Sears Roebuck Acceptance Corp. Announces Results of Its Tender Offers for Its 7% Notes Due 2042 and 7.4% Notes Due 2043

Sears Roebuck Acceptance Corp. ("SRAC"), a direct wholly-owned finance subsidiary of Sears, Roebuck and Co. ("Sears") and an indirect wholly-owned subsidiary of Sears Holdings Corporation (NASDAQ: SHLD), announced today the results of its tender offers to purchase for cash any and all of its outstanding 7% Notes due 2042 (CUSIP Number 812404408) and its outstanding 7.4% Notes due 2043 (CUSIP Number 812404507) (the "Offers"). The Offers expired at 5:00 p.m. New York City time, on Monday June 13, 2005 (the "Expiration Time").

As of the Expiration Time, $56,264,100 aggregate principal amount of the 7% Notes (representing 50.5% of the outstanding 7% Notes) had been validly tendered and not withdrawn and $43,025,250 aggregate principal amount of the 7.4% Notes (representing 46.1% of the outstanding 7.4% Notes) had been validly tendered and not withdrawn. As a result of the tender offer, $55,089,325 aggregate principal amount of the 7% Notes and $50,370,025 aggregate principal amount of the 7.4% Notes will remain outstanding. The settlement is expected to occur on June 16, 2005.

Merrill Lynch & Co. served as dealer manager for the Offers, and Global Bondholder Services Corporation served as the information agent and the depositary. As of June 2, 2005 the Notes were delisted from the NYSE and the periodic reporting obligations of SRAC, including reporting with respect to Sears as guarantor of the Notes, under the Securities Exchange Act of 1934, as amended, were suspended.

About Sears Holdings Corporation

Sears Holdings Corporation is 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 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 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 also has Martha Stewart Everyday products, which are offered exclusively in the U.S. by Kmart and in Canada by Sears Canada. The company is the nation's largest provider of home services, with more than 14 million service calls made annually. For more information, visit Sears Holdings' website at .

About Sears, Roebuck and Co.

Sears, Roebuck and Co., a wholly owned subsidiary of Sears Holdings Corporation, is a leading broadline retailer providing merchandise and related services. Sears, Roebuck 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 United States and Canada, which includes approximately 870 full-line and 1,100 specialty stores in the U.S. For more information, visit the Sears, Roebuck website at or the Sears Holdings Corporation website at .

About Sears Roebuck Acceptance Corp.

SRAC is a wholly owned finance subsidiary of Sears, Roebuck and Co. It raises funds through the issuance of unsecured commercial paper and long-term debt, which includes medium-term notes and discrete underwritten debt. SRAC continues to support 100% of its outstanding commercial paper through its investment portfolio and committed credit facilities. For more information, visit the SRAC website at .

SOURCE: Sears Roebuck Acceptance Corp.

CONTACT: Chris Brathwaite of Sears Holdings Corporation,

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