UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 16, 2003
SEARS, ROEBUCK AND CO.
(Exact name of registrant as specified in charter)
New York
(State or Other Jurisdiction of Incorporation)
1-416 36-1750680
(Commission File Number) (IRS Employer Identification No.)
3333 Beverly Road, 60179
Hoffman Estates, Illinois (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (847) 286-2500
(Former name or former address, if changed since last report): Not Applicable
Item 7. Financial Statements and Exhibits.
The Exhibit Index included herewith is incorporated herein by
reference.
Item 12. Results of Operations and Financial Condition.
On October 16, 2003 the Registrant issued a press release announcing
its third quarter 2003 earnings, which is attached hereto as Exhibit
99. The press release contains a full-year 2003 outlook for earnings
per share, as well as for certain segments' operating income, which
exclude any effect that may result from the expected sale of the
Registrant's Credit and Financial Products business (the "Credit
Sale"). The Registrant's full year earnings per share will be
impacted by the accounting for the gain on the sale, the timing of
the closing and the ongoing beneficial impacts to the retail and
related services segment. However, these effects cannot be
determined with reasonable certainty at this time. Sears' management
believes that an outlook excluding the impact of the Credit Sale is
useful to investors in that it provides insight into the
Registrant's expectations for the performance of its core businesses
as ongoing businesses, and as such in a manner comparable with prior
periods. The company intends to update its outlook based upon the
impacts of the anticipated Credit Sale as soon as practical after
the close of the transaction.
The information in this Form 8-K and the exhibit attached hereto
shall not be deemed to be "filed" for purposes of Section 18 of the
Securities Act of 1934, as amended, but shall be deemed to be
incorporated by reference in and made a part of the following
registration statements filed under the Securities Act of 1933, as
amended: Registration Statement Nos. 2-80037, 33-18081, 33-23793,
33-41485, 33-45479, 33-55825, 33-58851, 33-64345, 33-64775,
333-08141, 333-18591, 333-38131, 333-43309, 333-52056, 333-72514,
333-87942, 333-92082 and 333-102114.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SEARS, ROEBUCK AND CO.
By: /s/ Michael J. Graham
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Michael J. Graham
Vice President and Controller
Date: October 16, 2003
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EXHIBIT INDEX
Exhibit No.
99 Press release dated October 16, 2003.
E-1