8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15 (d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 27, 2012

LOWE'S COMPANIES, INC.

(Exact name of registrant as specified in its charter)

North Carolina	1-7898	56-0578072
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer  Identification No.)

1000 Lowe's Blvd., Mooresville, NC	28117
(Address of principal executive offices)	(Zip Code)
Registrant's telephone number, including area code	(704) 758-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On February 27, 2012 Lowe’s Companies, Inc. (the “Company”) issued a press release, furnished as Exhibit 99.1 and incorporated herein by reference, announcing the Company’s financial results for its fourth quarter and year ended February 3, 2012.

The information contained in this Current Report on Form 8-K, including the exhibit attached hereto, is being furnished and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) EXHIBITS

99.1 Press Release dated February 27, 2012 announcing the financial results of the Company for its fourth quarter and year ended February 3, 2012.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	LOWE'S COMPANIES, INC.
Date: February 27, 2012	By:	/s/ Matthew V. Hollifield
		Matthew V. Hollifield
		Senior Vice President and Chief Accounting Officer

EX-99.1

Exhibit 99.1

February 27, 2012

For 6:00 am ET Release

Contacts:	Shareholders’/Analysts’ Inquiries:	Media Inquiries:
	Tiffany Mason	Chris Ahearn
	704-758-2033	704-758-2304

LOWE’S REPORTS FOURTH QUARTER SALES AND EARNINGS RESULTS

-- Fourth Quarter Comparable Store Sales Increased 3.4 Percent --

MOORESVILLE, N.C.  – Lowe’s Companies, Inc. (NYSE: LOW), the world’s second largest home improvement retailer, today reported net earnings of $322 million for the quarter ended February 3, 2012, a 13.0 percent increase over the same period a year ago.  Diluted earnings per share increased 23.8 percent to $0.26 from $0.21 in the fourth quarter of 2010.  For the fiscal year ended February 3, 2012, net earnings decreased 8.5 percent to $1.8 billion from the prior fiscal year, while diluted earnings per share increased 0.7 percent to $1.43 from $1.42.

Sales for the quarter ended February 3, 2012, increased 11.0 percent to $11.6 billion, up from $10.5 billion in the same period a year ago.  For the fiscal year ended February 3, 2012, sales were $50.2 billion, a 2.9 percent increase over the prior fiscal year.

Lowe’s fiscal year ends on the Friday nearest the end of January; therefore, fiscal year 2011 included 53 weeks.  The 53rd week contributed $766 million to sales and approximately $0.05 to diluted earnings per share in the fourth quarter and fiscal year ended February 3, 2012.

Comparable store sales for the fourth quarter increased 3.4 percent versus a comparable 14-week period, while comparable store sales for the U.S. business increased 3.5 percent.  Comparable store sales for the fiscal year were essentially flat.

Included in the above reported results are charges related to previously announced store closings, discontinued projects and long-lived asset impairments which, in the aggregate, reduced pre-tax earnings for the fourth quarter by $53 million and diluted earnings per share by $0.03.  For the fiscal year, the charges reduced pre-tax earnings by $523 million and diluted earnings per share by $0.26.

“We delivered solid results for the quarter, including earnings per share that exceeded our guidance,” commented Robert A. Niblock, Lowe’s chairman, president and CEO.  “I am encouraged by the progress we made in 2011 toward delivering better customer experiences and transforming our business to drive long-term sales growth, increased profitability and shareholder value.  I would like to thank our hard working employees for their ongoing dedication and customer focus.

“In 2012, we will capitalize on refinements we have made to our operating strategies as well as our efforts to improve the customer experience,” Niblock added. “The team is well positioned to drive stronger comparable store sales growth and expanded operating margins.”

As of February 3, 2012, Lowe’s operated 1,745 stores in the United States, Canada and Mexico representing 196.5 million square feet of retail selling space.

A conference call to discuss fourth quarter 2011 operating results is scheduled for today (Monday, February 27) at 9:00 am ET.  The conference call will be available through a webcast and can be accessed by visiting Lowe’s website at www.Lowes.com/investor and clicking on Lowe’s Fourth Quarter 2011 Earnings Conference Call Webcast.  A replay of the call will be archived on Lowes.com until May 20, 2012.

 Lowe’s Business Outlook

Fiscal Year 2012 – a 52-week Year (comparisons to fiscal year 2011 – a 53-week year)

·   Total sales are expected to increase 1 to 2 percent.  On a 52 versus 52 week basis, total sales are expected to increase approximately 3 percent.

·   The company expects comparable store sales to increase 1 to 3 percent (52 versus 52 week basis).

·   The company expects to open approximately 10 stores in fiscal year 2012.

·   Earnings before interest and taxes as a percentage of sales (operating margin) are expected to increase approximately 100 basis points.

·   Depreciation expense is expected to be approximately $1.5 billion.

·   The effective income tax rate is expected to be approximately 38.1%.

·   Diluted earnings per share of $1.75 to $1.85 are expected for the fiscal year ending February 1, 2013.

 Disclosure Regarding Forward-Looking Statements

This news release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"). Statements of the company's expectations for sales growth, comparable store sales, earnings and performance, shareholder value, capital expenditures, store openings, the housing market, the home improvement industry, demand for services, share repurchases and any statement of an assumption underlying any of the foregoing, constitute "forward-looking statements" under the Act.   Although the company believes that the expectations, opinions, projections, and comments reflected in its forward-looking statements are reasonable, it can give no assurance that such statements will prove to be correct. A wide variety of potential risks, uncertainties, and other factors could materially affect our ability to achieve the results expressed or implied by our forward-looking statements including, but not limited to, changes in general economic conditions, such as continued high rates of unemployment, interest rate and currency fluctuations, higher fuel and other energy costs, slower growth in personal income, changes in consumer spending, changes in the rate of housing turnover, the availability and increasing regulation of consumer credit and of mortgage financing, inflation or deflation of commodity prices and other factors which can negatively affect our customers, as well as our ability to: (i) respond to adverse trends in the housing industry, such as the psychological effects of falling home prices, and in the level of repairs, remodeling, and additions to existing homes, as well as a general reduction in commercial building activity; (ii) secure, develop, and otherwise implement new technologies and processes designed to enhance our efficiency and competitiveness; (iii) attract, train, and retain highly-qualified associates; (iv) manage our business effectively as we adapt our traditional operating model and develop and implement new business concepts to meet the changing expectations of our customers; (v) respond to fluctuations in the prices and availability of services, supplies, and products; (vi) respond to the growth and impact of competition; (vii) address changes in existing or new laws or regulations that affect consumer credit, employment/labor, trade, product safety, transportation/logistics, energy costs, health care, tax or environmental issues; and (viii) respond to unanticipated weather conditions that could adversely affect sales. In addition, we could experience additional impairment losses if the actual results of our operating stores are not consistent with the assumptions and judgments we have made in estimating future cash flows and determining asset fair values. For more information about these and other risks and uncertainties that we are exposed to, you should read the "Risk Factors" and "Critical Accounting Policies and Estimates" included in our Annual Report on Form 10-K to the United States Securities and Exchange Commission

(the “SEC”) and the description of material changes therein or updated version thereof, if any, included in our Quarterly Reports on Form 10-Q.

The forward-looking statements contained in this news release are based upon data available as of the date of this release or other specified date and speak only as of such date.  All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf about any of the matters covered in this release are qualified by these cautionary statements and in the “Risk Factors” included in our Annual Report on Form 10-K to the SEC and the description of material changes, if any, therein included in our Quarterly Reports on Form 10-Q.  We expressly disclaim any obligation to update or revise any forward-looking statement, whether as a result of new information, change in circumstances, future events, or otherwise.

With fiscal year 2011 sales of $50.2 billion, Lowe's Companies, Inc. is a FORTUNE® 50 company that serves approximately 15 million customers a week at more than 1,725 home improvement stores in the United States, Canada and Mexico. Founded in 1946 and based in Mooresville, N.C., Lowe's is the second-largest home improvement retailer in the world. For more information, visit Lowes.com.

###

Lowe's Companies, Inc.
Consolidated Statements of Current and Retained Earnings
In Millions, Except Per Share Data
	Three Months Ended (1)										Year Ended (1)
	(Unaudited)					(Unaudited)					(Unaudited)
	February 3, 2012					January 28, 2011					February 3, 2012					January 28, 2011
Current Earnings	Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent
Net sales	$	11,629			100.00	$	10,480			100.00	$	50,208			100.00	$	48,815			100.00
Cost of sales		7,650			65.78		6,754			64.45		32,858			65.44		31,663			64.86
Gross margin		3,979			34.22		3,726			35.55		17,350			34.56		17,152			35.14
Expenses:
Selling, general and administrative		3,009			25.88		2,792			26.64		12,593			25.08		12,006			24.60
Depreciation		383			3.29		392			3.74		1,480			2.95		1,586			3.25
Interest - net		102			0.88		86			0.82		371			0.74		332			0.68
Total expenses		3,494			30.05		3,270			31.20		14,444			28.77		13,924			28.53
Pre-tax earnings		485			4.17		456			4.35		2,906			5.79		3,228			6.61
Income tax provision		163			1.40		171			1.63		1,067			2.13		1,218			2.49
Net earnings	$	322			2.77	$	285			2.72	$	1,839			3.66	$	2,010			4.12
Weighted average common shares outstanding - basic		1,239					1,358					1,271					1,401
Basic earnings per common share (2)	$	0.26				$	0.21				$	1.43				$	1.42
Weighted average common shares outstanding - diluted		1,241					1,361					1,273					1,403
Diluted earnings per common share (2)	$	0.26				$	0.21				$	1.43				$	1.42
Cash dividends per share	$	0.14				$	0.11				$	0.53				$	0.42
Retained Earnings
Balance at beginning of period	$	16,109				$	18,144				$	17,371				$	18,307
Net earnings		322					285					1,839					2,010
Cash dividends		(174	)				(148	)				(672	)				(588	)
Share repurchases		(405	)				(910	)				(2,686	)				(2,358	)
Balance at end of period	$	15,852				$	17,371				$	15,852				$	17,371
(1) The fiscal year and three months ended February 3, 2012, had 53 weeks and 14 weeks, respectively. The fiscal year and three months ended January 28, 2011, had 52 weeks and 13 weeks, respectively.
(2) Under the two-class method, earnings per share is calculated using net earnings allocable to common shares, which is derived by reducing net earnings by the earnings allocable to participating securities. Net earnings allocable to common shares used in the basic and diluted earnings per share calculation were $320 million for the three months ended February 3, 2012 and $283 million for the three months ended January 28, 2011. Net earnings allocable to common shares used in the basic and diluted earnings per share calculation were $1,824 million for the fiscal year ended February 3, 2012 and $1,993 million for the fiscal year ended January 28, 2011.

Lowe's Companies, Inc.
Consolidated Balance Sheets
In Millions, Except Par Value Data
		(Unaudited)
		February 3, 2012		January 28, 2011
Assets
Current assets:
Cash and cash equivalents		$	1,014	$	652
Short-term investments			286		471
Merchandise inventory - net			8,355		8,321
Deferred income taxes - net			183		193
Other current assets			234		330
Total current assets			10,072		9,967
Property, less accumulated depreciation			21,970		22,089
Long-term investments			504		1,008
Other assets			1,013		635
Total assets		$	33,559	$	33,699
Liabilities and Shareholders' Equity
Current liabilities:
Current maturities of long-term debt		$	592	$	36
Accounts payable			4,352		4,351
Accrued compensation and employee benefits			613		667
Deferred revenue			801		707
Other current liabilities			1,533		1,358
Total current liabilities			7,891		7,119
Long-term debt, excluding current maturities			7,035		6,537
Deferred income taxes - net			531		467
Deferred revenue - extended protection plans			704		631
Other liabilities			865		833
Total liabilities			17,026		15,587
Shareholders' equity:
Preferred stock - $5 par value, none issued			-		-
Common stock - $.50 par value;
Shares issued and outstanding
February 3, 2012	1,241
January 28, 2011	1,354		621		677
Capital in excess of par value			14		11
Retained earnings			15,852		17,371
Accumulated other comprehensive income			46		53
Total shareholders' equity			16,533		18,112
Total liabilities and shareholders' equity		$	33,559	$	33,699

Lowe's Companies, Inc.
Consolidated Statements of Cash Flows
In Millions
	Year Ended
	(Unaudited)
	February 3, 2012			January 28, 2011
Cash flows from operating activities:
Net earnings	$	1,839		$	2,010
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		1,579			1,684
Deferred income taxes		54			(133	)
Loss on property and other assets - net		456			103
Share-based payment expense		107			115
Net changes in operating assets and liabilities:
Merchandise inventory - net		(33	)		(64	)
Other operating assets		137			(142	)
Accounts payable		(5	)		60
Other operating liabilities		215			219
Net cash provided by operating activities		4,349			3,852
Cash flows from investing activities:
Purchases of investments		(1,433	)		(2,605	)
Proceeds from sale/maturity of investments		2,120			1,822
Property acquired		(1,829	)		(1,329	)
Change in equity method investments - net		(232	)		(83	)
Proceeds from sale of property and other long-term assets		52			25
Other - net		(115	)		(14	)
Net cash used in investing activities		(1,437	)		(2,184	)
Cash flows from financing activities:
Net proceeds from issuance of long-term debt		993			1,985
Repayment of long-term debt		(37	)		(552	)
Proceeds from issuance of common stock under share-based payment plans		100			104
Cash dividend payments		(647	)		(571	)
Repurchase of common stock		(2,937	)		(2,618	)
Other - net		(21	)		1
Net cash used in financing activities		(2,549	)		(1,651	)
Effect of exchange rate changes on cash		(1	)		3
Net increase in cash and cash equivalents		362			20
Cash and cash equivalents, beginning of year		652			632
Cash and cash equivalents, end of year	$	1,014		$	652