U.S. SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C.   20549

                  NOTICE OF EXEMPT SOLICITATION

1.  Name of the Registrant:
    WAL-MART STORES, INC.

2.  Name of person relying on exemption:
    AMALGAMATED BANK LONGVIEW COLLECTIVE INVESTMENT FUND

3.  Address of person relying on exemption:
    11-15 Union Square West, New York, NY 10003

4.  Written materials.  Attach written materials required to be
submitted pursuant to Rule 14a-6(g)(1) [sec. 240.14a-6(g)(1)]

[LOGO]
AMALGAMATED BANK
     America's Labor Bank


WAL-MART
CUSIP: 931142BT9
ITEM # 10: INDEPENDENT BOARD

INSIST ON AN INDEPENDENT WAL-MART BOARD

We urge the board to be composed of two-thirds of independent 
directors. 
 
For any company, an independent board is important. Since 39% 
of Wal-Mart's stock is controlled by the five Walton heirs, 
we believe that such a structure is even more important for 
Wal-Mart shareholders as a whole. 
 
Our proposal calls for two-thirds of the Wal-Mart board to be 
independent, using criteria developed by the Council of 
Institutional Investors, a respected investor group. 
[http://www.cii.org/policies/boardofdirectors.htm] Half of 
Wal-Mart's current board fails that standard because of 
related party transactions and/or their positions as 
company executives.
 
In 2003, 23% of shareholders supported our proposal. Excluding 
the Walton shares, that's more than 38% of the independent 
shareholders. 
  
RECENT EVENTS CALL FOR A MORE INDEPENDENT BOARD:

* Board member Thomas M. Couglin was reportedly forced "to 
resign from its board following an investigation 
into fraudulent expense accounts and invoices and misuse of 
company-owned gift cards." (WSJ March 28, p. A3)
* A federal court ruled that a gender-discrimination lawsuit 
against the company could proceed as a class action 
encompassing possibly 1.6 million women. The company is 
appealing. (WSJ March 28, p. A3)
* In March, Wal-Mart paid a fine to settle federal allegations 
that underage workers were allowed to operate 
dangerous machinery. (WSJ March 28, p. A3)

* Earlier, Wal-Mart paid $11 million to settle a federal 
investigation regarding its use of undocumented workers 
in floor-cleaning crews. (WSJ March 28, p. A3)
 
WHO IS - AND IS NOT -- INDEPENDENT? 
 
LEE SCOTT is CEO. 
DAVID D. GLASS is former CEO. His son owns Springdale Card & 
Comic Wholesale, Inc, which Wal-Mart paid   
$3,802,343 in fiscal year 2005.
JOHN WALTON is a family member 
S. ROBSON WALTON is an executive officer and family member. 
His son-in-law is a company "associate."
JAMES BEYER owns more than 10% of Groove Networks, which 
Wal-Mart paid $278,003 in 2005 for computer  
software and services. 
CHRISTOPHER WILLIAMS' firm received $103,000 during fiscal 
year 2005 from Wal-Mart. Wal-Mart declared that it 
will  no longer engage his firm during the tenure of his 
directorship.  
ROLAND A. HERNANDEZ owns more than 10% of Inter-Con Security 
Systems, which Wal-Mart paid $731,006 in fiscal year 2005. 
 
15 Union Square West, New York, N.Y.   10003  (212) 255-6200



INSIST ON AN INDEPENDENT WAL-MART BOARD

IN SUM: 7 OF THE 14 DIRECTORS ARE NOT INDEPENDENT, ACCORDING 
TO COUNCIL OF INSTITUTIONAL INVESTOR STANDARDS. 
 
Wal-Mart considers 10 of its 14 directors independent. The 
board recites the NYSE standard that allows the board 
to determine that relationships such as payments that must 
be disclosed as "related-party transactions"  will "not 
be considered to be material relationships that impair a 
director's independence."
 
The standard that we propose, modeled after criteria 
developed by the Council of Institutional Investors, is 
more objective and, we believe, will bring a higher level 
of independence to the Wal-Mart board.    
  
VOTE FOR ITEM #10

FOR QUESTIONS, CONTACT: 
Bartlett Naylor, 703.786.7286, bartnaylor@aol.com