Securities registered pursuant to Section 12(b) of the Act:

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 registrant's common stock held by nonaffiliates of the registrant as of August 1, 2003, the last business day of the Company's most 

recent second quarter, was $36,872,272,539. 

The number of shares outstanding of the registrant's Common Stock, $.50 Par Value, as of March 26, 2004 was 788,025,315.

DOCUMENTS INCORPORATED BY REFERENCE

Annual Report to Security Holders for fiscal year ended January 30, 2004: Parts I and II.  With the exception of specifically referenced information, the Annual Report to 

Security Holders for the fiscal year ended January 30, 2004 is not deemed filed as part of this report.  Proxy Statement for the 2004 Annual Meeting which will be filed 

within 120 days after January 30, 2004: Part III.

Part I

Item 1 - Business

General

Lowe's Companies, Inc. (the Company or Lowe's) is the world's second largest home improvement retailer, with a specific emphasis on retail do-it-yourself (DIY) and 

commercial business customers.  Lowe's specializes in offering products and services for home improvement, home decor, home maintenance, home repair and 

remodeling and maintenance of commercial buildings.  As of January 30, 2004, Lowe's operated 952 stores in 45 states, with approximately 108.8 million square feet of 

retail selling space.  

Lowe's was incorporated in North Carolina in 1952 and has been a publicly held company since 1961.  Lowe's common stock is listed on the New York Stock Exchange, 

with shares trading under the ticker symbol "LOW." Lowe's corporate offices are located in Mooresville, North Carolina.

Lowe's has one reportable industry segment - the operation of home improvement retail stores.  See Item 6 "Selected Financial Data" for the historical data 

of revenues, profits and identifiable assets of the Company.

Store Expansion

Lowe's is continuing to maintain an aggressive growth strategy.  Lowe's opening plans include two prototypes: a 116,000-square-foot store (116K) for large markets and 

a 94,000-square-foot store (94K) used primarily to serve smaller markets.  Both prototypes include a lawn and garden center averaging an additional 26,000 square feet for 

94K locations and 31,000 square feet for 116K locations.  Lowe's 2004 expansion plan calls for opening approximately 140 stores (including the relocation of approximately 

four stores).  The Company is focusing much of its future expansion on metropolitan markets with populations of 500,000 or more.  Stores in these larger markets made up 

approximately 46% of the total expansion in 2003 and will comprise a similar percentage of growth in 2004.  The following table illustrates the growth of the Company over 

the last three fiscal years.

Customer Service

Lowe's serves both retail and commercial business customers.  Retail customers primarily consist of do-it-yourself homeowners, those taking advantage of our installed 

sales programs and others buying for personal and family use.  Commercial business customers include repair and remodeling contractors, electricians, landscapers, 

painters, plumbers and commercial and residential building maintenance professionals.  Each Lowe's store caters to these customers by combining the merchandise, 

sales and service of: a home fashions and interior design center; a lawn and garden center; an appliance dealer; an outdoor power equipment dealership; an outdoor 

grill and patio furniture specialty shop; a hardware store; an air conditioning, heating, plumbing and electrical supply center; a full-line lumber yard; and a building 

materials supplier.

Lowe's offers two proprietary credit cards - one for individual retail customers and the other for commercial business customers.  Lowe's also has an agreement with a 

financial institution and is offering a co-branded Visa credit card to selected customers through direct mail offers.  Lowe's commercial business customers can also make 

purchases on credit by using Lowe's in-house accounts.  In addition, Lowe's accepts Visa, MasterCard, Discover and American Express credit cards.  

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Products

A typical Lowe's home improvement store stocks more than 40,000 items, with hundreds of thousands of items available through our special order system.  Each store carries a wide 

selection of recognized, national brand name merchandise. The Company's merchandise selection provides both the DIY retail and commercial business customer with 

items needed to complete home improvement, repair, maintenance or construction projects.  See page 41 of the Annual Report to Security Holders for fiscal year ended 

January 30, 2004 for the table illustrating sales by product category for each of the last three fiscal years.

Excluding special order vendors, the Company sources its products from approximately 7,000 merchandise vendors worldwide, with no single vendor accounting for more 

than four percent of total purchases.  The Company is not dependent upon any single vendor.  To the extent possible, the Company utilizes its Global Sourcing Division 

to purchase directly from foreign manufacturers, avoiding third party importers.  Management believes that alternative and competitive suppliers are available for virtually 

all its products, further increasing opportunities for product quality and gross margin improvement.  Lowe's has begun to cultivate and execute vendor alliance 

partnerships with key vendor partners in an effort to enhance our market share where such partnerships are advantageous to the customer, Lowe's and the vendors.  

Lowe's is also concentrating on the electronic exchange of item and order information with our vendors, improving data integrity and reducing errors, leading to fewer 

returns and order changes. This allows store employees to focus on customer service and invest more time in selling rather than administrative functions. It also allows 

rapid expansion of the special order item base to expand product offerings.

In order to maintain appropriate inventory levels in stores and to improve distribution efficiencies, the Company operates nine highly automated regional distribution 

centers (RDC's).  The current RDC's are strategically located in North Carolina (2), Georgia, Indiana, Pennsylvania, Texas, California, Ohio and Wyoming.  Each Lowe's 

store is served by one of these RDC's.  The Company also operates nine flatbed distribution centers in order to distribute merchandise that requires special handling 

due to size or type of packaging, such as lumber, various imports and building materials.  Approximately 50% of the merchandise purchased by the Company is shipped 

through its distribution facilities, while the remaining portion is shipped directly to stores from vendors.  In February 2003, construction began on an additional regional 

distribution center located in Poinciana, Florida, which is expected to be operational in the third quarter of fiscal 2004.  The Company plans to begin construction on an 

additional RDC in Plainfield, Connecticut in fiscal 2005. The Company also expects to open approximately three additional flatbed distribution centers in fiscal 2004.  

These facilities will handle lumber, boards, panel products and building materials.  Also, long-length items such as irrigation pipe, vinyl sidings and ladders will be 

distributed through these facilities.   The Company also operates a facility to handle special order plumbing products.

Marketing

The Company reaches target customers through a mixture of television, radio, direct mail, newspaper, event sponsorships, Internet, community relations and in-store 

programs.  Each marketing initiative is based on understanding current and prospective customers and their needs and expectations.  The Company has a strategic 

alliance with the HGTV network that allows it to utilize a substantial portion of the commercial airtime in which only the Company's and its vendors' commercials are 

aired.  This is one of a half dozen media partnership programs which the Company employs in an effort to build the image and equity of the Lowe's brand, while 

complementing the core media and marketing programs.  Additionally, the Company hosts customer hospitality events through its Team 48 NASCAR sponsorship, 

sponsors Lowe's Motor Speedway, supports several of the major initiatives and programs of the Home Safety Council and utilizes its proprietary credit programs to 

drive customer traffic and purchases.  Lowe's is also the primary sponsor of the No. 5 Chevrolet in the NASCAR Busch Series.

In 2003, the Company continued to introduce or redefine programs to respond to the changing needs and lifestyles of targeted customers.  Primary to this effort is the 

Company's initiative to serve commercial business customers.  The Company has responded to the special needs of this customer group by carrying more 

professional-preferred brands, increasing in-stock quantities for bigger jobs and testing various marketing approaches in an effort to win the loyalty of commercial 

customers.  The Company continues to emphasize installed sales and currently has 45 assortments available where customers can have installation arranged through 

Lowe's stores.  In addition, kiosks are available in departments such as appliances, home decor/flooring, electrical/lighting, millwork, hardware, seasonal, plumbing and 

tools for our customer's special product ordering in addition to what is made available on Lowes.com.  Some of these kiosks are technology based and some are literature 

based, but all facilitate the ability of the customer to special order to fit their home improvement needs.

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Competition

The home improvement retailing business is highly competitive. The principal competitive factors are price, location, customer service, product and brand selection and 

name recognition.  The Company competes with a number of traditional hardware, plumbing, electrical and home supply retailers, as well as other chains of warehouse 

home improvement stores and lumber yards in most of its market areas. In addition, the Company competes, with respect to some of its products, with discount stores, 

mail order firms and warehouse clubs. 

Information Systems

The Company is continuously assessing and upgrading its information systems in an effort to support growth, augment new sales initiatives, to control costs and to 

enable better decision-making.  During the last six years, the Company has made a substantial investment in developing and purchasing new computer systems.  Lowe's 

has a point of sale system, electronic bar code scanning system, various design systems and dual UNIX Servers in each of its stores.  These systems provide the stores 

with real-time perpetual inventory information, support all in-store selling functions, provide labor management functions, and provide support for a variety of store 

administrative functions.  Store information is communicated to the customer support center's central computers via a terrestrial based (frame relay) network with back 

up being provided by a satellite based wide area network.  These systems provide customer checkout with automated credit card and check approval, host a variety of 

centralized design and order systems for the stores, provide store-based perpetual inventory information and also ensure that all store sales transactions are processed 

accurately.  In addition, the systems also provide labor planning and item movement experience.  These computers supply the general office functions with the 

information needed to support the stores, including centralized inventory replenishment, financial systems, human resources, and product information.

Employees

As of January 30, 2004, the Company employed approximately 116,000 full-time and 31,000 part-time employees, none of which are covered by any collective bargaining 

agreements.  Management considers its relations with its employees to be good.

Available Information

The Company's internet web-site address is: www.Lowes.com. The Company makes available free of charge through its web-site its annual report on Form 10-K, 

quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities 

Exchange Act of 1934, as amended, as soon as reasonably practicable after such documents are electronically filed with, or furnished to, the Securities and Exchange 

Commission. 

Item 2 - Properties

At January 30, 2004, the Company operated 952 stores in 45 states with a total of 108.8 million square feet of selling space. Lowe's currently has two prototype stores, 

a 116,000 square-foot store for large markets and a 94,000 square-foot store used primarily to serve smaller markets.  Both prototypes include a lawn and garden center 

averaging an additional 26,000 square feet for 94K locations and 31,000 square feet for 116K locations.  Of the total stores operating at January 30, 2004, approximately 

79% of the facilities are owned, with the remainder being leased from unaffiliated third parties.  Approximately 50% of these leases are capital leases. The Company also 

owns and operates nine regional distribution centers and nine flatbed distribution centers for lumber and building commodities.  The Company's executive offices are 

located in Mooresville, North Carolina.  The Company also maintains offices in Wilkesboro, North Carolina.

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Item 3 - Legal Proceedings

The Company is a defendant in legal proceedings considered to be in the normal course of business, none of which, singularly or collectively, are considered material to 

the Company.

Item 4 - Submission of Matters to a Vote of Security Holders

Not applicable.

(a):  Represents increase/(decrease) in the required reserve based on the Company's evaluation of discontinued inventories.

(b):  Represents the actual inventory shrinkage experienced at the time of physical inventories.

(c):  Represents claim payments for self-insured claims.