Lowes Companies Inc · 10-K · For 1/31/96 · EX-13

Filed On 4/29/96   ·   SEC File 1-07898   ·   Accession Number 60667-96-5

Annual Report   ·   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         11±    56K 
 2: EX-3        Articles of Incorporation/Organization or By-Laws     14±    61K 
 3: EX-11       Statement re: Computation of Earnings Per Share        1      6K 
 4: EX-13       Annual or Quarterly Report to Security Holders        39±   180K 
 5: EX-21       Subsidiaries of the Registrant                         1      4K 
 6: EX-23       Consent of Experts or Counsel                          1      6K 
 7: EX-27       Financial Data Schedule                                1      6K 
 8: EX-12       Statement re: Computation of Ratios                    1      5K 

EX-13   ·   Annual or Quarterly Report to Security Holders

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PART IV                                                                         
EXHIBIT 13                                                                      

Back cover:                                                                     
Lowe's Profile                                                                  

Lowe's Companies, Inc. is the world's second largest home improvement           
retailer, serving the do-it-yourself home improvement, home decor, home         
electronics, and home construction markets.                                     

Lowe's 365 stores serve customers in 23 states located mainly in the East.      
In 1995 our average store did $19.9 million in sales. Our big stores            
averaged $23.4 million in sales.                                                

At year-end, our retail sales space totaled approximately 24 million            
square feet. Our employees numbered 44,546.                                     

Lowe's has been a publicly owned company since October 6, 1961. Our stock       
has been listed on the New York Stock Exchange since December 19, 1979; on      
the Pacific Stock Exchange since January 26, 1981; and on the London Stock      
Exchange since October 6, 1981. Shares are traded under the ticker symbol       
LOW.                                                                            

Pages 4 - 16:                                                                   
Outlook on Opportunity                                                          

At Lowe's we help make people happy at home.  It's been our job for fifty       
years-- a good job, and we're good at it.  What it takes to be good at our      
job, however, has changed more than a little over time.  We are no longer a     
handful of small stores selling hardware and building supplies mainly to        
Carolina contractors.  Lowe's in the mid-Nineties is an interactive network of  
45,000 well-educated, highly motivated people helping millions of               
sophisticated consumers realize their personal vision of the American home.     
Lowe's growth through the years has been driven by opportunity.  We strive to   
seize opportunity whenever it presents itself, whatever shape it takes-- new    
customer needs, new locations, new services, or new technologies.  While our    
emphasis on value and low-cost operation has remained constant, almost          
everything else about Lowe's has evolved in response to developing              
opportunities.  Our pledge to Lowe's investors is to be always on the lookout   
for opportunity--and to keep them informed on the outlook!                      

The Lowe's that we know today got its start in 1946.  The years following       
World War II offered a tremendous opportunity to provide building materials     
and appliances for the newly forming households of veterans who were eager to   
find jobs, marry their sweethearts, and get on with life.  Lowe's customers in  
those days were members of the G. I. generation (thirty million strong, today)  
and, a few years later, the Silent generation (forty million).  No strangers    
to shortages, rationing, and self-denial, they appreciated Lowe's               
resourcefulness in supplying products that were scarce.  They were thrilled to  
be able to buy a commode:  they didn't cared how much water it used, or how     
much noise it made, and they knew they could have any color they wanted, as     
long as it was white!                                                           

The Baby Boomers who were born into those new postwar households now            
constitute half of Lowe's customer franchise.  Their massive numbers alone--    
seventy million nationwide--ensured that from the moment they learned to say    
"I want," they have had the rapt attention of marketers in all sectors of the   
economy.                                                                        

Boomers are a well-educated generation, and they have been exposed to more      
diverse cultural influences than previous generations.  As a result, they are   
more demanding and sophisticated consumers than their parents.  Their sense of  
individuality was honed on divisive issues such as the Vietnam conflict, civil  
rights, drugs, women's lib, and the sexual revolution, distancing them from     
the teamwork ethic that was an important part of their  parent's war effort.    
This made Boomers independent and comparatively self-indulgent.                 

When Baby Boomers started coming of age as consumers, Lowe's recognized an      
opportunity to free ourselves from the cyclicality of housing starts by         
developing a new identity as a home improvement retailer marketing directly to  
consumers.  Modern information-gathering and demographic techniques enabled us  
to know more about our expanding marketplace than ever before, influencing      
every strategic decision from the size and location of our stores to the        
merchandise assortment on our racks.                                            

The households established by Lowe's Boomer customers differed from their       
parent's households in a number of important ways.  Boomers had more money and  
less time.  More women worked outside the home;  more adults were single        
parents.  Boomers had grown up with credit and were not uncomfortable in debt.  
Their fiscal philosophy was "If you've got it, spend it; if you don't, borrow   
it and then spend it."  As consumers, they increasingly demanded broader        
merchandise assortments, greater shopping convenience, and (because they        
didn't have time to wait for sales) everyday competitive pricing.               

The 1980's saw the emergence of the "category killers"-- specialty retailers    
offering very broad product assortments and consistently low prices, such as    
Toys "R" Us and Circuit City.  In Lowe's industry, the concept of warehouse     
retailing was developed most quickly and successfully by Home Depot.  Here was  
an opportunity for a new Lowe's store format -- but one which entailed          
conversion of the majority of our more than 200 stores.                         

Competition creates opportunity for those who know how to use it.  The law of   
the retail universe is that strong contenders gain market share, weak ones      
fall by the wayside, and the customer gets what he wants.  The recent years of  
accelerating evolution and escalating competition in our industry have been     
Lowe's period of greatest growth.  Looking ahead, we see opportunities for      
continued growth in both market size and market share.                          

Is there anyone alive who doesn't know that in 1996 the oldest Baby Boomers     
are turning fifty?  Every day for the next ten years, ten thousand Boomers      
will celebrate the big Five-Oh.  The press can't seem to get enough             
assessments of the probable impact of this phenomenon.  It has become a         
milestone around our necks.  Get over it, people:  fifty isn't Walter Brennan,  
it's Mick Jagger.  Baby Boomers may not be as heavily into snowboards as        
Generation X, but they know their way around a motherboard, and they're still   
a long way from shuffleboard!                                                   

Boomers are just now entering their years of highest earning power and          
greatest disposable personal income.  They are taking up the reins of           
government  and moving into positions of top management in private enterprise.  
As they once redefined young adulthood, so will they dictate the terms of       
their maturity.  Inevitably, our institutions will reflect the passing of the   
leadership torch.                                                               

On the Boomers' personal agenda, however, home ownership has occupied a place   
at the top as consistently as in any previous generation.  Having paired off    
and "nested'--some later than usual, some more than once-- they are now in the  
process of trading up to homes that better suit their lifestyles and express    
their tastes.                                                                   

In 1972, as Baby Boomers began flooding the real estate market, there were 2.4  
million housing starts--the largest number since World War II.  Many of those   
were multi-family dwellings, encouraged by government subsidies.  Nowadays,     
Boomers are in the process of trading up to single-family homes, to bigger      
homes, and to homes in communities where they think they want to stay for a     
while.  The National Association of Home Builders reports that two-thirds of    
new single-family homes are now being sold to trade-up buyers.  Subject to      
regional economies and fluctuations in mortgage rates, trade-up moves will      
probably dominate the market and housing construction at least through the end  
of the decade.                                                                  

As the housing stock of more vigorous building boom years begins to age,        
opportunity grows in the remodeling sector.  Remodeling expenditures totaled    
$40 billion in 1995, and are expected to reach $49 billion by the year 2000.    
A survey conducted by the National Association of Home Builders found that      
homeowners undertaking remodeling projects are frequently seeking to            
incorporate contemporary amenities--such as home theatres and exercise rooms--  
into their existing houses.  Kitchen remodelers go for environmentally correct  
trash compactors and "smart" appliances; owners of older homes frequently       
choose to add windows and remove walls for a lighter, more airy feeling.        

Sales of existing homes also create opportunity for Lowe's, as home buyers      
customize newly acquired dwellings to their tastes and needs.  We have found    
existing home sales to be a useful leading indicator for our business,          
especially if we allow a few months for home buyers to recover from closing     
costs and moving expenses.                                                      

Even in periods of high employment and real wage growth, consumer confidence    
can be shaken by fears of inflation and rising interest rates.  That's what     
happened in the first half of 1995, when the nation's housing markets shifted   
into neutral.  Since then, mortgage rates have dipped again and consumer        
confidence has risen, apparently unaffected by talk about high debt levels.     
Today's consumers tend to focus more on the manageability of monthly payments   
than on their overall indebtedness.  The current low interest rate environment  
makes it possible for them to carry debt comfortably.                           

A comparison of personal consumption expenditures by category since the start   
of this decade reveals great stability.  Food, which accounted for 21% of       
personal expenditures twenty years ago, has declined to 16% by 1991 and has     
dipped to 15%  for the past two years,  Medical care, which made news by        
rising from 11% to 15% of personal outlays between 1980 and 1990, has remained  
at 15% ever since.  The good news is that there is no bad news here:  if        
housing expenditures continue at 15%, and outlays for household operations      
stay at 6%, there will still be an increase in real dollars spent as household  
incomes rise.                                                                   

What opportunities has Lowe's found on the other side of the Baby Boom?  There  
are eighty million members of the generation called (regrettably) "X."  As      
targeted consumers, they have repeatedly denied easy access to marketers, just  
as they resisted cultural identification with specific issues or events.  That  
doesn't mean that ultimately their list of priorities won't  look a lot like    
their parents' by the time they reach their peak earning years.  But Lowe's     
doesn't expect to win their hearts and minds with the same marketing            
techniques.  Through programs such as our NASCAR sponsorship and our Internet   
presence on the World Wide Web (http://www.lowes.com), we are establishing a    
relationship with the next generation of homeowners.                            

Page 16:                                                                        
Independent Auditors' Report                                                    
To the Board of Directors and Shareholders                                      
of Lowe's Companies, Inc.                                                       

We have audited the accompanying consolidated balance sheets of Lowe's          
Companies, Inc. and subsidiaries as of January 31, 1996, 1995 and 1994, and     
the related consolidated statements of current and retained earnings and cash   
flows for the fiscal years then ended. These financial statements are the       
responsibility of the Company's management. 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 consolidated financial statements present fairly, in all   
material respects, the financial position of Lowe's Companies, Inc. and         
subsidiaries at January 31, 1996, 1995 and 1994, and the results of their       
operations and their cash flows for the fiscal years then ended in conformity   
with generally accepted accounting principles.                                  

Deloitte & Touche LLP                                                           
Charlotte, North Carolina                                                       
February 20, 1996                                                               
(March 4, 1996 as to the                                                        
fourth paragraph of Note 14)                                                    

Pages 17 - 19:                                                                  
Management's Discussion and Analysis of Financial Condition                     
and Results of Operations                                                       

Introduction                                                                    

This discussion summarizes the significant factors affecting Lowe's             
consolidated operating results, financial condition, and liquidity/cash flows   
during the three-year period ended January 31, 1996 (i.e., Fiscal 1995, 1994,   
and 1993).  This discussion should be read in conjunction with the Letter to    
Shareholders, financial statements, and financial statement footnotes included  
in this annual report.                                                          

During these three years, Lowe's  has been effecting a major transformation of  
the company, from a chain of small stores designed principally to serve new     
home builders,  to a chain of "big box" home improvement stores designed to     
serve the larger and faster growing retail consumer market for home             
improvement.  To this end, in 1991 we recorded a $71.3 million restructuring    
charge to cover expected expenses incident to this strategy, over the four      
years ending with fiscal 1995.  The following table presents highlights of the  
changes implemented by this policy over the last three years:                   

                                       End of Fiscal
                                       1995     1994     1993     1992

Stores                                       365      336      311      303     
Sales Floor Square Footage (M)              24.0     18.6     14.2     10.0     

Average Store Size                           66K      55K      46K      33K     

Sales (M)                                 $7,075   $6,110   $4,538   $3,846     
Net Earnings (M)                          $  226   $  224   $  132   $   85     

Shareholders' Equity (M)                  $1,657   $1,420   $  874   $  733     

These three years have been arguably the most successful in the history of the  
company, and our transformation will continue.                                  

We ended 1995 with 365 stores and 24 million square feet of selling space, a    
29% increase over 1994 and a 69% expansion since 1993. Net earnings for 1995    
were 3.2% of sales, return on beginning assets was 7.3%, and return on          
beginning shareholders' equity was 15.9%. These returns are below the decade-   
high results posted in 1994.  Our results in 1994 were stimulated by favorable  
interest rate movements which boosted consumer confidence, and mortgage         
refinancing which augmented disposable income.  Conversely, higher interest     
rates and a less positive economic environment dampened growth in 1995.         

Expansion plans for 1996 envision about 60 new stores with 75% in new markets   
and the balance in relocations for approximately 6.7 million square feet of     
additional retail space.  Approximately one half of the 1996 projects will be   
leased and one half will be owned.                                              

Merchandise distribution capabilities are a central component of Lowe's         
marketing and operating strategy.  At year end, we operated three distribution  
centers and eleven smaller support facilities, four of which are reload         
centers only. In addition, a new center having approximately 775,000 square     
feet will be operational in early 1996, a second center having approximately    
950,000 square feet is expected to become operational during third quarter      
1996 and a third center having approximately 778,000 square feet is expected    
to be operational in early 1997.                                                

OPERATIONS                                                                      

Record sales of $7.1 billion were achieved during 1995, a 16% increase over     
1994 sales of $6.1 billion.  Sales for 1994 were 35% higher than 1993 levels.   
These increases are attributable to customer receptiveness to our large stores  
with their dominant inventory assortment, everyday competitive prices and       
enhanced customer service.                                                      

Gross margin in 1995 moved up slightly, to 24.9% from 24.8% in 1994.  Both      
these years were an improvement over the 23.8% posted in 1993.  As Lowe's       
opens more large stores each year, the expanded merchandise selection helps     
improve gross margin.                                                           

LIFO charges were $8.3 million, $435 thousand, and $15.5 million for 1995,      
1994, and 1993, reducing gross margins by 12, 1, and 34 basis points,           
respectively.  Note 3 to the financial statements provides further              
information.                                                                    

Selling General and Administrative (SG&A) expenses for 1995 were $1.1 billion   
or 15.9% of sales. SG&A in the two previous years was 15.4% and 15.8% to        
sales.  1995's increase of 50 basis points primarily resulted from store        
employment growing faster than the 16% sales growth, and an increase in credit  
card expense.                                                                   

Store opening costs  were $49.6 million for 1995.  These costs were $40.7 and   
$29.3 million for 1994 and 1993, respectively.  These costs currently average   
about $900 thousand per store, and are expensed, not capitalized.               

Depreciation, reflecting continuing fixed asset expansion, increased 36.8% to   
$150 million.  There was a 36% increase for 1994 which was computed from the    
1993 base of $80.5 million.  These increases were in line with expectations.    
Depreciation for these years as a percentage of sales was 2.1% for 1995 and     
1.8% for 1994 and 1993, which favorably tracks square footage increases.        
Approximately one half of new stores opened in the last three years were        
leased, whereas previously more than one half were owned.                       

Employee retirement plans for 1995 were $46.1 million or .7% to sales.  This    
cost is consistent with .8% for each of the two previous years.  See Note 10    
to the financial statements for further disclosure.                             

Interest costs as a percent of sales are holding relatively steady at .5% for   
1995 and 1994 and .4% for 1993.  Interest totaled $38 million in 1995, $27.9    
million for 1994, and $18.3 million for 1993.    Interest costs as represented  
by capital leases were $16.9, $7.4, and $2.8 million for 1995, 1994, and 1993,  
respectively.  See Note 6 to the financial statements for particulars on long-  
term indebtedness, and the discussion below on liquidity and capital resources. 

Cash dividends paid to common shareholders were $30.5, $27.4, and $23.6         
million in 1995, 1994, and 1993, respectively.  Lowe's has paid cash dividends  
each quarter since becoming a public company in 1961.  At January 31, 1996      
there were 11,299 shareholders of record.  Please refer to the Stock            
Performance Chart on page 32 for further details on dividends and stock         
performance.                                                                    

BALANCE SHEET MANAGEMENT                                                        

Effective inventory management stems from efficient logistics and distribution  
of the "right" merchandise assortments based on sales plans and forecasts.      
Inventory turnover is an often used performance measurement.  (Lowe's           
calculates "turn" by using cost of sales as the numerator and divides by the    
average of beginning inventory plus the subsequent four quarters' ending        
inventories.)  In 1995, Lowe's inventory turned 4.3 times, comparable to 4.7    
turns in 1994 and 1993, as sales fell below expectations in the second half of  
1995.                                                                           

Accounts receivable were $113 million at January 31, 1996 compared to $109      
million for 1994 and $49 million for 1993.  A program was in effect through     
first quarter 1995 wherein the Company sold an undivided fractional interest    
in a designated pool of receivables.  Note 2 to the financial statements        
provides more detail.                                                           

Property, less accumulated depreciation increased 33% to $1.86 billion for      
1995.  In 1994 it increased 37% over 1993 levels.  The majority of the          
increase stems from our expansion program, including point-of-sale equipment,   
fixtures, and displays.                                                         

Other assets primarily consist of land and buildings relating to vacated        
stores which are available for sale or lease, investments in low income         
housing, and notes receivable relating to sales of excess properties.  These    
vacated properties are carried at their estimated net realizable value. At      
January 31, 1996, this value was approximately $26 million compared to $42      
million one year ago.  At year-end, five properties having a book value of      
approximately $5.7 million were under contract to be sold. Investments in low   
income housing at January 31, 1996 was $13 million compared to $11 million for  
the previous year.  Notes receivable relating to sales of excess properties     
were $9.7 million at year-end, up $.7 million from the previous year.           

Accounts payable, the major financing source for inventory, financed 52% of     
1995 year-end inventory compared to 60% for 1994 and 55% for 1993.  The         
proportions reflect the result of changes in inventory product mix, sales       
velocity, and levels of purchases near year end.                                

Long-term debt, excluding current maturities, at January 31, 1996 was $866.2    
million, up 27% from January 31, 1995.  The previous year's increase was 15%.   
These increases were in line with expectations and are being used to primarily  
fund our continuing program for expansion and growth.                           

The special one-time restructuring charge is addressed in Note 15 to the        
financial statements.  Charges against the restructuring accrual associated     
with relocating and closing stores were $13.8, $19.7, and $19.0 million for     
1995, 1994, and 1993, respectively.  Fiscal 1995 was the completion year        
relating to the special one-time 1991 restructuring accrual of $71.3 million.   

Shareholders' equity continues to finance the biggest portion of  assets.       
Total shareholders' equity increased by $236.8 million in 1995 and financed     
46.6% of assets at January 31, 1996.  This compares to 45.7% for 1994 and       
39.7 % for 1993.  (See Note 11 to the financial statements for further details  
and related comments under "working capital" below.)                            

FINANCIAL MANAGEMENT                                                            

Liquidity and Capital Resources                                                 

Primary sources of liquidity are cash flows from operating activities and     
certain financing activities.  Information on consolidated cash flows           
(operating, financing, and investing activities) is set forth in the            
Statements of Cash Flows on page 22.                                            

Working capital at January 31, 1996, was $653.8 million.  This compared to      
$611.3 million and $402.7 million for each of the two previous years,           
respectively.                                                                   

Financing activities in 1994 included the sale of 10,350,000 shares of Lowe's   
common stock under the shelf registration discussed below.  This transaction    
realized $315.7 million, net of the underwriting discount and other costs.      
The proceeds were used to finance the Company's expansion program and for       
general corporate purposes.  The schedule set forth below depicts working       
capital debt activity (except for debt associated with certain real property    
acquisitions in the normal course of business):                                 

In 1995, Lowe's issued the following long-term debt:                            
*  $100 million aggregate (net $99 million) principal 6.375%                    
Senior Notes, issued in December 1995.                                    
In 1994, Lowe's did not issue any long term debt.                               
In 1993, Lowe's issued the following long-term debt:                            
*  $32 million medium-term notes issued in February 1993; and                   
*  $287.5 million aggregate (net $250 million) principal                        
3% Convertible Subordinated Notes, issued in July 1993.                   

Lowe's reduced long term debt as follows:                                       
In 1995, $25.1 million of scheduled repayments                            
In 1994, $41.5 million of scheduled repayments.                           
In 1993, $6.3 million of scheduled repayments.                            

During 1995, 1994, and 1993, the Company entered into various leases for new    
store facilities.  Several of these leases were classified as capital leases,   
the result of which is to increase long-term debt.  Amounts classified as       
capital leases (i.e. long-term debt) were $96.9 million, $104.2 million, and    
$29.3 million for 1995, 1994, and 1993, respectively.                           

Major uses of cash will continue to be investments in new store facilities.     
In 1995, capital investment was $637 million (cash outlays of $520 million      
plus capital leases of $97 million and like-kind exchanges of $20 million)      
which did not include operating leases of $113 million.  Lowe's 1996 capital    
budget is targeted at $1 billion, inclusive of approximately $240 million of    
operating or capital leases.  More than 80% of this planned commitment is for   
store expansion.                                                                

Present plans are to finance 1996's expansion program through funds from        
operations, operating leases, issuance of about $40 million of common stock to  
the Employee Stock Ownership Plan, and from external financing.                 

During 1994, the Company filed with the Securities and Exchange Commission a    
shelf registration statement covering $500 million of "unallocated" debt or     
equity securities.  At January 31, 1996, an uncommitted aggregate of $74        
million was available under the shelf registration.  This registration enables  
the Company to issue common stock, preferred stock, senior unsecured debt       
securities, or subordinated unsecured debt securities.                          

Short-term capital needs  will be financed through utilization of Lowe's bank   
credit agreements and commercial paper program.  Formal bank credit agreements  
in place are discussed in Note 5 to the financial statements.                   

The ratio of long-term debt to equity plus long-term debt was 34.3%, 32.4%,     
and 40.4% with fixed charge coverage at 5.8, 6.8, and 6.5 for 1995, 1994, and   
1993, respectively.                                                             

OTHER                                                                           

General inflation has not had a material  impact on Lowe's during the past      
three years, although as noted above, the LIFO charge increased to $8.3         
million in 1995 from $435 thousand in 1994.  Overall inventory inflation was    
.79%, .07%, and 2.38% for 1995, 1994, and 1993, respectively.  Lumber products
have experienced substantially more volatility than other merchandise           
categories, due to supply-demand variability, weather constraints,              
environmental concerns, etc., etc.  The inflation (deflation) rates for lumber  
and building materials were (3.2%), (0.4%), and 12.0% for 1995, 1994, and 1993. 

Store Performance Perspective                                                   
To further enhance understanding and analysis of the relative pace, progress,   
and performance of our new family of stores, compared to two older and          
smaller store groups, we are providing the following tables.                    

                                                                · Download Table

Table 1           Store Group Unit Totals, Four Quarter Average            

                        1995                   1994                1993    
                % of      %             % of     %              % of       
               Total  Change  Units    Total  Change  Units    Total  Units
                                              C>                           
 Small  (1)      17%    (11)%   59       20%    (14)%    66      25%     77
 Medium (2)      16     (19)    59       23     (22)     73      31      94
 Large  (3)      67      27 %  238       57      40 %   187      44     134

 Total          100%           356       100%           326     100%    305

Table l Comments: The small stores average less than 6,800 square feet of       
sales floor, and represent 17% of the total units. The 24 contractor yards are  
included in our small store totals. The medium stores stem from our l984-1988   
expansion, and average about 22,000 square feet. The large stores average       
about 86,500 square feet, with our 1996 prototypes being 101,000 to 115,000,    
plus large garden centers.                                                      

                                                                · Download Table

Table 2            Sales Contribution by Store Group, Fiscal Year            
                      1995               1994                   1993         
                  % of     %          % of     %                 % of        
                 Total          Change       Total  Change              Total
                                                                             
 Small  (1)       10%    (18)%        13%      1%                 18%        
 Medium (2)       11     (24)         18     (16)                 28         
 Large  (3)       79      32 %        69      72%                 54%        

 Total           100%                100%                        100%        

Table 2 Comments: The results shown in Table 2 need to be read in conjunction   
with the changing store numbers in Table 1 because these are aggregate totals,  
not comparable store results. The sales decreases of both the small and         
medium groups are partially attributable to their reduction in number. The      
small stores and contractor yards posted an 8% average sales decline as         
contractor yards became a larger percentage of this group. Medium-size stores,  
on average, had a 5% sales decrease. The average large store's sales increase   
of 3.5%, combined with their numerical increase, provided 79% of total sales,   
up from 54% just two years ago.                                                 

                                                                · Download Table

Table 3            Operating Profits* by Store Group, Fiscal Year     
                      1995                1994                    1993
                  % of                % of                        % of
                 Total  Change       Total  Change               Total
                                                                      
 Small  (1)       7%     (32)%        11%     7%                   15%
 Medium (2)      13      (31)         18     (9)                   30 
 Large  (3)      80       16 %        71     91%                   55 

 Total          100%                 100%                         100%

* Profits before corporate expense and intercompany charges, interest,
restructuring. LIFO and income taxes                                  

Table 3 Comments:  The above table presents group totals. 52 of the 59 small    
stores and yards are "comparable" and their average sales declined 11% as       
contractor yards now represent a larger percentage of this total group and      
these units are more affected by weaker housing and lower commodity prices.     
The 59 mid-sizers are stores of the mid-80's. Their average comparable
store sales declined 2.5%.  The large stores are designed for our customers of  
the 90's and they continue to outperform our smaller store groups.  Their       
larger sales floors and wider merchandise assortments helped them post better   
performance per average store than the small and medium store groups.  Indeed,  
the 171 "comp" stores posted increasees of 2% in sales.  Most importantly,      
the 67% of our stores that are the large ones posted 79% of our sales and 80%   
of operating profits.                                                           

                                                        · Enlarge/Download Table

FOOTNOTES TO TABLES 1, 2 & 3                                                                     
                                                               1995         1994         1993    
                                                           Total Sq.Ft. Total Sq.Ft. Total Sq.Ft.
                                                            (000,000)    (000,000)    (000,000)  
                                                                                                 
(1) Pre 1984 Stores; Contractor Yards:  Avg   6,762 Sq.Ft.      .4           .5           .6     
(2) '84-'88 Stores                      Avg. 22,112 Sq.Ft.     1.2          1.5          2.0     
(3) Post '88 Expansion Stores:          Avg. 86,484 Sq Ft.    22.4         16.6         11.6     

Pages 20 - 31:                                                                  

Consolidated Statements of Current and Retained Earnings                        
Lowe's Companies, Inc. and Subsidiary Companies                                 
Dollars In Thousands, Except Per Share Data                                     
Fiscal Years End on January 31 of Following Year                                

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                                      Fiscal      %       Fiscal      %      Fiscal      %   
                                       1995     Sales      1994     Sales     1993     Sales 
                                                                                             
Current Earnings                                                                             
Net Sales                         $7,075,442     100%  $6,110,521   100%  $4,538,001    100% 

Cost of Sales                      5,312,195    75.1    4,597,977   75.2   3,456,717    76.2 

Gross Margin                       1,763,247    24.9    1,512,544   24.8   1,081,284    23.8 

Expenses:                                                                                    
Selling, General                                                                             
 and administrative                1,127,333    15.9      941,079   15.4     717,028    15.8 
Store Opening Costs                   49,626     0.7       40,727    0.7      29,251     0.6 
Depreciation                         150,011     2.1      109,647    1.8      80,530     1.8 
Employee Retirement Plans (Note 10)   46,130     0.7       49,687    0.8      37,873     0.8 
Interest (Notes 7 and 16)             38,040     0.5       27,873    0.5      18,278     0.4 

Total Expenses                     1,411,140    19.9    1,169,013   19.2     882,960    19.4 

Pre-Tax Earnings                     352,107     5.0      343,531    5.6     198,324     4.4 

Income Tax Provision (Note 9)        126,080     1.8      119,971    1.9      66,538     1.5 

Net Earnings                        $226,027     3.2%    $223,560    3.7%   $131,786     2.9%

Shares Outstanding-Weighted Average  160,453              154,926            147,398         

Earnings Per Common & Common                                                                 
 Equivalent Share                      $1.41                $1.44              $0.89         

Earnings Per Common Share -                                                                  
 Assuming Full Dilution                $1.36                $1.39              $0.89         

                                                Per                 Per                 Per  
Retained Earnings (Notes 6 and 11)    Amount   Share       Amount  Share      Amount   Share 

Balance at beginning of year        $792,891             $596,764           $489,033         
Net Earnings                         226,027   $1.41      223,560  $1.44     131,786   $0.89 
Cash Dividends                       (30,471) ($0.19)    (27,433) ($0.18)    (23,571) ($0.16)
Stock Split                                -                   -                (484)        
Balance at end of year              $988,447             $792,891           $596,764         

See accompanying notes to consolidated financial statements.                                 

Consolidated Balance Sheets                                                     
Lowe's Companies, Inc. and Subsidiary Companies                                 
Dollars in thousands                                                            
Fiscal Years End on January 31 of Following Year                                

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                                      Fiscal      %       Fiscal      %      Fiscal     %  
                                       1995     Total      1994     Total     1993    Total
                                                                                           
Assets                                                                                     

  Current Assets:                                                                          

  Cash and Cash Equivalents          $63,868     1.8%   $150,319     4.8%   $73,253    3.3%
  Short-Term Investments             107,429     3.0     118,155     3.8     35,215    1.6 
  Accounts Receivable -Net (Note 2)  113,483     3.2     109,214     3.5     48,500    2.2 
  Merchandise Inventory (Note 3)   1,267,077    35.6   1,132,282    36.5    853,707   38.8 
  Deferred Income Taxes (Note 9)      19,168     0.5      18,129     0.6     12,300    0.6 
  Other Current Assets                32,659     0.9      29,069     0.9     60,932    2.7 

  Total Current Assets             1,603,684    45.0   1,557,168    50.1  1,083,907   49.2 

  Property, Less Accumulated                                                               
    Depreciation (Notes 4 and 6)   1,858,274    52.3   1,397,713    45.0  1,020,234   46.3 
  Long-Term Investments (Note 8)      41,059     1.2      83,459     2.7     40,408    1.8 
  Other Assets                        53,369     1.5      67,652     2.2     57,099    2.7 

  Total Assets                    $3,556,386   100.0% $3,105,992  100.0% $2,201,648  100.0%

Liabilities and Shareholders' Equity                                                       

  Current Liabilities:                                                                     

  Short-Term Notes Payable (Note 5)  $16,617     0.5%     $1,903     0.1%    $2,281    0.1%
  Current Maturities of Long-Term                                                          
    Debt (Note 6)                     14,127     0.4      26,913     0.9     49,547    2.3 
  Accounts Payable                   655,399    18.4     675,436    21.7    467,278   21.2 
  Employee Retirement Plans (Note 10) 44,924     1.3      43,950     1.4     34,422    1.6 
  Accrued Salaries and Wages          67,370     1.9      63,356     2.0     45,883    2.1 
  Other Current Liabilities          151,494     4.2     134,334     4.4     81,765    3.6 

  Total Current Liabilities          949,931    26.7     945,892    30.5    681,176   30.9 

  Long-Term Debt, Excluding Current                                                        
    Maturities (Note 6)              866,183    24.4     681,184    21.9    592,333   26.9 
  Deferred Income Taxes (Note 9)      83,557     2.3      49,211     1.6     26,165    1.2 
  Accrued Store Restructuring Costs                                                        
    (Note 15)                              0     0.0       9,815     0.3     28,305    1.3 

  Total Liabilities                1,899,671    53.4   1,686,102    54.3  1,327,979   60.3 

  Commitments, Contingencies and                                                           
    Litigation (Notes 13 and 14)                                                           

  Shareholders' Equity (Notes 6, 11 and 12):                                               
  Common Stock - $.50 Par Value;                                                           
   Fiscal     Issued and Outstanding                                                       
    1995         160,918,046                                                               
    1994         159,527,389                                                               
    1993         147,886,770          80,459     2.3      79,764     2.6     73,943    3.4 
  Capital in Excess of Par           596,828    16.7     554,838    17.9    202,962    9.2 
  Retained Earnings                  988,447    27.8     792,891    25.5    596,764   27.1 
  Unearned Compensation-Restricted                                                         
    Stock Awards                      (8,076)   (0.2)     (5,949)   (0.2)                  
  Unrealized Loss on Available                                                             
     For Sale Securities                (943)    0.0      (1,654)   (0.1)                  

  Total Shareholders' Equity       1,656,715    46.6   1,419,890    45.7    873,669   39.7 

  Total Liabilities and                                                                    
    Shareholders' Equity          $3,556,386  100.0%  $3,105,992  100.0% $2,201,648  100.0%

See accompanying notes to consolidated financial statements.                               

CONSOLIDATED STATEMENTS OF CASH FLOWS                                           
Lowe's Companies, Inc. and Subsidiary Companies                                 
Dollars in Thousands                                                            
Fiscal Years End on January 31 of Following Year                                

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                                                               Fiscal     Fiscal     Fiscal 
                                                                1995       1994       1993  
                                                                                            
Cash Flows From Operating Activities:                                                       
     Net Earnings                                            $226,027   $223,560   $131,786 
     Adjustments to Reconcile Net Earnings to Net                                           
       Cash Provided By Operating Activities:                                               
         Depreciation                                         150,011    109,647     80,530 
         Amortization of Original Issue Discount                3,601      3,205      1,615 
         Increase in Deferred Income Taxes                     32,924     18,108      5,860 
         (Gain) Loss on Disposition/Writedown of                                            
             Fixed and Other Assets                            (1,171)     5,924      8,969 
         Decrease (Increase) in Operating Assets:                                           
           Accounts Receivable - Net                           (4,269)   (60,714)     4,788 
           Merchandise Inventory                             (134,795)  (278,575)  (259,512)
           Other Operating Assets                              (3,298)    31,170    (26,186)
         Increase (Decrease) in Operating Liabilities:                                      
           Accounts Payable                                   (20,037)   208,158    136,694 
           Employee Retirement Plans                           38,196     41,257     32,937 
           Accrued Store Restructuring                         (8,304)   (10,000)    (8,905)
           Other Operating Liabilities                         24,424     67,236     17,123 
     Net Cash Provided by Operating Activities                303,309    358,976    125,699 

Cash Flows from Investing Activities:                                                       
     Decrease (Increase) in Investment Assets:                                              
       Short-Term Investments                                  18,538    (83,374)   (29,315)
       Purchases of Long-Term Investments                     (30,906)   (74,614)   (41,714)
       Proceeds from Sale/Maturity of Long-Term                                             
           Investments                                         66,588     29,452     24,576 
       Other Long-Term Assets                                  (2,656)    (2,438)     1,645 
     Fixed Assets Acquired                                   (520,362)  (414,103)  (336,888)
     Proceeds from the Sale of Fixed and                                                    
         Other Long-Term Assets                                20,856     15,179     27,641 
     Net Cash Used in Investing Activities                   (447,942)  (529,898)  (354,055)

Cash Flows from Financing Activities:                                                       
  Sources:                                                                                  
     Long-Term Debt Borrowings                                 98,959        500    281,915 
     Net Increase in Short-Term Borrowings                     14,714                       
     Proceeds from Issuance of Common Stock                              315,697            
     Stock Options Exercised                                       44      1,100      1,504 
     Total Financing Sources                                  113,717    317,297    283,419 
  Uses:                                                                                     
     Repayment of Long-term Debt                              (25,064)   (41,498)    (6,276)
     Net Decrease in Short-Term Borrowings                                  (378)      (912)
     Cash Dividend Payments                                   (30,471)   (27,433)   (23,571)
     Total Financing Uses                                     (55,535)   (69,309)   (30,759)
     Net Cash Provided by Financing Activities                 58,182    247,988    252,660 

  Net Increase (Decrease) in Cash and Cash Equivalents        (86,451)    77,066     24,304 
  Cash and Cash Equivalents, Beginning of Year                150,319     73,253     48,949 
  Cash and Cash Equivalents, End of Year                      $63,868   $150,319    $73,253 

See accompanying notes to consolidated financial statements.                                

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                                      
LOWE'S COMPANIES, INC. AND SUBSIDIARY COMPANIES                                 
FISCAL YEARS ENDED JANUARY 31, 1996, 1995 AND 1994                              

NOTE 1 - Summary of Significant Accounting Policies:                            

The Company is one of America's largest retailers serving the do-it-yourself    
home improvement, home decor, and home construction markets.  The Company       
serves customers in 365 stores in   states  predominantly located in the        
eastern half of the United States. Below are those accounting policies          
considered to be significant.                                                   

Subsidiaries and Principles of Consolidation - The consolidated financial       
statements include the accounts of the Company and its subsidiaries, all of     
which are wholly owned. All material intercompany accounts and transactions     
have been eliminated.                                                           

Use of Estimates - The preparation of the Company's financial statements in     
conformity with generally accepted accounting principles requires management    
to make estimates and assumptions that affect the reported amounts of assets    
and liabilities and disclosure of contingent assets and liabilities at the      
date of the financial statements and reported amounts of revenues and expenses  
during the reporting period.  Actual results could differ from those estimates. 

Cash and Cash Equivalents - Cash and cash equivalents include cash on hand,     
demand deposits, and short-term investments that are readily convertible to     
cash within three months of purchase.                                           

Investments - 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 three years. Investments with a maturity of between three   
months and one year are classified as short-term investments. Investments with  
maturities greater than one year are classified as long-term. Investments       
consist primarily of tax exempt notes and bonds, auction rate tax exempt        
securities, municipal preferred tax exempt stock and reverse repurchase         
agreements.                                                                     

The Company has classified all investment securities as available-for-sale and  
they are carried at fair value. Unrealized gains and losses on such securities  
will be excluded from earnings and reported as a separate component of          
shareholders' equity, net of the related income taxes, until realized.          

Derivatives - Interest rate swap agreements, which are principally used by the  
Company in the management of interest rate exposure, are accounted for on an    
accrual basis.  Income and expense are recorded in the same category as that    
arising from the related liability.  Amounts to be paid or received under       
interest rate swap agreements are recognized as interest income or expense in   
the periods in which they accrue.                                               

Premiums paid for purchased interest rate cap agreements are being amortized    
to interest expense over the terms of the caps.  Unamortized premiums are       
included in other assets in the consolidated balance sheet.  Amounts to be      
received under the cap agreements are accounted for on an accrual basis, and    
are recognized as a reduction of interest expense.                              

Accounts Receivable - The majority of the accounts receivable arise from sales  
to professional building contractors predominately located in the eastern half  
of the United States. The allowance for doubtful accounts is based on           
historical experience and a review of existing receivables.                     

Sales generated through the Company's private label credit card are not         
reflected in receivables.  These credit card receivables are sold, without      
recourse, to an outside finance company.                                        

Merchandise Inventory - Inventory is stated at the lower of cost or market. In  
an effort to more closely match cost of sales and related sales, cost is        
determined using the last-in, first-out (LIFO) method. Included in inventory    
cost are administrative, warehousing and other costs directly associated with   
buying, distributing and maintaining inventory in a condition for resale.       

Property and Depreciation - Property is recorded at cost. Costs associated      
with major additions are capitalized and depreciated. Upon disposal, the cost   
of properties and related accumulated depreciation is removed from the          
accounts with gains and losses reflected in earnings.                           

Depreciation is provided over the estimated useful lives of the depreciable     
assets. Assets are generally depreciated on the straight-line method.           
Leasehold improvements are depreciated over the shorter of their estimated      
useful lives or term of the related lease.                                      

Leases - Assets under capital leases are amortized in accordance with the       
Company's normal depreciation policy for owned assets or over the lease term    
if shorter. The charge to earnings resulting from amortization of these assets  
is included in depreciation expense in the consolidated financial statements.   

Income Taxes - Income taxes are provided for temporary differences between the  
tax and financial accounting bases of assets and liabilities using the          
liability method. The tax effects of such differences are reflected in the      
balance sheet at the enacted tax rates expected to be in effect when the        
differences reverse.                                                            

Store Pre-opening Costs - Costs of opening new retail stores are charged to     
operations as incurred.                                                         

Store Closing Costs - Upon closing or relocating a store, costs considered to   
be unrecoverable, such as the book value of leasehold improvements and the      
estimated loss on sale of land and building, are charged to expense.  The       
Company also records a provision for the present value of future lease          
obligations, net of sub-lease income.  The estimated net realizable value of    
closed store real estate owned is included in other assets.  See Note 15        
regarding store restructuring accrual in Fiscal 1991.                           

Earnings Per Share - Earnings per share are calculated on the weighted average  
shares of common stock and dilutive common stock equivalents outstanding each   
year. The Company's 3% Convertible Subordinated Notes due July 22, 2003, are    
potentially dilutive securities for purposes of calculating fully diluted       
earnings per share.                                                             

Recent Accounting Pronouncement - In March 1995, Statement of Financial         
Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived      
Assets and for Long-Lived Assets to Be Disposed Of" (SFAS 121) was issued.      
SFAS 121 requires that long-lived assets and certain identifiable intangibles   
held and used by an entity be reviewed for impairment whenever events or        
changes in circumstances indicate that the carrying amount of an asset may not  
be recoverable.  If the sum of the expected future cash flows is less than the  
carrying amount of the asset, an impairment loss is recognized  Otherwise, an   
impairment loss is not recognized.  Also, SFAS 121 requires that certain long-  
lived assets and certain identifiable intangibles to be disposed of be          
reported at the lower of carrying amount or fair value less costs to sell.      
Management believes that the adoption of SFAS 121 in fiscal 1996 will not       
have a material effect on the Company's financial statements.                   

NOTE 2 - Accounts Receivable                                                    

Until termination in April 1995, the Company had an agreement to sell, with     
limited recourse, an undivided fractional interest in a designated pool of      
receivables. Under the agreement, as collections reduced previously sold        
interests in receivables, an interest in new receivables could be sold. At      
January 31, 1995 and 1994, the interest in receivables sold totaled $38.5 and   
$121.9 million, respectively. Due to hold-back provisions of the agreement, the 
Company was due $8.5 and $31.9 million at January 31, 1995 and 1994,            
respectively, for interests sold.  These receivables are included in Accounts   
Receivable - Net in the balance sheet for the respective years. The costs       
associated with selling the interest in receivables were $.5, $1.7 and $3.3     
million for Fiscal 1995, 1994 and 1993, respectively. The Company maintained    
an allowance for doubtful accounts because it  retained substantially the same  
risk of credit loss as if the receivables had not been sold.                    

The allowance for doubtful accounts was $1.9, $2.3 and  $2.7 million at         
January 31, 1996, 1995, and 1994, respectively.                                 

NOTE 3 - Merchandise Inventory:                                                 

If the FIFO method had been used, inventories would have been $73.2 , $65.0     
and  $64.5 million higher at January 31, 1996, 1995 and 1994, respectively.     

NOTE 4 - Property and Accumulated Depreciation:                                 

Net property includes $248.9, $159.0 and  $59.0 million in assets from capital  
leases for Fiscal 1995, 1994 and 1993, respectively.                            

Property is summarized below by major class:                                    

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                                                           January 31                 
                                                  1996        1995             1994   
(Dollars in Thousands)                                                                
Cost:                                                                                 
                                                                                      
Land                                       $  355,701  $   290,312  $  224,551        
Buildings                                     939,120      686,737     478,373        
Store and Office Equipment                    913,225          666,885     500,811    
Leasehold Improvements                        109,850       98,217     113,287        

Total Cost                                  2,317,896    1,742,151   1,317,022        
Accumulated Depreciation and Amortization           (459,622)    (344,438)   (296,788)

Net Property (Note 13)                     $1,858,274   $1,397,713  $1,020,234        

The estimated depreciable lives, in years, of the Company's property are:       
buildings, 20 to 40; store and office equipment, 3 to 10; leasehold             
improvements, generally the life of the related lease.                          

NOTE 5 - Short-Term Borrowings and Lines of Credit:                             

Several banks have extended lines of credit aggregating $176 million for the    
purpose of issuing documentary letters of credit and standby letters of         
credit. These lines do not have termination dates but are reviewed              
periodically. Commitment fees from .12% to .50% per annum are paid on the       
amounts of standby letters of credit used. At January 31, 1996, outstanding     
letters of credit aggregated $89.9 million.                                     

Effective April 10, 1995, the Company entered into a $300 million revolving     
credit facility with a syndicate of 13 banks.  The facility expires on April    
10, 2000, and is used to support the Company's commercial paper program and     
for short-term borrowings.  A facility fee of .09% per annum is paid on the     
unused amount of the facility.  At January 31, 1996, there were no borrowings   
outstanding under this revolving credit facility.                               

A $100 million revolving credit and security agreement, expiring in September   
1996, is available from a financial institution.  A portion of the Company's    
accounts receivable is pledged as collateral.  At January 31, 1996, there was   
$14.8 million outstanding under this credit agreement.                          

In addition, $75 million is available, on an unsecured basis, for the purpose   
of short-term borrowings on a bid basis from various banks. These lines are     
uncommitted and are reviewed periodically by both the banks and the Company.    

NOTE 6 - Long-Term Debt:                                                        

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                                             Fiscal Year                                        
Debt                                           of Final             January 31                  
Category                       Interest Rates  Maturity     1996        1995         1994       
(Dollars in Thousands)                                                                          
                                                                                                
Secured Debt1:                                                                                  
Insurance Company Notes            6.75%                1998    $    286    $    414    $    534
Bank Notes                                                                             17       
Industrial Revenue Bonds                                                              833       
Other Notes                             9.50%         2005         470         561         663  
Unsecured Debt:                                                                                 
Industrial Revenue Bonds       3.30% to 5.27%*   2020       6,726       7,997      10,230       
Industrial Revenue Bonds 2         3.85%*        2005       8,000       8,800       9,600       
Medium Term Notes              6.50% to 8.20%    2022     249,979     249,972     249,966       
Convertible Subordinated Notes 3   3.00%         2003     255,554     254,505     251,524       
Senior Notes4                      6.38%         2005      98,968                               
Bank Notes 5                       4.75%*        1996       6,000      23,863      57,955       
Capital Leases (Note 13)       6.12% to 11.56%   2033     254,327             61,985      60,558

Total Long-Term Debt                                          880,310     708,097     641,880   
Less Current Maturities                                     14,127      26,913      49,547      

Long-Term Debt, Excluding                                                                       
  Current Maturities                                         $866,183    $681,184    $592,333   

*  Interest rate varies as a percentage of prime rate or other interest index.                  
   Interest rates shown are as of January 31, 1996.                                             
   Prime rate was 8.5 % at January 31, 1996.                                                    

Debt maturities, exclusive of capital leases (see Note 13), for the next five   
fiscal years are as follows (in millions):   1996, $8.2; 1997, $13.3; 1998,     
$1.7; 1999, $46.5; 2000, $74.4.                                                 

Notes:                                                                          

1  Real properties pledged as collateral for secured debt had net book values   
(in millions) at January 31, 1996, as follows:  insurance company notes - $3.6  
and other notes - $.8.                                                          

2  With certain restrictions, the floating rate demand industrial revenue       
bonds can be converted to a fixed interest rate based on a fixed interest       
index at the Company's option.                                                  

3  On July 22, 1993, the Company sold $287.5 million aggregate principal of     
its 3% Convertible Subordinated Notes due July 22, 2003.  The notes are         
convertible into Lowe's Common Stock at the conversion rate of 38.32 shares of  
common stock per each $1,000 principal amount.  The notes were issued at an     
original price of $880.27 per $1,000 principal amount, which represented an     
original issue discount of 11.973% payable at maturity.  Annual interest on the 
notes at 3% and accretion of the original issue discount represents an annual   
yield to maturity of 4.5%.  The notes are callable (subject to certain          
adjustments) at any time on or after July 22, 1996.                             

During Fiscal 1995 and 1994, $2,532,000 and $224,000 principal of the           
Company's 3% Convertible Subordinated Notes were converted into 96,904 and      
8,570 shares of the Company's common stock, respectively.                       

4  On December 15, 1995, the Company issued $100 million of 6.375% Senior       
Notes due December 15, 2005.  The notes were issued at an original price of     
$989.55 per $1,000 principal amount, which represented an original issue        
discount of .395% payable at maturity and an underwriters' discount of .65%.    
Annual interest on the notes at 6.375% and accretion of the original issue      
discount represents an annual yield to maturity of 6.429%.  The notes may not   
be redeemed prior to maturity.                                                  

5  These notes require that certain financial conditions be maintained,         
restrict other borrowings, and limit the payment of dividends to $40 million    
during any one year.                                                            

NOTE 7 - Derivative Financial Instruments:                                      

The Company has only limited involvement with derivative financial              
instruments, and does not use them for trading purposes.                        

The Company enters into derivatives, exclusively interest rate swaps and caps,  
to lower funding costs or alter interest rate exposures for long-term           
liabilities.  Interest rate swaps allow the Company to raise long-term          
borrowings at fixed rates and swap them into variable rates for shorter         
durations.  This enables the Company to separate interest rate management from  
debt funding decisions.  At January 31, 1996, the Company had 14 interest rate  
swap agreements outstanding with financial institutions, having notional        
amounts of $10 million each and a total notional amount of $140 million.        
Under the agreements, the Company will receive interest payments at an average  
fixed rate of 5.60% and will pay interest on the same notional amounts at a     
floating rate based on an interest rate index, which was 5.27% as of January    
31, 1996.  These interest rate swap agreements are scheduled to terminate as    
follows (in millions): 1996, $90; 1997, $50.                                    

Interest rate cap agreements are used to reduce the potential impact of         
increases in interest rates on the interest rate swap agreements, discussed     
above.  At January 31, 1996, the Company was a party to 14 interest rate cap    
agreements, each with terms tied to the terms of the interest rate swap         
agreements.  The agreements entitle the Company to receive from counterparties  
on a semi-annual basis the amounts, if any, by which the Company's interest     
payments on its $140 million notional amount of interest rate swap agreements   
exceed approximately 75 basis points over the fixed rate on each swap.          

The Company is exposed to credit loss in the event of nonperformance by the     
counterparties to its interest rate swap agreements and interest rate cap       
agreements.  The Company anticipates that counterparties will be able to fully  
satisfy their obligations under the agreements.  The counterparties consist of  
a number of financial institutions whose credit ratings were AA or better at    
the time the agreements were instituted.  No collateral is held in relation to  
the agreements.  Credit exposure exists in relation to all the Company's        
financial instruments, and is not unique to derivatives.                        

NOTE 8 - Disclosures about Fair Values of Financial Instruments:                

The following estimated fair value amounts have been determined, using          
available market information and appropriate valuation methodologies. However,  
considerable judgement is necessarily required in interpreting market data to   
develop the estimates of fair value. Accordingly, the estimates presented       
herein are not necessarily indicative of the amounts that the Company could     
realize in a current market exchange. The use of different market assumptions   
and/or estimation methodologies may have a material effect on the estimated     
fair value amounts.                                                             

                                                        · Enlarge/Download Table

(Dollars in Thousands)              January 31, 1996    January 31, 1995     January 31, 1994
                                   Carrying     Fair   Carrying     Fair    Carrying     Fair
                                    Amount     Value    Amount     Value     Amount     Value
                                                                                             
Assets:                                                                                      
Cash and Cash Equivalents         $ 63,868  $ 63,868  $150,319  $150,319   $ 73,253  $ 73,253
Short-Term Investments             107,429   107,429   118,155   118,155     35,215    35,240
Net Receivables                    113,483   113,483   109,214   109,214     48,500    48,500
Long-Term Investments               41,059    41,059    83,459    83,459     40,408    40,801
Liabilities:                                                                                 
Accounts Payable                   655,399   655,399   675,436   675,436    467,278   467,278
Short-Term Debt                     16,617    16,617     1,903     1,903      2,281     2,281
Long-Term Debt:                                                                              
Convertible Subordinated Notes     255,554   348,455   254,505   402,186    251,524   362,250
Other                              624,756   670,313   453,592   456,914    390,356   410,216

Off-Balance Sheet Financial Instruments-                                                     
Unrealized Gains (Losses)                                                                    
Interest Rate Swap Agreements                    758              (6,482)               4,421
Interest Rate Cap Agreements                       9               3,915                     

Cash and cash equivalents,  receivables, accounts payable, and short-term       
debt - The carrying amounts of these items are a reasonable estimate of their   
fair value.                                                                     

Short-term investments and long-term investments - At January 31, 1996 and      
1995, these investments are classified as available for sale and carried at     
their fair value.  January 31, 1994's fair value is estimated from quoted       
market prices for these or similar investments.                                 

Long-term debt - Interest rates that are currently available to the Company     
for issuance of debt with similar terms and remaining maturities are used to    
estimate fair value for debt issues that are not quoted on an exchange.         

Interest rate swap agreements and interest rate cap agreements - The fair       
value of interest rate swaps and caps are the amounts at which they could be    
settled, based on estimates obtained from dealers.                              

The amortized cost, gross unrealized gains and losses and fair values of        
investment securities, all of which are classified as available-for-sale        
securities, at January 31, 1996 and 1995 are as follows:                        

                                                                · Download Table

(Dollars in Thousands)                                                        
                                  Amortized   Gross Unrealized     Fair       
           Type                      Cost      Gains    Losses    Value       
                                                                              
Municipal Obligations             $ 29,298     $  6         $    (1)  $ 29,303
Auction Rate and Adjustable                                                   
   Rate Preferred Stock             79,879        8     (1,761)    78,126     
Classified as Short-term           109,177       14     (1,762)   107,429     

Municipal Obligations               39,762      332        (35)    40,059     
Auction Rate Preferred Stock             1,000                          1,000 
Classified as Long-term             40,762      332        (35)    41,059     

Total at January 31, 1996         $149,939     $346    $(1,797)  $148,488     

Municipal Obligations             $ 33,234   $    1         $  (228)  $ 33,007
Auction Rate and Adjustable                                                   
   Rate Preferred Stock             86,476       13     (1,341)     85,148    
Classified as Short-term           119,710       14     (1,569)   118,155     

Municipal Obligations               50,944      989          (1,902)    50,031
Auction Rate Preferred Stock        33,500                  (72)    33,428    
Classified as Long-term             84,444      989     (1,974)    83,459     

Total at January 31, 1995         $204,154   $1,003    $(3,543)  $201,614     

The proceeds from sales of available-for-sale securities were $60.4 and $79.9   
million for the years ended January 31, 1996 and 1995, respectively.            

Gross realized gains and (losses) on the sale of available-for-sale securities  
were $326 thousand and $(426) thousand for fiscal 1995 and $112 thousand and    
$(836) thousand for fiscal 1994.                                                

Maturities of municipal obligations classified as long-term are $12.4 million   
up to 1 year, $23.3 million after 1 year through 5 years, $1.0 million after    
5 years through 10 years and $3.3 million after 10 years.  The $1.0  million    
money market preferred stock has no stated maturity.                            

NOTE 9 - Income Taxes:                                                          

                                                        · Enlarge/Download Table

(Dollars in Thousands)                                                                            
Fiscal Years End on January 31            Fiscal 1995         Fiscal 1994         Fiscal 1993     
of Following Year                     Amount         %    Amount         %    Amount          %   
                                                   Statutory Rate Reconciliation                  
                                                                                                  
Pre-Tax Earnings                     $352,107      100.0%   $343,531   100.0%   $198,324    100.0%

Federal Income Tax at Statutory Rate  123,237    35.0     120,236    35.0      69,413     35.0    
State Income Taxes-Net of Federal                                                                 
   Tax Benefit                          8,093     2.3       4,248     1.2       2,340         1.2 
Other                                  (5,250)   (1.5)     (4,513)   (1.3)     (5,215)    (2.6)   
Total Income Tax Provision           $126,080    35.8%   $119,971    34.9%    $66,538     33.6%   

                                                   Components of Income Tax Provision             
Current                                                                                           
   Federal                             $86,347   68.5%   $ 98,432    82.0%    $58,088        87.3%
   State                                 6,809    5.4       3,431     2.9       2,590      3.9    
Total Current                           93,156   73.9     101,863    84.9      60,678     91.2    
Deferred                                                                                          
   Federal                              27,282   21.6      15,004    12.5       4,850      7.3    
   State                                 5,642    4.5       3,104     2.6       1,010      1.5    
Total Deferred                          32,924   26.1      18,108    15.1       5,860      8.8    
Total Income Tax Provision            $126,080  100.0%   $119,971   100.0%    $66,538    100.0%   

The tax effect of cumulative temporary differences and carryforwards that gave  
rise to the deferred tax assets and liabilities and the related valuation       
allowance at January 31, 1996, 1995 and 1994 are as follows (in thousands):     

                                                        · Enlarge/Download Table

                                January 31, 1996               January 31, 1995               January 31, 1994                  
                           Assets  Liabilities   Total    Assets  Liabilities   Total    Assets  Liabilities   Total            
                                                                                                                                
Accrued Store                                                                                                                   
  Restructuring Costs      $6,245               $6,245   $17,077                 $17,077   $22,381               $22,381        
Insurance                   6,725                6,725     4,568                4,568     2,432                 2,432           
Depreciation                        $(92,280)   (92,280)                $(67,461)  (67,461)            $(49,090)   (49,090)     
Property Taxes              4,859                4,859     6,230                6,230     4,944     (1,038)     3,906           
Other, Net                 17,156     (5,529)   11,627    14,265     (5,612)    8,653       15,923     (5,691)    10,232        
Less Valuation                                                                                                                  
  Allowance                     (1,565)              (1,565)     (149)                (149)         (3,726)              (3,726)
Total                     $33,420   $(97,809)   $(64,389)  $41,991   $(73,073)   $(31,082)   $41,954  $(55,819)  $(13,865)      

The valuation allowance increased $1,416,000, decreased $3,577,000 and                                                          
increased $420,000 during the years ended January 31, 1996, 1995 and 1994,                                                      
respectively.                                                                                                                   

NOTE 10 - Employee Retirement Plans:                                            

The Company's contribution to its Employee Stock Ownership Plan (ESOP) is       
determined annually by the Board of Directors. The ESOP covers all employees    
after completion of one year of employment and 1000 hours of service during     
that year. Contributions are allocated to participants based on their eligible  
compensation relative to total eligible compensation. The Board authorized      
contributions totaling 14% of eligible compensation for the Fiscal Year 1995    
and 13% of eligible compensation for each of the Fiscal Years  1994 and 1993.   
Contributions may be made in cash or shares of the Company's common stock and   
are generally made in the following fiscal year.                                

As of January 31, 1996, the Employee Stock Ownership Trust held approximately   
15.3% of the outstanding common stock of the Company and was its largest        
shareholder.                                                                    

Shares allocated to ESOP participants' accounts are voted by the trustee        
according to the participants' voting instructions. Unallocated shares and      
shares for which no voting instructions are received are voted by the trustee   
as directed by a management committee. At January 31, 1996, there were no       
unallocated shares.                                                             

The Board of Directors determines contributions to the Company's Employee       
Savings and Investment Plan (ESIP) each year based upon a matching formula      
applied to employee contributions. All employees are eligible to participate    
in the ESIP on the first day of the month following completion of one year of   
employment. Company contributions to this plan for Fiscal 1995, 1994 and 1993   
were $6.0, $4.9 and $3.9 million, respectively. The Company's common stock is   
an investment option for participants in the ESIP. As of January 31, 1996, the  
ESIP held approximately .9% of the outstanding common stock of the Company.     
Shares held in the ESIP are voted by the trustee as directed by an              
administrative committee of the ESIP.                                           

The Company does not believe that it has any material liability for             
postemployment or postretirement benefits.                                      

NOTE 11 - Shareholders' Equity:                                                 

Authorized shares of common stock were 700 million at January 31, 1996.         

Transactions affecting the shareholders' equity section of the consolidated     
balance sheets are summarized as follows:                                       

                                                        · Enlarge/Download Table


(In Thousands)                        Shares   (In Thousands)                             Shareholders' Equity         
                                                                                        Unrealized                     
                                                                               Unearned  Loss on                       
                                                        Capital in          Compensation Available                     
                                                Common   Excess of Retained  Restricted   For Sale      Total          
                                 Outstanding     Stock   Par Value Earnings  Stock Awards Securities   Equity          
                                                                                                                       

Balance January 31, 1993             145,946       $72,973       $171,214   $489,033         nil      nil      $733,220
Net Earnings                                                         131,786                          131,786          
Tax Effect of Incentive                                                                                                
  Stock Options Exercised (Note 12)                           172                                         172          
Cash Dividends                                                       (23,571)                         (23,571)         
Stock Options Exercised(Note 12)         245       122      1,442        (60)                           1,504          
Stock Issued to ESOP (Note 10)         1,696       848     30,134       (424)                          30,558          

Balance January 31, 1994             147,887    73,943     202,962    596,764      nil      nil       873,669          
Net Earnings                                                          223,560                         223,560          
Tax Effect of Non-qualified                                                                                            
  Stock Options Exercised (Note 12)                          2,344                                      2,344          
Cash Dividends                                                        (27,433)                        (27,433)         
Stock Sale                            10,350     5,175     310,522                                    315,697          
Stock Options Exercised(Note 12)         172        86       1,219                                      1,305          
Stock Received for Exercise of                                                                                         
  Stock Options                           (6)       (3)       (202)                                      (205)         
Stock Issued to ESOP (Note 10)           922       461      31,268                                     31,729          
Conversion of 3% Notes                     8         4         193                                        197          
Shares issued to Directors                 4         2         124                                        126          
Unearned Compensation-Restricted                                                                                       
  Stock Awards                           190        96       6,408               $(5,949)                 555          
Unrealized Loss on Available for Sale                                                                                  
    Securities, Net of Income                                                                                          
    Taxes of $886                                                                          $(1,654)    (1,654)         

Balance January 31, 1995             159,527    79,764      554,838    792,891    (5,949)   (1,654) 1,419,890          
Net Earnings                                                           226,027                        226,027          
Tax Effect of Non-qualified                                                                                            
  Stock Options Exercised (Note 12)                              25                                        25          
Cash Dividends                                                         (30,471)                       (30,471)         
Stock Options Exercised (Note 12)          4         2           42                                        44          
Stock Issued to ESOP (Note 10)          1,182       591       36,631                                    37,222         
Conversion of 3% Notes                    97        49        2,183                                     2,232          
Shares issued to Directors                 4         2           93                                        95          
Unearned Compensation-Restricted                                                                                       
  Stock Awards                           104        51        3,016     (2,127)                           940          
Unrealized Loss on Available for Sale                                                                                  
    Securities, Net of Income Tax                                                                                      
  Benefit of $378                                                                              711         711         

Balance January 31, 1996             160,918   $80,459     $596,828    $988,447   $(8,076)   $(943) $1,656,715         

The Company has 5 million authorized shares of preferred stock ($5 par), none   
of which have been issued. The preferred stock may be issued by the Board of    
Directors (without action by shareholders) in one or more series, having such   
voting rights, dividend and liquidation preferences and such conversion and     
other rights as may be designated by the Board of Directors at the time of      
issuance of the preferred shares.                                               

Unearned Compensation - Restricted Stock Awards of $8,076,000 included in       
Shareholders' Equity on the balance sheet is the result of restricted stock     
grants totaling 294,000 shares made to certain executives and directors.  The   
amount will be amortized as earned over periods not exceeding seven years       

The Company has a shareholder rights plan which provides for a dividend         
distribution of one preferred share purchase right on each outstanding share    
of common stock.  Each purchase right will entitle shareholders to buy one      
unit of a newly authorized series of preferred stock.  A shareholder's          
interest is not diluted by the effects of a stock dividend or stock split.      
Each unit is intended to be the equivalent of one share of common stock.  The   
purchase rights will be exercisable only if a person or group acquires or       
announces a tender offer for 20% or more of Lowe's common stock.  The purchase  
rights do not apply to the person or group acquiring the stock.  The purchase   
rights will expire on September 19, 1998.                                       

NOTE 12 - Stock Incentive Plans:                                                

The Company has a stock option plan under which incentive and non-qualified     
stock options, stock appreciation rights, restricted stock awards and           
incentive awards may be granted to key employees. No awards may be granted      
after January 31, 2004. At January 31, 1996, there were  2,112,040 shares       
available for grants under the plan.  Option information is summarized as       
follows:                                                                        

Key Employee Stock Option Plan                                    Option Price  
                              Shares                             Per Share
                                                                (in Thousands)
Outstanding January 31, 1993      371                   $4.063, $6.375, $10.188 
 Exercised                      (217)                           $4.063, $6.375

Outstanding January 31, 1994      154                           $6.375, $10.188 
 Granted                          20                                    $38.75
 Canceled or Expired              (2)                                   $6.375
 Exercised                      (152)                          $6.375, $10.188

Outstanding January 31, 1995                                                    
 and 1996                         20                                    $38.75

Prior to Fiscal 1989, all options granted were incentive options. Between       
Fiscal 1989 and Fiscal 1994, options granted have been adjustable non-          
qualified options exercisable at a maximum price of $10.188 per share. Upon     
exercise of a non-qualified option, the optionee makes a payment to the         
Company equal to the shares' fair market value on the date the option was       
granted.  In accordance with a formula set forth in each option agreement, the  
Company uses part of the option price to make a federal income tax deposit on   
behalf of the optionee.  The options granted in Fiscal 1994  were incentive     
options.                                                                        

Incentive stock option shares which are sold by the optionee within two years   
of grant or one year of exercise result in a tax deduction for the Company      
equivalent to the taxable gain recognized by the optionee. For financial        
reporting purposes, the tax effect of this deduction is accounted for as a      
credit to capital in excess of par value rather than as a reduction of income   
tax expense. Such optionee sales resulted in a tax benefit to the Company of    
approximately $25 thousand, $2.34 million and $172 thousand during Fiscal       
Years 1995, 1994 and 1993, respectively.                                        

Stock appreciation rights are denominated in units, which are comparable to a   
share of Common Stock for purposes of determining the amount payable under an   
award.  An award entitles the participant to receive the excess of the final    
value of the unit over the fair market value of a share of common stock on the  
first day of the performance period.  The final value is the average closing    
price of a share of Common Stock during the last month of the performance       
period.  Limits are established with respect to the amount payable on each      
unit.  A total of  888,450 stock appreciation rights, with performance periods  
of one to three years, with a maximum payout of $7,173,000, were outstanding    
at January 31, 1996.  The costs of these rights are being expensed over the     
performance periods.                                                            

A total of 325,500 restricted stock awards have been granted to certain         
executives and directors.  These shares are nontransferable and subject to      
forfeiture for periods prescribed by the Company.  These shares may become      
transferable and vested earlier based on achievement of certain performance     
measures.  A total of 29,500 shares were forfeited during Fiscal 1995 and no    
shares became vested or transferable during Fiscal 1995.                        

During Fiscal 1989, shareholders approved a Non-Employee Directors' Stock       
Option Plan. This Plan provided that adjustable non-qualified options           
representing 4,000 shares of Lowe's common stock would be granted to each       
outside Director following the Annual Meeting in 1989, 1990, 1991, 1992 and     
1993. Two hundred thousand shares of common stock were reserved to fulfill the  
requirements of this Plan. Options representing 28,000 shares were granted      
under this Plan in each of Fiscal 1989, Fiscal 1990, Fiscal 1991, Fiscal 1992   
and Fiscal 1993, of which options representing 56,000 shares have been          
exercised. The option price per share was $6.375 for Fiscal 1989, $10.906 for   
Fiscal 1990, $8.625 for Fiscal 1991, $10.969 for Fiscal 1992 and $18.875 for    
Fiscal 1993.  The non-qualified options granted to Directors include the same   
tax deposit feature described above with respect to the Key Employee Stock      
Option Plan. This Plan expired at the end of Fiscal 1993.                       

At January 31, 1996, options for 20,000 shares (expiration date in 2004) were   
exercisable under the Key Employee Stock Option Plan and options for 84,000     
shares (expiration dates range from 1999 through 2003) were exercisable under   
the Non-Employee Directors' Stock Option Plan.                                  

The Company has a Director's Stock Incentive Plan.  This Plan provides that at  
the first Board meeting following each annual meeting of shareholders, the      
Company shall issue each non-employee Director 500 shares of Common Stock.  Up  
to 25,000 shares may be issued under this Plan. In Fiscal 1995 and 1994, 3,500  
and 4,000 shares, respectively, were issued under this Plan.                    

NOTE 13 - Leases:                                                               

The Company leases certain store facilities under agreements with original      
terms generally of twenty years.  Agreements generally provide for contingent   
rental based on sales performance in excess of specified minimums. To date,     
contingent rentals have been very nominal. The leases typically contain         
provisions for four renewal options of five years each. Certain equipment is    
also leased by the Company under agreements ranging from two to five years.     
These agreements typically contain renewal options providing for a              
renegotiation of the lease, at the Company's option, based on the fair market   
value at that time.                                                             

The future minimum rental payments required under capital and operating leases  
having initial or remaining noncancelable lease terms in excess of one year     
are summarized as follows:                                                      

                                                        · Enlarge/Download Table

                                Operating Leases         Capital Leases                
Fiscal Year               Real Estate    Equipment  Real Estate     Equipment   Total  
(Dollars in Thousands)                                                                 
                                                                                       
1996                         $49,234        $645       $26,963         $316    $77,158 
1997                          50,261         36          26,982          197     77,476
1998                          43,886         23         26,684          193     70,786 
1999                          43,368         11         26,658          193     70,230 
2000                          42,612          --        26,676          120     69,408 
Later Years                  586,661          --       384,202           --    970,863 

Total Minimum Lease                                                                    
  Payments                  $816,022*      $715       $518,165       $1,019 $1,335,921 

Total Minimum Capital                                                                  
  Lease Payments                                      $519,184                         
Less Amount Representing                                                               
  Interest                                             264,857                         

Present Value of Minimum                                                               
  Lease Payments                                       254,327                         
Less Current Maturities                                  5,880                         

Present Value of Minimum                                                               
  Lease Payments,                                                                      
  Less Current Maturities                             $248,447                         

*Total minimum payments have not been reduced by minimum sublease rentals of    
$3.6 million to be received in the future under noncancelable subleases.      

Rental expenses under operating leases for real estate and equipment were       
$54.1 million, $40.2 million and $27.2 million in Fiscal 1995, 1994 and 1993,   
respectively.                                                                   

NOTE 14 - Commitments, Contingencies and Litigation:                            

The Company had purchase commitments at January 31, 1996, of approximately      
$46.5 million for land, buildings and construction of facilities, and $37.8     
million for equipment.                                                          

The Company is a defendant in legal proceedings considered to be in the normal  
course of business and none of which, singularly or collectively, are           
considered material to the Company as a whole. Potential liability in excess    
of the Company's self-insured retention under these proceedings is covered by   
insurance.                                                                      

The Company is subject to various environmental protection laws and             
regulations and is operating within such laws or is taking action aimed at      
assuring compliance with such laws and regulations.  The Company has been       
identified as a potentially responsible party in connection with three          
landfill sites at which environmental damage is alleged.  Any associated costs  
to the Company is not expected to have a material impact on the Company's       
financial condition or results of operations.                                   

On March 4, 1996, a state government agency in one of the states where the      
Company conducts business publicized that under certain conditions, imported    
plastic mini-blinds of the type sold by the Company may create a lead           
poisoning hazard for young children.  The company has sold blinds of this type  
for about ten years.  Lowe's is in contact with the Consumer Products Safety    
Commission, and is awaiting results of further testing of this product being    
conducted by the state agency.  It is too early in this process for the         
Company to determine whether or not there is any significant potential loss or  
liability to the Company.  Therefore, no accounting provision for any           
potential loss under adverse circumstances related to this publicized matter    
has been made in the 1995 financial statements.                                 

NOTE 15 - Store Restructuring:                                                  

In Fiscal 1991, the Company recorded a pre-tax fourth quarter charge of $71.3   
million for the expected costs and expenses required to accelerate the          
Company's conversion from a chain of small stores to a chain of large stores.   
The restructuring charge is composed primarily of write-downs of long-lived     
assets to their net realizable value, principally real estate for owned         
locations, certain leasehold improvements, fixtures and equipment. It also      
includes certain relocation costs and expenses. The charge included stores      
relocated under the restructuring plan in the fourth quarter of Fiscal 1991     
and those scheduled for closing and relocation through Fiscal 1995.  As         
anticipated, the last of these restructuring costs that were accrued for        
were paid in Fiscal 1995.                                                       

NOTE 16 - Other Information:                                                    

                                                                · Download Table

Net interest expense is composed of the following:                             
(Dollars in Thousands)                                                         
Years Ended January 31,                          1996        1995        1994  
                                                                               

Long-Term Debt                                 $34,536    $ 36,001    $ 22,388 
Capitalized Leases                              16,872       7,436       2,758 
Short-Term Debt                                  3,001       1,056       1,217 
Amortization of Loan Costs                         296         295         272 
Short-Term Interest Income                     (10,897)    (12,237)     (4,765)
Interest Capitalized                            (5,768)     (4,678)     (3,592)

Net Interest Expense                           $38,040    $ 27,873    $ 18,278 

                                                                · Download Table

Supplemental Disclosures of Cash Flow Information:                                

Years Ended January 31,                          1996      1995        1994       
                                                                                  

Cash Paid for Interest                                                            
  (Net of Amount Capitalized)                 $ 55,231        $  43,145   $ 25,677
Cash Paid for Income Taxes                    $ 77,858  $ 108,064   $ 58,761      

Noncash Investing and Financing Activities:                                       

Fixed Assets Acquired under                                                       
  Capital Leases                              $ 96,948  $ 104,207   $ 29,343      
Common Stock Issued to ESOP (Note 10)           37,222     31,729     30,558      
Common Stock Issued to                                                            
  Executives and Directors                       3,162      6,630                 
Common Stock Received for                                                         
  Exercise of Stock Options                                   205                 
Conversion of Debt to Common Stock               2,232        197                 
Notes Received in Exchange                                                        
  for Property                                   1,450      6,067       886       

Supplemental Disclosure of Operating Expenses:                                  

Advertising expenses were $87.8, $71.0 and $59.3 million for Fiscal  1995,      
1994 and 1993, respectively.                                                    

Page 31:                                                                        
SELECTED FINANCIAL DATA                                                         
LOWE'S COMPANIES, INC. AND SUBSIDIARY COMPANIES                                 

                                                        · Enlarge/Download Table

(Dollars in Thousands, Except Per Share Data)                                                     

Fiscal Years End on January 31 of                                                                 
  Following Year (Unaudited)            1995         1994         1993         1992         1991  
                                                                                                  
Selected Income Statement Data:                                                                   
  Net Sales                    $7,075,442   $6,110,521   $4,538,001        $3,846,418   $3,056,247
  Net Earnings                    226,027      223,560      131,786       84,720        6,487     
  Earnings Per Share-Full Dilution   1.36         1.39          .89          .58          .04     
  Cash Dividends Per Share     $      .19     $    .18      $   .16      $   .14      $   .14     

Selected Balance Sheet Data:                                                                      
  Total Assets                 $3,556,386   $3,105,992   $2,201,648         1,608,877   $1,441,228
  Long-Term Debt, Including                                                                       
  Current Maturities             $880,310   $  708,097   $  641,880   $  335,283     $131,350     

                                                        · Enlarge/Download Table

Selected Quarterly Data (Unaudited) *                                                           
Three Months Ended              January 31   October 31      July 31      April 30              
                                                                                                
Fiscal 1995                                                                                     
  Net Sales                     $1,696,702     $1,765,992      $1,978,058    $1,634,690         
  Gross Margin                     418,622      428,943       493,572         422,110           
  Net Earnings                      38,175       43,919        85,007        58,926             
  Earnings Per Share-                                                                           
    Full Dilution                 $    .23   $      .27        $     .51       $     .36        

Fiscal 1994                                                                                     
  Net Sales                     $1,487,489   $1,579,005    $1,647,019    $1,397,008             
  Gross Margin                     391,130      381,146       403,560       336,708             
  Net Earnings                      46,265       54,191        71,351        51,753             
  Earnings Per Share-                                                                           
    Full Dilution                 $    .28          $    .33           $      .45      $     .34

Fiscal 1993                                                                                     
  Net Sales                     $1,145,828  $1,158,370     $1,241,691      $  992,112           
  Gross Margin                     279,017     275,620        292,480       234,167             
  Net Earnings                      25,733      31,645         44,960        29,448             
  Earnings Per Share-                                                                           
    Full Dilution                 $    .17         $     .21           $     .31     $    .20   

*  LIFO Adjustment:                                                             
Fiscal 1995 - The total LIFO effect for the year was a charge of $8.3           
million. A charge of $10.8 million was made against earnings through the        
first nine months, resulting in a fourth quarter credit of $2.5 million.        

Fiscal 1994 - The total LIFO effect for the year was a charge of $.4 million.   
A charge of $9.5 million was made against earnings through the first nine       
months, resulting in a fourth quarter credit of $9.1 million.                   

Fiscal 1993 - The total LIFO effect for the year was a charge of $15.5          
million. A charge of $10.3 million was made against earnings through the        
first nine months, resulting in a fourth quarter charge of $5.2 million.        

Page 32:                                                                        
Lowe's Quarterly Stock Price Range and Cash Dividend Payment*                   

           Fiscal 1995            Fiscal 1994            Fiscal 1993
        High    Low  Dividend   High   Low  Dividend   High   Low   Dividend
1st                                                                             
Quarter $38 7/8 $27 1/2 $.045  $36 1/2 $27 3/4 $.040  $17 11/16 $13 5/16 $.040
2nd                                                                             
Quarter  37 1/4  26      .045   37 3/4  30 1/2  .045   20        15       .040
3rd                                                                             
Quarter  37 7/8  26 1/4  .050   40 7/8  30      .045   24 11/16  18 3/8   .040
4th                                                                             
Quarter $34 7/8 $27 7/8 $.050  $41 3/8 $33 1/8 $.045  $31       $23 3/16 $.040

Source: The Wall Street Journal                                                 
* As restated for a 2-for-1 stock split to shareholders of record               
March 16, 1994.                                                                 

Pages  34 & 35:                                                                 
Lowe's Board of Directors                                                       

William A. Andres                                                               
Director since 1986, age 69. Chairman of Governance Committee, Member of        
Compensation Committee and Executive Committee of the Company.  Previously      
Chairman of the Board and Chief Executive Officer (1976-1983), Chairman of      
Executive Committee (1983-1985) of Dayton Hudson Corporation (Retail Chain),    
Minneapolis, Minn.  (Mr. Andres retired in September 1985.)  Other              
directorships:  Jostens, Inc., Minneapolis, Minn., since 1985; Hannaford        
Bros., Scarborough, Me., since 1986.                                            

John M. Belk                                                                    
Director since 1986, age 76. Member of Audit Committee, Compensation Committee  
and Governance Committee of the Company.  Chairman of the Board, Belk Stores    
Services, Inc. (Retail Department Stores), Charlotte, N.C., since 1980.  Other  
directorships: Coca-Cola Bottling Company Consolidated, Charlotte, N.C., since  
1972; Chaparral Steel, Midlothian, Tex., since 1987.                            

Gordon E. Cadwgan                                                               
Director since 1961, age 82. Chairman of Audit Committee, Member of             
Compensation Committee and Governance Committee of the Company.  Cadwgan        
Associates, Inc. (Trustee and Financial Consultant), affiliated with Tucker     
Anthony, Inc., Boston, Mass., since 1979. Other directorships: Third Century    
Fund, Inc., Providence, R.I., since 1981.                                       

Carol A. Farmer                                                                 
Director since 1994, age 51. Member of Audit Committee, Governance committee    
and Government/Legal Affairs Committee of the Company.  President of Carol      
Farmer Associates, Inc. (Trend Forecasting and Consulting), Boca Raton, Fla.,   
since 1985.  Other directorships:  The Sports Authority, Inc., Ft. Lauderdale,  
Fla., since 1995.                                                               

Leonard G. Herring                                                              
Director since 1956, age 68. President and Chief Executive Officer since 1978,  
Member of Executive Committee and Government/Legal Affairs Committee of the     
Company.  Other directorships:  First Union Corporation, Charlotte, N.C.,       
since 1986.                                                                     

Petro Kulynych                                                                  
Director since 1952, age 74. Member of Audit Committee, Executive Committee     
and Government/Legal Affairs Committee of the Company, having previously        
served as Managing Director (1978-1983).  (Mr. Kulynych retired in December     
1983.)  Other directorships:  Local Board, Wachovia Bank of North Carolina,     
N.A., North Wilkesboro, N.C., since 1988; Carolina Motor Club, Inc.             

Russell B. Long                                                                 
Director since 1987, age 77. Chairman of Government/Legal Affairs Committee,    
Member of Compensation Committee and Governance Committee of the Company.       
Partner, Long Law Firm (Attorneys-at-Law), Washington, D.C., since 1988.        
Other directorships: Catalyst Vidalia Corp., Vidalia, La., since 1989.          
Other:  Member of Advisory Board, Metropolitan Life Insurance Company, New      
York, N.Y. since 1992;  United States Senator 1948-1987; Member, Senate         
Finance Committee 1952-1987 (Chairman 1965-1981).                               

Claudine B. Malone                                                              
Director since 1995, age 59.  Member of Audit Committee, Governance Committee   
and Government/Legal Affairs Committee of the Company.  President, Financial &  
Management Consulting, Inc., Inc., McLean, Va, since 1984.  Other               
directorships:  Chairman, Federal Reserve Bank, Richmond, Va., since 1996       
(Member since 1994):  Dell Computer Corporation, Austin, Tex., since 1993;      
Hannaford Brothers, Scarborough, Me., since 1991;  Hasbro, Inc., Pawtucket,     
R.I., since 1992; Houghton Mifflin, Boston, Mass., since 1982;  LaFarge         
Corporation, Reston, Va., since 1994;  The Limited, Inc., Columbus Oh., since   
1982;  Mallinckrodt Group Inc., St. Louis, Mo., since 1994;  Penn Mutual Life   
Insurance Company, Philadelphia, Pa., Since 1978; SAIC-Science Applications     
International Corporation, San Diego, Calif., since 1993;  Union Pacific        
Resources Corporation, Fort Worth, Tex., since 1995.                            

Robert G. Schwartz                                                              
Director since 1973, age 68. Chairman of Compensation Committee, Member of      
Audit Committee and Governance Committee of the Company.  Director of           
Metropolitan Life Insurance Company, New York, N.Y., since 1980, having         
previously served as Chairman of the Board (1983-1993), President and Chief     
Executive Officer (1989-1993) of that company.  (Mr. Schwartz retired in        
March, 1993.)  Other directorships:  Potlatch Corporation, San Francisco,       
Calif., since 1973; Comsat Corporation, Washington, D.C., since 1986; Mobil     
Corporation, New York, N.Y., since 1987; The Reader's Digest Association,       
Inc., Pleasantville, N.Y., since 1989; Consolidated Edison Company of New       
York, New York, N.Y., since 1989; CS First Boston, Inc., New York, N.Y., since  
1989; Lone Star Industries, Inc., Stamford, Conn., since 1994;  Ascent          
Entertainment Group, Inc., Denver, Colo., since 1995.                           

Robert L. Strickland                                                            
Director since 1961, age 65. Chairman of the Board since 1978, Chairman of      
Executive Committee and Member of Government/Legal Affairs Committee of the     
Company. Other directorships:  Deputy Chairman, Federal Reserve Bank,           
Richmond, Va., since 1996; T. Rowe Price Associates, Inc., Baltimore, Md.,      
since 1991; Hannaford Bros., Scarborough, Me., since 1994.                      

Robert L. Tillman                                                               
Director since 1994, age 52. Senior Executive Vice President and Chief          
Operating Officer of the Company since 1994, having previously served as        
Executive Vice President - Merchandising (1991-1994), Member of Executive       
Committee and Government/Legal Affairs Committee of the Company.  Other         
directorships:  Wachovia Bank of North Carolina, N.A., Winston-Salem, N.C.,     
since 1994; Home Center Institute, Chicago, Ill., since 1994.                   

Appendix to EXHIBIT 13                                                          
Graphic and Image Material                                                      

Inside front cover   Map and Chart describing location of Lowe's stores.        

State         # of stores                                                   
Alabama            16                                                           
Arkansas            6                                                           
Delaware            3                                                           
Florida            13                                                           
Georgia            22                                                           
Iowa                1                                                           
Illinois            7                                                           
Indiana            18                                                           
Kentucky           20                                                           
Louisiana          13                                                           
Maryland           11                                                           
Michigan            3                                                           
Mississippi         6                                                           
Missouri            3                                                           
North Carolina     70                                                           
Ohio               25                                                           
Oklahoma            1                                                           
Pennsylvania       15                                                           
South Carolina     24                                                           
Tennessee          25                                                           
Texas              12                                                           
Virginia           36                                                           
West Virginia      15                                                           

Page 4  Picture                                                                 
Shows portion of the front of a 2 story house with following quotation:         
"To be happy at home is the ultimate result of all ambition, the end to which   
every enterprise and labor tends..."  - Samuel Johnson                          

Page 5  Two Pictures                                                            
Shows Karen and Charlie (see following story)landscaping with plants.           

Tallahassee, Florida - Karen and Charlie Richardson will do anything for a      
home, from pressure washing to landscape gardening to interior design.  As the  
owners of K's House Dressing since 1989, there's no aisle at Lowe's that they   
don't know like the back of their hands.  Lowe's home decor assortments and     
huge garden center are important to them, but what they value most is their     
relationship with store manager Kem Smith.  Says Karen, "I was redecorating a   
country club and I was buying things like 22 identical lamps.  One day I        
needed a lot of vents that were a strange size.  Kem got on the phone, called   
three other stores, and said `Your vents will be here Friday.'  Then he took    
me back to shipping and receiving and introduced me, so I would know who I was  
dealing with when my orders started coming in.  He knows everybody in that      
store by name."                                                                 

Page 6  Quotation                                                               
"A nation of homeowners, of people who won a real share in their own land, is   
unconquerable." - Franklin D. Roosevelt                                         

Page 6  Graph                                                                   
Home Ownership Rate vs. Mortgage Rate Trends                                    
Illustrated on a quarterly basis through 3rd quarter 1995                       

Home Ownership %   Mortgage Rates                   
1993                                                                            
1st qtr           64.2 %             7.6 %                                  
2nd qtr           63.9               7.5                                    
3rd qtr           64.2               7.1                                    
4th qtr           64.2               7.3                                    
1994                                                                            
1st qtr           63.8 %             7.6 %                                  
2nd qtr           63.8               8.7                                    
3rd qtr           64.1               8.8                                    
4th qtr           64.2               9.3                                    
1995                                                                            
1st qtr           64.2 %             8.8 %                                  
2nd qtr           64.7               8.0                                    
3rd qtr           65.0               7.8                                    

Source:  Bureau of the Census, "Current Housing Reports";  Department of        
Housing and Urban Development                                 

Page 7  Two Pictures                                                            
Shows Jake and Mamie (see following story)inside their kitchen and the interior 
of their bathroom.                                                              

Vale, North Carolina - Jake and Mamie Lee Wilson have been married for 52       
years, and they've been Lowe's customers almost as long.  Says Mamie Lee, "We   
built our house here in 1954.  We hauled all the materials in a truck from      
North Wilkesboro [fifty miles away], because at that time there was no Lowe's   
store around here.  Jake went to get the doors for the house, and I think we    
needed about sixty of them.  He came back with mahogany doors.  I didn't want   
mahogany doors; I wanted birch doors!  He said, `If you want birch doors        
you'll have to load these doors back up and take them to Lowe's yourself!'"     
Says Jake, smiling, "Well, I helped her load a few of them."  With some         
exceptions, the house today preserves the original decor.  Mamie says "If you   
want something to last forever, go to Lowe's."                                  

Page 8  Quotation:                                                              

"Home is where you keep your stuff while you're out getting other stuff."       
- George Carlin                                                                 

Page 8  Bar Graph                                                               

America's Age Distribution                                                      
Age Category        Millions of People                                          
35-39                   22                                                
40-44                   20                                                
45-49                   18                                                
50-54                   14                                                
55-59                   12                                                

Source:  Bureau of the Census, "Current Population Reports"                     

Page 8  Chart                                                                   

Top Ten World Powers of DIY Retailing                                           
Rank    Company          Country           1995 Sales                           
                US $Billions
1   The Home Depot     United States        $15.47                            
2   Lowe's Companies   United States          7.08                            
3   Castorama          France                 3.22                            
4   GIB Group          Belgium                3.10*                           
5   OBI                German                 3.03                            
6   Canadian Tire      Canada                 2.90                            
7   Praktiker          Germany                2.78                            
8   Menard             United States          2.73                            
9   Payless Cashways   United States          2.68                            
10   Builders Square    United States          2.64                             

*Preliminary NHCN estimate                                                      
Conversion rates as of March 8, 1996                                            
Source:  National Home Center News                                              

Page 9  Two Pictures                                                            
Shows Cheri and Homer (see following story)sawing off a shutter and a           
close-up of their faces.                                                        

Piedmont, North Carolina - Cheri Johnson never forgets a favor.  Several years  
ago, her neighbor Homer Humphreys gave her a job when she needed one.  Time     
passed; Cheri went to work up North, then moved back to her old neighborhood.   
To her distress, she found Homer living on the street.  She decided to build    
him a house in the corner of her backyard where there was a tumbledown old      
garage.  She went to Lowe's and bought studs and plywood, insulation, doors     
and windows, paint, and roofing materials.  Even with Homer's help, the         
project took three years to complete.  Finally, just before Christmas, Homer    
moved into his new home.  As for Cheri, she's now a Lowe's stockholder.  "I     
have nearly $30,000 in receipts from Lowe's," she says.  "I figure there are    
thousands like me out here, and the trend is for people to put more money into  
their homes.  So it should be a good investment."                               

Page 10  Quotation                                                              
"A house is the only regularly recurring symbol of the whole human body in      
dreams." -Sigmund Freud                                                         

Page 10  Chart                                                                  
Lowe's Total Market Potential                                                   
$Billions                                                                       
Home Center Market                            
Building Contractor      Home Owner                               
New                                                           
Housing     R&R*      DIY     Durables   Total                    
2000e    $75       $49       $121      $88       $333                           
1999e     70        47        114       78        309                           
1998e     67        46        109       68        290                           
1997e     63        44        104       61        272                           
1996e     63        42        100       58        263                           
1995p     60        40         94       56        250                           
1994      61        38         91       49        239                           
1993      52        36         83       41        212                           
1992      45        33         77       36        191                           
1991      39        32         71       34        176                           
1990      45        36         72       33        186                           
1985      40        25         53       25        143                           
1980      24        16         38       14         92                           
1977     $27       $11        $28      $10        $76                           

*R&R=Repair and Remodel  e=estimate  p=preliminary                              
Source:  Home Improvement Research Institute;  Management Horizons              

Page 11  Picture                                                                
Shows Troy and Pam (see following story) petting ostriches on the farm where    
they breed them.                                                                

Stuarts Draft, Virginia - When builder Troy Rutherford first came here in       
1980, the town didn't even have a stoplight.  Then Hershey decided to build a   
plant, and Troy started buying land.  Pam Rutherford, Troy's wife, is a         
realtor, and together they have developed a subdivision called Forest Springs   
Estates, not far from the farm where they breed ostriches.  Troy says, "We      
kept buying options on land when our competitors didn't.  We built efficiently  
and kept our costs down.  Lowe's has played a big part in our success,          
supplying us with materials at low prices whenever and wherever we need them."  
A Lowe's representative visits the Rutherfords' job sites every day, and Troy   
can call a special number at the store to get immediate personal attention.     
he says "I'm very happy in my partnership with Lowe's."                         

Page 12  Quotation                                                              
"A man builds a house in England with the expectation of living in it and       
leaving it to his children;  while we shed our houses in America as easily as   
a snail does his shell."  - Harriet Beecher Stowe                               

Page 12   Two Bar Graphs                                                        

Home Ownership:  Key to the Good Life?                                          
Keys to the good life:                                                          
To have -                  % who said yes                                       
Home You Own                                                                    
1994                          90%                                         
1991                          87                                          
1975                          85                                          
A Good Marriage                                                                 
1994                          77%                                         
1991                          77                                          
1975                          84                                          
A Car                                                                           
1994                          77%                                         
1991                          75                                          
1975                          71                                          
Children                                                                        
1994                          66%                                         
1991                          69                                          
1975                          73                                          

Home Ownership by Age Group                                                     
Age Category       % Owning Homes                                               
35-39                   64%                                               
40-44                   70                                                
45-49                   75                                                
50-54                   78                                                
55-59                   80                                                

Page 13  Two Pictures                                                           
Shows Tommy (see following story) on his shrimp boat, both close-up and         
from a distance.                                                                

Galveston Bay, Texas - Lowe's stores serve the special needs of their           
communities.  For instance, our store in Texas City, Texas carries a broad      
assortment of marine supplies for boating enthusiasts and professional          
fishermen.  Lowe's customer Tommy Cooke is the captain of a shrimp boat, the    
Debbie J.  On the day of these photos, he had just made his final boat          
payment.  Tommy says "I like Lowe's because of their low prices on things I     
need for the Debbie J, like epoxy and paint."                                   

Page 14  Two Quotations                                                         
"Dine on onions, but have a home;  reduce your food and add to your dwelling."  
- The Talmud                                                                    

"If I ever go looking for my heart's desire again, I won't look any further     
than my own back yard; because if it isn't there, I never really lost it to     
begin with."  - Judy Garland as Dorothy in "The Wizard of Oz"                   

Page 14  chart                                                                  

Gross Domestic Product,                                                         
Disposable Personal Income                                                      
and Savings Rate                                                                
Dollars in Billions                                                             
        Savings         CPI-U*
       Rate as %       1982-84
Year        GDP       DPI        of DPI           =100                          
1995p     $7,113.2   $5,268.8      4.2%          $152.4                         
1994       6,738.4    4,959.3      4.1            148.2                         
1993       6,347.8    4,706.7      4.1            144.5                         
1992       6,025.8    4,500.2      5.5            140.3                         
1991       5,737.1    4,230.5      4.7            136.2                         
1990       5,567.8    4,050.5      4.3            130.7                         
1989       5,266.8    3 787.0      4.0            124.0                         
1988       4,908.2    3,548.2      4.4            118.3                         
1987       4,544.5    3,289.5      4.3            113.6                         
1986       4,277.7    3,131.5      6.0            109.6                         
1985       4,053.6    2,943.0      6.4            107.6                         
1980       2,742.1    1,952.9      7.9             82.4                         

*Consumer Price Index - Urban                                                   
p = preliminary                                                                 
Source:  U.S. Department of Commerce;  Bureau of Economic Analysis;             
Bureau of Labor Statistics                                    

Page 15  Three Pictures                                                         
Shows Marshall (see following story) in front of his home computer, with his    
wife, and with his guitar with the Golden Gate Bridge in the background.        

San Francisco, California - Although the nearest Lowe's store is a thousand     
miles away, Bay area composer Marshall Crutcher is part of Lowe's community.    
With his wife, Katita Waldo, a principal dancer for the San Francisco Ballet,   
Marshall recently bought a townhouse built in 1906.  While he was doing some    
online surfing one day, his search engine turned up a hot link to Lowe's home   
page on the World Wide Web (http://www.lowes.com).  Now he visits our site at   
least once a month.  "I've downloaded some great stuff," he says.  "The How-To  
clinics are especially useful, because we're starting to fix up the house       
whenever we have a spare moment.  Last month, one of the clinics was `How to    
Hang Wallpaper,' which I read just in time:  it told me how I should have       
prepped the plaster!"                                                           

Page 16  Chart                                                                  
Merchandise Sales Trends                                                        
Dollars in Millions                                                             

                                                                     Base Year
                          Change       1995       1994      1993        1989
           Total Sales  From   Total       Total      Total      Total
               6-Year CGR  1994   Sales  %    Sales  %   Sales  %   Sales  %
Category                                                                        
1.Structural Lumber   +10%  (10%)  $ 823  12   $ 911  15  $ 745  16   $ 455  17 
2.Building Commodities                                                          
   & Millwork        +10    +9    1,331  19   1,225  20    979  21     761  29
3.Home Decorating &                                                             
   Illumination      +28   +28    1,524  22   1,195  20    807  18     346  13
4.Kitchen, Bathroom,                                                            
   & Laundry         +24   +21      846  12     701  11    498  11     237   9
5.Heating, Cooling, &                                                           
   Water Systems     +21   +27      443   6     348   6    267   6     144   5
6.Home Entertainment  +16   +13      305   4     271   4    218   5     125   5 
7.Yard,Patio,&Garden  +25   +32      974  14     736  12    493  11     261  10 
8.Tools               +27   +22      465   6     382   6    259   6     112   4 
9.Special Order Sales +10    +6      364   5     342   6    272   6     210   8 
Totals                +18%  +16%  $7,075 100  $6,111 100  $4,538 100 $2,651 100 

Page 20  Two graphs below the statements of current and retained earnings.      

Comparable Store Sales1                                                         
Dollars in millions                                                             

Sales            %                            
Quarter      1995     1994     Change                                           
1         $1.284   $1.259      +2                                           
2          1.554    1.496      +4                                           
3          1.402    1.453      -4                                           
4          1.332    1.374      -3                                           
1 Comparable store:  stores open more                                           
than 1 year with comparable square footage.                                     

1989-1995 Sales and Earnings*                                                   
Percent of Total Year -- A Six-Year Average                                     

Quarter         Sales %     Earnings %                                          
1               23            25                                            
2               28            36                                            
3               27            22                                            
4               22            17                                            
* 1991 is not included in the analysis                                          
because the restructuring charge distorts results.                              

Page 34  Individual Pictures of the Directors                                   

William A. Andres, John M. Belk, Gordon E. Cadwgan, Carol A. Farmer,            
Leonard G. Herring, Petro Kulynych, Russell B. Long, Claudine B. Malone,        
Robert G Schwartz, Robert L. Strickland, Robert L. Tillman                      

Dates Referenced Herein   and   Documents Incorporated By Reference

This 10-K Filing		Date		Other Filings
		7/22/93
		1/31/94		10-K
		3/16/94
		1/31/95		10-K, DEF 14A
		4/10/95
		12/15/95		424B5, 8-K
For The Period Ended		1/31/96		DEF 14A
		2/20/96
		3/4/96
		3/8/96
Filed On / Filed As Of		4/29/96
		7/22/96
		9/19/98
		4/10/0		SC 13G
		7/22/3
		1/31/4
		12/15/5
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