination, or discontinuance of contributions to the Plan, participants’
accounts shall become fully vested. The Plan shall remain in effect (unless it
is specifically terminated) and the assets shall be administered in the manner
provided by the terms of the trust agreement and distributed as soon as
administratively feasible.
Investment
Options
A
participant may direct Merrill Lynch to invest any portion of his/her elective
contributions, rollover contributions and Qualified Non-Elective contributions
in available investment options. Participant investment options include a
variety of mutual funds and common/collective trusts. Wal-Mart common
stock was removed as an investment option on June 15, 2007 and the stable value
fund option was removed on December 31, 2007. Participants may change their
selections at any time.
Participants’
Profit Sharing contributions and Profit Sharing Plan rollover contributions are
invested at the direction of the Retirement Plans Committee for participants
with less than three years of service. Participants with at least three years of
service may direct Merrill Lynch to invest such contributions in available
investment options.
Participant
investments not directed by the associate are invested by Merrill Lynch as
directed by the Retirement Plans Committee.
5
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements (continued)
January
31, 2009
2.
Summary of Accounting Policies
Basis
of Accounting
Shares of
mutual funds are valued at published prices which represent the net asset values
of shares held by the Plan at year-end. Shares of money market funds
are stated at cost which approximates fair value. Wal-Mart common stock is
stated at fair value, which equals the exchange quoted market price on the last
business day of the year. Investments in common/collective trust funds are
stated at net asset value based on the fair value of the underlying assets as
determined by Merrill Lynch. Fully benefit-responsive investment
contracts held in the common/collective trust are adjusted to contract value.
Contract value represents contributions made under the contract, plus interest
at the contract rates, less withdrawals. Purchases and sales are recorded on a
trade-date basis. Dividends are recorded on the ex-dividend date. Benefit
payments are recorded when paid. Wal-Mart Puerto Rico contributions are recorded
by the Plan in the period in which they were accrued by Wal-Mart Puerto Rico.
Wal-Mart Puerto Rico contributions to the Plan related to the year ending
January 31, 2009, were paid in March 2009.
Use
of Estimates
The
preparation of the financial statements in conformity with U.S. generally
accepted accounting principles requires Plan management to use estimates and
assumptions that affect the amounts reported in the accompanying financial
statements and notes. Actual results could differ from these
estimates.
Fully
Benefit-Responsive Investment Contracts
In
December 2005, the Financial Accounting Standards Board (FASB) issued FASB Staff
Position AAG INV-1 and Statement of Position (SOP) 94-4-1, Reporting of Fully
Benefit-Responsive Investment Contracts Held by Certain Investment Companies
Subject to the AICPA Investment Company Guide and Defined-Contribution Health
and Welfare and Pension Plans (the FSP). The FSP defines the
circumstances in which an investment contract is considered fully
benefit-responsive and provides certain reporting and disclosure requirements
for fully benefit-responsive investment contracts held by certain investment
companies and in defined contribution health and welfare and pension
plans. Investments in the accompanying statements of net assets
available for benefits include fully benefit-responsive investment contracts
recognized at fair value with a corresponding adjustment to reflect these
investments at contract value.
3.
Investments
Merrill
Lynch holds the Plan’s investments and executes all investment
transactions. The Plan invests in various investment securities.
Investment securities are exposed to various risks, such as interest rate,
credit and market risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes
in the values of investment securities will occur in the near term and that such
changes could materially affect participants’ account balances and the amounts
reported in the statements of net assets available for benefits.
During
the 2009 Plan year, the Plan’s investments (including investments purchased,
sold, and held during the year) depreciated in value as follows:
|
Net
Depreciation in Fair Value of Investments
|
||||
|
Wal-Mart
Stores, Inc. Common Stock
|
$ | (851,723 | ) | |
|
Mutual
Funds
|
(4,261,429 | ) | ||
|
Common/Collective
Trusts
|
(3,830,478 | ) | ||
|
Total
|
$ | (8,943,630 | ) | |
The fair
value of individual investments that represent five percent or more of the
Plan’s net assets are as follows:
|
January
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Wal-Mart
Stores, Inc. Common Stock
|
$ | 11,545,808 | $ | 12,949,781 | ||||
|
Merrill
Lynch Equity Index Trust*
|
5,977,626 | 2,715,043 | ||||||
|
Merrill
Lynch Retirement Preservation Trust*
|
4,620,153 | 5,124,956 | ||||||
|
American
Europacific R4*
|
4,364,059 | 2,175,132 | ||||||
|
PIMCO
Total Return Fund*
|
3,321,694 | 5,303,421 | ||||||
|
Davis
New York Venture Fund*
|
- | 2,556,686 | ||||||
|
Mass
Invest Growth Stock Fund*
|
- | 2,259,964 | ||||||
|
*Includes
non-participant directed investments
|
||||||||
|
The
contract value for the Merrill Lynch Retirement Preservation Trust is
$5,366,031 and $5,166,286 at January 31, 2009 and 2008,
respectively.
|
||||||||
6
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements (continued)
January
31, 2009
4.
Non-Participant Directed Investments
Information
about the net assets and the significant components of the changes in net assets
relating to the non-participant directed investments is as follows:
|
January
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Assets:
|
||||||||
|
Mutual
Funds
|
$ | 2,895,991 | $ | 3,270,243 | ||||
|
Common/Collective
Trust
|
3,014,531 | 1,577,630 | ||||||
|
Investments
(at fair value)
|
5,910,522 | 4,847,873 | ||||||
|
Contributions
receivable
|
4,104,304 | 3,544,579 | ||||||
|
Net
assets available for benefit (at fair value)
|
10,014,826 | 8,392,452 | ||||||
|
Adjustments
from fair value to contract value for
|
||||||||
|
fully
benefit-responsive investment contracts
|
128,725 | 6,262 | ||||||
|
Net
assets available for benefits
|
$ | 10,143,551 | $ | 8,398,714 | ||||
|
Year
Ended January 31, 2009
|
||||
|
Change
in net assets:
|
||||
|
Contributions
|
$ | 4,447,407 | ||
|
Net
depreciation in fair value of investments
|
(2,181,569 | ) | ||
|
Benefit
payments
|
(365,419 | ) | ||
|
Administrative
expenses
|
(29,653 | ) | ||
|
Net
interfund transfers
|
(137,087 | ) | ||
|
Other,
net
|
11,158 | |||
|
Net
increase
|
1,744,837 | |||
|
Net
assets available for benefits at beginning of year
|
8,398,714 | |||
|
Net
assets available for benefits at end of year
|
$ | 10,143,551 | ||
5. Fair
Value Measurements
On
February 1, 2008, the Plan adopted SFAS No. 157, Fair Value
Measurements. SFAS 157 establishes a three-level valuation
hierarchy for disclosure of fair value measurements. The valuation hierarchy is
based upon the transparency of inputs to the valuation of an asset or liability
as of the measurement date. The hierarchy gives the highest priority to
unadjusted quoted prices in active markets for identical assets or liabilities
(level 1 measurements) and the lowest priority to unobservable inputs (level 3
measurements). The adoption of SFAS 157 did not have a material
impact on the Plan’s net assets and changes in net assets.
The three
levels are defined as follows:
|
·
|
Level
1 - inputs to the valuation methodology are quoted prices (unadjusted) for
identical assets or liabilities in active
markets.
|
|
·
|
Level
2 - inputs to the valuation methodology include quoted prices for similar
assets and liabilities in active markets, and inputs that are observable
for the asset or liability, either directly or indirectly, for
substantially the full term of the financial
instrument.
|
|
·
|
Level
3 - inputs to the valuation methodology are unobservable and significant
to the fair value measurement.
|
7
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements (continued)
January
31, 2009
5. Fair
Value Measurements (continued)
The
valuation of financial instruments carried at fair value as of January 31, 2009,
is as follows:
|
Fair
Value Measurements as of January 31, 2009
|
||||||||||||
|
Level
1
|
Level
2
|
Total
|
||||||||||
|
Assets:
|
||||||||||||
|
Wal-Mart
Stores, Inc. Common Stock
|
$ | 11,545,808 | $ | - | $ | 11,545,808 | ||||||
|
Mutual
Funds
|
10,030,346 | - | 10,030,346 | |||||||||
|
Common/Collective
Trusts
|
- | 12,022,386 | 12,022,386 | |||||||||
|
Total
Investments (at fair value)
|
$ | 21,576,154 | $ | 12,022,386 | $ | 33,598,540 | ||||||
The following is a
description of the methodologies used in valuing investments at fair value as of
January 31, 2009.
Wal-Mart
Stores, Inc. Common Stock
Wal-Mart
common stock is valued at the closing price reported on the New York stock
exchange and is classified within level 1 of the valuation
hierarchy.
Mutual
Funds
These
investments are public investment vehicles valued at the closing price reported
on the New York stock exchange and are classified within level 1 of the
valuation hierarchy.
Common/Collective
Trusts
These
investments are public investment vehicles valued using the Net Asset Value
(“NAV”) provided by the administrator of the trust. The NAV is based
on the value of the underlying assets owned by the trust, minus its liabilities,
and then divided by the number of shares outstanding. The NAV of the
trust is classified within level 2 of the valuation hierarchy.
6.
Differences between Financial Statements and Form 5500
The
following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500:
|
January
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Net
assets available for benefits per the financial statements
|
$ | 42,807,380 | $ | 43,803,222 | ||||
|
Less:
Amounts allocated to withdrawn participants
|
(16,418 | ) | (56,031 | ) | ||||
|
Less:
Adjustment from contract value to fair value for
|
||||||||
|
fully
benefit-responsive investment contracts
|
(745,878 | ) | (41,330 | ) | ||||
|
Net
assets available for benefits per the Form 5500
|
$ | 42,045,084 | $ | 43,705,861 | ||||
The following is a
reconciliation of the net decrease in net assets available for benefits
per the financial statements to the Form 5500 as of January 31,
2009:
|
Net
decrease per the financial statements
|
$ | (995,842 | ) | |
|
Amounts
allocated to withdrawn participants at January 31, 2009
|
(16,418 | ) | ||
|
Amounts
allocated to withdrawn participants at January 31, 2008
|
56,031 | |||
|
Add: Adjustment
from fair value to contract value for certain fully
|
||||
|
benefit-responsive
investment contracts at January 31, 2008
|
41,330 | |||
|
Less: Adjustment
from fair value to contract value for certain fully
|
||||
|
benefit-responsive
investment contracts at January 31, 2009
|
(745,878 | ) | ||
|
Net
decrease per the Form 5500
|
$ | (1,660,777 | ) | |
Amounts
allocated to withdrawn participants are recorded in the Form 5500 for benefit
payments that have been processed and approved for payment prior to January 31,
but not paid as of that date. Amounts related to fully
benefit-responsive investment contracts are recorded on the Form 5500 at fair
value and in the financial statements at contract value.
8
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Notes to
Financial Statements (continued)
January
31, 2009
7.
Tax Status
The Plan
has received a determination letter from the Commonwealth of Puerto Rico’s
Department of Treasury dated February 10, 1999, and subsequently received a
letter dated May 12, 2005, stating that the Plan is qualified under Section
1165(a) of the Code and, therefore, the related trust is exempt from taxation.
Subsequent to this determination by the Commonwealth, the Plan was
amended. Once qualified, the Plan is required to operate in
conformity with the Code to maintain its qualification. The Plan Sponsor
believes the Plan is being operated in compliance with the applicable
requirements of the Code and, therefore, believes that the Plan, as amended, is
qualified and the related trust is tax exempt.
8.
Related-Party Transactions
Certain
Plan investments are shares of common stock of Wal-Mart Stores, Inc., and shares
of common/collective trusts and a stable value fund managed by BlackRock
Investment Management, LLC. Wal-Mart Stores, Inc. is the Plan sponsor, Merrill
Lynch is the record-keeper as defined by the Plan, and BlackRock Investment
Management, LLC is an affiliate of Merrill Lynch; therefore, these transactions
qualify as exempt party-in-interest transactions. Fees paid by the Plan for the
record-keeping services amounted to $74,631 for the year ended January 31,
2009.
9.
Subsequent Events
The Plan
was amended effective February 1, 2009, to allow participants to make salary
deferrals up to 50% of their eligible pay (not to exceed Puerto Rico Treasury
Department limits), allow in-service distributions after 59 1/2 years of age and
allow participants to immediately direct the investment of their Profit Sharing
accounts.
9
Supplemental
Schedule
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Schedule
H, Line 4i – Schedule of Assets (Held at End of Year)
January
31, 2009
EIN
#66-0475164
Plan
#004
|
Identity
of Issue and Description of Investment
|
Cost
|
Investments
at Fair Value
|
Adjustments
to Contract Value
|
Contract
Value
|
||||||||||||||
|
EMPLOYER
COMMON STOCK
|
||||||||||||||||||
|
Wal-Mart
Stores, Inc. Common Stock
|
$ | 6,432,980 | $ | 11,545,808 | $ | - | $ | - | ||||||||||
|
TOTAL
EMPLOYER COMMON STOCK
|
6,432,980 | 11,545,808 | - | - | ||||||||||||||
|
MUTUAL
FUNDS
|
||||||||||||||||||
|
AIM
International Growth Fund A
|
62,382 | 41,059 | - | - | ||||||||||||||
|
American
Europacific GR R4
|
2,027,078 | 1,438,647 | - | - | ||||||||||||||
|
American
Europacific R4 GM
|
4,857,343 | 2,925,412 | - | - | ||||||||||||||
|
Davis
New York Venture Fund
|
77,088 | 48,125 | - | - | ||||||||||||||
|
Franklin
Templeton Investments Small-Mid Cap Growth A
|
159,845 | 94,139 | - | - | ||||||||||||||
|
PIMCO
All Asset Fund Instl Cl
|
2,785,770 | 2,161,270 | - | - | ||||||||||||||
|
PIMCO
Total Return Fund
|
1,456,986 | 1,114,344 | - | - | ||||||||||||||
|
PIMCO
Total Return Fund GM
|
2,238,053 | 2,207,350 | - | - | ||||||||||||||
|
TOTAL
MUTUAL FUNDS
|
13,664,545 | 10,030,346 | - | - | ||||||||||||||
|
COMMON/COLLECTIVE
TRUSTS
|
||||||||||||||||||
| * |
Merrill
Lynch Equity Index Trust I
|
2,753,631 | 2,004,023 | - | - | |||||||||||||
| * |
Merrill
Lynch Equity Index Trust I GM
|
5,763,466 | 3,973,603 | - | - | |||||||||||||
| * |
Merrill
Lynch Retirement Preservation Trust
|
3,480,126 | 2,701,233 | 436,087 | 3,137,320 | |||||||||||||
| * |
Merrill
Lynch Retirement Preservation Trust - GM
|
2,228,711 | 1,918,920 | 309,791 | 2,228,711 | |||||||||||||
| * |
Merrill
Lynch Small Cap Index CT Tier I
|
251,183 | 182,807 | - | - | |||||||||||||
| * |
Merrill
Lynch Small Cap Index GM
|
627,580 | 386,233 | - | - | |||||||||||||
|
Rainier
Large Cap Growth Trust
|
49,308 | 32,562 | - | - | ||||||||||||||
|
Wellington
Diversified I
|
1,261,559 | 798,215 | - | - | ||||||||||||||
|
Westwood
SMID Cap Value Trust
|
33,230 | 24,790 | - | - | ||||||||||||||
|
TOTAL
COMMON/COLLECTIVE TRUSTS
|
16,448,794 | 12,022,386 | 745,878 | 5,366,031 | ||||||||||||||
|
TOTAL
INVESTMENTS
|
$ | 36,546,319 | $ | 33,598,540 | $ | 745,878 | $ | 5,366,031 | ||||||||||
| * |
Party-in-interest
|
|||||||||||||||||
11
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Wal-Mart
Puerto Rico Profit Sharing and 401(k) Plan
Date:
July 29,
2009 By: /s/ Stephen R.
Hunter
Stephen R. Hunter
Vice –
President, Benefits Planning and Design
Wal-Mart
Stores, Inc.