SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SCHULZE RICHARD M

(Last) (First) (Middle)
7601 PENN AVENUE SOUTH

(Street)
RICHFIELD MN 55423

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BEST BUY CO INC [ BBY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Board
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 272,893 D
Common Stock 03/03/2006 G V 11,373 D $0 68,775,106 I Trustee for revocable trust
Common Stock 04/28/2006 G V 422 D $0 68,774,684 I Trustee for revocable trust
Common Stock 05/08/2006 S(3) 144,000 D $57.76 68,630,684 I Trustee for revocable trust
Common Stock 1,356,143 I GRAT
Common Stock 183,726 I Spouse irrevocable trust
Common Stock 693,325 I IGIT
Common Stock 03/03/2006 G V 4,683 A $0 6,411 I(1) Spouse
Common Stock 03/03/2006 G V 4,683 D $0 1,728 I(1) Spouse
Common Stock 04/28/2006 G V 211 A $0 1,939 I(1) Spouse
Common Stock 04/28/2006 G V 211 D $0 1,728 I(1) Spouse
Common Stock 9,150 I(1) Trustee for children's trusts
Common Stock 73,504 I 401(k) plan
Common Stock 31,672 I Sole member of LLC which is sole general partner of limited partnership A
Common Stock 950,169 I Sole general partner of limited partnership B
Common Stock 252,312 I Sole member of LLC which is sole general partner of limited partnership C
Common Stock 2,061 I IRA
Common Stock 1,143,043 I Spouse GRAT
Common Stock 344,418 I Family Foundation
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $23.19 04/16/1999(2) 04/15/2009 Common Stock 225,000 225,000 D
Stock Option (Right to Buy) $23.19 04/16/1999 04/15/2009 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $31.17 04/14/2000(2) 04/13/2010 Common Stock 900,000 900,000 D
Stock Option (Right to Buy) $31.17 04/14/2000 04/13/2010 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $24.71 04/27/2001(2) 04/26/2011 Common Stock 562,500 562,500 D
Stock Option (Right to Buy) $24.71 04/27/2001 04/26/2011 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $34.18 04/11/2002(2) 04/10/2012 Common Stock 191,250 191,250 D
Stock Option (Right to Buy) $34.18 04/11/2002 04/10/2012 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $20.65 04/14/2003 04/13/2013 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $35.33 04/19/2004 04/18/2014 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $32.79 04/18/2005 04/17/2015 Common Stock 11,250 11,250 D
Stock Option (Right to Buy) $56.66 04/28/2006 04/27/2016 Common Stock 7,500 7,500 D
Explanation of Responses:
1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.
2. The date indicated is the grant date and the options vest in four equal annual installments beginning one year from such date.
3. The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on February 16, 2006.
/s/ Matthew J. Norman Attorney-in-fact for Richard M. Schulze 05/10/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.