August 31, 2004
Mr. Doug Wentz
Darden Restaurants
5900 Lake Ellenor Drive
Orlando, FL 32809
RE: Schedule 13G
Enclosed pursuant to Rule 13d-1(b) under the Securities Exchange Act of 1934 is
a report on Schedule 13G. It reports beneficial ownership by American Express
Trust Company in Common Stock of Darden Restaurants as of December 31, 2003.
Sincerely,
/s/ Mark Ellis
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Mark Ellis
Vice President
Enclosure
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
Darden Restaurants
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
237194105
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(CUSIP Number)
The information required in the remainder of this cover page (except any items
to which the form provides a cross-reference) shall not be deemed to be "filed"
for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act.
CUSIP NO. 237194105
1) Name of Reporting Person American Express Trust Company
S.S. or I.R.S. Identification IRS No. 41-1346942
No. of Above Person
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2) Check the Appropriate Box Not Applicable if a Member of a Group
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3) SEC Use Only
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4) Citizenship or Place of Organization Minnesota
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
(5) Sole Voting Power -0-
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(6) Shared Voting Power 11,828,433
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(7) Sole Dispositive Power -0-
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(8) Shared Dispositive Power 11,828,433
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9) Aggregate Amount Beneficially
Owned by Each Reporting Person 11,828,433
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10) Check if the Aggregate Amount in
Row (9) Excludes Certain Shares Not Applicable
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11) Percent of Class Represented by
Amount in Row (9) 7.171%
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12) Type of Reporting Person BK
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1(a) Name of Issuer:
Darden Restaurants
1(b) Address of Issuer's Principal
5900 Lake Ellenor Drive
Executive Offices: Orlando, FL 32809
2(a) Name of Person Filing: American Express Trust Company
2(b) Address of Principal Business Office: 928 AXP Financial Center
Minneapolis, MN 55474
2(c) Citizenship: American Express Trust Company
is a trust company organized
under the laws of the state of
Minnesota
2(d) Title of Class of Securities: Common Stock
2(e) Cusip Number: 237194105
3 Information if statement is filed pursuant to Rules 13d-1(b) or 13d-2(b):
American Express Trust Company is a bank defined in section 3 (a) (6)
Of the Act (15 U.S.C. 78c)
4(a) Amount Beneficially Owned as of December 31, 2003: 11,828,433
4(b) Percent of Class: 7.171%
4(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: None
(ii) Shared power to vote or direct the vote: 11,828,433*
(iii) Sole power to dispose or to direct the disposition of: None
(iv) Shared power to dispose or to direct the disposition of: 11,828,433**
* American Express Trust Company is the trustee of certain employee benefit
plans, which are subject to the Employee Retirement Income Security Act of 1974,
as amended ("ERISA"). Shares of the issuer's Common Stock are held in trust for
the benefit of employees in the plans. As of December 31, 2003, the trustee held
11,828,433 shares of the issuer's Common Stock on behalf of the plans, of which,
5,103,697 had been allocated to plan participants. The Plan trustee votes shares
allocated to participant accounts as directed by participants subject to Section
404 of ERISA. All Shares allocated to participants for whom no voting
instructions are received, and all unallocated shares held by the plan, are
voted in the same proportion as the trustee votes shares for which it did
receive voting instructions.
** Shares of Common Stock are held in the issuer's employee benefit plans in
various accounts and were allocated by source of contribution (employer, the
predecessor to the employer or the employee). Shares of Common Stock held by the
trustee on behalf of the plans may be disposed of by the plans or the trustee
only in accordance with the terms of the plan.
5 Ownership of 5% or Less of a Class:
Not Applicable
6 Ownership of more than 5% on Behalf of Another Person:
All of the securities are beneficially held by American Express Trust
Company in its fiduciary capacity, as trustee of certain employee benefit
plans. As a result, participants in the plans are entitled to receive
dividends or proceeds from the sale of shares reported in this Schedule 13G
in accordance with the terms of the plan.
7 Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
Not Applicable
8 Identification and Classification of Members of the Group:
Not Applicable
9 Notice of Dissolution of Group:
Not Applicable
10 Certification:
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in
any transaction having such purposes or effect.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
American Express Trust Company
Dated: August 31, 2004 By /s/ Mark Ellis
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Signature
Mark Ellis
Vice President
Telephone: (612) 671-1919