Obligation Walton Inc. 5% ( US931142CY78 ) en USD

Walton Inc.

102.614 % ▲

Etas-Unis

US931142CY78 ( en USD )

5% par an ( paiement semestriel )

24/10/2040

Prospectus brochure de l'obligation Walmart Inc US931142CY78 en USD 5%, échéance 24/10/2040

1 000 USD

1 250 000 000 USD

931142CY7

AA ( Haute qualité )

Aa2 ( Haute qualité )

25/04/2026 ( Dans 21 jours )

Walmart Inc. est une entreprise multinationale de vente au détail américaine, exploitant une chaîne de grandes surfaces, d'hypermarchés, de clubs de déstockage et de magasins en ligne, étant l'un des plus grands employeurs au monde.

Le marché obligataire présente actuellement une proposition d'investissement sous la forme d'une obligation d'entreprise émise par Walmart Inc, identifiable par le code ISIN US931142CY78 et le code CUSIP 931142CY7, une multinationale américaine de la distribution se positionnant comme le plus grand détaillant au monde et un employeur majeur, dont l'activité englobe une vaste chaîne de supermarchés, d'hypermarchés et de grands magasins discount opérant depuis les États-Unis; cette émission, libellée en USD, affiche un prix actuel sur le marché de 98.8383%, propose un taux d'intérêt nominal de 5% et représente une taille totale d'émission de 1 250 000 000 dollars, avec une taille minimale d'achat fixée à 1 000 dollars; sa date de maturité est fixée au 24 octobre 2040, avec des paiements d'intérêts effectués à une fréquence semestrielle (2 fois par an), et sa qualité de crédit est fortement reconnue par les agences de notation, comme en témoignent les notations 'AA' attribuées par Standard & Poor's et 'Aa2' par Moody's.

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Table of Contents
Filed pursuant to Rule 424(b)(2)
SEC File No. 333-156724
CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities
Maximum Aggregate
Amount of
to be Registered
Offering Price Registration Fee(1)(2)
Debt Securities
$5,000,000,000
$356,500.00

(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933.

(2) This "Calculation of Registration Fee" table shall be deemed to update the "Calculation of Registration Fee" table in
the Company's Registration Statement on Form S-3 (File No. 333-156724) in accordance with Rules 456(b) and 457(r)
under the Securities Act of 1933.
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Prospectus Supplement
(To Prospectus dated January 14, 2009)
$5,000,000,000
Wal-Mart Stores, Inc.
$750,000,000 0.750% NOTES DUE 2013
$1,250,000,000 1.500% NOTES DUE 2015
$1,750,000,000 3.250% NOTES DUE 2020
$1,250,000,000 5.000% NOTES DUE 2040

We are offering $750,000,000 of our 0.750% notes due 2013, $1,250,000,000 of our 1.500% notes due 2015,
$1,750,000,000 of our 3.250% notes due 2020 and $1,250,000,000 of our 5.000% notes due 2040.
We will pay interest on the notes of each series on April 25 and October 25 of each year, beginning on April 25, 2011.
Interest on the notes of each series will accrue from October 25, 2010 at the annual interest rate shown above for that series.
The 2013 notes will mature on October 25, 2013; the 2015 notes will mature on October 25, 2015; the 2020 notes will mature
on October 25, 2020; and the 2040 notes will mature on October 25, 2040.
The notes of each series will be our senior unsecured debt obligations, will rank equally with our other senior unsecured
indebtedness and will not be convertible or exchangeable. The notes will not be redeemable prior to maturity.

Neither the Securities and Exchange Commission nor any regulatory body has approved or disapproved of these
securities or passed on the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any
representation to the contrary is a criminal offense.

Per
Per
Per
Per

2013 Note
2015 Note
2020 Note
2040 Note

Total
Public offering price

99.657%
99.459%
99.619%
98.336%
$4,963,197,500
Underwriting discount

0.250%
0.350%
0.450%
0.875%

$
25,062,500
Proceeds, before expenses, to Wal-Mart
Stores, Inc.

99.407%
99.109%
99.169%
97.461%
$4,938,135,000

The notes will not be listed for trading on any securities exchange. Currently, there is no public market for the notes of
any series.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust
Company and its participants, including Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., against
payment on or about October 25, 2010.
Joint Book-Running Managers

BofA Merrill Lynch

Barclays Capital
Goldman, Sachs & Co.
Citi

Deutsche Bank Securities
J.P. Morgan

Co-Managers

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BNP PARIBAS

Credit Suisse
HSBC

Morgan Stanley
RBS

UBS Investment Bank
Wells Fargo Securities
Siebert Capital Markets

Ramirez & Co., Inc.
October 18, 2010
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TABLE OF CONTENTS
Prospectus Supplement

Page
Wal-Mart Stores, Inc.

S-3
Use of Proceeds

S-4
Capitalization

S-4
Selected Financial Data

S-5
Ratio of Earnings to Fixed Charges

S-7
Description of the Notes

S-8
Book-Entry Issuance
S-10
Tax Consequences to Holders
S-10
Underwriting
S-11
Validity of the Notes
S-15
Experts
S-15
General Information
S-15
Prospectus

About this Prospectus

2
Where You Can Find More Information

3
Cautionary Statement Regarding Forward-Looking Statements and Information

4
Wal-Mart Stores, Inc.

6
Ratio of Earnings to Fixed Charges

7
Use of Proceeds

7
Description of the Debt Securities

8
Book-Entry Issuance

23
U.S. Federal Income Tax Considerations

28
Plan of Distribution

38
Legal Matters

41
Experts

41

You should rely on the information contained in this prospectus supplement and contained or incorporated by reference
into the accompanying prospectus in evaluating, and deciding whether to make, an investment in the notes. No one has been
authorized to provide you with different information. If this prospectus supplement is inconsistent with the accompanying
prospectus, you should rely on the information contained in this prospectus supplement.
This prospectus supplement and the accompanying prospectus may only be used in connection with the offering of the
notes.
The distribution of this prospectus supplement and the accompanying prospectus and the offering or sale of the notes in
some jurisdictions may be restricted by law. We and the underwriters require persons into whose possession this prospectus
supplement and the accompanying prospectus come to inform themselves about and to observe any applicable restrictions.
This prospectus supplement and the accompanying prospectus may not be used for or in connection with an offer or
solicitation by any person in any jurisdiction in which that offer or solicitation is not authorized or delivered to any person to
whom it is unlawful to make that offer or solicitation. See "Underwriting" in this prospectus supplement.
In connection with the offering of the notes, the joint book-running managers and their respective affiliates may over-
allot or otherwise effect transactions that stabilize or maintain the market price of the notes of one or more series at levels
above those that might otherwise prevail in the open market. Such transactions may be effected in the over-the-counter
markets or otherwise. Stabilization, if commenced, may be discontinued at any time without notice as to the notes of any or
all series.
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WAL-MART STORES, INC.
We are the world's largest retailer, with total net sales of $405.0 billion in our fiscal year ended January 31, 2010. We
operate more than 8,650 retail stores in various formats and under 59 different banners in 15 countries, serving customers and
members more than 200 million times each week. Employing approximately 2.1 million associates around the world, we
serve our customers and members primarily through the operation of three business segments:

· our Walmart U.S. segment, which includes our supercenters, discount stores and Neighborhood Markets in the

United States and Puerto Rico;

· our Walmart International segment, which includes our operations outside of the United States and Puerto Rico and

operates a variety of retail formats and, in Mexico, restaurants; and

· our Sam's Club segment, which includes our warehouse membership clubs in the United States and Puerto Rico.
We currently operate in all 50 states of the United States and Puerto Rico, and in Argentina, Brazil, Canada, Japan and
the United Kingdom, and, through majority-owned subsidiaries, in Chile, Costa Rica, El Salvador, Guatemala, Honduras,
Mexico and Nicaragua. We operate in China and India through joint ventures and through other controlled subsidiaries in
China.
As of September 30, 2010, our Walmart U.S. segment was operating 3,780 stores in the United States and Puerto Rico,
including:

· 2,843 supercenters;

· 750 discount stores; and

· 181 Neighborhood Markets.
The Walmart U.S. segment's operations in the United States and Puerto Rico also included a small number of stores in other
formats.
As of September 30, 2010, our Walmart International segment was operating a total of 4,263 units in 14 countries
outside the United States and Puerto Rico, including 51 units in Argentina, 450 units in Brazil, 320 units in Canada, 528 units
in Central America, 264 units in Chile, 414 units in Japan, 1,561 units in Mexico, 377 units in the United Kingdom, 3 units in
India through a joint venture and, through joint ventures and controlled subsidiaries, 295 units in China.
Our Sam's Club segment was operating 607 Sam's Clubs in the United States and Puerto Rico as of September 30,
2010.
Wal-Mart Stores, Inc. is the parent company of, and conducts a substantial part of its operations through, a group of
subsidiary companies, including Wal-Mart.com, Inc., Wal-Mart Central America, Wal-Mart de Mexico, S.A. de C.V., ASDA
Group Limited, Sam's West, Inc., Sam's East, Inc., Wal-Mart Japan (formerly, The Seiyu, Ltd.), Wal-Mart Stores East, LP,
Sam's Property Co., Wal-Mart Property Company, Wal-Mart Real Estate Business Trust and Sam's Real Estate Business
Trust. The information presented above relates to our operations and our subsidiaries on a consolidated basis.

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USE OF PROCEEDS
We estimate that the net proceeds from the sale of the notes, after underwriting discounts and payment of transaction
expenses, will be approximately $4,937,603,500.
We will use the net proceeds from the sale of the notes to repay a portion of our outstanding commercial paper
indebtedness. At October 18, 2010, our outstanding commercial paper indebtedness was approximately $10.4 billion, and had
a weighted average interest rate of 0.20784% and a weighted average remaining maturity of 20.1 days.
CAPITALIZATION
The following table presents the consolidated capitalization of Wal-Mart Stores, Inc. and its consolidated subsidiaries at
July 31, 2010 and as adjusted to give effect to the offering and sale of the notes being offered hereby and the application of
$4,639 million of the net proceeds to discharge our outstanding short-term borrowings as of July 31, 2010 (which were
commercial paper indebtedness).

July 31, 2010

Actual
As Adjusted

(in millions)
Short-term debt

Short-term borrowings

$ 4,639
$
--
Long-term debt due within one year

5,546

5,546
Obligations under capital leases due within one year

346

346

Total short-term debt and capital lease obligations

10,531

5,892

Long-term debt

0.750% notes due 2013

--
750
1.500% notes due 2015

--
1,250
3.250% notes due 2020

--
1,750
5.000% notes due 2040

--
1,250
Other long-term debt

35,629

35,629
Long-term obligations under capital leases

3,073

3,073

Total long-term debt and capital lease obligations

38,702

43,702

Shareholders' equity

Common stock and capital in excess of par value

3,999

3,999
Retained earnings

61,746

61,746
Accumulated other comprehensive loss

(1,099)
(1,099)

Total Walmart shareholders' equity

64,646

64,646

Total debt and capital lease obligations and total Walmart shareholders' equity

$113,879
$ 114,240

We are offering the notes pursuant to our automatic shelf registration statement on file with the SEC (Registration
No. 333-156724), of which this prospectus supplement and the accompanying prospectus are deemed to be a part. No limit
exists on the amount of our debt securities that we may offer and sell pursuant to that shelf registration statement in the
future.

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SELECTED FINANCIAL DATA
The following table presents selected financial data of Wal-Mart Stores, Inc. and its consolidated subsidiaries for the six
months ended July 31, 2010 and 2009 and the fiscal years specified.

Six Months Ended

July 31,
Fiscal Years Ended January 31,
2009
2010
2009
2008
2007
As
As Adjusted
As Adjusted
As Adjusted
As Adjusted

2010
Adjusted(1)
(1)
(1)
(1)

(1)
2006

(in millions)
Income Statement Data:

Net sales
$202,113 $193,639
$ 405,132 $ 401,087 $ 373,821 $ 344,759 $308,945
Cost of sales
152,223
145,451
304,444
303,941
284,173 263,924 237,649
Operating, selling, general and
administrative expenses
39,387

38,537
79,639
77,546
70,934 63,892 55,724
Interest, net
956

940
1,884
1,900
1,794 1,529 1,180
Income from continuing
operations(2)
7,191

6,707
14,962
13,734
13,247 12,649 11,710
Consolidated net income
attributable to Walmart
6,897

6,468
14,370
13,381
12,709 11,319 11,231

As of July 31,
As of January 31,
2009
2010
2009
2008
2007
As Adjusted
As Adjusted
As Adjusted
As Adjusted
As Adjusted

2010

(1)
(1)
(1)
(1)

(1)
2006

(in millions)
Balance Sheet Data:

Current assets of
continuing operations $ 52,914
$ 48,545
$ 47,892
$ 48,420
$ 46,739
$ 46,198
$ 43,473
Inventories

34,793

33,365
32,713
34,013
34,690
33,235
31,910
Property, equipment and
capital lease assets,
net

103,814
100,187
102,307
95,653
96,867
88,287
77,863
Total assets of
continuing operations 176,813 168,462
170,267
162,900
162,233
150,367
135,758
Current liabilities of
continuing operations 65,580

57,135
55,451
55,290
58,321
52,073
48,915
Long-term debt(3)

35,629

33,579
33,231
31,349
29,799
27,222
26,429
Long-term obligations
under capital leases
3,073

3,246
3,170
3,200
3,603
3,513
3,667
Total Walmart
shareholders' equity
64,646

66,695
70,468
64,969
64,311
61,298
53,171
(1) Effective May 1, 2010, we implemented a new enterprise resource planning system for our operations in the United
States, Canada and Puerto Rico. Concurrently with that implementation and the increase in system capabilities afforded
to us, we changed the level at which we apply the retail method of accounting for inventory in those operations from 13
divisions to 49 departments. We believe that applying the retail method of accounting for inventory at the departmental
level better segregates merchandise with similar cost-to-retail ratios and turnover and provides a more accurate cost of
goods sold and ending inventory value at the lower of cost or market for each reporting period. We have retrospectively
applied that change

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in our inventory accounting, and the selected financial data as of and for the six months ended July 31, 2009 and as of
and for the years ended January 31, 2010, 2009, 2008 and 2007 shown above reflect the retrospective application of that
accounting change. The data as of and for the year ended January 31, 2006 shown above do not reflect the retrospective
application of that accounting change because all of the detailed historical information necessary to calculate accurately
the effects of that change, if any, on that data is not available. We believe that any such effects would be immaterial to
our historical results of operations and financial condition. The retrospective application of the accounting change for all
other dates, and periods ended, prior to July 31, 2010 for which data are shown above resulted in certain adjustments to

our cost of sales, income from continuing operations, consolidated net income attributable to Walmart and certain other
items for such periods, as well as to the balances for our inventories, total assets of continuing operations, current
liabilities of continuing operations and certain other items at the end of such periods. None of those adjustments,
individually or cumulatively, are material to our financial condition at any date or our results of operations for any
period. As a result, we have not restated our consolidated financial statements as of and for the fiscal year ended
January 31, 2010 included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2010, which is
incorporated by reference in the accompanying prospectus, to reflect the retrospective application of the accounting
change.

(2) Includes amounts attributable to the noncontrolling interest.

(3) Excludes long-term debt due within one year, which is included in current liabilities of continuing operations.
Effective February 1, 2009, we adopted new accounting principles under which we generally report noncontrolling (i.e.,
minority) interests in subsidiaries in the equity section of our consolidated balance sheet, rather than in a mezzanine section
of the consolidated balance sheet between liabilities and equity. Our consolidated net income is also reduced by the amount
attributable to the noncontrolling interest to arrive at consolidated net income attributable to Walmart. The changes have been
retroactively applied in our consolidated financial statements. As reflected in the tables in "Capitalization" and "Selected
Financial Data" above, we now refer to our consolidated net income as "consolidated net income attributable to Walmart"
and to our total shareholders' equity as "total Walmart shareholders' equity." Income from continuing operations, which
includes amounts attributable to the controlling interest, represents income from continuing operations for the six months
ended July 31, 2010 and 2009 and income from continuing operations before minority interest for the years ended
January 31, 2010, 2009, 2008, 2007 and 2006. The adoption of these new accounting principles did not result in any change
in our results of operations, including the amounts previously referred to as our "net income," or in our shareholders' equity.
In connection with our finance transformation project, we reviewed and adjusted the classification of certain revenue
and expense items within our consolidated statements of income for financial reporting purposes. The reclassifications
impacted net sales, gross margin and operating, selling, general and administrative expenses, but did not impact our operating
income or our income from continuing operations attributable to Walmart. The changes were effective February 1, 2009, and
have been reflected in the selected financial data as of and for the fiscal years ended January 31, 2010 and 2009 and for the
six months ended July 31, 2010 and 2009 set forth above.
The above selected financial data for fiscal year 2006 have been restated to reflect the disposition of our South Korean
and German operations that occurred in fiscal year 2007. The South Korean and German operations are presented as
discontinued operations. The above selected financial data for fiscal years 2008, 2007 and 2006 have been restated to reflect
the impact of Gazeley Limited, a former commercial property development subsidiary of ASDA Group Limited which was
sold in July 2008, and the closure of approximately 23 stores and divestiture of other properties of Walmart Japan in its
restructuring program initiated in the third quarter of fiscal year 2009, as discontinued operations. See our Annual Report on
Form 10-K for the fiscal year ended January 31, 2010, which is incorporated by reference in the accompanying prospectus,
for information relating to the sale of Gazeley Limited and the restructuring program for Walmart Japan, as well as the
related accounting presentations for these discontinued operations.

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RATIO OF EARNINGS TO FIXED CHARGES
The following table sets forth the ratio of our earnings to fixed charges for the periods indicated, which are calculated as
described in the accompanying prospectus under "Ratio of Earnings to Fixed Charges." The ratios of earnings to fixed
charges for all periods ended on or prior to January 31, 2010 in the following table have been adjusted to reflect the
retrospective application of the change in our inventory accounting discussed above under "Selected Financial Data." The
following table supersedes the table showing the ratios of earnings to fixed charges set forth under "Ratio of Earnings to
Fixed Charges" in the accompanying prospectus.

Six Months
Ended July 31,

Year Ended January 31,
2010

2009

2010
2009
2008
2007

2006
8.6x

8.6x

8.8x
8.6x
8.2x
8.7x

9.8x

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DESCRIPTION OF THE NOTES
The following description of the terms and conditions of the notes supplements the description of the more general terms
and conditions of Walmart's debt securities contained in the accompanying prospectus.
The notes of each series will be issued under and pursuant to the indenture dated as of July 19, 2005, as supplemented,
between us and The Bank of New York Mellon Trust Company, N.A., as trustee. The 2013 notes, the 2015 notes, the 2020
notes and the 2040 notes are each a separate series of notes under the indenture. The notes of each series will be issued in
registered book-entry form without interest coupons in denominations of $2,000 and integral multiples of $1,000 in excess
thereof. The notes of each series will constitute our senior unsecured debt obligations and will rank equally among
themselves and with all of our other existing and future senior unsecured debt.
The 2013 notes will mature on October 25, 2013; the 2015 notes will mature on October 25, 2015; the 2020 notes will
mature on October 25, 2020; and the 2040 notes will mature on October 25, 2040. Unless previously purchased and
cancelled, we will repay the notes of each series at 100% of their principal amount, together with accrued and unpaid interest
thereon, at their maturity. We will pay principal of and interest on the notes in U.S. dollars.
The 2013 notes will be initially issued in an aggregate principal amount of $750,000,000; the 2015 notes will be initially
issued in an aggregate principal amount of $1,250,000,000; the 2020 notes will be initially issued in an aggregate principal
amount of $1,750,000,000; and the 2040 notes will be initially issued in an aggregate principal amount of $1,250,000,000.
We may, without the consent of the holders of the notes of a series, create and issue additional notes of that series ranking
equally with and otherwise similar in all respects to the notes of that series (except for the public offering price and the issue
date) so that those additional notes will be consolidated and form a single series with the other outstanding notes of that series
that we are offering hereby. No additional notes of a series may be issued if an event of default under the indenture has
occurred and is continuing.
The notes of each series will bear interest from October 25, 2010 at the annual interest rate specified for notes of that
series on the cover page of this prospectus supplement. Interest on each note will be payable semi-annually in arrears on
April 25 and October 25 of each year during the term of such note, beginning on April 25, 2011. Interest on each note will be
payable to the person in whose name the note is registered at the close of business on the immediately preceding April 15 or
October 15, as the case may be. Interest on the notes will be computed on the basis of a 360-day year consisting of twelve 30-
day months.
We will not pay to beneficial owners of notes of a series who are non-U.S. persons any additional amounts in the event
of deduction or withholding of taxes, assessments or other governmental charges imposed by the United States or any taxing
authority thereof or therein. The provisions set forth under "Description of the Debt Securities--Payment of Additional
Amounts" in the accompanying prospectus thus will not apply to the 2013 notes, the 2015 notes, the 2020 notes or the 2040
notes.
None of the 2013 notes, the 2015 notes, the 2020 notes and the 2040 notes will be subject to a sinking fund or will be
convertible into or exchangeable for any other securities. The notes of each series will not be redeemable prior to maturity.
The notes of each series will be subject to defeasance as described in the accompanying prospectus.
If any interest payment date for the notes of a series would otherwise be a day that is not a business day, then the interest
payment date for notes of that series will be postponed to the following date that is a business day. Interest will not accrue as
a result of any such postponed payment. The term "business day" means any day, other than a Saturday or Sunday, that is
neither a legal holiday nor a day on which banking institutions are generally authorized or required by law or regulation to
close in New York, New York.

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