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Sears, Roebuck and Co. and Kmart Holding Corp. Confirm Election Deadline in Connection with Proposed Merger

    TROY, Mich. and HOFFMAN ESTATES, Ill., March 17 /PRNewswire-FirstCall/ --
Kmart Holding Corporation ("Kmart") (Nasdaq: KMRT) and Sears, Roebuck and Co.
("Sears") (NYSE: S) confirmed today that the deadline for Sears shareholders
of record to make merger consideration elections in connection with the
proposed merger of Kmart and Sears is 5:00 p.m., Eastern Time, on March 24,
2005.  Sears shareholders who hold their shares in "street name," through the
Sears associate stock purchase plan, or in certain Sears retirement plans may
have an election deadline earlier than March 24, 2005.  Such shareholders
should carefully review any materials they received from their broker or the
relevant plan trustee or administrator to determine the election deadline
applicable to them.
    Sears shareholders of record wishing to make an election regarding the
consideration they would like to receive for their Sears shares must deliver
to EquiServe Trust Company, N.A., the exchange agent, properly completed
Election Forms, together with their stock certificates or properly completed
notices of guaranteed delivery, by 5:00 p.m., Eastern Time, on Thursday, March
24, 2005, the election deadline.
    Sears shareholders may elect cash, shares of common stock of Sears
Holdings Corporation, the new holding company created to facilitate the merger
of Kmart and Sears, or a combination of the two for their Sears shares.  All
elections are subject to the proration procedures provided in the merger
agreement designed to ensure that in the aggregate 55 percent of Sears shares
will be converted into the right to receive 0.5 of a share of Sears Holdings
common stock per share and 45 percent of Sears shares will be converted into
the right to receive a cash consideration of $50.00 per share, without
interest, upon the merger's completion.  As a result, a Sears shareholder may
not receive the exact form of consideration elected, and the ability of a
Sears shareholder to receive the form of consideration elected will depend on
the elections made by other Sears shareholders.
    All of the documents necessary to make merger consideration elections were
previously mailed to Sears shareholders of record as of January 26, 2005.
Sears shareholders may obtain additional copies of the election documents by
contacting D.F. King & Co., Inc. at (800) 549-6650.
    A more complete description of the merger consideration and the adjustment
and proration mechanisms applicable to elections is contained in the election
materials mailed to Sears shareholders and the joint proxy
statement/prospectus dated February 18, 2005, both of which Sears shareholders
are urged to read carefully and in their entirety.
    Kmart and Sears expect to publicly announce the preliminary proration
calculation on Monday, March 28, 2005.  The final election results, including
the consideration to be received by Sears shareholders who elect cash and who
elect stock, will be announced as soon as practicable thereafter.  The
proposed merger remains subject to the satisfaction of closing conditions,
including Kmart and Sears shareholder approval.  As previously announced, a
meeting date of March 24, 2005, has been established for meetings of Kmart and
Sears shareholders to vote on the merger agreement.
    Sears and Kmart shareholders are also reminded that holders of record of
Sears common stock and Kmart common stock, respectively, as of the close of
business on January 26, 2005 are entitled to vote on the proposed merger and
may vote by telephone, the Internet or by mail, as explained in detail in the
joint proxy statement/prospectus dated February 18, 2005.

    About Sears Holdings Corporation
    Created to facilitate the merger of Kmart and Sears, Roebuck announced on
Nov. 17, 2004, and subject to the receipt of shareholder approvals and the
satisfaction or waiver of other conditions, upon close of the merger, Sears
Holdings Corporation is expected to be the nation's third largest broadline
retailer, with approximately $55 billion in annual revenues, and with
approximately 3,800 full-line and specialty retail stores in the United States
and Canada.  Sears Holdings is expected to be the leading home appliance
retailer as well as a leader in tools, lawn and garden, home electronics and
automotive repair and maintenance.  Key proprietary brands are expected to
include Kenmore, Craftsman and DieHard, and a broad apparel offering,
including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as
well as the Apostrophe and Covington brands.  It is also expected to have
Martha Stewart Everyday products, which are now offered exclusively in the
U.S. by Kmart and in Canada by Sears Canada.

    About Kmart Holding Corporation
    Kmart Holding Corporation and its subsidiaries (together, "Kmart") is a
mass merchandising company that offers customers quality products through a
portfolio of exclusive brands that include Thalia Sodi, Jaclyn Smith, Joe
Boxer, Martha Stewart Everyday and Route 66.  For more information visit
Kmart's website at http://www.kmart.com .

    About Sears, Roebuck and Co.
    Sears, Roebuck and Co. ("Sears") is a leading broadline retailer providing
merchandise and related services.  With revenues in 2004 of $36.1 billion,
Sears offers its wide range of home merchandise, apparel and automotive
products and services through more than 2,400 Sears-branded and affiliated
stores in the U.S. and Canada, which includes approximately 870 full-line and
1,100 specialty stores in the U.S.  Sears also offers a variety of merchandise
and services through sears.com, landsend.com, and specialty catalogs.  Sears
is the only retailer where consumers can find each of the Kenmore, Craftsman,
DieHard and Lands' End brands together -- among the most trusted and preferred
brands in the U.S.  The company is the largest provider of product repair
services with more than 14 million service calls made annually.  For more
information, visit Sears' website at http://www.sears.com .

    This document contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995.  Such statements
include, but are not limited to, statements about the benefits of the business
combination transaction involving Sears Holdings Corporation, Kmart Holding
Corporation and Sears, Roebuck and Co., including future financial and
operating results, the combined company's plans, objectives, expectations and
intentions and other statements that are not historical facts.  Such
statements are based upon the current beliefs and expectations of Kmart's and
Sears, Roebuck's management and are subject to significant risks and
uncertainties. Actual results may differ from those set forth in the forward-
looking statements.
    The following factors, among others, could cause actual results to differ
from those set forth in the forward-looking statements: the failure of Kmart
and Sears, Roebuck stockholders to approve the transaction; the risk that the
businesses will not be integrated successfully; failure to quickly realize
synergies and cost-savings from the transaction as a result of technical,
logistical, competitive and other factors; disruption from the transaction
making it more difficult to maintain relationships with clients, employees or
suppliers; competitive conditions in retail and related services industries;
changes in consumer confidence, tastes, preferences and spending; the
availability and level of consumer debt; anticipated cash flow and the ability
of Sears Holdings to maintain sufficient operating cash flow and liquidity;
the successful execution of, and customer response to, strategic initiatives,
including the full-line store strategy and the conversion and integration of
the Kmart stores and other new store locations; the pace of growth in store
locations, which may be higher or lower than anticipated; the possibility that
new business and strategic options for one or more business segments will be
identified, potentially including selective acquisitions, dispositions,
restructurings, joint ventures and partnerships; trade restrictions, tariffs,
and other factors potentially affecting the ability to find qualified vendors
and access products in an efficient manner; the ability to successfully
implement initiatives to improve inventory management capabilities;
anticipated cash flow; changes in interest rates; the outcome of pending legal
proceedings and bankruptcy claims; social and political conditions such as
war, political unrest and terrorism or natural disasters; the possibility of
negative investment returns in any pension plans; volatility in financial
markets; changes in debt ratings, credit spreads and cost of funds; the
prospectus.