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TO OUR FELLOW SHAREHOLDERS:

The year 2003 was one of steady growth and strong performance for The TJX Companies. In a challenging retail environment, we achieved significant sales and profit increases, and are pleased that our earnings per share growth was at the higher end of our expectations. We stated at the outset of the year that our best growth opportunities would be in the second half of 2003 and the year unfolded as we had expected it would, with a very strong finish. We attribute a good deal of our strong 2003 performance to the flexibility of our business model and the successful execution of our merchandising and inventory strategies. We also benefited from successful expense control, as well as an extra week in this year?s 53-week fiscal calendar.

We are pleased that our strong results led to a 44% after-tax return on average shareholders? equity, which we achieved while maintaining an excellent financial position. 2003 marked the fifth consecutive year that we have achieved an after-tax return on average shareholders? equity of 42% or greater, putting us in the upper echelon of the retail industry. Diluted earnings per share were $1.28, which represents a 19% increase over $1.08 in 2002. Net income reached $658 million compared with $578 million last year, a 14% increase. Revenues grew 11% to $13.3 billion for the 53-week fiscal year, compared with 2002?s 52-week fiscal year. Comparable store sales increased 1% on a comparable 52-week basis, which was below our expectations, but offset by strong merchandise margin performance. Also, foreign currency exchange rates benefited our consolidated comparable store sales and profit increases.

STEADY GROWTH AT MARMAXX AND WINNERS
The Marmaxx Group, the internal combination of T.J. Maxx and Marshalls, delivered very solid results, achieving total sales of $9.9 billion in 2003. While comparable store sales for the year decreased 1% from the previous year, new stores performed very well and Marmaxx achieved excellent bottom-line results. Segment profit increased by 8% to $962 million in 2003, over the $888 million earned last year, and segment profit margin reached 9.7%, which was ahead of our expectations. Marmaxx?s ability to deliver strong margin performance in a challenging year is testament to this division?s sharp execution of its off-price merchandising and inventory strategies. Marmaxx also benefited from its increased distribution capacity, which has given our merchandising organization even greater ability to make purchase decisions later in the selling cycle, resulting in better, smarter buys and greater merchandise margins.

Our Marmaxx division continues to grow and successfully open stores across the U.S. In 2003, we netted a total of 76 additional T.J. Maxx and Marshalls stores, ending the year with 1,418 stores. The ongoing excellent performance of our new stores gives us great confidence in our ability to continue to grow this division and ultimately, operate a total of 1,800 T.J. Maxx and Marshalls stores.

Winners and HomeSense, our Canadian businesses, topped the billion-U.S.-dollar mark, reaching $1.1 billion in total sales. Comparable store sales increased 19% in U.S. dollars and 4% in local currency, which we believe more meaningfully reflects our operating performance. Segment profit margin was 9.9% and segment profit increased 25% to $107 million, reflecting the growth of our Canadian businesses and the favorable currency exchange rate. We are very pleased with the continued growth of Winners and the expansion of HomeSense, our Canadian home fashions concept. Winners received great customer response for this division?s first superstores, which it opened in 2003. We added 14 Winners and 10 HomeSense stores to end the year with 160 Winners and 25 HomeSense locations.

GREAT PERFORMANCE OF YOUNGER BUSINESSES
We are delighted with the performance of our younger businesses, which continue to make greater contributions to our consolidated results. HomeGoods grew sales to $877 million and outpaced our bottom-line expectations with a segment profit increase of 55% in 2003. While comparable store sales for this division increased 1%, which was below our expectations, we are very pleased with HomeGoods? strong segment profit margin, which reached 5.7% for the year. Great results at new stores, along with excellent execution of its merchandising and inventory strategies, were the drivers of HomeGoods? strong year. HomeGoods opened 40 stores in 2003, ending the year with 182, and we look forward to the continued successful growth of this exciting off-price concept.

T.K. Maxx, in the U.K. and Ireland, had an outstanding year in 2003, exceeding both our sales and profit goals. Sales totaled $992 million and comparable store sales increased 16% in U.S. dollars and 6% in local currency. Segment profit increased 37% to $59 million and segment profit margin was 6.0%. These results were driven by T.K. Maxx?s solid execution of its merchandising and inventory strategies, its continued levering of expenses as this business grows, and to a smaller extent, currency exchange rates. T.K. Maxx completed the year with 147 stores by adding 24 locations, including several large-format T.K. Maxx stores. These larger stores utilize mezzanine floor space to add more selling square footage at little incremental occupancy cost. We are very pleased with the performance of T.K. Maxx and how the growth prospects for this division are developing.

A.J. Wright had an excellent year, far surpassing our expectations by achieving profitability for the year, when we had anticipated that A.J. Wright would only narrow its operating loss in 2003. A.J. Wright?s sales were also above plan, increasing to $422 million, and comparable store sales increased 8%. This young division achieved these strong results while continuing to aggressively grow its store base, adding 24 new stores to end the year with 99 stores. Further, in 2003, we saw a continuation of strong performance at our new stores. Also, A.J. Wright doubled its distribution capacity with the addition of a second distribution center, located in the Midwest. A.J. Wright is a unique shopping destination for the moderate-income consumer, whether she is seeking great values on ?fast fashion? or basic items, and remains a significant long-term growth vehicle for our Company.

NEWEST SEED FOR FUTURE GROWTH
Bob?s Stores, which we acquired in late 2003, is a 31-store, value-oriented, branded apparel retailer based in the Northeast that fits well with our Company, strategically and culturally. TJX acquired Bob?s Stores for a purchase price of approximately $58 million. Bob?s Stores? merchandise assortment includes family, casual and active apparel, emphasizing menswear, workwear and shoes. Bob?s Stores brings with it a very loyal, male-oriented customer base, which complements our largely female customer profile. We plan to grow Bob?s Stores slowly and deliberately at first, taking time to get the concept right before rolling out its store base more aggressively. Long term, we believe Bob?s Stores has the potential to be a 400-store retail chain. We are very excited about the growth prospects for Bob?s Stores and are delighted to welcome this strong organization to the TJX family of companies.

EXCESS CASH AND STRONG BALANCE SHEET
In 2003, our businesses once again produced excellent returns on investment, which allowed us to grow our Company, maintain a strong balance sheet, and create value for our shareholders. Our excellent credit rating is among the highest in the entire retail industry. We continue to generate significant amounts of excess cash and, in addition to investing in our operations, we increased shareholder value through our aggressive share repurchase program. In 2003, we repurchased $515 million in TJX stock, retiring 27 million shares. Since 1997, we have repurchased $3.1 billion in TJX stock, retiring 236 million shares. As always, we remain committed to increasing shareholder value. With our strong balance sheet and ability to generate significant amounts of excess cash from our businesses, we are confident in our ability to continue to provide value to our shareholders through both dividend payments and the share repurchase program.

DEPTH IN MANAGEMENT TEAM
After the end of the year, we repositioned our senior management team to more strategically align our divisions and support our ongoing growth plans. Donald Campbell has transitioned from the position of Chief Financial Officer to Chief Administrative and Business Development Officer, a critical role as we expand our current businesses and add new businesses to our organization. Jeffrey Naylor, who has extensive experience in senior financial positions in the retail and consumer products industries, joined TJX to succeed Don Campbell in the position of Chief Financial Officer. In March 2004, Arnold Barron, Peter Maich, Carol Meyrowitz, and Alex Smith were promoted to Senior Executive Vice Presidents, along with Don Campbell and Jeff Naylor. We are very pleased with these moves, which better position us for future growth, and are fortunate to have such a wealth of talent within our organization from which to draw.

Additionally, at Winners, in Canada, David Margolis retired as President of that division in May 2003. We extend our sincere gratitude to David, who joined TJX in 1990, for his many years of service to the Company.

CONFIDENCE IN OUR FUTURE
Opportunities at TJX abound in our current portfolio of concepts, which include a number of growth vehicles. New stores across all divisions are performing very well. Our Marmaxx and Winners divisions continue to grow, and our younger divisions are contributing more to our Company each year. We believe that we can grow to a Company of over 4,400 stores from our current concepts alone.

There is an excitement in the air at The TJX Companies as we make further inroads in certain areas of our business and embark in new directions. With the acquisition of Bob?s Stores, we have yet another vehicle for long-term growth. In 2004, we expect to launch two e-commerce websites so that customers can shop our T.J. Maxx and HomeGoods concepts on the Internet. Also, we have successfully tested and plan to roll out expanded jewelry and accessories departments at T.J. Maxx and an expanded footwear department at Marshalls, further differentiating these concepts. We expect to open 182 stores on a consolidated basis during 2004 and to grow selling square footage by 9%.

Our financial strength affords us the flexibility to invest in growing our businesses and developing new ones, while we continue to deliver value to our shareholders. We thank all of our dedicated Associates, who now number approximately 105,000, our customers, our vendors, our other business associates, and our fellow shareholders for their ongoing support.


Respectfully,


Bernard Cammarata
Chairman of the Board


Edmond J. English
President and Chief Executive Officer

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