News Release
 
CONTACT:

Sears Public Relations And Communications
(847) 286-8371

FOR IMMEDIATE RELEASE


Sears Reports Third Quarter 2004 Results

    HOFFMAN ESTATES, Ill., Oct. 21 /PRNewswire-FirstCall/ -- Sears, Roebuck
and Co. (NYSE: S) today reported a net loss of $61 million, or $0.29 per share
on an average base of 210.7 million common equivalent shares, for the third
quarter ended October 2, 2004, compared with net income of $147 million, or
$0.52 per share on an average base of 281.0 million common equivalent shares
in the third quarter of 2003.  The prior year results include the results of
the domestic Credit and Financial Products and National Tire & Battery (NTB)
businesses divested in the fourth quarter of 2003.
    "A number of factors contributed to a disappointing third quarter,
including softer retail demand, larger than expected costs associated with
seasonal transitions and a slower ramp up of sales following certain business
resets," said Chairman and CEO Alan J. Lacy.
    Sears' third quarter 2003 earnings included a pretax charge of $141
million, or $0.32 per share, related to the company's refinement of its
business strategy for The Great Indoors.

    Domestic
    The Domestic segment, which includes all domestic retail formats as well
as the company's corporate functions, reported an operating loss of $106
million for the third quarter of 2004, compared with operating income of $222
million in the third quarter of 2003. The prior year results included
operating income of $369 million and $6 million, respectively, from the
divested domestic Credit and Financial Products and NTB businesses, and a
pretax charge of $141 million related to the company's refinement of its
business strategy for The Great Indoors.  Of the $141 million charge, $112
million was reflected in special charges and impairments and $29 million in
cost of sales, buying and occupancy.
    Merchandise sales and services revenues for the 2004 third quarter were
$7.1 billion, compared with $7.4 billion in the prior year period.  Prior year
revenues include $115 million attributable to NTB.    Sales decreases across
most categories within the full-line stores more than offset sales increases
in certain specialty store formats and the $39 million of revenues earned
under the long-term alliance with Citigroup.  Overall, domestic comparable
store sales decreased 4.0 percent in the third quarter of 2004.
    The gross margin rate for the quarter decreased to 25.9 percent in the
current year from 26.7 percent in the prior year as weaker sales drove
increased promotional and clearance markdowns within the home and apparel
businesses which more than offset the revenues earned under the long-term
alliance with Citigroup.
    Selling and administrative expenses for the third quarter were $1.7
billion.  The prior year selling and administrative expenses of $2.0 billion
included $184 million related to divested businesses.
    Interest of $39 million for the 2004 third quarter included $14 million
attributable to interest expense related to the legacy debt of the former
Credit and Financial Products business.

    Sears Canada
    Sears Canada reported operating income of $21 million for the third
quarter of 2004, compared with operating income of $20 million in the third
quarter of 2003.
    Revenues for the third quarter increased 11.2 percent to $1.2 billion due
to increased sales across most formats as well as the effects of foreign
exchange.
    The gross margin rate declined to 27.7 percent in the current year quarter
from 29.2 percent in the prior year, primarily due to a change in sales mix
weighted more heavily toward lower margin products, including home appliances
and furniture, and increased promotional activity.
    Selling and administrative expenses as a percentage of revenues decreased
to 25.0 percent in the current year quarter from 25.7 percent in the prior
year, primarily due to a reduction in advertising costs.

    Significant Developments
    On September 29, 2004, the company closed the acquisition of ownership or
leasehold interest in 50 stores from Kmart Holding Corporation for $575.9
million.  The company has paid 30 percent of the overall purchase price for
these properties, with the remaining 70 percent to be paid upon Sears taking
possession of the stores.  Sears will take possession of the stores in spring
2005 and expects to convert them to Sears nameplates by the fourth quarter of
2005.  Sears also agreed to make lease payments to Wal-Mart under subleases
for six Wal-Mart stores.  Sears has taken possession of two Wal-Mart stores
and has targeted possession of an additional two stores in 2005 and the
remaining two stores in 2006.

    Financial Position
    As a result of the sale of the domestic Credit and Financial Products
business in November 2003 and related liability management actions, the
company's domestic term debt position has been reduced to $2.9 billion as of
the end of the current fiscal year quarter, down from $22.7 billion at the
prior year quarter end and $5.3 billion at year end.  The company retired $23
million of domestic term debt in the third quarter of 2004 and expects to
retire an additional $150 million by year-end 2004.

    Share Repurchase
    During the third quarter of 2004, the company repurchased 6 million common
shares at a total cost of approximately $225 million, or an average price of
$36.64 per share.  As of October 2, 2004, the company had remaining
authorization to repurchase approximately $500 million of common shares by
December 31, 2006, under its existing share repurchase program approved by the
board of directors in October 2003.  The remaining shares may be purchased in
the open market, through self-tender offers or through privately negotiated
transactions.  Timing will depend on prevailing market conditions, alternative
uses of capital and other factors.

    Outlook
    "Based on our sales and margin performance over the past two quarters,
coupled with a more cautious holiday outlook, we have adopted a more
conservative outlook for the fourth quarter.  While we remain optimistic about
a favorable holiday shopping season, we believe that it is appropriate to
lower our fourth quarter sales and margin assumptions," Lacy said.
    For the year, the company now expects earnings per share, before the
cumulative effect of change in accounting principle, but including $0.24 per
share related to the second quarter special charges and additional
depreciation, to be between $1.46 and $1.66.  This outlook reflects the lower
than expected year-to-date results, assumes fourth quarter domestic comparable
store sales to be flat and lowers the projected fourth quarter gross margin
rates.  This full-year outlook includes the negative carrying cost of
approximately $0.20 to $0.25 per share on the company's remaining legacy debt
related to its former Credit and Financial Products business.

    Forward-Looking Statements
    This release contains guidance on full-year 2004 earnings per share and
fourth quarter revenues and gross margins, statements regarding the conversion
and opening of the Kmart and Wal-Mart stores acquired by Sears, and statements
about our expectations concerning additional debt retirement and share
repurchases.  These statements are forward-looking statements based on
assumptions about the future that are subject to risks and uncertainties, and
actual results may differ materially from the results projected in the forward
looking statements.  Risks and uncertainties that may cause actual results to
differ materially include competitive conditions in retail and related
services industries; changes in consumer confidence, tastes, preferences and
spending; the availability and level of consumer debt; the successful
execution of, and customer response to, the company's strategic initiatives,
including the full-line store strategy and the conversion and integration of
the Kmart and Wal-Mart stores and other new store locations; the possibility
that the company will identify new business and strategic options for one or
more of its business segments, potentially including selective acquisitions,
dispositions, restructurings, joint ventures and partnerships; trade
restrictions, tariffs and other factors potentially affecting the company's
ability to find qualified vendors and access products in an efficient manner;
the company's ability to successfully implement its initiatives to improve its
inventory management capabilities; the outcome of pending legal proceedings;
anticipated cash flow; social and political conditions such as war, political
unrest and terrorism or natural disasters; the possibility of negative
investment returns in the company's pension plan; changes in interest rates;
volatility in financial markets; changes in the company's debt ratings, credit
spreads and cost of funds; the possibility of interruptions in systematically
accessing the public debt markets; general economic conditions and normal
business uncertainty.  In addition, Sears typically earns a disproportionate
share of its operating income in the fourth quarter due to seasonal buying
patterns, which are difficult to forecast with certainty.  The company intends
these forward-looking statements to speak only as of the time of this release
and does not undertake to update or revise them as more information becomes
available.

    Webcast
    Sears will webcast its third quarter earnings conference call at 10:30
a.m. EDT/9:30 a.m. CDT today.  Investors and the media are invited to listen
to the call through the company's website at http://www.sears.com/investors ,
under "Presentations & Audio Archives".  Software necessary to listen to the
webcast (Windows Media or Real Player) can be downloaded from the webcast
site.  Downloading the software may take up to 22 minutes with a 56k modem.  A
telephone replay of the call will be available beginning at approximately
12:30 p.m. EDT/11:30 a.m. CDT today. The replay number is 1-800-873-2089,
access code: 7502.  A replay of the conference call will also be available on
the company's website at http://www.sears.com/investors , under "Presentations
& Audio Archives".

    About Sears
    Sears, Roebuck and Co. is a leading broadline retailer providing
merchandise and related services. With revenues in 2003 of $41.1 billion, the
company offers its wide range of home merchandise, apparel and automotive
products and services through more than 2,300 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.


    SEARS, ROEBUCK AND CO.
    CONSOLIDATED INCOME

                                          For the 13 Weeks   For the 39 Weeks
                                               Ended              Ended
                                          October September  October September
                                             2,      27,        2,       27,
    (millions, except earnings per          2004    2003       2004     2003
     common share)
    REVENUES
      Merchandise sales and services      $8,210  $8,409    $24,613  $24,734
      Credit and financial products
       revenues                               85   1,385        257    4,136
              Total revenues               8,295   9,794     24,870   28,870

    COSTS AND EXPENSES
      Cost of sales, buying and occupancy  6,062   6,137     17,965   18,013
      Selling and administrative           2,009   2,229      5,967    6,638
      Provision for uncollectible
       accounts                               16     567         43    1,511
      Depreciation and amortization          227     226        717      681
      Interest, net                           66     281        210      847
      Special charges and impairments          -     112         41      140
              Total costs and expenses     8,380   9,552     24,943   27,830

    Operating (loss)/ income                 (85)    242        (73)   1,040
    Other income, net                          6       2         58       16

    (Loss)/ income before income taxes,
      minority interest and
      cumulative effect of change in
      accounting principle                   (79)    244        (15)   1,056

    Income tax benefit/ (expense)             25     (91)         2     (392)

    Minority interest                         (7)     (6)       (15)     (16)

    (Loss)/ income before cumulative
      effect of change
      in accounting principle                (61)    147        (28)     648

    Cumulative effect of change in
     accounting principle                      -       -       (839)       -

    NET (LOSS)/ INCOME                    $  (61)  $ 147    $  (867)  $  648

    (LOSS)/ EARNINGS PER COMMON SHARE

      Basic
         (Loss)/ earnings per share
         before cumulative
         effect of change in accounting
         principle                       $ (0.29) $ 0.53    $ (0.13)  $ 2.18

         Cumulative effect of change in
         accounting principle            $     -  $    -    $ (3.90)  $    -

          (Loss)/ earnings per share     $ (0.29) $ 0.53    $ (4.03)  $ 2.18

      Diluted
         (Loss)/ earnings per share
         before cumulative
         effect of change in accounting
         principle                       $ (0.29) $ 0.52    $ (0.13)  $ 2.17

         Cumulative effect of change in
         accounting principle            $     -  $    -    $ (3.90)  $    -

          (Loss)/ earnings per share     $ (0.29) $ 0.52    $ (4.03)  $ 2.17


    Average common equivalent shares
     outstanding                           210.7   281.0      215.0    298.7


    SEARS, ROEBUCK AND CO.
    CONSOLIDATED BALANCE SHEET
        (millions)

                                         October 2,  September 27,  January 3,
                                           2004          2003          2004
        Assets
          Current assets
            Cash and cash equivalents    $ 2,734       $ 1,546       $ 9,057
            Sears Canada credit card
             receivables                   1,929         1,939         1,998
              Less allowance for
               uncollectible accounts         33            51            42
              Net credit card receivables  1,896         1,888         1,956
            Other receivables                567           632           733
            Merchandise inventories, net   6,400         6,243         5,335
            Prepaid expenses, deferred
             charges and other current
             assets                          645           517           407
            Deferred income taxes            674           818           708
            Assets held for sale              --        27,818            --
              Total current assets        12,916        39,462        18,196

          Property and equipment, net      6,632         6,660         6,788
          Deferred income taxes              295           443           378
          Goodwill                           956           945           943
          Tradenames and other intangible
           assets                            709           710           710
          Other assets                     1,144           870           708
              Total assets               $22,652       $49,090       $27,723

        Liabilities
          Current liabilities
            Short-term borrowings        $   823       $ 6,179       $ 1,033
            Current portion of long-term
             debt and capitalized lease
             obligations                     786         2,595         2,950
            Merchandise payables           3,123         3,305         3,106
            Income taxes payable             558           607         1,867
            Other liabilities              3,075         3,146         2,950
            Unearned revenues              1,262         1,245         1,244
            Other taxes                      487           472           609
            Liabilities held for sale         --        10,602            --
              Total current liabilities   10,114        28,151        13,759

          Long-term debt and capitalized
           lease obligations               4,070        12,121         4,218
          Pension and postretirement
           benefits                        1,619         2,010         1,956
          Minority interest and other
           liabilities                     1,431         1,319         1,389
              Total liabilities           17,234        43,601        21,322

        Commitments and Contingent
         Liabilities

        Shareholders' Equity
          Common shares                      323           323           323
          Capital in excess of par value   3,502         3,503         3,519
          Retained earnings               10,623         8,945        11,636
          Treasury stock - at cost        (8,942)       (6,306)       (7,945)
          Deferred ESOP expense               (6)          (27)          (26)
          Accumulated other comprehensive
           loss                              (82)         (949)       (1,106)
              Total shareholders' equity   5,418         5,489         6,401
              Total liabilities and
               shareholders' equity      $22,652       $49,090       $27,723

              Total common shares
               outstanding                 207.6         263.3         230.4


    SEARS, ROEBUCK AND CO.
    Segment Income Statements
    (millions)

    For the 13 Weeks Ended October 2, 2004 and September 27, 2003


                                  Domestic      Sears Canada    Consolidated
                                2004    2003*   2004    2003    2004    2003
    Merchandise sales and
     services                  $7,141  $7,449  $1,069  $  960  $8,210  $8,409
    Credit and financial
     products revenues              -   1,307      85      78      85   1,385
    Total revenues              7,141   8,756   1,154   1,038   8,295   9,794

    Costs and expenses
      Cost of sales, buying
       and occupancy            5,289   5,457     773     680   6,062   6,137
      Selling and
       administrative           1,720   1,962     289     267   2,009   2,229
      Provision for
       uncollectible accounts       -     550      16      17      16     567
      Depreciation and
       amortization               199     199      28      27     227     226
      Interest, net                39     254      27      27      66     281
      Special charges and
       impairments                  -     112       -       -       -     112
              Total costs and
               expenses         7,247   8,534   1,133   1,018   8,380   9,552

    Operating (loss)/ income   $ (106) $  222  $   21  $   20  $  (85) $  242

    Foreign exchange rate
     (quarterly average)                       0.7650  0.7234

    Net (loss)/ income                                         $  (61) $  147

    (Loss)/earnings per share                                  $(0.29) $ 0.52

       Average shares
        oustanding                                              210.7   281.0



    * Domestic segment detail for the 13 weeks ended September 27, 2003

                                Retail &     Credit &
                                Related      Financial  Corporate &   Total
                                Services     Products     Other     Domestic
    Merchandise sales and
     services                     $7,342     $    -      $  107     $ 7,449
    Credit and financial
     products revenues                 -      1,307           -       1,307

    Total revenues                 7,342      1,307         107       8,756

    Costs and expenses
      Cost of sales, buying and
       occupancy                   5,415          -          42       5,457
      Selling and administrative   1,694        157         111       1,962
      Provision for uncollectible
       accounts                        -        550           -         550
      Depreciation and amortization  182          4          13         199
      Interest, net                   24        230           -         254
      Special charges and
       impairments                   112          -           -         112
        Total costs and expenses   7,427        941         166       8,534

    Operating (loss)/ income      $  (85)    $  366      $  (59)    $   222


    SEARS, ROEBUCK AND CO.
    Segment Income Statements
    (millions)

    For the 39 Weeks Ended October 2, 2004 and September 27, 2003

                               Domestic       Sears Canada     Consolidated
                             2004    2003**   2004    2003     2004     2003
    Merchandise sales and
     services              $21,603  $22,027  $3,010  $2,707  $24,613  $24,734
    Credit and financial
     products revenues           -    3,903     257     233      257    4,136
    Total revenues          21,603   25,930   3,267   2,940   24,870   28,870

    Costs and expenses
      Cost of sales,
       buying and
       occupancy            15,795   16,098   2,170   1,915   17,965   18,013
      Selling and
       administrative        5,107    5,873     860     765    5,967    6,638
      Provision for
       uncollectible
       accounts                  -    1,467      43      44       43    1,511
      Depreciation and
       amortization            634      599      83      82      717      681
      Interest, net            129      766      81      81      210      847
      Special charges and
       impairments              41      140       -       -       41      140
       Total costs and
         expenses           21,706   24,943   3,237   2,887   24,943   27,830

    Operating (loss)/
     income                $  (103) $   987  $   30  $   53  $   (73) $ 1,040

    Foreign exchange rate
     (annual average)                        0.7532  0.6974

    (Loss)/ income before
     cumulative effect of
     change in accounting
     principle                                               $   (28) $   648

    Cumulative effect of
     change in accounting
     principle                                               $  (839) $     -

    Net (loss)/ income                                       $  (867) $   648

    (Loss)/earnings per
     share                                                   $ (4.03) $  2.17

       Average shares
        outstanding                                            215.0    298.7



    ** Domestic segment detail for the 39 weeks ended September 27, 2003

                                Retail &     Credit &
                                Related      Financial  Corporate &   Total
                                Services     Products     Other     Domestic
    Merchandise sales and
     services                    $21,757     $    -       $ 270     $22,027
    Credit and financial
     products revenues                 -      3,903           -       3,903

    Total revenues                21,757      3,903         270      25,930

    Costs and expenses
      Cost of sales, buying and
       occupancy                  15,991          -         107      16,098
      Selling and administrative   4,962        590         321       5,873
      Provision for uncollectible
       accounts                        -      1,467           -       1,467
      Depreciation and amortization  552         13          34         599
      Interest, net                   49        717           -         766
      Special charges and
       impairments                   128          -          12         140
         Total costs and
               expenses           21,682      2,787         474      24,943

    Operating income/ (loss)     $    75     $1,116       $(204)    $   987


    SEARS, ROEBUCK AND CO.
    SUPPLEMENTAL INFORMATION - INVENTORY, STORE COUNT AND SUMMARY OF CERTAIN
     SIGNIFICANT ITEMS

    ($ in millions, except earnings per share)

    Domestic Inventories:
                              October 2,   September 27,   January 3,
                                 2004          2003           2004

                    -LIFO       $5,666        $5,563         $4,728
                    -FIFO       $6,247        $6,195         $5,308

    Domestic Retail Stores:
                              October 2,   September 27,   January 3,
                                 2004          2003           2004
      Full-line                    871           869            871
      Specialty                  1,115         1,314          1,105
      Lands' End                    17            16             16
        Total Domestic
          Retail Stores          2,003         2,199          1,992


    Summary of Certain Significant Items Affecting the Consolidated
    Results:(1)

                                        For the 13 Weeks    For the 13 Weeks
                                        Ended October 2,   Ended September 27,
                                              2004              2003
                                          Pretax  Per Share  Pretax  Per Share

      Negative carry related to Credit
       legacy debt                         $ 14    $0.04     $   -    $    -

      Charges associated with the
       refinement of TGI business
       strategy                               -        -       141      0.32

      Proforma effects on the prior
       year:
           Divested Businesses:
             Operating income                 -        -      (375)    (0.85)
             Zero-percent financing costs     -        -        67      0.15
             Pro forma revenues earned
               under Citigroup alliance       -        -        39      0.09
             Total divested businesses        -        -      (269)    (0.61)

      Domestic retirement plan
       accounting change (2)                  -        -        18      0.04

      Total                                $ 14    $0.04     $(110)   $(0.25)

      Average common equivalent shares
       outstanding                                 210.7               281.0

      (1) These items relate to the Company's refinement of the business
          strategy for The Great Indoors, the results of operations of
          divested businesses and the change in accounting for domestic
          retirement plans. Management believes that consideration of these
          items in addition to reported results provides a better
          understanding of the Company's financial performance.

      (2) Represents the effect on the 13 weeks ended September 27, 2003
          assuming that the change in accounting for retirement plans occurred
          at the beginning of fiscal 2003.


    SEARS, ROEBUCK AND CO.
    SUPPLEMENTAL INFORMATION - INVENTORY, STORE COUNT AND SUMMARY OF CERTAIN
    SIGNIFICANT ITEMS

    ($ in millions, except earnings per share)

    Summary of Certain Significant Items Affecting the Consolidated
     Results:(1)

                                         For the 39 Weeks   For the 39 Weeks
                                         Ended October 2,  Ended September 27,
                                               2004                2003
                                         Pretax  Per Share   Pretax  Per Share
      Cumulative effect of change in
       accounting for retirement plans     $  -    $3.90    $    -    $    -

      Curtailment gain on post-retirement
       medical plans                        (30)   (0.09)        -         -

      Negative carry related to Credit
       legacy debt and related debt
       retirement costs                      71     0.22         -         -

      Employment termination costs           41     0.12        28      0.06

      Charges associated with the
       refinement of TGI business
       strategy                               -        -       141      0.30

      Accelerated depreciation resulting
       from CSC purchased services
       transaction                           39     0.12         -         -

      Proforma effects on the prior year:
           Divested Businesses:
             Operating income                 -        -    (1,144)    (2.43)
             Zero-percent financing costs     -        -       184      0.39
             Pro forma revenues earned
               under Citigroup alliance       -        -       112      0.24
             Total divested businesses        -        -      (848)    (1.80)

      Domestic retirement plan accounting
       change (2)                             -        -        51      0.11

      Total                                $121    $4.27    $ (628)   $(1.33)

      Average common equivalent shares
       outstanding                                 215.0               298.7

      (1) These items relate to the Company's refinement of the business
          strategy for The Great Indoors, the results of operations of
          divested businesses and the change in accounting for domestic
          post-retirement medical and retirement plans.  Management believes
          that consideration of these items in addition to reported results
          provides a better understanding of the Company's financial
          performance.

      (2) Represents the effect on the 39 weeks ended September 27, 2003
          assuming that the change in accounting for retirement plans occurred
          at the beginning of fiscal 2003.

SOURCE  Sears, Roebuck and Co.



Web site: http://www.sears.com http://www.sears.com/investors
CONTACT: News Media Contact, Edgar P. McDougal, +1-847-286-9669,
or Investor Contact, Scott A. Bohaboy, +1-847-286-7419, both of
Sears, Roebuck and Co.

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