Document and Entity

9 Months Ended

Jul. 2, 2017

Jul. 30, 2017

Document and Entity [Abstract]

Entity Registrant Name

WHOLE FOODS MARKET INC

Entity Central Index Key

0000865436

Document Type

10-Q

Entity Filer Category

Large Accelerated Filer

Current Fiscal Year End Date

--09-24

Document Period End Date

Jul. 02, 2017

Document Fiscal Year Focus

2017

Document Fiscal Period Focus

Q3

Amendment Flag

false

Entity Common Stock, Shares Outstanding

320,251,710

Consolidated Balance Sheets (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Current assets:

Cash and cash equivalents

$ 279

$ 351

Short-term investments - available-for-sale securities

720

379

Restricted cash

124

122

Accounts receivable

246

242

Merchandise inventories

483

517

Prepaid expenses and other current assets

117

167

Deferred income taxes

222

197

Total current assets

2,191

1,975

Property and equipment, net of accumulated depreciation and amortization

3,482

3,442

Long-term investments - available-for-sale securities

24

Goodwill

710

Intangible assets, net of accumulated amortization

70

74

Deferred income taxes

87

100

Other assets

46

40

Total assets

6,610

6,341

Current liabilities:

Current installments of long-term debt and capital lease obligations

2

3

Accounts payable

305

307

Accrued payroll, bonus and other benefits due team members

391

407

Dividends payable

58

43

Other current liabilities

568

581

Total current liabilities

1,324

1,341

Long-term debt and capital lease obligations, less current installments

1,046

1,048

Deferred lease liabilities

678

640

Other long-term liabilities

104

88

Total liabilities

3,152

3,117

Commitments and contingencies

Shareholders’ equity:

Common stock, no par value, 1,200 shares authorized; 376.8 and 377.0 shares issued; 320.1 and 318.3 shares outstanding at 2017 and 2016, respectively

2,946

2,933

Common stock in treasury, at cost, 56.7 and 58.7 shares at 2017 and 2016, respectively

(1,959)

(2,026)

Accumulated other comprehensive loss

(30)

(32)

Retained earnings

2,501

2,349

Total shareholders’ equity

3,458

3,224

Total liabilities and shareholders’ equity

$ 6,610

$ 6,341

Consolidated Balance Sheets (Parenthetical) (USD $)

Jul. 2, 2017

Sep. 25, 2016

Statement of Financial Position [Abstract]

Common Stock, Shares Authorized

1,200,000,000

Common Stock, Shares, Issued

376,800,000

377,000,000

Common Stock, Shares, Outstanding

320,100,000

318,300,000

Common Stock, No Par Value

Treasury Stock, Shares

56,700,000

58,700,000

Consolidated Statements of Operations (USD $)

In Millions, except Per Share data, unless otherwise specified

3 Months Ended

4 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Apr. 9, 2017

Sep. 25, 2016

Jul. 3, 2016

Apr. 10, 2016

Jan. 15, 2017

Jan. 17, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Income Statement [Abstract]

Sales

$ 3,725

$ 3,703

$ 12,381

$ 12,227

Cost of goods sold and occupancy costs

2,457

2,417

8,189

8,010

Gross profit

1,268

1,286

4,192

4,217

Selling, general and administrative expenses

1,072

1,057

3,546

3,458

Pre-opening expenses

13

18

46

49

Relocation, store closure and lease termination costs

3

2

77

8

Operating income

180

209

523

702

Interest expense

(11)

(12)

(37)

(30)

Investment and other income (expense)

4

(1)

6

8

Income before income taxes

173

196

492

680

Provision for income taxes

67

76

192

261

Net income

$ 106

$ 120

$ 300

$ 419

$ 507

Basic earnings per share (in dollars per share)

$ 0.33

$ 0.37

$ 0.94

$ 1.27

Weighted average shares outstanding (in shares)

319.4

320.6

319.7

328.4

Diluted earnings per share (in dollars per share)

$ 0.33

$ 0.37

$ 0.94

$ 1.27

Weighted average shares outstanding, diluted basis (in shares)

320.3

321.2

320.2

329.3

Dividends declared per common share (in dollars per share)

$ 0.18

$ 0.14

$ 0.135

$ 0.14

$ 0.135

$ 0.46

$ 0.405

$ 0.54

Consolidated Statements of Comprehensive Income (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Statement of Comprehensive Income [Abstract]

Net income

$ 106

$ 120

$ 300

$ 419

$ 507

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustments

4

(1)

2

(1)

Other comprehensive income (loss), net of tax

4

(1)

2

(1)

(4)

Comprehensive income

$ 110

$ 119

$ 302

$ 418

Consolidated Statements of Shareholders' Equity (USD $)

In Millions, unless otherwise specified

Total

Common stock

Common stock in treasury

Accumulated other comprehensive income (loss)

Retained earnings

Balances at Sep. 27, 2015

$ 3,769

$ 2,904

$ (1,124)

$ (28)

$ 2,017

Balances (in shares) at Sep. 27, 2015

348.9

Increase (Decrease) in Shareholders' Equity

Net income

507

Other comprehensive income (loss), net of tax

(4)

Dividends ($0.46 and $0.54 per common share for the forty weeks ended July 2, 2017 and fiscal year ended September 25, 2016, respectively)

(174)

Issuance of common stock pursuant to team member stock plans

19

(23)

42

Issuance of common stock pursuant to team member stock plans (in shares)

1.1

Purchase of treasury stock

(944)

Purchase of treasury stock (in shares)

(31.7)

Tax benefit related to exercise of team member stock options

3

Share-based payment expense

49

Other

(1)

Balances at Sep. 25, 2016

3,224

2,933

(2,026)

(32)

2,349

Balances (in shares) at Sep. 25, 2016

318.3

Increase (Decrease) in Shareholders' Equity

Net income

300

Other comprehensive income (loss), net of tax

2

Dividends ($0.46 and $0.54 per common share for the forty weeks ended July 2, 2017 and fiscal year ended September 25, 2016, respectively)

(148)

Issuance of common stock pursuant to team member stock plans

45

(22)

67

Issuance of common stock pursuant to team member stock plans (in shares)

1.8

Tax benefit related to exercise of team member stock options

5

Share-based payment expense

30

Balances at Jul. 02, 2017

$ 3,458

$ 2,946

$ (1,959)

$ (30)

$ 2,501

Balances (in shares) at Jul. 02, 2017

320.1

Consolidated Statements of Shareholders' Equity (Parenthetical)

3 Months Ended

4 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Apr. 9, 2017

Sep. 25, 2016

Jul. 3, 2016

Apr. 10, 2016

Jan. 15, 2017

Jan. 17, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Statement of Stockholders' Equity [Abstract]

Dividends declared per common share (in dollars per share)

$ 0.18

$ 0.14

$ 0.135

$ 0.14

$ 0.135

$ 0.46

$ 0.405

$ 0.54

Consolidated Statements of Cash Flows (USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Cash flows from operating activities

Net income

$ 300

$ 419

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

417

376

Share-based payment expense

30

39

LIFO expense

6

1

Deferred income tax (benefit) expense

(13)

16

Excess tax benefit related to exercise of team member stock options

(5)

(4)

Accretion of premium/discount on marketable securities

1

Deferred lease liabilities

50

31

Other

10

7

Net change in current assets and liabilities:

Accounts receivable

(2)

(100)

Merchandise inventories

29

(25)

Prepaid expenses and other current assets

53

(39)

Accounts payable

(2)

Accrued payroll, bonus and other benefits due team members

(16)

(27)

Other current liabilities

28

57

Net change in other long-term liabilities

15

14

Net cash provided by operating activities

901

764

Cash flows from investing activities

Development costs of new locations

(291)

(295)

Other property and equipment expenditures

(217)

(226)

Purchases of available-for-sale securities

(767)

(311)

Sales and maturities of available-for-sale securities

401

375

Payment for purchase of acquired entities, net of cash acquired

(11)

Other investing activities

(13)

(12)

Net cash used in investing activities

(887)

(480)

Cash flows from financing activities

Purchases of treasury stock

(929)

Common stock dividends paid

(132)

(133)

Issuance of common stock

43

17

Excess tax benefit related to exercise of team member stock options

5

4

Proceeds from long-term borrowings

999

Proceeds from revolving line of credit

300

Payments on long-term debt and capital lease obligations

(3)

(306)

Other financing activities

(1)

(9)

Net cash used in financing activities

(88)

(57)

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

4

Net change in cash, cash equivalents, and restricted cash

(70)

231

Cash, cash equivalents, and restricted cash at beginning of period

473

364

Cash, cash equivalents, and restricted cash at end of period

403

595

Supplemental disclosure of cash flow information:

Federal and state income taxes paid

181

357

Interest paid

$ 53

$ 27

Basis of Presentation

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Basis of Presentation

The accompanying unaudited consolidated financial statements of Whole Foods Market, Inc. and its consolidated subsidiaries (collectively “Whole Foods Market,” “Company,” or “we”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The information included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis and the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 25, 2016. In the opinion of management, the accompanying consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation. Where appropriate, we have reclassified prior year financial statements to conform to current year presentation. Interim results are not necessarily indicative of results for any other interim period or for a full fiscal year. The Company reports its results of operations on a 52- or 53-week fiscal year ending on the last Sunday in September. The first fiscal quarter is 16 weeks, the second and third quarters each are 12 weeks, and the fourth quarter is 12 or 13 weeks. Fiscal years 2017 and 2016 are 52-week years. The Company has one operating segment and a single reportable segment, natural and organic foods supermarkets.

The following is a summary of percentage sales by geographic area for the periods indicated:



	Twelve weeks ended				Forty weeks ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
Sales:
United States	97.0	%	96.9	%	97.1	%	97.1	%
Canada and United Kingdom	3.0		3.1		2.9		2.9
Total sales	100.0	%	100.0	%	100.0	%	100.0	%

The following is a summary of the percentage of net long-lived assets by geographic area as of the dates indicated:



	July 2, 2017		September 25, 2016
Long-lived assets, net:
United States	97.4	%	97.5	%
Canada and United Kingdom	2.6		2.5
Total long-lived assets, net	100.0	%	100.0	%

Summary of Significant Accounting Policies

Significant Accounting Policies [Text Block]

Summary of Significant Accounting Policies

Recent Accounting Pronouncements

The following table provides a brief description of recently issued accounting pronouncements that have not yet been adopted. Early adoption is permitted for all updates unless stated.



Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2017-04 Simplifying the Test for Goodwill Impairment (Topic 350)	The amendments eliminate Step 2 from the goodwill impairment test. Instead, an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value should be recognized; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss should also be considered, if applicable. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 27, 2020	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.



Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2016-13 Measurement of Credit Losses on Financial Instruments(Topic 326)	The amendments guide on reporting credit losses for assets held at amortized cost basis and available-for-sale debt securities. The amendments require a financial asset measured at amortized cost basis to be presented at the net amount expected to be collected. The amendments also require that credit losses on available-for-sale debt securities be presented as an allowance. The amendments should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic.	First quarter of fiscal year ending September 29, 2021	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-09 Improvements to Employee Share-Based Payment Accounting (Topic 718)	The amendments aim to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, forfeitures, and certain classifications on the statement of cash flows. The amendments should be applied on either a prospective, retrospective, or modified-retrospective basis depending on the subtopic.	First quarter of fiscal year ending September 30, 2018	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-08 Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (Topic 606)	The amendments, which do not change the core principle of the guidance in Topic 606, clarify the implementation guidance on principal versus agent considerations, including how an entity should identify the unit of accounting (i.e., the specified good or service) for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements, such as service transactions. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-07 Simplifying the Transition to the Equity Method of Accounting (Topic 323)	The amendments eliminate the requirement to retroactively apply the equity method of accounting when an investment qualifies for the use of the equity method due to an increase in the level of ownership interest or degree of influence. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2016-04 Recognition of Breakage for Certain Prepaid Stored-Value Products (a consensus of the Emerging Issues Task Force) (Subtopic 405-20)	The amendments require entities to recognize liabilities related to the sale of prepaid stored-value products redeemable for goods, services or cash as financial liabilities in the scope of ASC 405. Additionally, the new guidance amends ASC 405-20 to include a narrow scope exception requiring entities to recognize breakage for these liabilities in a way that is consistent with how gift card breakage will be recognized under the new revenue recognition standard. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.




Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2016-02 Leases (Topic 842)	The amendments require lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The amendments also require certain quantitative and qualitative disclosures. Accounting guidance for lessors is largely unchanged. The amendments should be applied on a modified retrospective basis.	First quarter of fiscal year ending September 27, 2020	The adoption of this ASU will result in a significant increase to the Company’s Consolidated Balance Sheets for lease liabilities and right-of-use assets, and the Company is currently evaluating the other effects of adoption of this ASU on its Consolidated Financial Statements.
ASU No. 2016-01 Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10)	The amendments address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments should be applied by means of a cumulative-effect adjustment to the balance sheet in year of adoption. Early adoption is permitted for only certain amendments of the update.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2015-17 Balance Sheet Classification of Deferred Taxes (Topic 740)	The amendments simplify the presentation of deferred income taxes by requiring that all deferred tax liabilities and assets be classified as noncurrent in the statement of financial position. The amendments may be applied on either a prospective or retrospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2015-11 Simplifying the Measurement of Inventory (Topic 330)	The amendments, which apply to inventory that is measured using any method other than the last-in, first-out (LIFO) or retail inventory method, require that entities measure inventory at the lower of cost and net realizable value. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606)	The core principle of the new guidance is that an entity will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, the guidance requires disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the timing, method, and impact that the adoption of these provisions will have on the Company’s consolidated financial statements.

Fair Value Measurements

Fair Value Disclosures [Text Block]

Fair Value Measurements

The Company holds money market fund investments that are classified as cash equivalents that are measured at fair value on a recurring basis based on quoted prices in active markets for identical assets. The Company also holds available-for-sale securities that are valued using a series of multi-dimensional relational models and series of matrices with standard inputs obtained from readily available pricing sources and other observable market data, such as benchmark yields and base spread. Equity interests measured at fair value are based on quoted prices for similar assets in active markets.

The carrying amounts of accrued payroll, bonuses and other benefits due team members, and other accrued expenses approximate fair value because of their short maturities. Store closure reserves and estimated workers’ compensation claims are recorded at net present value to approximate fair value.

Assets Measured at Fair Value on a Recurring Basis

The Company held the following financial assets measured at fair value on a recurring basis based on the hierarchy levels indicated (in millions):



July 2, 2017	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Cash equivalents:
Money market fund	$	—	$	—	$	—	$	—
Commercial paper	—		—		—		—
Municipal bonds	—		—		—		—
Marketable securities - available-for-sale:
Commercial paper	—		45		—		45
Municipal bonds	—		144		—		144
Variable-rate demand notes	—		555		—		555
Total	$	—	$	744	$	—	$	744



September 25, 2016	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Cash equivalents:
Money market fund	$	62	$	—	$	—	$	62
Commercial paper	—		30		—		30
Municipal bonds	—		46		—		46
Marketable securities - available-for-sale:
Commercial paper	—		30		—		30
Municipal bonds	—		26		—		26
Variable rate demand notes	—		323		—		323
Total	$	62	$	455	$	—	$	517

The estimated fair value of the Company’s long-term debt is included in Note 8 “Long-Term Debt.”

Assets Measured at Fair Value on a Nonrecurring Basis

During the forty weeks ended July 2, 2017, the Company recorded fair value adjustments, based on hierarchy level 3 inputs, totaling approximately $34 million related to certain locations for which asset value exceeded expected future cash flows, which were primarily included in the “Relocation, store closure and lease termination cost” line item on the Consolidated Statement of Operations. These impairment charges reduced the carrying value of related long-term assets to an immaterial fair value.

Investments

Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

Investments

The Company holds investments primarily in marketable securities that are classified as either short- or long-term available-for-sale securities. The Company held the following investments at fair value as of the dates indicated (in millions):



	July 2, 2017		September 25, 2016
Short-term marketable securities - available-for-sale:
Commercial paper	$	45	$	30
Municipal bonds	120		26
Variable rate demand notes	555		323
Total short-term marketable securities	$	720	$	379
Long-term marketable securities - available-for-sale:
Municipal bonds	24		—
Total long-term marketable securities	$	24	$	—

Gross unrealized holding gains and losses were not material at July 2, 2017 or September 25, 2016. Available-for-sale securities totaling approximately $64 million and $33 million were in unrealized loss positions at July 2, 2017 and September 25, 2016, respectively. The aggregate value of available-for-sale securities in a continuous unrealized loss position for greater than 12 months was not material at July 2, 2017 or September 25, 2016. The Company did not recognize any other-than-temporary impairments during the forty weeks ended July 2, 2017 or fiscal year ended September 25, 2016. At July 2, 2017 the average effective maturity of the Company’s short- and long-term available-for-sale securities was one month and twenty months, respectively. The average effective maturity of the Company’s short-term available-for-sale securities was less than one month at September 25, 2016.

At July 2, 2017 and September 25, 2016, the Company held approximately $24 million and $19 million in equity interests which were accounted for using the cost method of accounting. Equity interests accounted for using the equity method were not material at July 2, 2017 or September 25, 2016.

Goodwill and Other Intangible Assets

Goodwill and Intangible Assets Disclosure [Text Block]

Goodwill and Other Intangible Assets

There were no additions or adjustments to goodwill during the forty weeks ended July 2, 2017 or July 3, 2016. Additions of other intangible assets were not material during the forty weeks ended July 2, 2017 or the same period of the prior fiscal year. The components of intangible assets as of the dates indicated were as follows (in millions):



	July 2, 2017					September 25, 2016
	Gross carrying amount		Accumulated amortization			Gross carrying amount		Accumulated amortization
Definite-lived contract-based	$	118	$	(57	)	$	120	$	(55	)
Indefinite-lived contract-based	9					9
Total	$	127	$	(57	)	$	129	$	(55	)

Amortization expense associated with intangible assets was not material during the twelve weeks ended July 2, 2017 or the same period of the prior fiscal year. Future amortization expense associated with the net carrying amount of definite-lived intangible assets is estimated to be as follows (in millions):



Remainder of fiscal year 2017	$	1
Fiscal year 2018	5
Fiscal year 2019	5
Fiscal year 2020	5
Fiscal year 2021	4
Future fiscal years	41
Total	$	61

Store and Facility Closures

Restructuring and Related Activities Disclosure [Text Block]

Store and Facility Closures

During the first quarter of fiscal year 2017, the Company announced plans to close nine stores and three commissary kitchens and recorded non-cash charges of approximately $34 million to adjust the long-lived assets of these locations to fair value. During the second quarter of fiscal year 2017, the Company closed all nine stores and all three commissary kitchens and recorded additional charges of $30 million primarily related to remaining lease obligations and Team Member severance. The Company did not incur material additional charges related to these closures in the third quarter of fiscal year 2017.

Reserves for Closed Properties

Restructuring, Impairment, and Other Activities Disclosure [Text Block]

Reserves for Closed Properties

The following table provides a summary of activity in reserves for closed properties during the forty weeks ended July 2, 2017 and fiscal year ended September 25, 2016 (in millions):



	July 2, 2017			September 25, 2016
Beginning balance	$	26		$	28
Additions	29			6
Usage	(12		)	(10		)
Adjustments	1			2
Ending balance	$	44		$	26

Long-Term Debt

Long-term Debt [Text Block]

Long-Term Debt

Credit Agreement

The Company’s revolving credit facility under a credit agreement dated as of November 2, 2015 (the “Credit Agreement”) provides for an unsecured revolving credit facility in the aggregate principal amount of $500 million, which may be increased from time to time by up to $250 million. The Credit Agreement also provides for a letter of credit subfacility of up to $250 million.

At July 2, 2017, the Company had no amounts outstanding under the credit facility. Commitment fees paid on undrawn amounts were not material during the forty weeks ended July 2, 2017. At July 2, 2017, the Company was in compliance with its covenants under the Credit Agreement.

During the forty weeks ended July 3, 2016, the Company borrowed and repaid $300 million under the Credit Agreement. At July 3, 2016, the Company had no amounts outstanding.

Senior Notes

The Company has outstanding $1.0 billion of senior notes (the “Notes”). The Notes bear interest at a fixed rate equal to 5.2% per year, payable semiannually, and mature on December 3, 2025. The effective interest rate of the Notes, which includes interest on the Notes and amortization of discount and issuance costs, is approximately 5.28%. At July 2, 2017, the Company was in compliance with all covenants under the indenture governing the Notes. The estimated fair value of the Notes at July 2, 2017, based on observable market prices (Level 2), exceeded the carrying value by approximately $164 million.

The Notes and Credit Agreement are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis by certain 100% wholly owned domestic subsidiaries of the Company (the “Guarantors”). For additional information regarding the Guarantors see Note 14, Guarantor Financial Statement Information. The components of long-term debt as of the dates indicated were as follows (in millions):



	July 2, 2017			September 25, 2016
5.2% senior notes due 2025	$	1,000		$	1,000
Less: unamortized discount and debt issuance costs related to senior notes	(7		)	(7		)
Carrying value of senior notes	993			993
Capital lease obligations	55			58
Total long-term debt and capital lease obligations	1,048			1,051
Less: current installments	(2		)	(3		)
Total long-term debt and capital lease obligations, less current installments	$	1,046		$	1,048

Income Taxes

Income Tax Disclosure [Text Block]

Income Taxes

Income taxes resulted in an effective tax rate of approximately 39.0% for the twelve and forty weeks ended July 2, 2017 compared to approximately 39.0% and 38.4%, respectively, for the same periods of the prior fiscal year. The lower effective tax rate for the forty weeks ended July 3, 2016 was due to the recognition of an environmental tax credit related to the development of a new store.

Shareholders' Equity

Stockholders' Equity Note Disclosure [Text Block]

Shareholders’ Equity

Dividends per Common Share

The following table provides a summary of dividends declared per common share during fiscal year 2017 to date and fiscal year 2016 (in millions, except per share amounts):



Date of declaration	Dividend per common share		Date of record	Date of payment	Total amount
Fiscal year 2017:
November 2, 2016	$	0.14	January 13, 2017	January 24, 2017	$	45
February 17, 2017	0.14		April 7, 2017	April 18, 2017	45
May 10, 2017 ⁽¹⁾	0.18		June 30, 2017	July 11, 2017	58
Fiscal year 2016:
November 4, 2015	$	0.135	January 15, 2016	January 26, 2016	$	44
March 9, 2016	0.135		April 8, 2016	April 19, 2016	44
June 7, 2016	0.135		July 1, 2016	July 12, 2016	43
September 22, 2016	0.135		October 3, 2016	October 14, 2016	43

⁽¹⁾ Dividend accrued at July 2, 2017

Treasury Stock

As of July 2, 2017, the May 10, 2017 share repurchase program remained in effect, with prior programs having been fully utilized, expired or cancelled. The Company has $1,250 million remaining available for share repurchases under the current program as of July 2, 2017. Share repurchase activity for the twelve and forty weeks ended July 2, 2017 was immaterial. Share repurchase activity for the twelve and forty weeks July 3, 2016 was as follows (in millions, except per share amounts):



	Twelve weeks ended		Forty weeks ended
	July 3, 2016		July 3, 2016
Number of common shares acquired	6.5		31.2
Average price per common share acquired	$	30.01	$	29.85
Total cost of common shares acquired	$	195	$	929

The Company reissued approximately 1.8 million treasury shares at cost of approximately $67 million and approximately 1.1 million treasury shares at cost of approximately $39 million to satisfy the issuance of common stock pursuant to team member stock plans during the forty weeks ended July 2, 2017 and July 3, 2016, respectively. At July 2, 2017 and September 25, 2016, the Company held in treasury approximately 56.7 million shares and 58.7 million shares, respectively, totaling approximately $2.0 billion.

Earnings per Share

Earnings Per Share [Text Block]

Earnings per Share

The computation of basic earnings per share is based on the number of weighted average common shares outstanding during the period. The computation of diluted earnings per share includes the dilutive effect of common stock equivalents consisting of incremental common shares deemed outstanding from the assumed exercise of stock options and the dilutive effect of restricted stock awards. A reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations follows (in millions, except per share amounts):



	Twelve weeks ended				Forty weeks ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
Net income (numerator for basic and diluted earnings per share)	$	106	$	120	$	300	$	419

Weighted average common shares outstanding (denominator for basic earnings per share)	319.4		320.6		319.7		328.4
Incremental common shares attributable to dilutive effect of share-based awards	0.9		0.6		0.5		0.9
Weighted average common shares outstanding and potential additional common shares outstanding (denominator for diluted earnings per share)	320.3		321.2		320.2		329.3

Basic earnings per share	$	0.33	$	0.37	$	0.94	$	1.27

Diluted earnings per share	$	0.33	$	0.37	$	0.94	$	1.27

The computation of diluted earnings per share for the twelve and forty weeks ended July 2, 2017 does not include share-based awards to purchase approximately 18.9 million shares and 22.7 million shares of common stock, respectively, due to their antidilutive effect. The computation of diluted earnings per share for the twelve and forty weeks ended July 3, 2016 does not include share-based awards to purchase approximately 23.6 million shares and 20.8 million shares of common stock, respectively, due to their antidilutive effect.

Share-Based Payments

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

Share-Based Payments

Share-based payment expense, primarily included in the “Selling, general and administrative expenses” line item on the Consolidated Statements of Operations, totaled approximately $9 million and $30 million, respectively, during the twelve and forty weeks ended July 2, 2017, and totaled approximately $11 million and $39 million, respectively, for the same periods of the prior fiscal year.

At July 2, 2017 and September 25, 2016, approximately 26.6 million shares and 29.8 millionshares of the Company’s common stock, respectively, were available for future stock incentive grants. At July 2, 2017 and September 25, 2016, there was approximately $71 million and $73 million of unrecognized share-based payment expense, respectively, related to unvested stock options, net of estimated forfeitures, related to approximately 10.0 million shares and 10.5 million shares, respectively. The Company anticipates this expense to be recognized over a weighted average period of 3.1 years.

Commitments and Contingencies

Commitments and Contingencies Disclosure [Text Block]

Commitments and Contingencies

The Company is exposed to claims and litigation matters arising in the ordinary course of business and uses various methods to resolve these matters in a manner that we believe best serves the interests of our stakeholders. From time to time we are a party to legal proceedings including matters involving shareholder claims, personnel and employment issues, personal injury, product liability, protecting our intellectual property, regulatory practices, acquisitions and other proceedings arising in the ordinary course of business. These matters have not resulted in any material losses to date. Certain litigation cases have been certified as class or collective actions and may seek substantial damages.

Our primary contingencies are associated with insurance and self-insurance obligations and litigation matters. Additionally, the Company has retention agreements with certain members of Company management which provide for payments under certain circumstances including change of control. Estimation of our insurance and self-insurance liabilities requires significant judgments, and actual claim settlements and associated expenses may differ from our current provisions for loss. We have exposures to loss contingencies arising from pending or threatened litigation for which assessing and estimating the outcomes of these matters involve substantial uncertainties.

The Company evaluates contingencies on an ongoing basis and has established loss provisions for matters in which losses are probable and the amount of loss can be reasonably estimated, and is not currently a party to any legal proceeding that management believes could have a material adverse effect on our results of operations. Insurance and legal settlement liabilities are included in the “Other current liabilities” line item on the Consolidated Balance Sheets. We believe the recorded reserves in our consolidated financial statements are adequate in light of the probable and estimable liabilities.

Litigation Relating to the Merger

On June 15, 2017, Amazon.com, Inc. (“Amazon.com”) and Whole Foods Market, Inc. (“Whole Foods Market”) entered into an Agreement and Plan of Merger under which Walnut Merger Sub, Inc., a wholly-owned subsidiary of Amazon.com (“Merger Sub”) will be merged with and into Whole Foods Market, with Whole Foods Market continuing as the surviving company. After the transaction was announced, three putative class action lawsuits - captioned Riegel v. Whole Foods Market, Inc., et al., No. 1:17-cv-00674-LY (W.D. Tex.), Berg v. Whole Foods Market, Inc., et al., No. 1:17-00677-LY (W.D. Tex.), and Gieske v. Whole Foods Market, Inc., et al., No. 1:17-00684 (W.D. Tex.) - were filed by purported Whole Foods Market stockholders in the United States District Court for the Western District of Texas. The complaints in these actions assert claims under Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 in connection with the disclosures contained in the July 7, 2017 preliminary proxy statement filed by Whole Foods Market with the Securities and Exchange Commission. Each suit names Whole Foods Market and the directors of Whole Foods Market as defendants. The Berg suit also names Amazon.com and Merger Sub as defendants. The complaints seek a variety of equitable and injunctive relief including, among other things, enjoining the consummation of the merger, rescinding the transaction if it is consummated, and awarding the plaintiffs costs and attorneys’ fees. Copies of the complaints in these three actions were publicly filed by the Company as Soliciting Material under §240.14a-12 of the Exchange Act on July 21, 2017. Whole Foods Market believes that plaintiffs’ claims are without merit.

Guarantor Financial Statements

Guarantor Financial Statements [Text Block]

Guarantor Financial Statement Information

The $1.0 billion 5.2% Senior Notes due 2025 are fully and unconditionally guaranteed, jointly and severally, on an unsecured, unsubordinated basis by certain 100% owned domestic subsidiaries of the Company (the “Guarantors”). Supplemental condensed consolidating financial information of the Company, including such information for the Guarantors is presented below:

Consolidated Balance Sheets (unaudited)

(In millions)



	July 2, 2017
Assets	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Current assets:
Cash and cash equivalents	$	—	$	172	$	107	$	—		$	279
Short-term investments - available-for-sale securities	—		720		—		—			720
Restricted cash	—		118		6		—			124
Accounts receivable	—		223		23		—			246
Intercompany receivable	—		727		—		(727		)	—
Merchandise inventories	—		422		61		—			483
Prepaid expenses and other current assets	—		99		18		—			117
Deferred income taxes	—		222		—		—			222
Total current assets	—		2,703		215		(727		)	2,191
Property and equipment, net of accumulated depreciation and amortization	—		3,088		394		—			3,482
Long-term investments - available-for-sale securities	—		24		—		—			24
Investments in consolidated subsidiaries	4,916		109		480		(5,505		)	—
Goodwill	—		703		7		—			710
Intangible assets, net of accumulated amortization	1		60		9		—			70
Deferred income taxes	—		81		6		—			87
Other assets	—		13		33		—			46
Total assets	$	4,917	$	6,781	$	1,144	$	(6,232	)	$	6,610

Liabilities and Shareholders’ Equity
Current liabilities:
Current installments of long-term debt and capital lease obligations	$	—	$	2	$	—	$	—		$	2
Accounts payable	—		212		93		—			305
Intercompany payable	404		—		323		(727		)	—
Accrued payroll, bonus and other benefits due team members	—		365		26		—			391
Dividends payable	58		—		—		—			58
Other current liabilities	4		535		29		—			568
Total current liabilities	466		1,114		471		(727		)	1,324
Long-term debt and capital lease obligations, less current installments	993		46		7		—			1,046
Deferred lease liabilities	—		625		53		—			678
Other long-term liabilities	—		103		1		—			104
Total liabilities	1,459		1,888		532		(727		)	3,152

Commitments and contingencies

Total shareholders’ equity	3,458		4,893		612		(5,505		)	3,458
Total liabilities and shareholders’ equity	$	4,917	$	6,781	$	1,144	$	(6,232	)	$	6,610

Consolidated Balance Sheets (unaudited)

(In millions)



	September 25, 2016
Assets	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Current assets:
Cash and cash equivalents	$	—	$	254	$	97	$	—		$	351
Short-term investments - available-for-sale securities	—		379		—		—			379
Restricted cash	—		114		8		—			122
Accounts receivable	—		216		26		—			242
Intercompany receivable	—		649		—		(649		)	—
Merchandise inventories	—		441		76		—			517
Prepaid expenses and other current assets	—		150		17		—			167
Deferred income taxes	—		197		—		—			197
Total current assets	—		2,400		224		(649		)	1,975
Property and equipment, net of accumulated depreciation and amortization	—		3,063		379		—			3,442
Investments in consolidated subsidiaries	4,593		103		472		(5,168		)	—
Goodwill	—		702		8		—			710
Intangible assets, net of accumulated amortization	1		63		10		—			74
Deferred income taxes	—		94		6		—			100
Other assets	—		16		24		—			40
Total assets	$	4,594	$	6,441	$	1,123	$	(5,817	)	$	6,341

Liabilities and Shareholders’ Equity
Current liabilities:
Current installments of long-term debt and capital lease obligations	$	—	$	3	$	—	$	—		$	3
Accounts payable	—		227		80		—			307
Intercompany payable	317		—		333		(650		)	—
Accrued payroll, bonus and other benefits due team members	—		381		26		—			407
Dividends payable	43		—		—		—			43
Other current liabilities	17		536		28		—			581
Total current liabilities	377		1,147		467		(650		)	1,341
Long-term debt and capital lease obligations, less current installments	993		48		7		—			1,048
Deferred lease liabilities	—		592		48		—			640
Other long-term liabilities	—		87		1		—			88
Total liabilities	1,370		1,874		523		(650		)	3,117

Commitments and contingencies

Total shareholders’ equity	3,224		4,567		600		(5,167		)	3,224
Total liabilities and shareholders’ equity	$	4,594	$	6,441	$	1,123	$	(5,817	)	$	6,341

Consolidated Statements of Operations (unaudited)

(In millions)



	Twelve weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	3,551	$	217		$	(43	)	$	3,725
Cost of goods sold and occupancy costs	—			2,341		158			(42		)	2,457
Gross profit	—			1,210		59			(1		)	1,268
Selling, general and administrative expenses	—			1,014		58			—			1,072
Pre-opening expenses	—			11		2			—			13
Relocation, store closure and lease termination costs	—			4		(1		)	—			3
Operating income	—			181		—			(1		)	180
Interest expense	(11		)	—		—			—			(11		)
Investment and other income (expense)	—			5		(1		)	—			4
Equity in net income of subsidiaries	113			3		4			(120		)	—
Income before income taxes	102			189		3			(121		)	173
Provision for income taxes	(4		)	72		(1		)	—			67
Net income	$	106		$	117	$	4		$	(121	)	$	106



	Twelve weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	3,511		$	229		$	(37	)	$	3,703
Cost of goods sold and occupancy costs	—			2,293			160			(36		)	2,417
Gross profit	—			1,218			69			(1		)	1,286
Selling, general and administrative expenses	—			996			61			—			1,057
Pre-opening expenses	—			17			1			—			18
Relocation, store closure and lease termination costs	—			2			—			—			2
Operating income	—			203			7			(1		)	209
Interest expense	(12		)	—			—			—			(12		)
Investment and other income (expense)	—			(1		)	(1		)	1			(1		)
Equity in net income of subsidiaries	127			3			8			(138		)	—
Income before income taxes	115			205			14			(138		)	196
Provision for income taxes	(5		)	79			2			—			76
Net income	$	120		$	126		$	12		$	(138	)	$	120

Consolidated Statements of Operations (unaudited)

(In millions)



	Forty weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	11,770	$	752		$	(141	)	$	12,381
Cost of goods sold and occupancy costs	—			7,783		544			(138		)	8,189
Gross profit	—			3,987		208			(3		)	4,192
Selling, general and administrative expenses	—			3,352		194			—			3,546
Pre-opening expenses	—			41		5			—			46
Relocation, store closure and lease termination costs	—			77		—			—			77
Operating income	—			517		9			(3		)	523
Interest expense	(37		)	—		—			—			(37		)
Investment and other income (expense)	—			5		(3		)	4			6
Equity in net income of subsidiaries	323			6		8			(337		)	—
Income before income taxes	286			528		14			(336		)	492
Provision for income taxes	(14		)	204		2			—			192
Net income	$	300		$	324	$	12		$	(336	)	$	300



	Forty weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	11,606	$	741		$	(120	)	$	12,227
Cost of goods sold and occupancy costs	—			7,611		516			(117		)	8,010
Gross profit	—			3,995		225			(3		)	4,217
Selling, general and administrative expenses	—			3,262		196			—			3,458
Pre-opening expenses	—			44		5			—			49
Relocation, store closure and lease termination costs	—			8		—			—			8
Operating income	—			681		24			(3		)	702
Interest expense	(30		)	—		—			—			(30		)
Investment and other income (expense)	—			8		(4		)	4			8
Equity in net income of subsidiaries	437			8		23			(468		)	—
Income before income taxes	407			697		43			(467		)	680
Provision for income taxes	(12		)	265		8			—			261
Net income	$	419		$	432	$	35		$	(467	)	$	419

Consolidated Statements of Comprehensive Income (unaudited)

(In millions)



	Twelve weeks ended July 2, 2017
	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	106	$	117	$	4	$	(121	)	$	106
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		4		—		—			4
Other comprehensive income (loss), net of tax	—		4		—		—			4
Comprehensive income	$	106	$	121	$	4	$	(121	)	$	110



	Forty weeks ended July 2, 2017
	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	300	$	324	$	12	$	(336	)	$	300
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		2		—		—			2
Other comprehensive income (loss), net of tax	—		2		—		—			2
Comprehensive income	$	300	$	326	$	12	$	(336	)	$	302



	Twelve weeks ended July 3, 2016
	Parent/Issuer		Guarantor Subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	120	$	126		$	12	$	(138	)	$	120
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		(4		)	3		—			(1		)
Other comprehensive income (loss), net of tax	—		(4		)	3		—			(1		)
Comprehensive income	$	120	$	122		$	15	$	(138	)	$	119



	Forty weeks ended July 3, 2016
	Parent/Issuer		Guarantor Subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	419	$	432		$	35	$	(467	)	$	419
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		(10		)	9		—			(1		)
Other comprehensive income (loss), net of tax	—		(10		)	9		—			(1		)
Comprehensive income	$	419	$	422		$	44	$	(467	)	$	418

Condensed Consolidated Statements of Cash Flows (unaudited)

(In millions)



	Forty weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Net cash provided by (used in) operating activities	$	(53	)	$	899		$	55		$	—		$	901
Cash flows from investing activities
Purchases of property, plant and equipment	—			(467		)	(41		)	—			(508		)
Purchases of available-for-sale securities	—			(767		)	—			—			(767		)
Sales and maturities of available-for-sale securities	—			401			—			—			401
Payment for purchase of acquired entities, net of cash acquired	—			—			—			—			—
Intercompany activity	141			—			—			(141		)	—
Other investing activities	—			(13		)	—			—			(13		)
Net cash provided by (used in) investing activities	141			(846		)	(41		)	(141		)	(887		)
Cash flows from financing activities
Purchases of treasury stock	—			—			—			—			—
Common stock dividends paid	(132		)	—			—			—			(132		)
Issuance of common stock	43			—			—			—			43
Excess tax benefit related to exercise of team member stock options	5			—			—			—			5
Proceeds from long-term borrowings	—			—			—			—			—
Proceed for revolving line of credit	—			—			—			—			—
Payments on long-term debt and capital lease obligations	(3		)	—			—			—			(3		)
Intercompany activity	—			(131		)	(10		)	141			—
Other financing activities	(1		)	—			—			—			(1		)
Net cash used in financing activities	(88		)	(131		)	(10		)	141			(88		)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	—			—			4			—			4
Net change in cash, cash equivalents, and restricted cash	—			(78		)	8			—			(70		)
Cash, cash equivalents, and restricted cash at beginning of period	—			368			105			—			473
Cash, cash equivalents, and restricted cash at end of period	$	—		$	290		$	113		$	—		$	403

Condensed Consolidated Statements of Cash Flows (unaudited)

(In millions)



	Forty weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Net cash provided by (used in) operating activities	$	(27	)	$	749		$	42		$	—		$	764
Cash flows from investing activities
Purchases of property, plant and equipment	—			(457		)	(64		)	—			(521		)
Purchases of available-for-sale securities	—			(311		)	—			—			(311		)
Sales and maturities of available-for-sale securities	—			375			—			—			375
Payment for purchase of acquired entities, net of cash acquired	—			—			(11		)	—			(11		)
Intercompany activity	84			—			—			(84		)	—
Other investing activities	—			(12		)	—			—			(12		)
Net cash provided by (used in) investing activities	84			(405		)	(75		)	(84		)	(480		)
Cash flows from financing activities
Purchases of treasury stock	(929		)	—			—			—			(929		)
Common stock dividends paid	(133		)	—			—			—			(133		)
Issuance of common stock	17			—			—			—			17
Excess tax benefit related to exercise of team member stock options	4			—			—			—			4
Proceeds from long-term borrowings	999			—			—			—			999
Proceed for revolving line of credit	300			—			—			—			300
Payments on long-term debt and capital lease obligations	(306		)	—			—			—			(306		)
Intercompany activity	—			(119		)	35			84			—
Other financing activities	(9		)	—			—			—			(9		)
Net cash provided by (used in) financing activities	(57		)	(119		)	35			84			(57		)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	—			4			—			—			4
Net change in cash, cash equivalents, and restricted cash	—			229			2			—			231
Cash, cash equivalents, and restricted cash at beginning of period	—			261			103			—			364
Cash, cash equivalents, and restricted cash at end of period	$	—		$	490		$	105		$	—		$	595

Proposed Merger with Amazon (Notes)

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

Proposed Merger with Amazon

On June 15, 2017 the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Amazon.com, the Company, and Merger Sub. Pursuant to the Merger Agreement, Merger Sub will be merged with and into the Company (the “Merger”), with the Company continuing as the surviving company in the Merger.

Subject to the terms and conditions set forth in the Merger Agreement, at the effective time of the Merger, each share of common stock, no par value, of the Company issued and outstanding immediately prior to the effective time of the Merger will be converted into the right to receive $42.00 per Company share in cash, without interest.

Completion of the Merger is subject to certain conditions, including the receipt of the necessary approval from the Company’s shareholders, the satisfaction of certain regulatory approvals and other customary closing conditions. The parties expect to close the transaction during the second half of 2017.

For the twelve and forty weeks ended July 2, 2017, the Company incurred $3.0 million of costs related to the Merger Agreement, which are currently included in “Selling, general and administrative expenses” line on the Consolidated Statement of Operations.

Summary of Significant Accounting Policies (Policies)

Fiscal Period, Policy [Policy Text Block]

The Company reports its results of operations on a 52- or 53-week fiscal year ending on the last Sunday in September. The first fiscal quarter is 16 weeks, the second and third quarters each are 12 weeks, and the fourth quarter is 12 or 13 weeks. Fiscal years 2017 and 2016 are 52-week years.

New Accounting Pronouncements, Policy [Policy Text Block]

The following table provides a brief description of recently issued accounting pronouncements that have not yet been adopted. Early adoption is permitted for all updates unless stated.



Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2017-04 Simplifying the Test for Goodwill Impairment (Topic 350)	The amendments eliminate Step 2 from the goodwill impairment test. Instead, an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value should be recognized; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss should also be considered, if applicable. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 27, 2020	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.



Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2016-13 Measurement of Credit Losses on Financial Instruments(Topic 326)	The amendments guide on reporting credit losses for assets held at amortized cost basis and available-for-sale debt securities. The amendments require a financial asset measured at amortized cost basis to be presented at the net amount expected to be collected. The amendments also require that credit losses on available-for-sale debt securities be presented as an allowance. The amendments should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic.	First quarter of fiscal year ending September 29, 2021	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-09 Improvements to Employee Share-Based Payment Accounting (Topic 718)	The amendments aim to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, forfeitures, and certain classifications on the statement of cash flows. The amendments should be applied on either a prospective, retrospective, or modified-retrospective basis depending on the subtopic.	First quarter of fiscal year ending September 30, 2018	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-08 Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (Topic 606)	The amendments, which do not change the core principle of the guidance in Topic 606, clarify the implementation guidance on principal versus agent considerations, including how an entity should identify the unit of accounting (i.e., the specified good or service) for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements, such as service transactions. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2016-07 Simplifying the Transition to the Equity Method of Accounting (Topic 323)	The amendments eliminate the requirement to retroactively apply the equity method of accounting when an investment qualifies for the use of the equity method due to an increase in the level of ownership interest or degree of influence. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2016-04 Recognition of Breakage for Certain Prepaid Stored-Value Products (a consensus of the Emerging Issues Task Force) (Subtopic 405-20)	The amendments require entities to recognize liabilities related to the sale of prepaid stored-value products redeemable for goods, services or cash as financial liabilities in the scope of ASC 405. Additionally, the new guidance amends ASC 405-20 to include a narrow scope exception requiring entities to recognize breakage for these liabilities in a way that is consistent with how gift card breakage will be recognized under the new revenue recognition standard. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.




Standard	Description	Effective Date	Effect on financial statements and other significant matters
ASU No. 2016-02 Leases (Topic 842)	The amendments require lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The amendments also require certain quantitative and qualitative disclosures. Accounting guidance for lessors is largely unchanged. The amendments should be applied on a modified retrospective basis.	First quarter of fiscal year ending September 27, 2020	The adoption of this ASU will result in a significant increase to the Company’s Consolidated Balance Sheets for lease liabilities and right-of-use assets, and the Company is currently evaluating the other effects of adoption of this ASU on its Consolidated Financial Statements.
ASU No. 2016-01 Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10)	The amendments address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments should be applied by means of a cumulative-effect adjustment to the balance sheet in year of adoption. Early adoption is permitted for only certain amendments of the update.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the impact that the adoption of these provisions will have on the Company’s consolidated financial statements.
ASU No. 2015-17 Balance Sheet Classification of Deferred Taxes (Topic 740)	The amendments simplify the presentation of deferred income taxes by requiring that all deferred tax liabilities and assets be classified as noncurrent in the statement of financial position. The amendments may be applied on either a prospective or retrospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2015-11 Simplifying the Measurement of Inventory (Topic 330)	The amendments, which apply to inventory that is measured using any method other than the last-in, first-out (LIFO) or retail inventory method, require that entities measure inventory at the lower of cost and net realizable value. The amendments should be applied on a prospective basis.	First quarter of fiscal year ending September 30, 2018	We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements.
ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606)	The core principle of the new guidance is that an entity will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, the guidance requires disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized. The amendments may be applied on either a full or modified retrospective basis.	First quarter of fiscal year ending September 29, 2019	We are currently evaluating the timing, method, and impact that the adoption of these provisions will have on the Company’s consolidated financial statements.

Earnings Per Share, Policy [Policy Text Block]

The computation of basic earnings per share is based on the number of weighted average common shares outstanding during the period. The computation of diluted earnings per share includes the dilutive effect of common stock equivalents consisting of incremental common shares deemed outstanding from the assumed exercise of stock options and the dilutive effect of restricted stock awards.

Basis of Presentation (Tables)

Schedule of Entity Wide Information Geographic Area Revenue [Table Text Block]

The following is a summary of percentage sales by geographic area for the periods indicated:



	Twelve weeks ended				Forty weeks ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
Sales:
United States	97.0	%	96.9	%	97.1	%	97.1	%
Canada and United Kingdom	3.0		3.1		2.9		2.9
Total sales	100.0	%	100.0	%	100.0	%	100.0	%

Schedule of Entity Wide Information Geographic Area Long-Lived Assets [Table Text Block]

The following is a summary of the percentage of net long-lived assets by geographic area as of the dates indicated:



	July 2, 2017		September 25, 2016
Long-lived assets, net:
United States	97.4	%	97.5	%
Canada and United Kingdom	2.6		2.5
Total long-lived assets, net	100.0	%	100.0	%

Fair Value Measurements (Tables)

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

The Company held the following financial assets measured at fair value on a recurring basis based on the hierarchy levels indicated (in millions):



July 2, 2017	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Cash equivalents:
Money market fund	$	—	$	—	$	—	$	—
Commercial paper	—		—		—		—
Municipal bonds	—		—		—		—
Marketable securities - available-for-sale:
Commercial paper	—		45		—		45
Municipal bonds	—		144		—		144
Variable-rate demand notes	—		555		—		555
Total	$	—	$	744	$	—	$	744



September 25, 2016	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Cash equivalents:
Money market fund	$	62	$	—	$	—	$	62
Commercial paper	—		30		—		30
Municipal bonds	—		46		—		46
Marketable securities - available-for-sale:
Commercial paper	—		30		—		30
Municipal bonds	—		26		—		26
Variable rate demand notes	—		323		—		323
Total	$	62	$	455	$	—	$	517

Investments (Tables)

Marketable Securities [Table Text Block]

The Company held the following investments at fair value as of the dates indicated (in millions):



	July 2, 2017		September 25, 2016
Short-term marketable securities - available-for-sale:
Commercial paper	$	45	$	30
Municipal bonds	120		26
Variable rate demand notes	555		323
Total short-term marketable securities	$	720	$	379
Long-term marketable securities - available-for-sale:
Municipal bonds	24		—
Total long-term marketable securities	$	24	$	—

Goodwill and Other Intangible Assets (Tables)

Schedule of Finite-Lived And Indefinite-Lived Intangible Assets by Major Class [Table Text Block]

The components of intangible assets as of the dates indicated were as follows (in millions):



	July 2, 2017					September 25, 2016
	Gross carrying amount		Accumulated amortization			Gross carrying amount		Accumulated amortization
Definite-lived contract-based	$	118	$	(57	)	$	120	$	(55	)
Indefinite-lived contract-based	9					9
Total	$	127	$	(57	)	$	129	$	(55	)

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Future amortization expense associated with the net carrying amount of definite-lived intangible assets is estimated to be as follows (in millions):



Remainder of fiscal year 2017	$	1
Fiscal year 2018	5
Fiscal year 2019	5
Fiscal year 2020	5
Fiscal year 2021	4
Future fiscal years	41
Total	$	61

Reserves for Closed Properties (Tables)

Schedule of Restructuring Reserve by Type of Cost [Table Text Block]

The following table provides a summary of activity in reserves for closed properties during the forty weeks ended July 2, 2017 and fiscal year ended September 25, 2016 (in millions):



	July 2, 2017			September 25, 2016
Beginning balance	$	26		$	28
Additions	29			6
Usage	(12		)	(10		)
Adjustments	1			2
Ending balance	$	44		$	26

Long-Term Debt (Tables)

Schedule of Long-term Debt Instruments [Table Text Block]

The components of long-term debt as of the dates indicated were as follows (in millions):



	July 2, 2017			September 25, 2016
5.2% senior notes due 2025	$	1,000		$	1,000
Less: unamortized discount and debt issuance costs related to senior notes	(7		)	(7		)
Carrying value of senior notes	993			993
Capital lease obligations	55			58
Total long-term debt and capital lease obligations	1,048			1,051
Less: current installments	(2		)	(3		)
Total long-term debt and capital lease obligations, less current installments	$	1,046		$	1,048

Shareholders' Equity (Tables)

Dividends Declared [Table Text Block]

The following table provides a summary of dividends declared per common share during fiscal year 2017 to date and fiscal year 2016 (in millions, except per share amounts):



Date of declaration	Dividend per common share		Date of record	Date of payment	Total amount
Fiscal year 2017:
November 2, 2016	$	0.14	January 13, 2017	January 24, 2017	$	45
February 17, 2017	0.14		April 7, 2017	April 18, 2017	45
May 10, 2017 ⁽¹⁾	0.18		June 30, 2017	July 11, 2017	58
Fiscal year 2016:
November 4, 2015	$	0.135	January 15, 2016	January 26, 2016	$	44
March 9, 2016	0.135		April 8, 2016	April 19, 2016	44
June 7, 2016	0.135		July 1, 2016	July 12, 2016	43
September 22, 2016	0.135		October 3, 2016	October 14, 2016	43

⁽¹⁾ Dividend accrued at July 2, 2017

Schedule of Shares Repurchased [Table Text Block]

Share repurchase activity for the twelve and forty weeks ended July 2, 2017 was immaterial. Share repurchase activity for the twelve and forty weeks July 3, 2016 was as follows (in millions, except per share amounts):



	Twelve weeks ended		Forty weeks ended
	July 3, 2016		July 3, 2016
Number of common shares acquired	6.5		31.2
Average price per common share acquired	$	30.01	$	29.85
Total cost of common shares acquired	$	195	$	929

Earnings per Share (Tables)

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

A reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations follows (in millions, except per share amounts):



	Twelve weeks ended				Forty weeks ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
Net income (numerator for basic and diluted earnings per share)	$	106	$	120	$	300	$	419

Weighted average common shares outstanding (denominator for basic earnings per share)	319.4		320.6		319.7		328.4
Incremental common shares attributable to dilutive effect of share-based awards	0.9		0.6		0.5		0.9
Weighted average common shares outstanding and potential additional common shares outstanding (denominator for diluted earnings per share)	320.3		321.2		320.2		329.3

Basic earnings per share	$	0.33	$	0.37	$	0.94	$	1.27

Diluted earnings per share	$	0.33	$	0.37	$	0.94	$	1.27

Guarantor Financial Statements (Tables)

Consolidated Statements of Balance Sheets with Guarantor Information [Table Text Block]

Consolidated Balance Sheets (unaudited)

(In millions)



	July 2, 2017
Assets	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Current assets:
Cash and cash equivalents	$	—	$	172	$	107	$	—		$	279
Short-term investments - available-for-sale securities	—		720		—		—			720
Restricted cash	—		118		6		—			124
Accounts receivable	—		223		23		—			246
Intercompany receivable	—		727		—		(727		)	—
Merchandise inventories	—		422		61		—			483
Prepaid expenses and other current assets	—		99		18		—			117
Deferred income taxes	—		222		—		—			222
Total current assets	—		2,703		215		(727		)	2,191
Property and equipment, net of accumulated depreciation and amortization	—		3,088		394		—			3,482
Long-term investments - available-for-sale securities	—		24		—		—			24
Investments in consolidated subsidiaries	4,916		109		480		(5,505		)	—
Goodwill	—		703		7		—			710
Intangible assets, net of accumulated amortization	1		60		9		—			70
Deferred income taxes	—		81		6		—			87
Other assets	—		13		33		—			46
Total assets	$	4,917	$	6,781	$	1,144	$	(6,232	)	$	6,610

Liabilities and Shareholders’ Equity
Current liabilities:
Current installments of long-term debt and capital lease obligations	$	—	$	2	$	—	$	—		$	2
Accounts payable	—		212		93		—			305
Intercompany payable	404		—		323		(727		)	—
Accrued payroll, bonus and other benefits due team members	—		365		26		—			391
Dividends payable	58		—		—		—			58
Other current liabilities	4		535		29		—			568
Total current liabilities	466		1,114		471		(727		)	1,324
Long-term debt and capital lease obligations, less current installments	993		46		7		—			1,046
Deferred lease liabilities	—		625		53		—			678
Other long-term liabilities	—		103		1		—			104
Total liabilities	1,459		1,888		532		(727		)	3,152

Commitments and contingencies

Total shareholders’ equity	3,458		4,893		612		(5,505		)	3,458
Total liabilities and shareholders’ equity	$	4,917	$	6,781	$	1,144	$	(6,232	)	$	6,610

Consolidated Balance Sheets (unaudited)

(In millions)



	September 25, 2016
Assets	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Current assets:
Cash and cash equivalents	$	—	$	254	$	97	$	—		$	351
Short-term investments - available-for-sale securities	—		379		—		—			379
Restricted cash	—		114		8		—			122
Accounts receivable	—		216		26		—			242
Intercompany receivable	—		649		—		(649		)	—
Merchandise inventories	—		441		76		—			517
Prepaid expenses and other current assets	—		150		17		—			167
Deferred income taxes	—		197		—		—			197
Total current assets	—		2,400		224		(649		)	1,975
Property and equipment, net of accumulated depreciation and amortization	—		3,063		379		—			3,442
Investments in consolidated subsidiaries	4,593		103		472		(5,168		)	—
Goodwill	—		702		8		—			710
Intangible assets, net of accumulated amortization	1		63		10		—			74
Deferred income taxes	—		94		6		—			100
Other assets	—		16		24		—			40
Total assets	$	4,594	$	6,441	$	1,123	$	(5,817	)	$	6,341

Liabilities and Shareholders’ Equity
Current liabilities:
Current installments of long-term debt and capital lease obligations	$	—	$	3	$	—	$	—		$	3
Accounts payable	—		227		80		—			307
Intercompany payable	317		—		333		(650		)	—
Accrued payroll, bonus and other benefits due team members	—		381		26		—			407
Dividends payable	43		—		—		—			43
Other current liabilities	17		536		28		—			581
Total current liabilities	377		1,147		467		(650		)	1,341
Long-term debt and capital lease obligations, less current installments	993		48		7		—			1,048
Deferred lease liabilities	—		592		48		—			640
Other long-term liabilities	—		87		1		—			88
Total liabilities	1,370		1,874		523		(650		)	3,117

Commitments and contingencies

Total shareholders’ equity	3,224		4,567		600		(5,167		)	3,224
Total liabilities and shareholders’ equity	$	4,594	$	6,441	$	1,123	$	(5,817	)	$	6,341

Consolidated Statements of Operations with Guarantor Information [Table Text Block]

Consolidated Statements of Operations (unaudited)

(In millions)



	Twelve weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	3,551	$	217		$	(43	)	$	3,725
Cost of goods sold and occupancy costs	—			2,341		158			(42		)	2,457
Gross profit	—			1,210		59			(1		)	1,268
Selling, general and administrative expenses	—			1,014		58			—			1,072
Pre-opening expenses	—			11		2			—			13
Relocation, store closure and lease termination costs	—			4		(1		)	—			3
Operating income	—			181		—			(1		)	180
Interest expense	(11		)	—		—			—			(11		)
Investment and other income (expense)	—			5		(1		)	—			4
Equity in net income of subsidiaries	113			3		4			(120		)	—
Income before income taxes	102			189		3			(121		)	173
Provision for income taxes	(4		)	72		(1		)	—			67
Net income	$	106		$	117	$	4		$	(121	)	$	106



	Twelve weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	3,511		$	229		$	(37	)	$	3,703
Cost of goods sold and occupancy costs	—			2,293			160			(36		)	2,417
Gross profit	—			1,218			69			(1		)	1,286
Selling, general and administrative expenses	—			996			61			—			1,057
Pre-opening expenses	—			17			1			—			18
Relocation, store closure and lease termination costs	—			2			—			—			2
Operating income	—			203			7			(1		)	209
Interest expense	(12		)	—			—			—			(12		)
Investment and other income (expense)	—			(1		)	(1		)	1			(1		)
Equity in net income of subsidiaries	127			3			8			(138		)	—
Income before income taxes	115			205			14			(138		)	196
Provision for income taxes	(5		)	79			2			—			76
Net income	$	120		$	126		$	12		$	(138	)	$	120

Consolidated Statements of Operations (unaudited)

(In millions)



	Forty weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	11,770	$	752		$	(141	)	$	12,381
Cost of goods sold and occupancy costs	—			7,783		544			(138		)	8,189
Gross profit	—			3,987		208			(3		)	4,192
Selling, general and administrative expenses	—			3,352		194			—			3,546
Pre-opening expenses	—			41		5			—			46
Relocation, store closure and lease termination costs	—			77		—			—			77
Operating income	—			517		9			(3		)	523
Interest expense	(37		)	—		—			—			(37		)
Investment and other income (expense)	—			5		(3		)	4			6
Equity in net income of subsidiaries	323			6		8			(337		)	—
Income before income taxes	286			528		14			(336		)	492
Provision for income taxes	(14		)	204		2			—			192
Net income	$	300		$	324	$	12		$	(336	)	$	300



	Forty weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries		Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Sales	$	—		$	11,606	$	741		$	(120	)	$	12,227
Cost of goods sold and occupancy costs	—			7,611		516			(117		)	8,010
Gross profit	—			3,995		225			(3		)	4,217
Selling, general and administrative expenses	—			3,262		196			—			3,458
Pre-opening expenses	—			44		5			—			49
Relocation, store closure and lease termination costs	—			8		—			—			8
Operating income	—			681		24			(3		)	702
Interest expense	(30		)	—		—			—			(30		)
Investment and other income (expense)	—			8		(4		)	4			8
Equity in net income of subsidiaries	437			8		23			(468		)	—
Income before income taxes	407			697		43			(467		)	680
Provision for income taxes	(12		)	265		8			—			261
Net income	$	419		$	432	$	35		$	(467	)	$	419

Consolidated Statements of Comprehensive Income with Guarantor Information [Table Text Block]

Consolidated Statements of Comprehensive Income (unaudited)

(In millions)



	Twelve weeks ended July 2, 2017
	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	106	$	117	$	4	$	(121	)	$	106
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		4		—		—			4
Other comprehensive income (loss), net of tax	—		4		—		—			4
Comprehensive income	$	106	$	121	$	4	$	(121	)	$	110



	Forty weeks ended July 2, 2017
	Parent/Issuer		Guarantor Subsidiaries		Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	300	$	324	$	12	$	(336	)	$	300
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		2		—		—			2
Other comprehensive income (loss), net of tax	—		2		—		—			2
Comprehensive income	$	300	$	326	$	12	$	(336	)	$	302



	Twelve weeks ended July 3, 2016
	Parent/Issuer		Guarantor Subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	120	$	126		$	12	$	(138	)	$	120
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		(4		)	3		—			(1		)
Other comprehensive income (loss), net of tax	—		(4		)	3		—			(1		)
Comprehensive income	$	120	$	122		$	15	$	(138	)	$	119



	Forty weeks ended July 3, 2016
	Parent/Issuer		Guarantor Subsidiaries			Non-guarantor Subsidiaries		Eliminations			Consolidated Total
Net income	$	419	$	432		$	35	$	(467	)	$	419
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	—		(10		)	9		—			(1		)
Other comprehensive income (loss), net of tax	—		(10		)	9		—			(1		)
Comprehensive income	$	419	$	422		$	44	$	(467	)	$	418

Condensed Consolidated Statements of Cash Flows with Guarantor Information [Table Text Block]

Condensed Consolidated Statements of Cash Flows (unaudited)

(In millions)



	Forty weeks ended July 2, 2017
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Net cash provided by (used in) operating activities	$	(53	)	$	899		$	55		$	—		$	901
Cash flows from investing activities
Purchases of property, plant and equipment	—			(467		)	(41		)	—			(508		)
Purchases of available-for-sale securities	—			(767		)	—			—			(767		)
Sales and maturities of available-for-sale securities	—			401			—			—			401
Payment for purchase of acquired entities, net of cash acquired	—			—			—			—			—
Intercompany activity	141			—			—			(141		)	—
Other investing activities	—			(13		)	—			—			(13		)
Net cash provided by (used in) investing activities	141			(846		)	(41		)	(141		)	(887		)
Cash flows from financing activities
Purchases of treasury stock	—			—			—			—			—
Common stock dividends paid	(132		)	—			—			—			(132		)
Issuance of common stock	43			—			—			—			43
Excess tax benefit related to exercise of team member stock options	5			—			—			—			5
Proceeds from long-term borrowings	—			—			—			—			—
Proceed for revolving line of credit	—			—			—			—			—
Payments on long-term debt and capital lease obligations	(3		)	—			—			—			(3		)
Intercompany activity	—			(131		)	(10		)	141			—
Other financing activities	(1		)	—			—			—			(1		)
Net cash used in financing activities	(88		)	(131		)	(10		)	141			(88		)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	—			—			4			—			4
Net change in cash, cash equivalents, and restricted cash	—			(78		)	8			—			(70		)
Cash, cash equivalents, and restricted cash at beginning of period	—			368			105			—			473
Cash, cash equivalents, and restricted cash at end of period	$	—		$	290		$	113		$	—		$	403

Condensed Consolidated Statements of Cash Flows (unaudited)

(In millions)



	Forty weeks ended July 3, 2016
	Parent/Issuer			Guarantor Subsidiaries			Non-guarantor Subsidiaries			Eliminations			Consolidated Total
Net cash provided by (used in) operating activities	$	(27	)	$	749		$	42		$	—		$	764
Cash flows from investing activities
Purchases of property, plant and equipment	—			(457		)	(64		)	—			(521		)
Purchases of available-for-sale securities	—			(311		)	—			—			(311		)
Sales and maturities of available-for-sale securities	—			375			—			—			375
Payment for purchase of acquired entities, net of cash acquired	—			—			(11		)	—			(11		)
Intercompany activity	84			—			—			(84		)	—
Other investing activities	—			(12		)	—			—			(12		)
Net cash provided by (used in) investing activities	84			(405		)	(75		)	(84		)	(480		)
Cash flows from financing activities
Purchases of treasury stock	(929		)	—			—			—			(929		)
Common stock dividends paid	(133		)	—			—			—			(133		)
Issuance of common stock	17			—			—			—			17
Excess tax benefit related to exercise of team member stock options	4			—			—			—			4
Proceeds from long-term borrowings	999			—			—			—			999
Proceed for revolving line of credit	300			—			—			—			300
Payments on long-term debt and capital lease obligations	(306		)	—			—			—			(306		)
Intercompany activity	—			(119		)	35			84			—
Other financing activities	(9		)	—			—			—			(9		)
Net cash provided by (used in) financing activities	(57		)	(119		)	35			84			(57		)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	—			4			—			—			4
Net change in cash, cash equivalents, and restricted cash	—			229			2			—			231
Cash, cash equivalents, and restricted cash at beginning of period	—			261			103			—			364
Cash, cash equivalents, and restricted cash at end of period	$	—		$	490		$	105		$	—		$	595

Basis of Presentation (Percentage Sales by Geographic Area) (Details)

3 Months Ended

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Percentage sales by geographic area

Percentage of Total Sales

100.00%

United States [Member]

Percentage sales by geographic area

Percentage of Total Sales

97.00%

96.90%

97.10%

Canada and United Kingdom [Member]

Percentage sales by geographic area

Percentage of Total Sales

3.00%

3.10%

2.90%

Basis of Presentation (Percentage of Net Long-Lived Assets by Geographic Area) (Details)

Jul. 2, 2017

Sep. 25, 2016

Percentage net long-lived assets by geographic area

Percentage of Total Net Long-Lived Assets

100.00%

United States [Member]

Percentage net long-lived assets by geographic area

Percentage of Total Net Long-Lived Assets

97.40%

97.50%

Canada and United Kingdom [Member]

Percentage net long-lived assets by geographic area

Percentage of Total Net Long-Lived Assets

2.60%

2.50%

Basis of Presentation (Narrative) (Details)

9 Months Ended

12 Months Ended

Jul. 2, 2017

Sep. 25, 2016

Organization Consolidation and Presentation [Line Items]

Number of Operating Segments

1

Number of Reportable Segments

1

Fiscal Year [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

364 days

Fiscal Year [Member] |
Minimum [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

364 days

Fiscal Year [Member] |
Maximum [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

371 days

First Quarter [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

112 days

Second Quarter [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

84 days

Third Quarter [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

84 days

Fourth Quarter [Member] |
Minimum [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

84 days

Fourth Quarter [Member] |
Maximum [Member]

Organization Consolidation and Presentation [Line Items]

Fiscal Period Duration

91 days

Fair Value Measurements (Fair Value Hierarchy) (Details) (Fair value, Measurements, Recurring [Member], USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Assets, Fair Value Disclosure [Abstract]

Total

$ 744

$ 517

Level 1 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Total

62

Level 2 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Total

744

455

Money Market Funds [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

62

Money Market Funds [Member] |
Level 1 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

62

Commercial Paper [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

30

Marketable Securities - Available-for-sale

45

30

Commercial Paper [Member] |
Level 2 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

30

Marketable Securities - Available-for-sale

45

30

Municipal Notes Bonds [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

46

Marketable Securities - Available-for-sale

144

26

Municipal Notes Bonds [Member] |
Level 2 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Cash Equivalents, Fair Value Disclosure

46

Marketable Securities - Available-for-sale

144

26

Variable Rate Demand Obligation [Member]

Assets, Fair Value Disclosure [Abstract]

Marketable Securities - Available-for-sale

555

323

Variable Rate Demand Obligation [Member] |
Level 2 Inputs [Member]

Assets, Fair Value Disclosure [Abstract]

Marketable Securities - Available-for-sale

$ 555

$ 323

Fair Value Measurements Fair Value Measurements (Narrative) (Details) (Relocation, Store Closure and Lease Termination Cost [Member], Fair Value, Measurements, Nonrecurring [Member], Fair Value, Inputs, Level 3 [Member], USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Relocation, Store Closure and Lease Termination Cost [Member] |
Fair Value, Measurements, Nonrecurring [Member] |
Fair Value, Inputs, Level 3 [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Impairment of Long-Lived Assets, on a Nonrecurring Basis

$ 34

Investments (Investments at Fair Value) (Details) (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Schedule of Available-for-sale Securities [Line Items]

Available-for-sale Securities, Current

$ 720

$ 379

Long-term investments - available-for-sale securities

24

Commercial Paper [Member]

Schedule of Available-for-sale Securities [Line Items]

Available-for-sale Securities, Current

45

30

Municipal Notes [Member]

Schedule of Available-for-sale Securities [Line Items]

Available-for-sale Securities, Current

120

26

Variable Rate Demand Obligation [Member]

Schedule of Available-for-sale Securities [Line Items]

Available-for-sale Securities, Current

555

323

Municipal Bonds [Member]

Schedule of Available-for-sale Securities [Line Items]

Long-term investments - available-for-sale securities

$ 24

Investments (Narrative) (Details) (USD $)

In Millions, unless otherwise specified

9 Months Ended

12 Months Ended

Jul. 2, 2017

Sep. 25, 2016

Investments [Abstract]

Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value

$ 64

$ 33

Short-term Investments Average Effective Maturity Period (in months), Less Than and Approximately, Respectively

1 month

Long-term Investment Average Effective Maturity Period, Approximately

20 months

Cost Method Investments

$ 24

$ 19

Goodwill and Other Intangible Assets (Components of Intangible Assets) (Details) (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Finite and Indefinite-Lived Intangible Assets [Line Items]

Finite and Indefinite-Lived Intangible Assets, Gross

$ 127

$ 129

Finite-Lived Intangible Assets, Accumulated Amortization

(57)

(55)

Contract-Based Intangible Assets [Member]

Finite and Indefinite-Lived Intangible Assets [Line Items]

Finite-Lived Intangible Assets, Gross

118

120

Finite-Lived Intangible Assets, Accumulated Amortization

(57)

(55)

Contract-Based Intangible Assets [Member]

Finite and Indefinite-Lived Intangible Assets [Line Items]

Indefinite-Lived Intangible Assets

$ 9

Goodwill and Other Intangible Assets (Future Amortization Expense) (Details) (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]

Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year

$ 1

Finite-Lived Intangible Assets, Amortization Expense, Year Two

5

Finite-Lived Intangible Assets, Amortization Expense, Year Three

5

Finite-Lived Intangible Assets, Amortization Expense, Year Four

5

Finite-Lived Intangible Assets, Amortization Expense, Year Five

4

Finite-Lived Intangible Assets, Amortization Expense, after Year Five

41

Finite-Lived Intangible Assets, Future Amortization Expense

$ 61

Goodwill and Other Intangible Assets (Narrative) (Details) (USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill, Additions

$ 0

Goodwill, Adjustments

$ 0

Store and Facility Closures (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Apr. 9, 2017

Closure

Jul. 2, 2017

Sep. 25, 2016

Restructuring Cost and Reserve [Line Items]

New Closures, Number

9

New Kitchen Closures, Number

3

Restructuring Charges

$ 30

$ 29

$ 6

Relocation, Store Closure and Lease Termination Cost [Member] |
Fair Value, Measurements, Nonrecurring [Member] |
Fair Value, Inputs, Level 3 [Member]

Restructuring Cost and Reserve [Line Items]

Impairment of Long-Lived Assets, on a Nonrecurring Basis

34

First Quarter [Member] |
Relocation, Store Closure and Lease Termination Cost [Member] |
Fair Value, Measurements, Nonrecurring [Member] |
Fair Value, Inputs, Level 3 [Member]

Restructuring Cost and Reserve [Line Items]

Impairment of Long-Lived Assets, on a Nonrecurring Basis

$ 34

Reserves for Closed Properties (Reserves for Closed Properties) (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Apr. 9, 2017

Jul. 2, 2017

Sep. 25, 2016

Restructuring Reserve [Roll Forward]

Beginning Balance

$ 26

$ 28

Additions

30

29

6

Usage

(12)

(10)

Adjustments

1

2

Ending Balance

$ 44

$ 26

Long-Term Debt (Schedule of Long-Term Debt) (Details) (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Debt Instrument [Line Items]

Total Long-Term Debt and Capital Lease Obligations

$ 1,048

$ 1,051

Less: Current Installments

(2)

(3)

Total Long-Term Debt and Capital Lease Obligations, Less Current Installments

1,046

1,048

Unsecured Debt [Member] |
5.2% Senior Notes due 2025 [Member]

Debt Instrument [Line Items]

5.2% Senior Notes due 2025

1,000

Less: Unamortized Discount and Debt Issuance Costs Related to Senior Notes

(7)

Carrying Value of Senior Notes

993

Capital Lease Obligations [Member]

Debt Instrument [Line Items]

Capital Lease Obligations

$ 55

$ 58

Long-Term Debt (Credit Agreement) (Narrative) (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Unsecured Debt [Member]

Revolving Credit Facility [Member]

Jul. 2, 2017

Unsecured Debt [Member]

Letter of Credit [Member]

Line of Credit Facility [Line Items]

Line of Credit Facility, Maximum Borrowing Capacity

$ 500

Conditional Additional Borrowing Capacity Under Line of Credit Facility

250

Proceeds from revolving line of credit

0

300

Repayments of Lines of Credit

300

Long-term Line of Credit

$ 0

Long-Term Debt (Senior Notes) (Narrative) (Details) (Unsecured Debt [Member], 5.2% Senior Notes due 2025 [Member], USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Sep. 25, 2016

Unsecured Debt [Member] |
5.2% Senior Notes due 2025 [Member]

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 1,000

Debt Instrument, Interest Rate, Stated Percentage

5.20%

Debt Instrument, Frequency of Interest Payment

semiannually

Debt Instrument, Maturity Date

Dec. 03, 2025

Debt Instrument, Interest Rate During Period

5.28%

Fair Value, Debt Instrument, Fair Value Exceeded Carrying Value

$ 164

Income Taxes (Narrative) (Details)

3 Months Ended

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Income Tax Disclosure [Abstract]

Effective Tax Rate, Percent

39.00%

38.40%

Shareholders' Equity (Dividends Declared per Common Share) (Details) (USD $)

In Millions, except Per Share data, unless otherwise specified

3 Months Ended

4 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Apr. 9, 2017

Sep. 25, 2016

Jul. 3, 2016

Apr. 10, 2016

Jan. 15, 2017

Jan. 17, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Dividends Per Common Share [Abstract]

Dividends Payable, Date Declared

May 10, 2017

Feb. 17, 2017

Sep. 22, 2016

Jun. 07, 2016

Mar. 09, 2016

Nov. 02, 2016

Nov. 04, 2015

Dividends declared per common share (in dollars per share)

$ 0.18

$ 0.14

$ 0.135

$ 0.14

$ 0.135

$ 0.46

$ 0.405

$ 0.54

Dividends Payable, Date of Record

Jun. 30, 2017

Apr. 07, 2017

Oct. 03, 2016

Jul. 01, 2016

Apr. 08, 2016

Jan. 13, 2017

Jan. 15, 2016

Dividends Payable, Date to be Paid

Jul. 11, 2017

Apr. 18, 2017

Oct. 14, 2016

Jul. 12, 2016

Apr. 19, 2016

Jan. 24, 2017

Jan. 26, 2016

Dividends, Common Stock, Cash

$ 58

$ 45

$ 43

$ 44

$ 45

$ 44

$ 148

$ 174

Shareholders' Equity (Share Repurchase Programs) (Details) (May 10, 2017 Share Repurchase Program [Member], USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

May 10, 2017 Share Repurchase Program [Member]

Stock Repurchase Program, Authorized Amount

$ 1,250

Shareholders' Equity (Share Repurchase Activity) (Details) (USD $)

In Millions, except Per Share data, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 3, 2016

Sep. 25, 2016

Equity [Abstract]

Treasury Stock, Shares, Acquired

6.5

31.2

Treasury Stock Acquired, Average Cost Per Share

$ 30.01

$ 29.85

Treasury Stock, Value, Acquired, Cost Method

$ 195

$ 929

$ 944

Shareholders' Equity (Narrative) (Details) (USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Treasury Stock [Abstract]

Treasury Stock Reissued During Period, Shares

1.8

1.1

Treasury Stock Reissued During Period, Value

$ 67

$ 39

Treasury Stock, Shares

56.7

58.7

Treasury Stock, Value

$ 1,959

$ 2,026

Earnings per Share (Earnings per Share Reconciliation) (Details) (USD $)

In Millions, except Per Share data, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Earnings Per Share [Abstract]

Net Income

$ 106

$ 120

$ 300

$ 419

$ 507

Weighted Average Number of Shares Outstanding, Basic

319.4

320.6

319.7

328.4

Potential common shares outstanding [Abstract]

Incremental Common Shares Attributable to Dilutive Effect of Share-based Awards

0.9

0.6

0.5

0.9

Weighted Average Number of Shares Outstanding, Diluted

320.3

321.2

320.2

329.3

Basic earnings per share (in dollars per share)

$ 0.33

$ 0.37

$ 0.94

$ 1.27

Diluted earnings per share (in dollars per share)

$ 0.33

$ 0.37

$ 0.94

$ 1.27

Earnings per Share (Narrative) (Details)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Earnings Per Share [Abstract]

Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount

18.9

23.6

22.7

20.8

Share-Based Payments (Narrative) (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Allocated Share-based Payment Expense

$ 9

$ 11

$ 30

$ 39

Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant

26.6

29.8

Stock Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options

$ 71

$ 73

Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares

10.0

10.5

Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition

3 years 1 month 22 days

Consolidated Statements of Balance Sheets with Guarantor Information (Details) (USD $)

In Millions, unless otherwise specified

Jul. 2, 2017

Sep. 25, 2016

Sep. 27, 2015

Current assets:

Cash and cash equivalents

$ 279

$ 351

Short-term investments - available-for-sale securities

720

379

Restricted cash

124

122

Accounts receivable

246

242

Merchandise inventories

483

517

Prepaid expenses and other current assets

117

167

Deferred income taxes

222

197

Total current assets

2,191

1,975

Property and equipment, net of accumulated depreciation and amortization

3,482

3,442

Long-term investments - available-for-sale securities

24

Goodwill

710

Intangible assets, net of accumulated amortization

70

74

Deferred income taxes

87

100

Other assets

46

40

Total assets

6,610

6,341

Current liabilities:

Current installments of long-term debt and capital lease obligations

2

3

Accounts payable

305

307

Accrued payroll, bonus and other benefits due team members

391

407

Dividends payable

58

43

Other current liabilities

568

581

Total current liabilities

1,324

1,341

Long-term debt and capital lease obligations, less current installments

1,046

1,048

Deferred lease liabilities

678

640

Other long-term liabilities

104

88

Total liabilities

3,152

3,117

Commitments and contingencies

Shareholders’ equity:

Total shareholders’ equity

3,458

3,224

3,769

Total liabilities and shareholders’ equity

6,610

6,341

Parent Company [Member]

Current assets:

Investments in consolidated subsidiaries

4,916

4,593

Intangible assets, net of accumulated amortization

1

Total assets

4,917

4,594

Current liabilities:

Intercompany payable

404

317

Dividends payable

58

43

Other current liabilities

4

17

Total current liabilities

466

377

Long-term debt and capital lease obligations, less current installments

993

Total liabilities

1,459

1,370

Commitments and contingencies

Shareholders’ equity:

Total shareholders’ equity

3,458

3,224

Total liabilities and shareholders’ equity

4,917

4,594

Guarantor Subsidiaries [Member]

Current assets:

Cash and cash equivalents

172

254

Short-term investments - available-for-sale securities

720

379

Restricted cash

118

114

Accounts receivable

223

216

Intercompany receivable

727

649

Merchandise inventories

422

441

Prepaid expenses and other current assets

99

150

Deferred income taxes

222

197

Total current assets

2,703

2,400

Property and equipment, net of accumulated depreciation and amortization

3,088

3,063

Long-term investments - available-for-sale securities

24

Investments in consolidated subsidiaries

109

103

Goodwill

703

702

Intangible assets, net of accumulated amortization

60

63

Deferred income taxes

81

94

Other assets

13

16

Total assets

6,781

6,441

Current liabilities:

Current installments of long-term debt and capital lease obligations

2

3

Accounts payable

212

227

Accrued payroll, bonus and other benefits due team members

365

381

Other current liabilities

535

536

Total current liabilities

1,114

1,147

Long-term debt and capital lease obligations, less current installments

46

48

Deferred lease liabilities

625

592

Other long-term liabilities

103

87

Total liabilities

1,888

1,874

Commitments and contingencies

Shareholders’ equity:

Total shareholders’ equity

4,893

4,567

Total liabilities and shareholders’ equity

6,781

6,441

Non-Guarantor Subsidiaries [Member]

Current assets:

Cash and cash equivalents

107

97

Restricted cash

6

8

Accounts receivable

23

26

Merchandise inventories

61

76

Prepaid expenses and other current assets

18

17

Total current assets

215

224

Property and equipment, net of accumulated depreciation and amortization

394

379

Investments in consolidated subsidiaries

480

472

Goodwill

7

8

Intangible assets, net of accumulated amortization

9

10

Deferred income taxes

6

Other assets

33

24

Total assets

1,144

1,123

Current liabilities:

Accounts payable

93

80

Intercompany payable

323

333

Accrued payroll, bonus and other benefits due team members

26

Other current liabilities

29

28

Total current liabilities

471

467

Long-term debt and capital lease obligations, less current installments

7

Deferred lease liabilities

53

48

Other long-term liabilities

1

Total liabilities

532

523

Commitments and contingencies

Shareholders’ equity:

Total shareholders’ equity

612

600

Total liabilities and shareholders’ equity

1,144

1,123

Eliminations [Member]

Current assets:

Intercompany receivable

(727)

(649)

Total current assets

(727)

(649)

Investments in consolidated subsidiaries

(5,505)

(5,168)

Total assets

(6,232)

(5,817)

Current liabilities:

Intercompany payable

(727)

(650)

Total current liabilities

(727)

(650)

Total liabilities

(727)

(650)

Commitments and contingencies

Shareholders’ equity:

Total shareholders’ equity

(5,505)

(5,167)

Total liabilities and shareholders’ equity

$ (6,232)

$ (5,817)

Consolidated Statements of Operations with Guarantor Information (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Income Statement

Sales

$ 3,725

$ 3,703

$ 12,381

$ 12,227

Cost of goods sold and occupancy costs

2,457

2,417

8,189

8,010

Gross profit

1,268

1,286

4,192

4,217

Selling, general and administrative expenses

1,072

1,057

3,546

3,458

Pre-opening expenses

13

18

46

49

Relocation, store closure and lease termination costs

3

2

77

8

Operating income

180

209

523

702

Interest expense

(11)

(12)

(37)

(30)

Investment and other income (expense)

4

(1)

6

8

Income before income taxes

173

196

492

680

Provision for income taxes

67

76

192

261

Net income

106

120

300

419

507

Parent Company [Member]

Income Statement

Interest expense

(11)

(12)

(37)

(30)

Equity in net income of subsidiaries

113

127

323

437

Income before income taxes

102

115

286

407

Provision for income taxes

(4)

(5)

(14)

(12)

Net income

106

120

300

419

Guarantor Subsidiaries [Member]

Income Statement

Sales

3,551

3,511

11,770

11,606

Cost of goods sold and occupancy costs

2,341

2,293

7,783

7,611

Gross profit

1,210

1,218

3,987

3,995

Selling, general and administrative expenses

1,014

996

3,352

3,262

Pre-opening expenses

11

17

41

44

Relocation, store closure and lease termination costs

4

2

77

8

Operating income

181

203

517

681

Investment and other income (expense)

5

(1)

5

8

Equity in net income of subsidiaries

3

6

8

Income before income taxes

189

205

528

697

Provision for income taxes

72

79

204

265

Net income

117

126

324

432

Non-Guarantor Subsidiaries [Member]

Income Statement

Sales

217

229

752

741

Cost of goods sold and occupancy costs

158

160

544

516

Gross profit

59

69

208

225

Selling, general and administrative expenses

58

61

194

196

Pre-opening expenses

2

1

5

Relocation, store closure and lease termination costs

(1)

Operating income

7

9

24

Investment and other income (expense)

(1)

(3)

(4)

Equity in net income of subsidiaries

4

8

23

Income before income taxes

3

14

43

Provision for income taxes

(1)

2

8

Net income

4

12

35

Eliminations [Member]

Income Statement

Sales

(43)

(37)

(141)

(120)

Cost of goods sold and occupancy costs

(42)

(36)

(138)

(117)

Gross profit

(1)

(3)

Operating income

(1)

(3)

Investment and other income (expense)

1

4

Equity in net income of subsidiaries

(120)

(138)

(337)

(468)

Income before income taxes

(121)

(138)

(336)

(467)

Net income

$ (121)

$ (138)

$ (336)

$ (467)

Consolidated Statements of Comprehensive Income with Guarantor Information (Details) (USD $)

In Millions, unless otherwise specified

3 Months Ended

9 Months Ended

12 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Jul. 2, 2017

Jul. 3, 2016

Sep. 25, 2016

Net income

$ 106

$ 120

$ 300

$ 419

$ 507

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Foreign currency translation adjustments

4

(1)

2

(1)

Other comprehensive income (loss), net of tax

4

(1)

2

(1)

(4)

Comprehensive income (loss)

110

119

302

418

Parent Company [Member]

Net income

106

120

300

419

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Comprehensive income (loss)

106

120

300

419

Guarantor Subsidiaries [Member]

Net income

117

126

324

432

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Foreign currency translation adjustments

4

(4)

2

(10)

Other comprehensive income (loss), net of tax

4

(4)

2

(10)

Comprehensive income (loss)

121

122

326

422

Non-Guarantor Subsidiaries [Member]

Net income

4

12

35

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Foreign currency translation adjustments

3

9

Other comprehensive income (loss), net of tax

3

9

Comprehensive income (loss)

4

15

12

44

Eliminations [Member]

Net income

(121)

(138)

(336)

(467)

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Comprehensive income (loss)

$ (121)

$ (138)

$ (336)

$ (467)

Condensed Consolidated Statements of Cash Flows with Guarantor Information (Details) (USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Jul. 3, 2016

Net Cash Provided by (Used in) Operating Activities [Abstract]

Net cash provided by (used in) operating activities

$ 901

$ 764

Net Cash Provided by (Used in) Investing Activities [Abstract]

Purchases of property, plant and equipment

(508)

(521)

Purchases of available-for-sale securities

(767)

(311)

Sales and maturities of available-for-sale securities

401

375

Payment for purchase of acquired entities, net of cash acquired

(11)

Other investing activities

(13)

(12)

Net cash provided by (used in) investing activities

(887)

(480)

Net Cash Provided by (Used in) Financing Activities [Abstract]

Purchases of treasury stock

(929)

Common stock dividends paid

(132)

(133)

Issuance of common stock

43

17

Excess tax benefit related to exercise of team member stock options

5

4

Proceeds from long-term borrowings

999

Proceeds from revolving line of credit

300

Payments on long-term debt and capital lease obligations

(3)

(306)

Other financing activities

(1)

(9)

Net cash provided by (used in) financing activities

(88)

(57)

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

4

Net change in cash, cash equivalents, and restricted cash

(70)

231

Cash, cash equivalents, and restricted cash at beginning of period

473

364

Cash, cash equivalents, and restricted cash at end of period

403

595

Parent Company [Member]

Net Cash Provided by (Used in) Operating Activities [Abstract]

Net cash provided by (used in) operating activities

(53)

(27)

Net Cash Provided by (Used in) Investing Activities [Abstract]

Intercompany activity

141

84

Net cash provided by (used in) investing activities

141

84

Net Cash Provided by (Used in) Financing Activities [Abstract]

Purchases of treasury stock

(929)

Common stock dividends paid

(132)

(133)

Issuance of common stock

43

17

Excess tax benefit related to exercise of team member stock options

5

4

Proceeds from long-term borrowings

999

Proceeds from revolving line of credit

300

Payments on long-term debt and capital lease obligations

(3)

(306)

Other financing activities

(1)

(9)

Net cash provided by (used in) financing activities

(88)

(57)

Guarantor Subsidiaries [Member]

Net Cash Provided by (Used in) Operating Activities [Abstract]

Net cash provided by (used in) operating activities

899

749

Net Cash Provided by (Used in) Investing Activities [Abstract]

Purchases of property, plant and equipment

(467)

(457)

Purchases of available-for-sale securities

(767)

(311)

Sales and maturities of available-for-sale securities

401

375

Other investing activities

(13)

(12)

Net cash provided by (used in) investing activities

(846)

(405)

Net Cash Provided by (Used in) Financing Activities [Abstract]

Intercompany activity

(131)

(119)

Net cash provided by (used in) financing activities

(131)

(119)

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

4

Net change in cash, cash equivalents, and restricted cash

(78)

229

Cash, cash equivalents, and restricted cash at beginning of period

368

261

Cash, cash equivalents, and restricted cash at end of period

290

490

Non-Guarantor Subsidiaries [Member]

Net Cash Provided by (Used in) Operating Activities [Abstract]

Net cash provided by (used in) operating activities

55

42

Net Cash Provided by (Used in) Investing Activities [Abstract]

Purchases of property, plant and equipment

(41)

(64)

Payment for purchase of acquired entities, net of cash acquired

(11)

Net cash provided by (used in) investing activities

(41)

(75)

Net Cash Provided by (Used in) Financing Activities [Abstract]

Intercompany activity

(10)

35

Net cash provided by (used in) financing activities

(10)

35

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

4

Net change in cash, cash equivalents, and restricted cash

8

2

Cash, cash equivalents, and restricted cash at beginning of period

105

103

Cash, cash equivalents, and restricted cash at end of period

113

105

Eliminations [Member]

Net Cash Provided by (Used in) Investing Activities [Abstract]

Intercompany activity

(141)

(84)

Net cash provided by (used in) investing activities

(141)

(84)

Net Cash Provided by (Used in) Financing Activities [Abstract]

Intercompany activity

141

84

Net cash provided by (used in) financing activities

$ 141

$ 84

Guarantor Financial Statements Guarantor Financial Statement Information (Details) (Unsecured Debt [Member], 5.2% Senior Notes due 2025 [Member], USD $)

In Millions, unless otherwise specified

9 Months Ended

Jul. 2, 2017

Sep. 25, 2016

Unsecured Debt [Member] |
5.2% Senior Notes due 2025 [Member]

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 1,000

Debt Instrument, Interest Rate, Stated Percentage

5.20%

Debt Instrument, Maturity Date

Dec. 03, 2025

Proposed Merger with Amazon (Details) (USD $)

In Millions, except Per Share data, unless otherwise specified

3 Months Ended

Jul. 2, 2017

Jun. 15, 2017

Amazon.com [Member]

Business Acquisition [Line Items]

Share price (in dollars per share)

$ 42.00

Business Combination, Acquisition Related Costs

$ 3.0