New York City Comptroller Compliance Letter

"We are fiduciaries of the New York City pension funds, Illinois State Board of Investment, Universities Superannuation Scheme (USS) Ltd, and F&C Asset Management, which hold, in the aggregate, 11, 455, 206 shares of Wal-Mart common stock, with a market value of $ 545, 840, 565.90. We are writing to voice our serious concerns about reports of legal and regulatory non-compliance at Wal-Mart. As shareholders, we are deeply concerned about potential contingent liabilities and negative effects on the company's stock price and reputation. Accordingly, we urge the Audit Committee of the Board of Directors to establish a special committee of independent directors to conduct a comprehensive review of the company's legal and regulatory controls, as well as its internal systems to ensure compliance with Wal-Mart's own policies and standards, and to issue a report on the findings and recommendations to the shareholders by December, 2005."

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