UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT 1934

For the month of May, 2006

COLES MYER LTD.

(Translation of registrant's name into English)

800 TOORAK ROAD, TOORONGA, VICTORIA, AUSTRALIA

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F      X      Form 40-F         

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):         

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):          

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pusuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes              No      X  

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

Coles Myer Ltd.

ABN 11 004 089 936

800 Toorak Road, Tooronga, 3146

Telephone (03) 9829 3111

Facsimile (03) 9829 6787

Postal Address: PO Box 2000, Glen Iris, 3146

News Release


23 May, 2006

COLES MYER 2006 third quarter sales up 4.9%

  • Group sales up 4.9% to $9.1 billion

- comparative sales up 3.8%

  • Food and Liquor sales up 3.9%

- comparative sales up 1.5%

  • Non-food sales up 2.4%

- comparative sales up 3.6%

  • Earnings guidance unchanged
  • Myer sale close to settlement
  • Up to $1 billion share buy-back

Coles Myer Ltd (CML) today announced third quarter sales of $9.1 billion, an increase of 4.9% for the 13 weeks ended 30 April 2006.

"The sales trend improved across our biggest divisions during the quarter," CEO John Fletcher said.

"This is a good result in a highly competitive retail environment despite customer sentiment being dampened by record fuel prices.

"In our Food and Liquor business, customers are responding positively to marketing and customer service initiatives, including our reinforced value offer.

"In non-food, Myer and Target produced strong results while Kmart's performance also improved significantly as customers adjusted to changes to the product and promotional mix designed to enhance the quality of sales.

"The Group remains on track to achieve full-year earnings of $785 million, in line with guidance and thereby fulfilling the aspirational profit target set at the start of our current five-year strategy.

"Reflecting the strong financial progress made by the Group over the past four and a half years, the Board has decided to return further capital of up to $1 billion to Coles Myer shareholders through a share buy-back announced today.

"Meanwhile, we are making good progress in finalising the sale of Myer to the Newbridge consortium. The divestment of Myer will enable Coles Myer to put greater focus on our core volume and value business to reflect our new strategic framework.

"Development of the Group's new growth strategy is well advanced," Mr Fletcher said.

Food and Liquor sales increased by 3.9% for the quarter, with comparative sales growth of 1.5%.

Although early days, supermarkets' investment in customer service at the registers and enhanced promotional offers has resulted in a favourable response from customers. The Easter period saw an improving sales trend for both supermarket brands.

Transformation continues to plan, with many more projects due to begin implementation at store level progressively over the next eighteen months.

We are starting to see the benefits of the recent structural change, combining the management of store operations with transformation projects. As a result, these teams are now working more closely to integrate the new processes into the business and manage the impact of change within stores.

In line with our commitment to build capability in our core business, the supermarkets' merchandise team will be moving to a category management model, supported by a new team structure. The key change will involve the amalgamation of buying, promotions and, over time, house brands to be managed by category.

These changes will allow us to be more responsive to customer demand, quicker to market, more competitive and represent an investment in and simplification of our merchandise function.

In the liquor business, customers responded well to marketing initiatives undertaken across all liquor brands. Three 1st Choice superstores were opened and four hotels (excluding Hedley) were acquired during the quarter. The acquisition of Hedley, which is expected to be settled in mid-June, will further strengthen the business, adding 36 hotels, 103 bottle shops and sites for an additional 17 First Choice Liquor Superstores in Queensland.

Coles Express continued to perform well. Sales were up 12.8% for the quarter, reflecting fuel prices at record highs.

The fuel offer continues to resonate with customers, particularly during periods of rising fuel prices. In the convenience stores, the introduction of a number of promotional offers during the quarter helped to offset the impact of high fuel prices on discretionary spending.

Kmart reported a sales increase of 4.4% for the quarter, with comparative sales up 1.3%.

Kmart had a positive quarter in an increasingly tough environment, with consistent sales performance, highlighted by an excellent response to Kmart's Easter offer.

Kmart will continue to improve the quality of its sales through focus on its customer offer, maintaining a balanced and strategic promotional program and investing in its store portfolio, with an increased emphasis on store execution.

Kmart Tyre & Auto Service's (KTAS) acquisition of Shell's 90 Autoserv sites was incorporated into the KTAS network this quarter.

Myer reported a sales increase of 7.9% for the quarter, driven by strong sales across the business and double-digit growth in womenswear, youth businesses and electric. The sales growth was achieved with a reduction in promotional advertising on the same period last year.

The strong customer response to the Myer offer is continuing, driven by ongoing improvements across the merchandise offer, planned and targeted marketing, improving customer service and strong in-store presentation. MYER One, Australia's best department store loyalty program, achieved one million members during the quarter, now making up more than 40% of total Myer sales. Myer Carlingford was closed during the quarter.

The momentum at Myer demonstrates the success of the Myer turnaround, and is testament to the efforts of Managing Director, Dawn Robertson, and the entire Myer team, positioning the business well for its new future.

Target continued to perform, delivering consistent sales growth of 5.2%. Comparative sales increased by 3.0%.

Apparel performed strongly with childrenswear and womenswear outperforming other categories. Easter was in line with expectations and performance stronger than the previous year.

The business will continue to focus on sustaining performance through differentiated and high quality products and reinvesting in its stores.

While Officeworks' headline sales for the quarter were flat due to the restructure of the Harris Technology business, comparative sales were up 2.3%.  

During the third quarter, Officeworks launched FlyBuys within the retail business, with all stores now offering customers the reward program. In addition, Officeworks also implemented two new store initiatives designed to improve and refresh its offering. These included a major upgrade to the stationery department in all retail sites as well as a new and updated technology offer across 10 of the top performing stores.

Officeworks opened one new store in Loganholme, Queensland, taking its total store network to 92.

Outlook

The Group remains on track to deliver earnings guidance of $785 million (A-IFRS) for the year, subject to stable economic and market conditions. The fourth quarter is expected to remain highly competitive across all retail markets.

Further enquiries:

Media Scott Whiffin 03 9829 5548

Analysts John Di Tirro 03 9829 4521

 

Business Group Sales

Third Quarter

AGAAP

(13 Weeks)

Year to Date

AGAAP

(39 Weeks)

2005

2006

Chg

2005

2006

Chg

$m

$m

%

$m

$m

%

Food & Liquor

4,768

4,955

3.9

14,258

14,812

3.9

Coles Express

1,394

1,572

12.8

4,042

4,640

14.8

Kmart

865

903

4.4

3,057

3,039

(0.6)

Myer

625

674

7.9

2,292

2,387

4.2

Megamart

61

0

0.0

199

67

0.0

Target

669

703

5.2

2,303

2,390

3.8

Officeworks

318

318

(0.2)

893

914

2.3

Total sales

8,700

9,125

4.9

27,044

28,249

4.5

Comparable Store Sales

Food & Liquor

1.5

1.5

Coles Express

11.9

14.1

Kmart

1.3

(3.2)

Myer

7.9

4.2

Megamart

0.0

0.0

Target

3.0

1.6

Officeworks

2.3

4.0

Total Group

3.8

3.1

Movement in Stores

Q2 2006

Openings

Closings

Q3 2006

Supermarkets

733

4

4

733

Liquor

666

18

12

672

Coles Express

601

1

4

598

Kmart

185

1

0

186

Kmart Tyre & Auto

200

90

1

289

Officeworks

91

1

0

92

Harris Technology

8

0

0

8

Myer

61

0

1

60

Target

259

0

1

258

Total

2,804

115

22

2,897

Coles Myer Ltd.

ABN 11 004 089 936

800 Toorak Road, Tooronga, 3146

Telephone (03) 9829 3111

Facsimile (03) 9829 6787

Postal Address: PO Box 2000, Glen Iris, 3146

News Release


23 May, 2006

COLES MYER ANNOUNCES UP TO $1 BILLION CAPITAL MANAGEMENT PROGRAM

Coles Myer today announced a capital management program to buy back up to $1 billion of shares.

Coles Myer Chief Executive Officer John Fletcher said the company's latest capital management program would commence with an off-market share buy-back which is expected to result in around $600 million of shares being bought back. The balance of the program will then be conducted through an on-market share buy-back, subject to market conditions.

"Given the company's progress over the past four years, its strong cash flow and balance sheet and the announced sale of Myer, the Board has decided to return up to $1 billion of surplus capital to shareholders. We are able to undertake these initiatives while retaining significant flexibility to fund our transformation program and continuing to invest in and grow our business." Mr Fletcher said.

"After considering other alternatives to return surplus capital, the Board has determined that these initiatives are in the best interests of the company and its shareholders and will not affect the company's dividend policy of maintaining a payout ratio of around 65% of profit after tax (fully franked).

"The buy-back program is expected to benefit all shareholders whether they choose to participate or not. For shareholders participating in the off-market buy-back, the after tax return may be greater than the after tax return from selling their shares on the Australian Stock Exchange (ASX). Shareholders who choose not to participate are expected to benefit from enhanced earnings per share and return on equity.

"The off-market buy-back, which will occur at a discount to the Market Price, provides the additional benefit of enabling Coles Myer to buy back a greater number of shares than would be possible on-market for the same amount of capital.

"This is the second year in which we have undertaken a buy-back program and, when completed, the two programs will have returned a total of up to $1.7 billion to our shareholders."

Mr Fletcher said the company continued to review its capital requirements on an ongoing basis and would consider further initiatives to return surplus capital to shareholders in the future.

The buy-back program will not affect Coles Myer's ability to pay fully franked dividends for the foreseeable future and rating agencies are expected to affirm the company's long-term credit ratings in light of the program (Standard & Poor's BBB/stable and Moody's Baa2/stable).

Off-market buy-back

Participation is voluntary and simple.

Shareholders who have acquired shares before 29 May 2006 and who hold those shares on 2 June 2006 will be invited to tender those shares in the off-market buy-back. However, shares held under the employee share plan which are subject to restrictions cannot be tendered.

Shareholders may tender shares at discounts of between 5 per cent and 14 per cent inclusive (at 1 per cent intervals) to the Market Price or as a final price tender (which is an election to receive the buy-back price). When the tender period closes, Coles Myer will determine the buy-back price based on the largest discount that allows it to purchase the desired number of shares. All shares which Coles Myer buys back will be purchased at the buy-back price.

For Australian tax purposes, all of the buy-back price per share above $3.00 will be treated as a fully franked dividend. For some shareholders, the after tax return from participating in the buy-back will be greater than that from selling their shares on the ASX.

Under the tender process, shares which have been tendered by shareholders who have elected to submit final price tenders, or who have tendered their shares at a discount greater than or equal to the buy-back discount, will be bought back, subject to scale back if required.

Any shares tendered at a discount smaller than the buy-back discount, will not be bought back by Coles Myer.

The buy-back timetable is outlined below. The terms and conditions of the buy-back will be detailed in a booklet which will be sent to shareholders in early June 2006.

Off-market buy-back timetable

23 May 2006

Buy-back announcement

25 May 2006

Last day that shares generally can be acquired to be eligible for franking entitlement

26 May 2006

Shares acquired on this date will not generally be eligible for franking entitlement, and may limit a shareholder's entitlement to franking credits on other shares sold in the buy-back which were purchased on or before 25 May 2006

29 May 2006

Shares acquired on the ASX on or after this date will not confer an

entitlement to participate in the buy-back (ex-entitlement date). Shareholders will be able to buy further shares on or after this date without jeopardising their ability to claim franking credits on other shares sold in the buy-back which were purchased on or before 25 May 2006.

2 June 2006

Determination of shareholders entitled to participate in the buy-back (record date)

8 June 2006

Tender period opens

7 July 2006

Tender period closes

10 July 2006

Announcement of buy-back price and scale back (if required)

14 July 2006

Despatch of buy-back proceeds to successful participants

 

Shareholders seeking further information about Coles Myer's buy-back may visit our website www.colesmyer.com/buyback, or contact the Coles Myer shareholder information line on 1300 130 278 or +612 8280 7768 if calling from outside Australia. If shareholders are in any doubt about what they should do, they should consult a professional adviser.

Further enquiries:

Media Scott Whiffin +613 9829 5548

Analysts John Di Tirro +613 9829 4521

Key features of the off-market buy-back

How to participate

Reasons to participate

Other considerations

 

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 authorised.

COLES MYER LTD.

(Registrant)

By  /s/  R F BENNETT

(Signature)

ROBERT F BENNETT

COMPANY SECRETARIAT MANAGER

Date May 23, 2006