UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 15, 2004 OR |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-20355 Costco Wholesale Corporation (Exact name of registrant as specified in its charter) Washington 91-1223280 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 999 Lake Drive, Issaquah, WA 98027 (Address of principal executive office) (Zip Code) (Registrant's telephone number, including area code): (425) 313-8100 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. YES |X| NO |_| Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). YES |X| NO |_| The number of shares outstanding of the registrant's common stock as of June 11, 2004 was 461,170,472. Note: This Form 10-Q/A is filed to correct a typographical error in the Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Richard A. Galanti. PART II--OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a)The following exhibits are included herein (32.2) Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. COSTCO WHOLESALE CORPORATION (Registrant) /s/ RICHARD A. GALANTI Date: October 8, 2004 Richard A. Galanti Executive Vice President, Chief Financial Officer Exhibit 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the fiscal year 2004 Quarterly Report of Costco Wholesale Corporation (the "Company") on Form 10-Q for the quarter ending February 15, 2004 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Richard A. Galanti, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. /s/ Richard A. Galanti Date: As of March 25, 2004 ---------------------------------------------------- Richard A. Galanti Executive Vice President, Chief Financial Officer A signed original of this written statement required by Section 906 has been provided to and will be retained by Costco Wholesale Corporation and furnished to the Securities and Exchange Commission or its staff upon request.