-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DTNTGEbOnl3L5FqncwqRd1tsZj8gXnBly/IgssbdLshblw9iW5rdK99VfFXb0T85 ZzhIDBKS8J5IUiY0msVd+Q== 0000927087-98-000037.txt : 19980319 0000927087-98-000037.hdr.sgml : 19980319 ACCESSION NUMBER: 0000927087-98-000037 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970831 FILED AS OF DATE: 19980318 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSTCO COMPANIES INC CENTRAL INDEX KEY: 0000909832 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 330572969 STATE OF INCORPORATION: CA FISCAL YEAR END: 0830 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 333-04355 FILM NUMBER: 98568115 BUSINESS ADDRESS: STREET 1: 999 LAKE DRIVE CITY: ISSAQUAH STATE: WA ZIP: 98027- BUSINESS PHONE: (206)-313-8100 MAIL ADDRESS: STREET 1: 999 LAKE DRIVE CITY: ISSAQUAD STATE: WA ZIP: 98027 FORMER COMPANY: FORMER CONFORMED NAME: PRICE/COSTCO INC DATE OF NAME CHANGE: 19930728 10-K/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------- FORM 10-K/A AMENDMENT NO. 1 --------------------- (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR THE FISCAL YEAR ENDED August 31, 1997 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 0-20355 -------------------------------------------------- COSTCO COMPANIES, INC. (exact name of registrant as specified in its charter) DELAWARE 33-0572969 (State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification No.) 999 LAKE DRIVE, ISSAQUAH, WA 98027 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (425) 313-8100 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock $.01 Par Value ------------------------ Indicate by check mark whether the registration (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] The aggregate market value of the voting stock held by nonaffiliates of the registrant at October 31, 1997 was $7,992,988,812. The number of shares outstanding of the registrant's common stock as of October 31, 1997 was 213,867,058. 0325441.01 Item 13. Certain Relationships and Related Transactions Hamilton E. James is a Managing Director of DLJ and Chairman of its Banking Group. During fiscal 1997, DLJ was managing underwriter in connection with the Company's offering of Zero Coupon Convertible Subordinated Notes due 2017. John W. Meisenbach is a principal shareholder of Meisenbach Capital Management ("MCM"). MCM provided consulting and insurance services in managing the Company's employee benefit plans and executive life insurance programs covering over $130 million in total annual benefit costs, for which MCM received total compensation from third party insurers of $1,170,763 in fiscal 1997. In addition, MCM assisted the Company in developing insurance programs for the Company's executive and business members. Richard A. Galanti's sister is owner of a company that received payments from the Company in fiscal 1997 in the amount of $737,862 for merchandise sold to the Company. Jeffrey H. Brotman's brother-in-law was employed by the Company during fiscal year 1997 at an annual salary of $110,000. Richard D. DiCerchio's brother-in-law was employed by the Company during fiscal year 1997 at an annual salary of $116,000. Frederich O. Paulsell, Jr.'s two sons were employed by the Company during fiscal year 1997 at annual salaries of $90,000 and $60,000. James D. Sinegal's two sons were employed by the Company during the fiscal year 1997 at annual salaries of $141,250 and $100,000. Mr. Sinegal's brother-in-law was employed by the Company during fiscal year 1997 at an annual salary of $126,000. SIGNATURES Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. March 17, 1998 COSTCO COMPANIES, INC. (Registrant) By: /s/Richard A. Galanti ---------------------------------------- Richard A. Galanti Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----