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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 11-K

 

 

ANNUAL REPORT

PURSUANT TO SECTION 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)

 

x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

[NO FEE REQUIRED].

For the fiscal year ended April 30, 2008.

OR

 

¨	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

[NO FEE REQUIRED].

For the transition period from              to             

Commission File Number 1-13666

 

A.

Full title of the plan and the address of the plan, if different from that of the issuer named below:

Darden Savings Plan

 

B.

Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

DARDEN RESTAURANTS, INC.

5900 Lake Ellenor Drive

Orlando, Florida 32809

 

 

 

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REQUIRED INFORMATION

The following financial statements for the plan are being furnished herewith:

Report of Independent Registered Public Accounting Firm.

Audited Statement of Net Assets Available for Benefits as of April 30, 2008 and 2007, prepared in accordance with the financial reporting requirements of ERISA.

Audited Statement of Changes in Net Assets Available for Benefits for the years ended April 30, 2008 and 2007, prepared in accordance with the financial reporting requirements of ERISA.

Notes to Financial Statements.

Schedule 1 – Schedule of Assets (Held at End of Year) April 30, 2008.

Schedule 2 – Schedule of Reportable Transactions, Year Ended April 30, 2008.

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DARDEN SAVINGS PLAN

Financial Statements and Supplemental Schedules

April 30, 2008 and 2007

(With Report of Independent Registered Public Accounting Firm Thereon)

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DARDEN SAVINGS PLAN

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		Page
Report of Independent Registered Public Accounting Firm		1
Statements of Net Assets Available for Benefits		2
Statements of Changes in Net Assets Available for Benefits		4
Notes to Financial Statements		6
Schedule H, Line 4i – Schedule of Assets (Held at End of Year)		14
Schedule H, Line 4j – Schedule of Reportable Transactions		15

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Report of Independent Registered Public Accounting Firm

Benefit Plan Financial Committee

Darden Restaurants, Inc.:

We have audited the accompanying statements of net assets available for benefits of the Darden Savings Plan (the Plan) as of April 30, 2008 and 2007, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of April 30, 2008 and 2007, and the changes in net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules – Schedule H, Line 4i – Schedule of Assets (Held at End of Year) and Schedule H, Line 4j – Schedule of Reportable Transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

/s/ KPMG LLP

October 24, 2008

Orlando, Florida

Certified Public Accountants

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DARDEN SAVINGS PLAN

Statement of Net Assets Available for Benefits

April 30, 2008

 

		Participant directed funds			Nonparticipant directed (ESOP) funds		Total
Assets:
Investments, at fair value:
Short-term investments		$	1,152,808		1,195,731		2,348,539
RiverSource Trust Stable Capital Fund II			56,439,098		—		56,439,098
Pimco Total Return Fund			14,608,867		—		14,608,867
RiverSource Trust Equity Index Fund I			52,655,730		—		52,655,730
T. Rowe Price Small Cap Stock Fund			30,761,695		—		30,761,695
EuroPacific Growth Fund			38,013,946		—		38,013,946
Harbor Capital Appreciation Fund			6,053,599		—		6,053,599
Davis New York Venture Fund			11,149,735		—		11,149,735
Vanguard Target Retirement Funds			14,413,954		—		14,413,954
Vanguard Strategic Equity Fund			7,468,504		—		7,468,504
Common stock of Darden Restaurants, Inc. – allocated			27,484,910		137,728,579		165,213,489
Common stock of Darden Restaurants, Inc. – unallocated			—		105,088,697		105,088,697
Participant loans			11,781,478		—		11,781,478
Total investments			271,984,324		244,013,007		515,997,331
Receivables:
Participant contributions			420,862		—		420,862
Employer contribution			—		121,103		121,103
Accrued dividend and interest			144,131		1,252,767		1,396,898
Total receivables			564,993		1,373,870		1,938,863
Total assets			272,549,317		245,386,877		517,936,194
Liabilities:
ESOP loan			—		17,109,954		17,109,954
Interest payable			—		21,858		21,858
Total liabilities			—		17,131,812		17,131,812
Net assets available for benefits		$	272,549,317		228,255,065		500,804,382
Number of participants (unaudited)			53,414		11,861

See accompanying notes to financial statements.

 

2

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DARDEN SAVINGS PLAN

Statement of Net Assets Available for Benefits

April 30, 2007

 

		Participant directed funds			Nonparticipant directed (ESOP) funds		Total
Assets:
Investments, at fair value:
Short-term investments		$	757,432		2,147,048		2,904,480
RiverSource Trust Stable Capital Fund II			54,537,575		—		54,537,575
Pimco Total Return Fund			11,742,119		—		11,742,119
RiverSource Trust Equity Index Fund I			58,303,774		—		58,303,774
T. Rowe Price Small Cap Stock Fund			38,253,968		—		38,253,968
EuroPacific Growth Fund			36,478,214		—		36,478,214
Harbor Capital Appreciation Fund			5,182,143		—		5,182,143
Davis New York Venture Fund			11,837,640		—		11,837,640
Vanguard Target Retirement Funds			9,606,502		—		9,606,502
Vanguard Strategic Equity Fund			8,926,150		—		8,926,150
Common stock of Darden Restaurants, Inc. – allocated			28,342,330		168,545,601		196,887,931
Common stock of Darden Restaurants, Inc. – unallocated			—		158,967,205		158,967,205
Participant loans			11,440,114		—		11,440,114
Total investments			275,407,961		329,659,854		605,067,815
Receivables:
Employer contribution			—		145,965		145,965
Accrued dividend and interest			161,997		1,842,183		2,004,180
Total receivables			161,997		1,988,148		2,150,145
Total assets			275,569,958		331,648,002		607,217,960
Liabilities:
ESOP loan			—		20,792,954		20,792,954
Interest payable			—		58,688		58,688
Total liabilities			—		20,851,642		20,851,642
Net assets available for benefits		$	275,569,958		310,796,360		586,366,318
Number of participants (unaudited)			53,060		11,443

See accompanying notes to financial statements.

 

3

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DARDEN SAVINGS PLAN

Statement of Changes in Net Assets Available for Benefits

Year ended April 30, 2008

 

		Participant directed funds				Nonparticipant directed (ESOP) funds			Total
Additions (reductions) to net assets attributed to:
Investment income (loss):
Net depreciation in fair value of investments		$	(13,733,954	)		(46,179,053	)		(59,913,007	)
Dividends and interest			8,337,360			5,400,029			13,737,389
Net investment loss			(5,396,594	)		(40,779,024	)		(46,175,618	)
Participant loan activity during the year:
Withdrawals			55,068			—			55,068
Repayments (including interest)			946,299			—			946,299
Total loan activity			1,001,367			—			1,001,367
Contributions:
Participants			24,778,967			—			24,778,967
Employer			—			73,779			73,779
Total contributions			24,778,967			73,779			24,852,746
Total additions (reductions), net			20,383,740			(40,705,245	)		(20,321,505	)
Deductions from net assets attributed to:
Benefits paid to participants			(31,057,979	)		(32,561,093	)		(63,619,072	)
Interest expense			—			(986,034	)		(986,034	)
Administrative expenses			(578,358	)		(56,967	)		(635,325	)
Transfers between funds			8,231,956			(8,231,956	)		—
Total deductions, net			(23,404,381	)		(41,836,050	)		(65,240,431	)
Net decrease			(3,020,641	)		(82,541,295	)		(85,561,936	)
Net assets available for benefits:
Beginning of year			275,569,958			310,796,360			586,366,318
End of year		$	272,549,317			228,255,065			500,804,382

See accompanying notes to financial statements.

 

4

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DARDEN SAVINGS PLAN

Statement of Changes in Net Assets Available for Benefits

Year ended April 30, 2007

 

		Participant directed funds				Nonparticipant directed (ESOP) funds			Total
Additions to net assets attributed to:
Investment income:
Net appreciation in fair value of investments		$	16,059,049			16,306,908			32,365,957
Dividends and interest			6,542,325			3,882,617			10,424,942
Net investment income			22,601,374			20,189,525			42,790,899
Participant loan activity during the year:
Withdrawals			50,747			—			50,747
Repayments (including interest)			835,598			—			835,598
Total loan activity			886,345			—			886,345
Contributions:
Participants			22,625,631			—			22,625,631
Employer			—			778,805			778,805
Total contributions			22,625,631			778,805			23,404,436
Total additions, net			46,113,350			20,968,330			67,081,680
Deductions from net assets attributed to:
Benefits paid to participants			(23,541,338	)		(30,695,521	)		(54,236,859	)
Interest expense			—			(1,275,069	)		(1,275,069	)
Administrative expenses			(271,061	)		(81,954	)		(353,015	)
Transfers between funds			10,221,399			(10,221,399	)		—
Total deductions, net			(13,591,000	)		(42,273,943	)		(55,864,943	)
Net increase (decrease)			32,522,350			(21,305,613	)		11,216,737
Net assets available for benefits:
Beginning of year			243,047,608			332,101,973			575,149,581
End of year		$	275,569,958			310,796,360			586,366,318

See accompanying notes to financial statements.

 

5

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

(1)	Description of the Plan

The following description of the Darden Savings Plan (the Plan) provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan’s provisions.

The Plan is a defined contribution plan sponsored by Darden Restaurants, Inc. (Company). The Plan, as amended, was originally established in June 1973. The Plan covers certain employees of the Company’s operating and administrative subsidiaries, and their divisions and affiliates who are age 21 or older, regardless of their length of service. The Plan also allows allocation of Company shares in the ESOP Fund (an employee stock ownership component of the Plan) for payment of incentive bonuses earned by certain restaurant management and Restaurant Support Center administrative employees that have at least five years of service with the Company, its subsidiaries or affiliates.

The Plan allows participants to immediately transfer ESOP Funds credited to their accounts to any of the Plan’s other investment funds. Effective March 2004, the Plan was amended to temporarily suspend the allocation of Company shares in the ESOP Fund for incentive bonuses earned by restaurant management through August 2004 and then restrict the allocation of Company shares in the ESOP Fund for payment of incentive bonuses to individuals who were classified as qualified managers under the Plan as of May 31, 2003. This amendment also disallowed the allocation of Company shares in the ESOP Fund for payment of incentive bonuses earned by certain Restaurant Support Center administrative employees effective March 2004. The Plan was amended effective January 1, 2008 to allow the Plan to pay Plan expenses with dividends on unallocated shares of Company Stock to the extent they are not used for repayment of principal and interest on acquisition loans.

Eligible employees may elect to make primary contributions to the Plan ranging from 1% to 6% of their eligible compensation for each year on an after-tax or before-tax basis. Participants electing to contribute 6% may also elect to make unmatched contributions equal to between 1% and 19% of their eligible compensation for the year. The Company makes quarterly variable contributions to the Plan ranging from 25% to 120% of the primary contribution percentages made by the participants. The Company contribution varies depending on the Company’s operating results. Plan matching provisions become effective for participants upon completion of 12 months of service and accumulation of 1,000 hours of service in an anniversary year. Income earned by the Plan is allocated to participants’ accounts based on their relative account balances.

Participants may borrow from their vested account as follows: a minimum of $1,000 up to a maximum equal to the lesser of $50,000, minus the highest outstanding loan balance in the preceding 12 months even if repaid; 50% of their vested account balance; or the vested balance in the participant’s account excluding amounts in the ESOP Fund. The loan amount may not result in loan repayments which exceed 50% of the participant’s 13 week average net take-home pay. Loan repayment terms generally may not exceed 5 years. The loans are secured by the balance in the participant’s account and bear market rates of interest. Principal and interest is paid through payroll deductions and may be repaid in full at any time without penalty.

 

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

On termination of service due to death, disability, retirement, induction into the Armed Forces of, or service with, the United States Government, or involuntary separation or elimination of position due to a sale, destruction, shut-down, or closing out of an activity or facility, a participant shall be entitled to a distribution of the total value of his or her account. All other terminating participants, including those who terminate service due to other reasons, will receive a lump sum distribution of their vested account balance if such balance is $1,000 or less (See note 3). Terminating participants having vested account balances greater than $1,000 may elect either to receive a lump sum distribution or to leave their accounts in the Plan until attainment of age 65. Effective October 2003, the Plan was amended to allow the Plan to charge a quarterly fee to terminated participants who leave their accounts in the Plan. All benefits are recorded when paid.

Ameriprise Trust Company, a subsidiary of Ameriprise Financial, Inc. (Ameriprise) and formerly known as American Express Trust Company, previously performed the trustee and administrative duties for the Plan. On June 1, 2006, Wachovia Bank, N.A. acquired the defined contribution recordkeeping business of Ameriprise. Upon completion of the acquisition, the defined contribution recordkeeping business of Ameriprise became part of Wachovia Retirement Services, a division of Wachovia Bank, N.A. Effective June 1, 2006, Wachovia Retirement Services (Trustee) began to serve as trustee and administrator of the Plan.

Each participant is entitled to exercise voting rights attributable to the common stock of the Company shares allocated to his or her account and is notified by the Trustee prior to the time that such rights are to be exercised. The Trustee will vote any allocated shares for which instructions have not been given by a participant and any unallocated shares in the same proportion as votes received.

 

(2)	Summary of Significant Accounting Policies

 

(a)

Basis of Presentation

The financial statements of the Plan are prepared under the accrual method of accounting.

The Plan accounts for certain changes in net assets as follows:

 

•

Dividends and interest, net realized and unrealized gains or losses and administrative expenses of the Participant Directed Funds (excluding Company Common Stock Fund) are recognized by the Plan only as they are reflected in the Plan’s proportionate share of net increases (decreases) in the fair value of the respective funds; and

 

•

Net realized gains or losses are recognized by the Plan upon the sale of investment securities on the basis of weighted average cost.

 

(b)

Investments

Plan investments are recorded at fair value. When available, fair value is determined by quoted market prices. Shares of mutual funds are valued at the net asset value of shares held by the Plan at year end. Short-term investments are stated at cost, which approximates fair value. Participant loans are valued at their outstanding balances, which approximates fair value. Investments in common collective trusts are carried at fair value based on the fair value of the underlying securities in which the account is invested.

 

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

Purchases and sales of securities are recorded on a trade-date basis. Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis.

The Plan’s investments include funds which invest in various types of investment securities and in various companies within various markets. Investment securities are exposed to several risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Plan’s financial statements and schedules. The financial markets have been subject to considerable turmoil subsequent to April 30, 2008 and the fair value of certain of the Plan’s investments may have significantly deteriorated.

As of April 30, 2008, 52% of the Plan’s investments are in the common stock of the Company. Accordingly, changes in the value of the Company’s common stock could have a greater effect on the Plan’s financial statements than other Plan investments.

 

(c)

Use of Estimates

The preparation of financial statements, in accordance with accounting principles generally accepted in the United States, requires the Plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the reported amounts of additions to and deductions from those net assets during the reporting period. Actual results could differ from those estimates.

 

(d)

Reclassifications

Certain reclassifications have been made to prior year amounts to conform to current year presentation.

 

(e)

Application of New Accounting Standards

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements.” SFAS No. 157 defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measures required under other accounting pronouncements, but does not change existing guidance as to whether or not an instrument is carried at fair value. SFAS No. 157 is effective for fiscal years beginning after November 15, 2007, which will require us to adopt these provisions for the plan year ended April 30, 2009. We do not believe the adoption of SFAS No. 157 will have a significant impact on these financial statements.

 

(3)	Forfeitures and Vesting

Vested rights to Company contribution amounts accrue at a rate of 5% per quarter beginning with the participant’s fifth quarter of service. Forfeitures of nonvested Company contributions to the Plan can be used in the following order of priority: cover administrative expenses incurred by the Plan, reinstate

 

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

previously forfeited amounts to rehired employees and cover Company matching contributions. During the 2008 and 2007 Plan years, $474,786 and $182,098, respectively, of forfeitures were used to cover administrative expenses of the Plan. No forfeited funds were used to cover Company contributions during 2008 or 2007.

 

(4)	Choice of Investments

As of April 30, 2008, participant contributions to the Plan may be directed to 15 basic investment alternatives: RiverSource Trust Stable Capital Fund II, PIMCO Total Return Fund, RiverSource Trust Equity Index Fund I, T. Rowe Price Small Cap Stock Fund, EuroPacific Growth Fund, Harbor Capital Appreciation Fund, Davis New York Venture Fund, Vanguard Target Retirement 2045 Fund, Vanguard Target Retirement 2035 Fund, Vanguard Target Retirement 2025 Fund, Vanguard Target Retirement 2015 Fund, Vanguard Target Retirement 2005 Fund, Vanguard Target Retirement Income Fund, Vanguard Strategic Equity Fund and Company Common Stock Fund. Company contributions to the Plan are invested in the ESOP Fund.

 

(5)	Investments

The following table presents the fair value of investments that represent 5% or more of the Plan’s net assets at April 30, 2008 and 2007:

 

		2008			2007
Investments at fair value:
RiverSource Trust Stable Capital Fund II, 2,713,515 and 2,746,378 shares at April 30, 2008 and 2007, respectively		$	56,439,098		54,537,575
RiverSource Trust Equity Index Fund I, 1,167,688 and 1,230,193 shares at April 30, 2008 and 2007, respectively			52,655,730		58,303,774
T. Rowe Price Small Cap Stock Fund, 1,081,255 and 1,072,140 shares at April 30, 2008 and 2007, respectively			30,761,695		38,253,968
EuroPacific Growth Fund, 778,177 and 731,319 shares at April 30, 2008 and 2007, respectively			38,013,946		36,478,214
Common stock of Darden Restaurants, Inc. (including $242,817,276 and $327,512,806 of non-participant directed funds at April 30, 2008 and 2007, respectively), 7,597,026 and 8,578,957 shares at April 30, 2008 and 2007, respectively			270,302,186		355,855,136

Total dividends received by the Plan from the common stock of the Company for the years ended April 30, 2008 and 2007 were $5,683,997 and $4,191,681, respectively.

 

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

The Plan’s investments appreciated (depreciated) in value, net, as follows:

 

		2008				2007
RiverSource Trust Stable Capital Fund II		$	2,527,079			2,407,773
Pimco Total Return Fund			1,272,134			159,504
RiverSource Trust Equity Index Fund I			(2,717,756	)		7,612,390
T. Rowe Price Small Cap Stock Fund			(7,599,907	)		(730,022	)
EuroPacific Growth Fund			(1,091,001	)		2,428,631
Harbor Capital Appreciation Fund			43,213			251,320
Davis New York Venture Fund			(611,952	)		1,341,627
Vanguard Target Retirement Funds			(390,662	)		683,113
Vanguard Strategic Equity Fund			(2,217,702	)		467,872
Common stock of Darden Restaurants, Inc.			(2,947,400	)		1,436,841
ESOP Fund			(46,179,053	)		16,306,908
Total		$	(59,913,007	)		32,365,957

 

(6)	Common Stock of Darden Restaurants Inc.

At April 30, 2008 and 2007, the fair value of the shares held in participant directed accounts was $27,484,910 (772,482 shares) and $28,342,330 (683,277 shares), respectively. Participants should refer to the Company’s consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.

 

(7)

ESOP Fund

The ESOP Fund consists of common stock of the Company and cash which is held in short-term investments. All amounts credited to participants’ ESOP accounts will be invested in the ESOP Fund. Effective June 2002, the Plan was amended to allow participants to immediately transfer ESOP funds credited to their accounts to any of the Plan’s other investment funds. However, amounts may not be transferred from any of the other investment funds into the ESOP Fund.

At April 30, 2008 and 2007, the ESOP Fund consists of 6,824,544 and 7,895,680 shares, respectively, of the Company’s common stock. Of the total shares held by the ESOP Fund, 3,870,955 shares at April 30, 2008 and 4,063,298 shares at April 30, 2007 of Company common stock have been allocated to individual participant accounts. The remaining 2,953,589 shares at April 30, 2008 and 3,832,382 shares at April 30, 2007 of Company common stock, which are held by the Trustee, are unallocated (suspense) shares reserved for future Company matching contributions and incentive bonuses to individuals who were classified as qualified managers under the Plan as of May 31, 2003. The shares become available for allocation to participants’ accounts as ESOP loan principal and interest is paid. At April 30, 2008, the fair value of the 2,953,589 unallocated Company shares was $105,088,697 and the fair value of the 3,870,955 allocated shares was $137,728,579. At April 30, 2007, the fair value of the 3,832,382 unallocated Company shares was $158,967,205 and the fair value of the 4,063,298 allocated shares was $168,545,601. Cash dividends on allocated shares of Company stock can be used to repay promissory notes or are

 

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

allocated as earnings to each Participant’s ESOP account. Cash dividends on unallocated shares of Company stock can be used to repay promissory notes, pay Plan expenses or are allocated to Participant ESOP accounts.

In October 2007, the ESOP paid the Company in full for one of its outstanding promissory notes. The ESOP Fund has two remaining promissory notes payable to the Company, with outstanding principal balances as of April 30, 2008 of $15,504,000 and $1,605,954 and three remaining promissory notes payable to the Company as of April 30, 2007 of $2,287,000, $16,900,000, and $1,605,954. The notes bear interest at variable rates payable on a monthly, bi-monthly, or quarterly basis at the discretion of the Company. As of April 30, 2008 and 2007, the interest rate on the notes was 3.066% and 5.645%, respectively. No principal payments on the remaining notes are required until the due dates, December 15, 2014 and December 31, 2018, respectively. Any or all of the principal may be prepaid at any time. For the years ended April 30, 2008 and 2007, the ESOP Fund utilized dividends received to make principal payments of $3,683,000 and $3,278,000, respectively.

 

(8)	Related Party Transactions

Certain plan investments are in common stock of the Company and therefore these transactions qualify as party-in-interest transactions. The Company pays the Trustee’s administrative and trustee fees. Such fees, net of plan forfeitures and fees paid by terminated participants used to cover plan expense, were $553,446 and $301,562 for the years ended April 30, 2008 and 2007, respectively.

Certain plan investments are loans to participants who are employees of the Company and, therefore, these transactions qualify as party-in-interest transactions. Terminated participants that elect to leave their accounts in the Plan are required to pay quarterly fees. Therefore, these transactions also qualify as party-in-interest transactions. Fees paid by participants were $78,660 and $58,766 for the years ended April 30, 2008 and 2007, respectively.

 

(9)	Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of net assets available for plan benefits per the accompanying financial statements to the Form 5500:

 

		2008				2007
Net assets available for benefits per the accompanying financial statements		$	500,804,382			586,366,318
Due to plan participants			—			(126,050	)
Participant loans – deemed distributions			(195,096	)		(77,640	)
Net assets available for benefits per Form 5500		$	500,609,286			586,162,628

 

		11		(Continued)

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

The following is a reconciliation of total (reductions) additions, net, per the accompanying financial statements to the Form 5500:

 

		2008				2007
Total (reductions) additions, net, per the accompanying financial statements		$	(20,321,505	)		67,081,680
Interest income on deemed distributed loans			7,298			—
Total (reductions) additions per Form 5500		$	(20,314,207	)		67,081,680

The following is a reconciliation of total deductions, net, per the accompanying financial statements to the Form 5500:

 

		2008				2007
Total deductions, net, per the accompanying financial statements		$	65,240,431			55,864,943
Amounts allocated to withdrawing participants at end of year			—			126,050
Amounts allocated to withdrawing participants at beginning of year			(126,050	)		(276,562	)
Deemed distributed loans offset by total distributions			(39,680	)		(22,044	)
Change in deemed loans			164,434			(6,431	)
Total deductions per Form 5500		$	65,239,135			55,685,956

 

(10)	Tax Status

The Plan obtained its latest determination letter on July 15, 2002, in which the Internal Revenue Service stated that the Plan, as designed through November 13, 2001, was in compliance with the applicable requirements of the Internal Revenue Code. Although the Plan has been amended since receiving the determination letter, the Company believes that the Plan currently is designed and being operated in compliance with the applicable requirements of the Internal Revenue Code and, therefore, the Plan qualifies under Section 401(a) and 4975(e)(7) and the related trust is tax exempt as of April 30, 2008. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

 

(11)	Plan Termination

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974. In the event of Plan termination, no further contributions shall be made to the Trust Fund by either the Company or the participants, participants would become fully vested in their employer contributions and the related Plan trust would be used exclusively for the benefit of participants and beneficiaries after the payment of liquidation expenses. Any unallocated leveraged shares in the

 

		12		(Continued)

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DARDEN SAVINGS PLAN

Notes to Financial Statements

April 30, 2008 and 2007

 

ESOP Fund would be sold to the Company or on the open market. The proceeds of such sale would be used to satisfy any outstanding acquisition loans and the balance of any amounts remaining would be allocated to each participant in proportion to each participant’s ESOP account balance to the total of all ESOP account balances.

 

(12)	Subsequent Events

On October 1, 2007, the Company acquired RARE Hospitality International, Inc. (RARE), which is the trustee of the RARE Hospitality International, Inc. Savings Plan (RARE Savings Plan). In July 2008, the assets of the RARE Savings Plan were merged with the assets of the Plan.

 

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DARDEN SAVINGS PLAN

Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

April 30, 2008

 

		Face amount or number of units		Cost			Current value
Issuer
Common stock of Darden Restaurants, Inc.*, **		7,597,026		$	52,618,800		270,302,186
RiverSource Trust Stable Capital Fund II		2,713,515			51,088,660		56,439,098
Pimco Total Return Fund		1,259,613			14,178,740		14,608,867
RiverSource Trust Equity Index Fund I		1,167,688			43,345,410		52,655,730
T. Rowe Price Small Cap Stock Fund		1,081,255			31,465,871		30,761,695
EuroPacific Growth Fund		778,177			30,678,262		38,013,946
Harbor Capital Appreciation Fund		172,615			5,673,471		6,053,599
Davis New York Venture Fund		289,754			10,100,525		11,149,735
Vanguard Target Retirement 2045 Fund		146,586			2,141,678		2,126,961
Vanguard Target Retirement 2035 Fund		243,206			3,394,481		3,417,037
Vanguard Target Retirement 2025 Fund		296,002			3,928,925		3,930,906
Vanguard Target Retirement 2015 Fund		274,678			3,420,091		3,507,633
Vanguard Target Retirement 2005 Fund		60,897			711,359		726,497
Vanguard Target Retirement Income Fund		63,736			698,007		704,920
Vanguard Strategic Equity Fund		384,182			8,823,278		7,468,504
Participant Loans outstanding – interest rates ranging from 5.00% – 10.50% with varying maturities*		2,363			11,781,478		11,781,478
RiverSource Trust Company Short-term Investment Fund		2,348,539			2,348,539		2,348,539

 

*	Party-in-interest

**	Includes unallocated shares held in the ESOP Fund as collateral for the promissory notes payable.

See accompanying report of independent registered public accounting firm.

 

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DARDEN SAVINGS PLAN

Schedule H, Line 4j – Schedule of Reportable Transactions

Year ended April 30, 2008

5% series of transactions by security issue described in 29 CFR 2520 [(103-6(c)(i)(iii)]

 

		Purchases					Sales					Cost of asset			Current value on transaction date			Net loss
Issuer/description		Number of Transactions		Purchase Price			Number of Transactions		Selling Price
RiverSource Trust Company Short-term Investment Fund		17		$	45,183,558		—		$	—		$	45,183,558		$	45,183,558		$	—
RiverSource Trust Company Short-term Investment Fund		—			—		6			44,770,270			44,770,270			44,770,270			—
Common stock of Darden Restaurants, Inc.*		14			9,259,890		—			—			9,259,890			9,259,890			—
Common stock of Darden Restaurants, Inc.*		—			—		32			45,996,939			48,731,990			45,996,939			(2,735,051	)

 

* Party-in-interest

See accompanying report of independent registered public accounting firm.

 

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EXHIBITS

 

23		Consent of KPMG LLP, Independent Registered Public Accounting Firm.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Darden Savings Plan has duly caused this Annual Report to be signed on its behalf by the Benefit Plan Financial Committee (as the person who administers the financial aspects of the Darden Savings Plan), by the undersigned hereunto duly authorized.

 

				DARDEN SAVINGS PLAN
				By:		Benefit Plan Financial Committee,
						as financial administrator of
						the Darden Savings Plan
Dated: October 24, 2008				By:		/s/ C. Bradford Richmond
						C. Bradford Richmond, Chairperson
						Benefit Plan Financial Committee
						Darden Restaurants, Inc.

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EXHIBIT INDEX

 

Exhibit Number		Title
23		Consent of KPMG LLP, as Independent Registered Public Accounting Firm.