Exhibit 99.A
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
(Mark
One)
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ANNUAL REPORT PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE
REQUIRED]
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For the
fiscal year ended December 31, 2004
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OR
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o
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TRANSITION REPORT PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE
REQUIRED]
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For the
transition period from
to
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Commission
File Number 1-6049
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A.
Full title of the plan and address of the plan, if different from
that of the issuer named below: Target Corporation 401(k)
Plan.
B.
Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
TARGET
CORPORATION
1000
Nicollet Mall
Minneapolis, Minnesota
55403
AUDITED FINANCIAL STATEMENTS AND
SCHEDULES
Target Corporation 401(k) Plan
Years Ended December 31, 2004 and 2003
Consent of Independent Registered
Public Accounting Firm
We consent to the incorporation by
reference in the Registration Statements (Form S-8,
Nos. 33-66050, 333-27435, and 333-103920) pertaining to the
Target Corporation 401(k) Plan of our report dated April 4, 2005,
with respect to the financial statements and schedules of the
Target Corporation 401(k) Plan included in this Annual Report
(Form 11-K) for the year ended December 31, 2004.
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/s/ Ernst & Young LLP
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Minneapolis, Minnesota
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April 11, 2005
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Target Corporation 401(k)
Plan
Audited Financial Statements and
Schedules
Years Ended December 31, 2004
and 2003
Contents
Report of Independent Registered Public
Accounting Firm
The Board of Directors
Target Corporation
We have audited the accompanying
statements of net assets available for benefits of the Target
Corporation 401(k) Plan (the Plan) as of December 31, 2004 and
2003, and the related statements of changes in net assets available
for benefits for the years then ended. These financial statements
are the responsibility of the Plan’s management. Our
responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in
accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement.
We were not engaged to perform an audit of the Plan’s
internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a
basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Plan’s internal control over
financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial
statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan at
December 31, 2004 and 2003, and the changes in net assets
available for benefits for the years then ended, in conformity with
U.S. generally accepted accounting principles.
Our audits were performed for the
purpose of forming an opinion on the financial statements taken as
a whole. The accompanying supplemental schedules of assets (held at
end of year) as of December 31, 2004, and reportable
transactions for the year then ended are presented for purposes of
additional analysis and are not a required part of the financial
statements but are supplementary information required by the
Department of Labor’s Rules and Regulations for
Reporting and Disclosure under the Employee
1
Retirement Income Security Act of
1974. The supplemental schedules are the responsibility of the
Plan’s management. These supplemental schedules have been
subjected to the auditing procedures applied in the audits of the
financial statements and, in our opinion, are fairly stated in all
material respects in relation to the financial statements taken as
a whole.
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/s/ Ernst & Young LLP
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Minneapolis, Minnesota
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April 4, 2005
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2
Target Corporation 401(k)
Plan
Statements of Net Assets Available for
Benefits
(In Thousands)
December 31, 2004
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Total
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Participant-
Directed
Funds
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Non-
Participant-
Directed
Employer
Match Funds
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Assets
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Securities sold but not
settled
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$
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4,958
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$
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1,851
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$
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3,107
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Receivables:
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Participants’ 401(k) and
after-tax contributions
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3,771
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3,771
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—
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Employer contribution
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2,344
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—
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2,344
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Inte
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