X0202 4 2005-03-30 0 0001310067 Sears Holdings CORP SHLD 0001322425 Phelan William K 3333 BEVERLY ROAD HOFFMAN ESTATES IL 60179 0 1 0 0 Vice President and Controller Common Shares 2005-03-30 2005-03-30 4 A 0 314 A 314 D Common Shares (401(k) Plan) 2005-03-30 2005-03-30 4 A 0 248 A 248 I 401(k) Plan Received as part of the consideration in exchange for 1,000 shares of Sears, Roebuck and Co. ("Sears") common stock in connection with the business combination between Sears and Kmart Holding Corporation (the "Merger"). On the effective date of the Merger, the closing price of Sears' common stock was $50.04 per share and the closing price of Kmart Holding Corporation common stock was $132.52. Received as part of the consideration in exchange for 496 shares of Sears, Roebuck and Co. ("Sears") common stock in connection with the business combination between Sears and Kmart Holding Corporation (the "Merger"). On the effective date of the Merger, the closing price of Sears' common stock was $50.04 per share and the closing price of Kmart Holding Corporation common stock was $132.52. William K. Phelan 2005-04-05