Series Terms Certificate Pursuant to Section 3.01 of the Indenture Relating to 5.625% Notes Due 2034

Exhibit 4(a)

WAL-MART STORES, INC.

Series Terms Certificate

Pursuant to Section 3.01 of the Indenture

Relating to 5.625% Notes Due 2034

Pursuant to Section 3.01 of the Indenture, dated as of July 19, 2005, as amended and supplemented (the “Indenture”), made between Wal-Mart Stores, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”), Charles M. Holley, Jr., Executive Vice President, Finance and Treasurer of the Company (the “Certifying Authorized Officer”), hereby certifies as follows, and Anthony D. George, Associate General Counsel, Finance and Assistant Secretary of the Company, attests to the following certification. Any capitalized term used herein shall have the definition ascribed to that term as set forth in the Indenture unless otherwise defined herein.

A. This certificate is a Series Terms Certificate contemplated by Section 3.01 of the Indenture and is being executed to evidence the establishment and approval of the terms and conditions of the Series that was established pursuant to Section 3.01 of the Indenture by means of a Unanimous Written Consent of the Executive Committee of the Board of Directors of the Company, dated March 20, 2009 (the “Series Consent”), which Series is designated as the “5.625% Notes Due 2034” (the “2034 Series”), by the Certifying Authorized Officer pursuant to the grant of authority under the terms of the Series Consent.

B. Each of the undersigned has read the Indenture, including the provisions of Sections 1.02 and 3.01 and the definitions relating thereto, and the resolutions adopted in the Series Consent. In the opinion of the undersigned, the undersigned have made such examination or investigation as is necessary to enable the undersigned to express an informed opinion as to whether or not all conditions precedent provided for in the Indenture relating to the execution and delivery by the Trustee of the Indenture, to the creation, establishment and approval of the title, the form and the terms of a Series under the Indenture, and to the authentication and delivery by the Trustee of promissory notes of a Series, have been complied with. In the opinion of the undersigned, (i) all such conditions precedent have been complied with and (ii) there are no Events of Default, or events which, with the passage of time, would become an Event of Default under the Indenture that have occurred and are continuing at the date of this certificate.

C. Pursuant to the Series Consent, the Company is authorized to issue initially £1,000,000,000 aggregate principal amount of promissory notes of the 2034 Series. A copy of the Series Consent is attached hereto as Annex A . Any promissory notes that the Company issues that are a part of the 2034 Series (the “2034 Notes”) shall be issued in registered book-entry form and shall be represented by a global security substantially in the form attached hereto as Annex B (the “Form of 2034 Note”). Acting pursuant to authority delegated to him pursuant to the Series Consent, the Executive Vice President, Finance and Treasurer, of the Company have approved and set the aggregate principal amount of the 2034 Notes initially to be issued (the “Initial 2034 Notes”) to be £1,000,000,000.

D. Pursuant to Section 3.01 of the Indenture, the terms and conditions of the 2034 Series and the 2034 Notes are established and approved to be the following:

The Series established by the Series Consent is designated as the “5.625% Notes Due 2034”.

The 2034 Series is not limited as to the aggregate principal amount of all the promissory notes of the 2034 Series that the Company may issue. The Company is issuing the Initial 2034 Notes in an aggregate original principal amount of £1,000,000,000.

Final maturity of the 2034 Notes will be March 27, 2034.

The 2034 Notes will bear interest at the rate of 5.625% per annum, which interest shall commence accruing from and including March 27, 2009. Additional Amounts (as defined in Section 4(a) of the Form of 2034 Note), if any, will also be payable on the 2034 Notes.

Interest will be payable on the 2034 Notes semi-annually in arrears on March 27 and September 27 of each year, commencing on September 27, 2009, to the person or persons in whose name or names the 2034 Notes are registered at the close of business on the immediately preceding March 15 or September 15, as the case may be. Interest on the 2034 Notes will be computed on the basis of a 360-day year consisting of twelve 30-day months.

The principal and interest payable with respect to the 2034 Notes shall be payable in pounds sterling.

If, prior to the maturity of the 2034 Notes, the United Kingdom adopts the euro as its lawful currency in accordance with the Treaty establishing European Communities, as amended from time to time, the 2034 Notes will be re-denominated into euro, and the principal, interest, any Tax

2

Redemption Price (as defined in the Form of 2034 Note) and any Additional Amounts (as defined in the Form of 2034 Note) will become payable in euro.

All payments of principal of, any Tax Redemption Price with respect to, and interest on, the 2034 Notes shall be made as set forth in Section 6 of the Form of 2034 Note.

The Company may redeem the 2034 Notes upon the occurrence of certain tax events as set forth in Section 4(b) of the Form of 2034 Note.

There is no sinking fund with respect to the 2034 Notes.

None.

£50,000 and integral multiples of £1,000 in excess thereof for the 2034 Notes.

100% of the principal amount of the 2034 Notes.

The Bank of New York Mellon Trust Company, N.A. will be the registrar, U.S. paying agent and U.S. transfer agent for the 2034 Notes. The Bank of New York Mellon will be the London paying agent and the London transfer agent for the 2034 Notes.

The Company shall pay additional amounts as set forth under Section 4(a) of the Form of 2034 Note.

The 2034 Notes shall be issued in the form of a single global note registered in the name of The Bank of New York Mellon Depository (Nominees) Limited, as nominee for The Bank of New York Mellon, as common depositary for Clearstream Banking, société anonyme and Euroclear Bank S.A./N.V., and will be issued in certificated form only in limited circumstances, in each case, as set forth under Sections 12 and 13 of the Form of 2034 Note.

3

Sections 2, 3, 5, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17 and 18 of the Form of 2034 Note shall also apply to the 2034 Notes.

The 2034 Notes will not have any terms or conditions of the type contemplated by clause (ii), (iii), (vi), (vii), (xii), (xiii), (xiv), (xvi), (xvii), (xix) or (xx) of Section 3.01 of the Indenture.

E. The 2034 Notes will be issued pursuant to and governed by the Indenture. To the extent that the Indenture’s terms apply to the 2034 Notes specifically or apply to the terms of all Securities of all Series established pursuant to and governed by the Indenture, such terms shall apply to the 2034 Notes.

[signature page follows]

4

IN WITNESS WHEREOF, the undersigned has hereunto executed this Certificate as of March 20, 2009.

ATTEST:

Series Term Certificate for WMT 5.625% Notes - Signature Page

ANNEX A

UNANIMOUS CONSENT TO ACTION

IN LIEU OF A SPECIAL MEETING

OF THE EXECUTIVE COMMITTEE OF

THE BOARD OF DIRECTORS

OF WAL-MART STORES, INC.

March 20, 2009

The undersigned, being all of the members of the Executive Committee of the Board of Directors of Wal-Mart Stores, Inc., a Delaware corporation (the “Company”), do hereby consent to the adoption of the following resolutions in accordance with the provisions of Section 141(f) of the General Corporation Law of Delaware:

WHEREAS , the Company has registered with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (the “Securities Act”), and the rules promulgated thereunder, the offer and sale in one or more offerings of an indeterminate amount of its debt securities, which debt securities are to be issued pursuant to the terms of the Indenture, dated as of July 19, 2005, between the Company and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee under the Indenture (the “Indenture Trustee”), as supplemented to date (the “Indenture”); and

WHEREAS , the Company desires to issue and sell in an underwritten public offering (the “Offering”) its debt securities denominated in British pounds sterling and having an aggregate principal amount not to exceed £1,000,000,000, a portion of which debt securities are to be offered and sold pursuant to the Company’s Registration Statement on Form S-3 (Registration No. 333-156724) (the “Registration Statement”) and the balance of which debt securities are to be sold in transactions outside of the United States in reliance on Regulation S under the Securities Act and otherwise in accordance with the laws of the countries in which such debt securities are offered and sold, and to make application for the admission of such debt securities to the Official List of the Irish Stock Exchange and for trading on the regulated market of the Irish Stock Exchange; it is

RESOLVED , that a series of senior, unsecured promissory notes of the Company in an initial aggregate principal amount not to exceed £1,000,000,000, that shall mature on a date that shall be no earlier than the twentieth anniversary of, and no later than the last day of the first full month next following the thirtieth anniversary of, the date of initial issuance of notes of such series (the “March 2009 Notes”) shall be, and it hereby is, created, established and authorized for issuance and sale pursuant to the terms of the Indenture; and be it

FURTHER RESOLVED , that the March 2009 Notes shall have such terms, including the rate at which interest will accrue on the Promissory Notes (as defined below) of the March 2009 Notes and the maturity date thereof, and shall be in such form as shall be established and approved by one or more of the Chairman of the Board of Directors, the Chief Executive Officer, any Vice Chairman, the Chief Financial Officer, any Executive Vice President, any Senior Vice President, any Vice President, the Controller and the Treasurer of the Company (each an

1

“Authorized Officer”) in accordance with the provisions of Section 3.01 of the Indenture pursuant to the authority granted by these resolutions, which approval will be conclusively evidenced by that Authorized Officer’s or those Authorized Officers’ execution of a Series Terms Certificate (as defined in the Indenture) with respect to the March 2009 Notes; and be it

FURTHER RESOLVED , that the Authorized Officers shall be, and each of them hereby is, authorized, in the name and on behalf of the Company, to establish and to approve the terms and conditions of the March 2009 Notes, to set the aggregate principal amount of the March 2009 Notes to be sold in the Offering, which aggregate principal amount shall not exceed £1,000,000,000 (the “Offering Amount”), and to approve the form, terms and conditions of the promissory notes representing notes in the March 2009 Notes (the “Promissory Notes”); and be it

FURTHER RESOLVED , that the Authorized Officers shall be, and each of them hereby is, authorized, in the name and on behalf of the Company, to execute Promissory Notes having an aggregate principal amount not to exceed the Offering Amount, all as provided in the Indenture, and to deliver those Promissory Notes to the Indenture Trustee for authentication and delivery in accordance with the terms of the Indenture; and

FURTHER RESOLVED , that the Indenture Trustee shall be, and it hereby is, authorized and directed to authenticate and deliver Promissory Notes having an aggregate principal amount not to exceed the Offering Amount to or upon the written order of the Company, as provided in the Indenture; and be it

FURTHER RESOLVED , that the Company shall be and hereby is authorized, and the Authorized Officers shall be, and each of them hereby is, authorized and directed to take, or cause to be taken, for and on behalf of the Company, all actions necessary or advisable for the Company to make application for and to effect the admission of the March 2009 Notes or such Promissory Notes as are outstanding from time to time to the Official List of the Irish Stock Exchange and for trading on the regulated market of the Irish Stock Exchange, and, in connection therewith, to prepare, execute and file all necessary applications, documents, forms and agreements with the Irish Stock Exchange, to grant all powers of attorney to Arthur Cox Listing Services Limited, as the Company’s listing agent with respect to the admission of the March 2009 Notes or such Promissory Notes as are outstanding from time to time to the Official List of, and for trading on the regulated market of, the Irish Stock Exchange, to pay all filing, listing and application fees and related expenses, and to take any other action necessary to achieve such admission of the March 2009 Notes or such Promissory Notes as are outstanding from time to time to the Official List of, and for trading on the regulated market of, the Irish Stock Exchange; and be it

FURTHER RESOLVED , the Company shall be and hereby is authorized, and the Authorized Officers shall be, and each of them hereby is, authorized and directed, for and on behalf of the Company, to take, or cause to be taken, all actions, to make all filings, and pay all fees necessary or advisable, in order to make application to the Irish Financial Services Regulatory Authority for, and to obtain, the approval of a prospectus relating to the offer and sale of Promissory Notes having an aggregate principal amount not to exceed the Offering Amount in member states of the European Union, pursuant to the European Union’s Directive 2003/71/EC and the Republic of Ireland’s Prospectus (Directive 2003/71/EC) Regulations 2005; and be it

2

FURTHER RESOLVED , that the Company shall be, and it hereby is, authorized to enter into, execute and deliver, and perform its obligations under, and each Authorized Officer is authorized to execute and deliver, for and on behalf of the Company, a Pricing Agreement and an Underwriting Agreement (collectively, the “Underwriting Agreement”) between the Company and Goldman Sachs International, Citigroup Global Markets Limited, HSBC Bank plc and any other underwriters and managers named therein (collectively, the “Underwriters”), providing for the sale by the Company and the purchase by the Underwriters of Promissory Notes having an aggregate principal amount equal to the Offering Amount as determined by one or more Authorized Officers, such determination to be evidenced by the execution and delivery of the Underwriting Agreement by an Authorized Officer on behalf of the Company, and any other agreements necessary to effectuate the intent of these resolutions, the Underwriting Agreement and any other such agreements to be in the forms and to contain the terms, including the price to be paid to the Company by the Underwriter for the Promissory Notes being purchased pursuant to the Underwriting Agreement, and conditions as the Authorized Officer executing the same approves, such approval to be conclusively evidenced by that Authorized Officer’s execution and delivery of the Underwriting Agreement or other agreement; and be it

FURTHER RESOLVED , that the Company shall be, and it hereby is, authorized to sell the Promissory Notes to the Underwriters pursuant to the Underwriting Agreement at the price set forth in, and pursuant to the other terms and conditions of, the Underwriting Agreement; and be it

FURTHER RESOLVED , that the Company shall be, and it hereby is, authorized to perform its obligations under the Promissory Notes issued and sold by the Company and its obligations under the Indenture, as those obligations relate to those Promissory Notes; and be it

FURTHER RESOLVED , that the Company shall be, and it hereby is, authorized to issue one or more global certificates to represent the Promissory Notes authorized in accordance with these resolutions and not otherwise issue the Promissory Notes in certificated form, and to permit each global certificate representing Promissory Notes to be registered in the name of a common depository for, or a nominee of, Clearstream Banking, S.A., Luxembourg (“Clearstream”) and Euroclear Bank, S.A./N.V. (“Euroclear”) or both and beneficial interests in the global certificates representing the Promissory Notes to be otherwise shown on, and transfers of such beneficial interests effected through, records maintained by Clearstream and Euroclear and their respective participants, as the case may be; and be it

FURTHER RESOLVED , that the signatures of the Authorized Officers executing any Promissory Note may be the manual or facsimile signatures of the present or any future Authorized Officers and may be imprinted or otherwise reproduced thereon, and any such facsimile signature shall be binding upon the Company, notwithstanding the fact that at the time the Promissory Notes are authenticated and delivered and disposed of, the person signing the facsimile signature shall have ceased to be an Authorized Officer; and be it

3

FURTHER RESOLVED, that the Company shall be, and it hereby is, authorized to enter into, execute and deliver, and perform its obligations under, and each Authorized Officer is authorized to execute and deliver, for and on behalf of the Company, a paying agent and transfer agent agreement with The Bank of New York Mellon and a calculation agency agreement with The Bank of New York Mellon, each of which agreements shall be in such form and contain such terms and conditions as an Authorized Officer shall determine to be appropriate, such determination to be evidenced by the execution and delivery of each of such agreements by an Authorized Officer for and on behalf of the Company; and be it

FURTHER RESOLVED , that, without in any way limiting the authority heretofore granted to any Authorized Officer, the Authorized Officers shall be, and each of them individually is, authorized and empowered to do and perform all such acts and things and to execute and deliver, for and on behalf of the Company, any and all documents and instruments and to take any and all such actions as they may deem necessary, desirable or proper in order to carry out the intent and purpose of the foregoing resolutions and fully to establish the March 2009 Notes, to perform the provisions of the Underwriting Agreement, the Indenture and the Promissory Notes, to cause the March 2009 Notes or such Promissory Notes as are outstanding from time to time to be admitted to the Official List of, and for trading on the regulated market of, the Irish Stock Exchange, and to incur on behalf of the Company all such expenses and obligations in connection therewith as they may deem proper.

Dated this 20 ^th day of March 2009