FROM: Lee Scott, President and CEO

DATE: December 14, 2005

RE: Merry Christmas and Happy Holidays

Dear Wal-Mart Associate,

Now that we're halfway through the official holiday sales season, I wanted to take a minute to thank all of you for making November - and Blitz - one of the most successful on record.

You did a fantastic job! More than 10 million people visited our stores during the first six hours of Blitz. Although we don't release the Blitz sales numbers externally, we were clearly the leader, and our sales reflected it.

Blitz isn't the only Wal-Mart success story this year. We had our best November in a while with sales up more than 4.3 percent -- far ahead of our leading competitor. Halloween sales, back-to-school sales - all of them - have been very good or record-breaking for Wal-Mart in 2005.

We're achieving this success because of your hard work. You are to be commended for your focus, especially at a time when special interest groups are spending millions of dollars and lots of energy trying to slow us down.

You may have seen some "protestors" handing out leaflets outside some of our stores on Blitz Day: they didn't make a dent. As a matter of fact, foot traffic was up almost 5% at the stores where these critics passed out the leaflets. You've probably heard about or seen the anti-Wal-Mart video that they spent big money making and releasing in November. It was full of holes and misinformation and hardly anyone saw it. What's more, our November sales prove that their biggest, most expensive propaganda campaign to date had no impact on Wal-Mart's performance.

These destructive tactics fail because Wal-Mart has great associates who stand up for this company, and because our customers appreciate that we look out for working families.

There are so many other things to be proud of this year:

• We helped tens of thousands of hurricane victims in real need, with food, water, clothing, shelter and jobs.
  
  
• We launched the largest environmental initiative in retail history, including building two new experimental stores - McKinney, Texas and Aurora, Colorado.
  
  
• We expanded our outreach to communities, charities, diverse suppliers and organizations and the media.
  
  
• We developed new offerings for our customers and business members, like our Metro 7 apparel line and new organic products.
  
  
• We expanded and strengthened our international business by opening 164 new stores or clubs; establishing a partnership with CARHCO, the leading retailer in Central America; announcing an acquisition of 140 Sonae stores in Brazil; acquiring a majority stake in 405 Seiyu stores in Japan; and announcing plans for the first Supercenters in Canada.
  
  
• We shipped more than 5 billion cases and drove almost 1 billion miles to deliver food and merchandise to our stores and clubs.

These accomplishments are quite phenomenal. Looking ahead, I hope you're as excited as I am about things we're doing to make Wal-Mart an even better company for 2006 and beyond. We will continue to grow, provide jobs, career opportunities and significant savings for working families.

As this year comes to a close, I am also aware that many of you had events occur in your personal lives that made this a very special year, or a very difficult year, for you. A marriage, the birth of a child or grandchild, the graduation of a child - or yourself - from school, or a promotion at work can make a year special.

We also have associates who this year faced serious illness, lost a loved one, or in many cases lost their homes and their communities to storms. Some lost loved ones in the war in the Middle East.

We thank you for sharing your lives with Wal-Mart during both the good times and the difficult times.

Your performance doesn't go unnoticed - our customers appreciate you, our company appreciates you, and I thank you for everything you've done to make our company better in 2005.

Have a safe and happy holiday season. I'll see you in the stores and clubs.

Merry Christmas and Happy Holidays,

Lee Scott