Lowe's is an American retail company based in Mooresville, Iredell County, North Carolina. The focus of business is on home improvement and household appliances. The company is listed in the Standard & Poorโs 100 stock index.
Lowe's was founded in North Wilkesboro, North Carolina in 1946. The company's shares have been traded on the New York Stock Exchange since 1961. Loweโs has 1,840 stores in 49 states across the United States and around 266,000 employees. The chain is also represented in Canada (33 branches) and Australia. In May 2015, the chain acquired 13 branches from Target Canada. Hardware store chain The Home Depot is Lowe's biggest competitor.
-1- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 31, 1998 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 1-7898 LOWE'S COMPANIES, INC. (Exact name of registrant as specified in its charter) NORTH CAROLINA 56-0578072 State or other jurisdiction of (I.R.S. Employer Incorporation or organization) Identification No.) P.O. BOX 1111, NORTH WILKESBORO, N.C. 28656 (Address of principal executive offices) (Zip Code) (336) 658-4000 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark 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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No . Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at August 28, 1998 Common Stock, $.50 par value 352,519,932 65 TOTAL PAGES
-2- LOWE'S COMPANIES, INC. - INDEX - Page No. PART I - Financial Information: Consolidated Balance Sheets - July 31, 1998, August 1, 1997 and January 30, 1998 3 Consolidated Statements of Current and Retained Earnings - quarter and six months ended July 31, 1998 and August 1, 1997 4 Consolidated Statements of Cash Flows - six months ended July 31, 1998 and August 1, 1997 5 Notes to Consolidated Financial Statements. 6-7 Management's Discussion and Analysis of Results of Operations and Financial Condition 8-10 Independent Accountants' Report 11 PART II - Other Information 12-13 Item 4 - Submission of Matters to a Vote of Security Holders Item 6 (a) - Exhibits Item 6 (b) - Reports on Form 8-K EXHIBIT INDEX 14
-3- Lowe's Companies, Inc. Consolidated Balance Sheets In thousands <TABLE> <CAPTION> July 31, August 1, January 30, 1998 1997 1998 <S> <C> <C> <C> Assets Current assets: Cash and cash equivalents $ 513,190 $ 35,673 $ 195,146 Short-term investments 43,680 135,826 16,155 Accounts receivable - net 159,613 149,547 118,408 Merchandise inventory 1,968,270 1,748,931 1,714,592 Deferred income taxes 43,566 22,957 34,116 Other assets 84,742 43,106 31,185 Total current assets 2,813,061 2,136,040 2,109,602 Property, less accumulated depreciation 3,243,681 2,719,711 3,005,199 Long-term investments 36,775 30,328 35,161 Other assets 68,221 49,742 69,315 Total assets $6,161,738 $4,935,821 $5,219,277 Liabilities and Shareholders' Equity Current liabilities: Short-term borrowings $ 93,975 $ 84,375 $ 98,104 Current maturities of long-term debt 39,391 11,750 12,478 Accounts payable 1,201,630 966,432 969,777 Employee retirement plans 55,194 59,822 64,669 Accrued salaries and wages 78,474 61,588 83,377 Other current liabilities 340,785 278,871 220,915 Total current liabilities 1,809,449 1,462,838 1,449,320 Long-term debt, excluding current maturities 1,323,689 934,329 1,045,570 Deferred income taxes 126,629 105,708 123,778 Total liabilities 3,259,767 2,502,875 2,618,668 Shareholders' equity Preferred stock - $5 par value, none issued - - - Common stock - $.50 par value; Issued and Outstanding July 31, 1998 352,301 August 1, 1997 348,621 January 30, 1998 350,632 176,150 174,310 175,316 Capital in excess of par 953,486 850,193 892,666 Retained earnings 1,804,856 1,423,699 1,565,133 Unearned compensation-restricted stock awards (32,679) (15,287) (32,694) Accumulated other comprehensive income- unrealized gain on available-for- sale securities 158 31 188 Total shareholders' equity 2,901,971 2,432,946 2,600,609 Total liabilities and shareholders' equity $6,161,738 $4,935,821 $5,219,277 See accompanying notes to consolidated financial statements. </TABLE>
-4- Lowe's Companies, Inc. Consolidated Statements of Current and Retained Earnings In Thousands, Except Per Share Data <TABLE> <CAPTION> Quarter Ended Six Months Ended July 31, 1998 August 1, 1997 July 31, 1998 August 1, 1997 Current Earnings Amount Percent Amount Percent Amount Percent Amount Percent <S> <C> <C> <C> <C> <C> <C> <C> <C> Net sales $3,425,685 100.00 $2,808,086 100.00 $6,325,225 100.00 $5,208,840 100.00 Cost of sales 2,522,649 73.64 2,076,993 73.96 4,662,151 73.71 3,854,044 73.99 Gross margin 903,036 26.36 731,093 26.04 1,663,074 26.29 1,354,796 26.01 Expenses: Selling, general and administrative 545,166 15.91 447,303 15.93 1,061,239 16.78 878,783 16.87 Store opening costs 14,952 0.44 12,289 0.44 26,317 0.42 20,541 0.40 Depreciation 66,273 1.94 58,569 2.09 131,005 2.07 115,282 2.21 Interest 17,247 0.50 16,005 0.57 36,910 0.58 33,290 0.64 Total expenses 643,638 18.79 534,166 19.03 1,255,471 19.85 1,047,896 20.12 Pre-tax earnings 259,398 7.57 196,927 7.01 407,603 6.44 306,900 5.89 Income tax provision 94,020 2.74 70,431 2.51 147,760 2.33 110,021 2.11 Net earnings $165,378 4.83 $126,496 4.50 259,843 4.11 196,879 3.78 Shares outstanding (weighted average) 351,994 348,107 351,513 347,507 Basic Earnings Per Share $0.47 $0.36 $0.74 $0.57 Diluted Earnings Per Share $0.47 $0.36 $0.74 $0.57 Retained Earnings Balance at beginning of period $1,649,988 $1,306,755 1,565,133 1,245,888 Net earnings 165,378 126,496 259,843 196,879 Cash dividends (10,510) (9,552) (20,120) (19,068) Balance at end of period $1,804,856 $1,423,699 $1,804,856 $1,423,699 See accompanying notes to consolidated financial statements. </TABLE>
-5- Lowe's Companies, Inc. Consolidated Statements of Cash Flows In Thousands <TABLE> <CAPTION> For the six months ended July 31, August 1, 1998 1997 <S> <C> <C> Cash Flows From Operating Activities: Net Earnings $259,843 $196,879 Adjustments to Reconcile Net Earnings to Net Cash Provided By Operating Activities: Depreciation 131,005 115,282 Amortization of Original Issue Discount 221 86 Increase (Decrease) in Deferred Income Taxes (6,599) 7,004 Loss on Disposition/Writedown of Fixed and Other Assets 14,722 10,397 Changes in Operating Assets and Liabilities: Accounts Receivable - Net (41,205) (31,985) Merchandise Inventory (253,678) (143,051) Other Operating Assets (53,439) (11,516) Accounts Payable 231,853 52,265 Employee Retirement Plans 35,123 33,032 Other Operating Liabilities 133,602 73,498 Net Cash Provided by Operating Activities 451,448 301,891 Cash Flows from Investing Activities: Net Increase in Short-Term Investments (16,059) (97,339) Purchases of Long-Term Investments (13,632) (4,547) Proceeds from Sale/Maturity of Long-Term Investments 522 2,022 Decrease in Other Long-Term Assets (7,768) (2,357) Fixed Assets Acquired (371,703) (321,741) Proceeds from the Sale of Fixed and Other Long-Term Assets 12,188 7,594 Net Cash Used in Investing Activities (396,452) (416,368) Cash Flows from Financing Activities: Long-Term Debt Borrowings 296,160 142,028 Net Increase (Decrease) in Short-Term Borrowings (4,129) 3,470 Proceeds from Stock Options Exercised 8,022 145 Repayment of Long-Term Debt (7,298) (16,812) Cash Dividend Payments (29,707) (19,068) Net Cash Provided By Financing Activities 263,048 109,763 Net Increase (Decrease) in Cash and Cash Equivalents 318,044 (4,714) Cash and Cash Equivalents, Beginning of Period 195,146 40,387 Cash and Cash Equivalents, End of Period $513,190 $35,673 See accompanying notes to consolidated financial statements. </TABLE>
-6- Lowe's Companies, Inc. Notes to Consolidated Financial Statements Note 1: The accompanying Consolidated Financial Statements (unaudited) have been reviewed by an independent certified public accountant, and in the opinion of management, they contain all adjustments necessary to present fairly the financial position as of July 31, 1998, and the results of operations for the quarters and six months ended July 31, 1998 and August 1, 1997, and the cash flows for the six months ended July 31, 1998 and August 1, 1997. These interim financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended January 30, 1998. On May 29, 1998, the Board of Directors declared a two-for-one stock split on the Company's common stock. As a result, one additional share was issued on June 26, 1998 for each share held by shareholders of record on June 12, 1998. Par value remained unchanged at $.50 and $88.0 million was transferred to common stock from capital in excess of par as of the record date. The accompanying Consolidated Financial Statements, including per share data, have been adjusted to reflect the effect of the stock split. Diluted earnings per share are calculated on the weighted average shares of common stock as adjusted for the dilutive effects of stock options outstanding during the period. The dilutive effects of stock options were incremental shares of 1,746,000 and 136,000 for the quarters and 1,591,000 and 135,000 for the six months ended July 31, 1998 and August 1, 1997, respectively. Weighted average shares outstanding, as adjusted for dilution, were 353,740,000 and 348,243,000 for the quarters ended July 31, 1998 and August 1, 1997, respectively, and 353,104,000 and 347,642,000 for the six months ended July 31, 1998 and August 1, 1997, respectively. Note 2: The Company has a cash management program which provides for the investment of excess cash balances in financial instruments which have maturities of up to five years. Investments with original maturities of three months or less when purchased are classified as cash equivalents. Investments with a maturity of between three months and one year from the balance sheet date are classified as short-term investments. Investments with maturities greater than one year are classified as long-term. At July 31, 1998 and August 1, 1997, the Company had no derivative financial instruments. Note 3: Net interest expense is composed of the following (in thousands): <TABLE> <CAPTION> Quarter ended Six months ended July 31, August 1, July 31, August 1, 1998 1997 1998 1997 <S> <C> <C> <C> <C> Long-term debt $16,048 $ 8,309 $31,529 $14,885 Capitalized leases 9,711 9,914 19,678 19,924 Short-term debt 1,387 1,624 2,816 5,058 Amortization of loan cost 188 115 394 205 Short-term interest income (6,657) (2,188) (11,595) (3,687) Interest capitalized on construction in progress (3,430) (1,769) (5,912) (3,095) Net interest expense $17,247 $16,005 $36,910 $33,290 </TABLE>
-7- Note 4: Inventory is stated at the lower of cost or market using the last- in, first-out inventory accounting method. If the first-in, first out method of inventory accounting had been used, inventories would have been $64.6 million higher at July 31, 1998, $80.2 million higher at August 1, 1997 and $67.6 million higher at January 30, 1998. Note 5: Property is shown net of accumulated depreciation of $901.4 million at July 31, 1998, $708.3 million at August 1, 1997 and $789.8 million at January 30, 1998. Note 6: Supplemental disclosures of cash flow information (in thousands): <TABLE> <CAPTION> Six months ended July 31, 1998 August 1, 1997 <S> <C> <C> Cash paid for interest (net of capitalized) $ 44,681 $ 38,305 Cash paid for income taxes 120,847 81,005 Non-cash investing and financing activities: Common stock issued to ESOP 44,597 33,980 Fixed assets acquired under capital lease 12,597 30,873 </TABLE> Note 7: In January 1998, the Board of Directors authorized the funding of the Fiscal 1997 ESOP contribution primarily with the issuance of new shares of the Company's common stock. During the first half of Fiscal 1998, the Company issued the post-split equivalent of 1,232,485 shares, with a market value of $44.9 million. Note 8: In February 1998, the Company issued $300 million of 6.875% Debentures due February 2028. The debentures were issued at an original price of $987.20 per $1,000 principal amount, which represented an original issue discount of .405% payable at maturity and an underwriters' discount of .875%. The debentures may not be redeemed prior to maturity. Note 9: Total comprehensive income, comprised of net earnings and unrealized holding gains (losses) on available-for-sale securities, was $165.5 and $126.7 million for the quarters ended July 31, 1998 and August 1, 1997, respectively, and $259.8 and $197.3 million for the six months ended July 31, 1998 and August 1, 1997, respectively.
-8- MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS This discussion should be read in conjunction with the financial statements and notes thereto included in the Company's most recent Form 10-K. For the second quarter of fiscal 1998, sales increased 22% to $3.4 billion, comparable store sales had a 6% gain and net earnings increased 31% to $165.4 million compared to last year's second quarter results. For the large store group (more than 80,000 square feet), comparable store sales increased 7.5% compared to last year's second quarter. Diluted earnings per share were $.47 compared to $.36 for the comparable quarter of last year. For the six months ended July 31, 1998, sales increased 21% to $6.3 billion, net earnings increased 32% to $259.8 million and diluted earnings per share were $.74 compared to $.57 in the first six months of fiscal 1997. Comparable store sales increased 5.5% year-to-date, while comparable sales for the large store group increased 7.5%. The sales increase in the second quarter was partially attributable to the addition of 6.9 million square feet of retail selling space at new and existing locations since last year's second quarter. Additionally, sales performances in our basic businesses were strong for the quarter. The Company experienced strong sales increases in tools, outdoor hardlines, appliances, kitchen cabinets and home decor categories. Gross margin was 26.36% of sales for the quarter ended July 31, 1998 compared to 26.04% for last year's comparable quarter. Of the 32 basis point increase in gross margin rate, 12 basis points were due to favorable changes in product mix and ongoing store pricing disciplines. The other 20 basis points were due to deflation in inventory costs resulting in a LIFO credit of $3.0 million in this year's second quarter compared to a charge of $3.1 million in last year's second quarter. Gross margin for the six months ended July 31, 1998 was 26.29% versus 26.01% last year. The 28 basis point increase in gross margin rate consisted of 12 basis points related to favorable changes in product mix and continuing store pricing disciplines and 16 basis points resulting from a LIFO credit of $3.0 million for the first six months of fiscal 1998 compared to a LIFO charge of $5.6 million for the comparable period last year. Selling, general and administrative expenses (SG&A) were 15.91% of sales versus 15.93% in last year's second quarter. SG&A and sales both increased 22% for the quarter. Although the control of store payroll and general office expenses provided positive leverage in SG&A for the second quarter, these decreases were offset by increases in rent expense due to the higher percentage of new store leases being operating leases rather than capital leases. These increases in rent expense have a corresponding reduction in depreciation and interest expense. For the six months ended July 31, 1998, SG&A was 16.78% of sales versus 16.87% for the first six months of fiscal Expense controlsspecifically relating to store payroll and general office expenses contributed to the positive leverage in SG&A for the first six months of 1998. Store opening costs were $15.0 million for the quarter ended July 31, 1998 compared to $12.3 million last year, representing costs associated with the opening of 15 stores during the current year's second quarter (8 new and 7 relocated) compared to 9 stores for the comparable period last year (4 new
-9- and 5 relocated). Charges in this quarter for future and prior openings were $5.4 million compared to $5.5 million in last year's second quarter. Charges totaling $3.6 and $1.7 million related to stores opening in the second quarter 1998 and 1997, respectively, were expensed prior to the respective quarter. For the six months ended July 31, 1998, store opening costs were $26.3 million versus $20.5 million last year, representing costs associated with the opening of 24 stores this year (15 new and 9 relocated) compared to 17 stores in the comparable period last year (10 new and 7 relocated). The Company's 1998 expansion plans are discussed under "Liquidity and Capital Resources" below. Depreciation was $66.3 million for the quarter ended July 31, 1998 and $131.0 million for the six months then ended. This is an increase of 13% and 14% over the respective comparable periods last year. The increase is due primarily to additions of buildings, fixtures, displays and computer equipment relating to the Company's expansion program. Interest expense increased by $1.2 and $3.6 million to $17.2 and $36.9 million for the second quarter and six months ended July 31, 1998, respectively. Interest has increased primarily due to interest expense on medium-term notes and debentures issued since last year's second quarter. The Company's effective income tax rate was 36.25% for the quarter ended July 31, 1998 and 35.77% for last year's second quarter. The effective rate was 36.25% compared to 35.85% for the six months ended July 31, 1998 and August 1, 1997, respectively. The higher rate in 1998 is primarily related to expansion into states with higher state tax rates. The "Year 2000 Problem" arose because many existing computer programs use only the last two digits to refer to a year. If not addressed, computer programs that are date sensitive may not have the ability to properly recognize dates in year 2000 and beyond. The result could be a temporary disruption of operations and the processing of transactions. The Company has completed an analysis of the impact and costs relating to the Year 2000 Problem and has developed an implementation plan to address the issue. The implementation plan is scheduled to be substantially complete by the end of 1998, with continued testing of compliance throughout 1999. Additionally, the Company will soon send year 2000 questionnaires to merchandise vendors and other entities with which the Company conducts business in order to assess whether they are year 2000 compliant or have adequately addressed their system conversion requirements. The Company cannot predict how many, if any, of the responses it receives may prove later to be inaccurate or overly optimistic. As a result, the Company has begun developing contingency plans to address unanticipated interruptions or down time in both the Company's and third parties' systems and services. Costs to convert the Company's systems are not estimated to be material and are being expensed as incurred. As of July 31, 1998 the Company is more than 50% complete with its implementation plan. The Company is continuing to closely monitor adherence to the implementation plan and is currently satisfied that it will be adequately completed in the scheduled time frame. If the Company encounters unforeseen complications or issues not previously addressed in the comprehensive plan, additional resources from internal and external sources would be committed to complete the necessary conversions in the required time frame. Since the use of these additional resources is considered unlikely, no estimates as to the costs of them have been made at this time. LIQUIDITY AND CAPITAL RESOURCES Primary sources of liquidity are cash flows from operating activities and certain financing activities. Net cash provided by operating activities was $451 million for the six months ended July 31, 1998 compared to $302 million for the first six months of fiscal 1997. The $149 million increase in the current year resulted primarily from increased earnings and a smaller use of cash in 1998 for the
-10- increase in inventory net of the larger increase in accounts payable. The Company's working capital was $1.0 billion at July 31, 1998 compared to $673 million at August 1, 1997 and $660 million at January 30, 1998. The primary component of net cash used in investing activities continues to be new store facilities in connection with the Company's expansion plan. Cash acquisitions of fixed assets were $372 million and $322 million for the six months ended July 31, 1998 and August 1, 1997, respectively. At July 31, 1998, the Company had 457 stores in 26 states and 38.8 million square feet of retail selling space, a 22% increase over the selling space as of August 1, 1997. Cash flows provided by financing activities were $263 million for the six months ended July 31, 1998 compared to $110 million for the six months ended August 1, 1997. Net proceeds from borrowings (long-term and short-term) were $292 million for the first six months of fiscal 1998 versus $145 million for the comparable period last year. In February 1998, the Company issued $300 million principal amount of 6.875% Debentures due February 15, 2028. The debentures may not be redeemed prior to maturity. Property has increased as a result of the Company's plan to continue expansion of retail sales floor square footage by expanding into new markets and relocating from older, smaller stores to larger stores. The Company's 1998 capital budget is approximately $1.4 billion, inclusive of approximately $400 million in operating or capital leases. More than 80% of this planned commitment is for store expansion. Expansion plans for 1998 consist of approximately 75 to 80 new stores with about 60% in new markets and the balance being relocations of existing stores, the combination of which will increase retail selling space by approximately 20%. Approximately 30% of the 1998 projects will be leased and 70% will be owned. Expansion in the first six months of fiscal 1998 included 15 new stores and 9 relocations representing 2.3 million square feet of new incremental retail space. The Company believes that funds from operations, funds from debt issuances, leases and existing credit agreements will be adequate to finance the 1998 expansion plan and other operating needs. As discussed in the annual report for the year ending January 30, 1998, the Company's major market risk exposure is the potential loss arising from changing interest rates and its impact on long-term investments and long-term debt. The Company's policy is to manage interest rate risks by maintaining a combination of fixed and variable rate financial instruments. The risks associated with long-term investments at July 31, 1998 have not changed materially since January 30, 1998. Long-term debt has increased primarily due to the issuance of $300 million principal amount of 6.875% Debentures due February 15, 2028. Disclosures of the Company's principal cash outflows for long-term debt and related interest rates have changed since January 30, 1998 due to the new fixed rate debt. FORWARD-LOOKING STATEMENTS This Securities and Exchange Commission Form 10-Q may include "forward- Looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ from expectations include, but are not limited to, general economic trends, availability and development of real estate for expansion, commodity markets, and the nature of competition and weather conditions, all which are described in detail in the Company's 1997 Annual Report.
-11- INDEPENDENT ACCOUNTANTS' REPORT The Board of Directors Lowe's Companies, Inc. North Wilkesboro, North Carolina: We have reviewed the accompanying consolidated balance sheet of Lowe's Companies, Inc. and subsidiary companies as of July 31, 1998, and the related consolidated statements of current and retained earnings for the quarter and six months ended July 31, 1998 and August 1, 1997, and of cash flows for the six months ended July 31, 1998 and August 1, 1997. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such consolidated financial statements for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Lowe's Companies, Inc. and subsidiary companies as of January 30, 1998, and the related consolidated statements of earnings, shareholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated February 19, 1998, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of January 30, 1998 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. /s/ Deloitte & Touche LLP Charlotte, North Carolina August 11, 1998
-12- Part II - OTHER INFORMATION Item 4 - Submission of Matters to a Vote of Security Holders. (a)-The annual meeting of shareholders was held May 29, 1998. (b)-Directors elected at the meeting: Richard K. Lochridge, Peter C. Browning, Leonard L. Berry, Paul Fulton, James F. Halpin and Robert L. Tillman -Incumbent Directors whose terms expire in subsequent years are: William Andres, John M. Belk, Carol A. Farmer, Leonard G. Herring, Claudine B. Malone, Robert G. Schwartz and Robert L. Strickland (c)-The matters voted upon at the meeting and the results of the voting were as follows: <TABLE> <CAPTION> (1) Election of Directors: FOR ABSTAIN <S> <C> <C> Class I: Richard K. Lochridge 158,627,325 1,441,889 Class II: Peter C. Browning 158,618,023 1,451,191 Class III: Leonard L. Berry 157,552,583 2,516,631 Paul Fulton 158,602,450 1,466,764 James F. Halpin 158,629,279 1,439,935 Robert L. Tillman 158,638,017 1,431,197 </TABLE> Item 6 (a) - Exhibits (3.1) Restated and Amended Charter, June 3, 1998 (3.2) Bylaws, as Amended and Restated May 28, 1998 Refer to the Exhibit Index on page 14.
-13- Item 6 (b) - Reports on Form 8-K There were no reports filed on Form 8-K during the quarter ended July 31, 1998. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. LOWE'S COMPANIES, INC. September 14, 1998 /s/ Kenneth W. Black, Jr. Date ___________________ _________________________________________ Kenneth W. Black, Jr. Vice President and Corporate Controller
-14- EXHIBIT INDEX Page No. Exhibit 3.1 - Restated and Amended Charter, June 3, 1998 15 - 49 Exhibit 3.2 - Bylaws, as Amended and Restated May 28, 1998 50 - 65