Sears Acquires 18 Wards Stores, 10 Auto Centers in Select Markets

     Company to Integrate Wards Assets, Employees Into Department Store,
                The Great Indoors and Home Services Businesses

    HOFFMAN ESTATES, Ill., March 26 In a significant expansion
of its retail and national product service businesses, Sears, Roebuck and Co.
will add 18 former Wards department stores and 10 freestanding auto centers to
its retail base, and could potentially service approximately 2.4 million
former Wards service contract customers under an agreement with Aon Innovative
Solutions, Inc. (AIS).  In addition, Sears will acquire certain assets of
Wards national repair business, A&E Signature Service.

    Terms of the agreements were not disclosed.

    Sears expects to close on the Wards stores by mid-April of 2001, and plans
to remodel and reopen the former Wards retail locations by the spring of 2002.
Four of the Wards locations will be converted to The Great Indoors, Sears
innovative remodeling and decorating retail concept, which was launched in the
Denver area in 1998.  Fourteen of the former Wards locations will be converted
to Sears stores, with Sears Auto Centers attached to three of these stores.
The 10 freestanding former Wards Automotive Centers will be converted to Sears
Auto Centers.  Details regarding the purchase of an additional Wards location
have not been confirmed. A list of the 17 confirmed store locations and 10
freestanding automotive centers is at the end of this release.

    Since Montgomery Wards announced in December that it would cease
operations, Sears has hired nearly 900 former Wards employees, including more
than 300 former Wards product service associates now working at Sears
locations nationwide and approximately 500 retail associates.  A total of
nearly 3,000 employees will staff the 18 department stores and 10 auto centers
being acquired.

    "By expanding our retail and product service businesses through the
acquisition of selected Wards assets, Sears has an opportunity to build market
share in several lines of our business," said Chairman and CEO Alan J. Lacy.
"We will have denser full-line store coverage in key markets and an early
start on our 2002 growth plan for The Great Indoors.  Access to Wards former
product service contract customers is an exciting opportunity for Sears
Product Repair Services, which already has the nation's largest team of
trained product technicians."

    Under the agreement with AIS, Sears service technicians could perform
product repair and maintenance services for approximately 2.4 million former
Montgomery Wards customers with service contracts administered in 23 states by
AIS and affiliates.  Sears HomeCentral(R) technicians will provide repair
services and preventive maintenance checks for appliances, electronics,
exercise equipment and lawn and garden products previously served by
Montgomery Wards.

    In a separate agreement with Montgomery Wards, Sears Product Repair
Services acquired the marketing rights to more than 5.4 million Wards
customers, as well as intellectual property rights to A&E Signature Services
brand names and related toll-free numbers for service scheduling and parts
sales.  Sears also purchased Wards' entire inventory of repair and replacement
parts and accessories.

    
    Listing of Confirmed Locations

    Sears Stores:
    Albuquerque, N.M. - Cottonwood Mall
    Annapolis, Md. - Annapolis Mall
    Bel Air, Md. - Harford Mall
    Crystal Lake, Ill. - Freestanding Store (U.S. Highway 14)
    Fort Worth, Tex. - Hulen Mall
    Glendale, Ariz. - Arrowhead Mall
    Hagerstown, Md. - Valley Mall
    Manassas, Va. - Manassas Mall*
    Meadville, Penn. - Meadville Mall*
    North Riverside, Ill. - North Riverside Mall
    Peru, Ill. - Freestanding Store* (1607 36th Street)
    Phoenix, Ariz. - Aracadia Crossing
    Pueblo, Colo. - Pueblo Mall

    *Stores with attached automotive centers

    The Great Indoors:
    Huntington Beach, Calif. - Huntington Beach (7777 Edinger Avenue & Beach)
    Pleasant Hill, Calif. - Freestanding Store (2302 Monument Boulevard)
    San Jose, Calif. - Oakridge Mall
    Towson, Md. - Towson Market Place

    Sears Auto Centers:
    Freestanding                            *Attached to Store
    Albuquerque, N.M. - Cottonwood Mall      Manassas, Va. - Manassas Mall
    Annapolis, Md. - Annapolis Mall          Meadville, Penn. - Meadville Mall
    Fort Worth, Tex. - Hulen Mall            Peru, Ill. - Freestanding Store
    Bel Air, Md. - Harford Mall
    Glendale, Ariz. - Arrowhead Mall
    Hagerstown, Md. - Valley Mall
    North Riverside, Ill. - North Riverside Mall
    Pueblo, Colo. - Pueblo Mall
    Phoenix, Ariz. - Aracadia Crossing
    San Jose, Calif. - Oakridge Mall