SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
DILLARD'S, INC.
Name of Issuer
Class A Common
Title of Class of Securities
254067101
CUSIP Number
Date of Event Which Requires filing of this Statement
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
(X) Rule 13d-1(b)
( ) Rule 13d-1(c)
( ) Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page 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
(however, see the Notes).
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CUSIP No. 254067101
1) NAME OF I.R.S. IDENTIFICATION NO. OF REPORTING PERSON
Dillard's, Inc. Retirement Plan Trust 71-0388071
2) MEMBER OF A GROUP: (a) N/A
(b) N/A
3) SEC USE ONLY:
4) PLACE OF ORGANIZATION: New Jersey
5) Sole Voting Power: 0
NUMBER OF 6) Shared Voting Power: 11,935,319
SHARES
BENEFICIALLY
OWNED BY
EACH 7) Sole Dispositive Power: 0
REPORTING
PERSON
WITH
8) Shared Dispositive Power: 11,935,319
9) AGGREGATE AMOUNT BENEFICIALLY OWNED: 11,935,319
10) AGGREGATE AMOUNT IN ROW (9) EXCLUDES SHARES: Not Applicable
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 15.14%
12) TYPE OF REPORTING PERSON: EP
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ITEM 1(a). NAME OF ISSUER:
DILLARD'S, INC.
ITEM 1(b). ADDRESS OF ISSUER'S EXECUTIVE OFFICES:
DILLARD'S, INC.
1600 Cantrell Road
Little Rock, AR 72201
ITEM 2(a). NAME OF PERSON FILING:
Dillard's, Inc. Retirement Plan Trust
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE:
DILLARD'S, INC.
1600 Cantrell Road
Little Rock, AR 72201
ITEM 2(c). CITIZENSHIP:
Arkansas
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Class A Common Stock
ITEM 2(e). CUSIP NUMBER:
254067101
ITEM 3.
The Person filing this statement is a Trust for Employee Benefit Plans which are
subject to the provision of the Employee Retirement Income Security Act of 1974
in accordance with Section 240.13d-1(b)(ii)(F).
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ITEM 4. OWNERSHIP: (a)Number of Shares Beneficially Owned: 11,935,319 (b)Percent of Class: 15.14% (c)Powers: No. of Shares Sole power to vote or to direct the vote 0 Shared power to vote or to direct the vote 11,935,319 Sole power to dispose or to direct disposition 0 Shared power to dispose or to direct disposition 11,935,319 ITEM 5. OWNERSHIP OF 5% OR LESS OF A CLASS: Not Applicable ITEM 6. OWNERSHIP OF MORE THAN 5% ON BEHALF OF ANOTHER PERSON: The reporting person is a trust for the Issuer's Employees' Retirement Plans ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE ULTIMATE PARENT HOLDING COMPANY: Not Applicable ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not Applicable ITEM 9. NOTICE OF DISSOLUTION OF GROUP: Not Applicable
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ITEM 10. CERTIFICATION:
By signing below, the Dillard's, Inc. Retirement Plan Trust
certifies that, to the best of its 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 purpose
or effect.
SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, The Dillard's, Inc. Retirement Plan Trust certifies
that the information set forth in this statement is true, complete and
correct.
THE DILLARD'S, INC. RETIREMENT PLAN TRUST
By:/S/ Phillip R. Watts
Phillip R. Watts
Administrator
Date: 02/14/2005
As of: 12/31/2004
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