NOTE >13 >
terms of indentures entered into in 1981 and thereafter, the Company
cannot take specified actions, including the declaration of cash
dividends, that would cause its unencumbered assets, as defined, to fall
below 150% of its liabilities, as defined. At January 1, 2000,
approximately $4.5 billion could be paid in dividends to shareholders
under the most restrictive indentures.
On February 3, 1998, the Board of Directors extended, for
an additional two years, the common share repurchase program which is used
to acquire shares for distribution in connection with the expected
exercise of stock options, the grant of restricted shares and the exchange
of deferred shares under the Company's stock plans. The program authorized
the Company to acquire up to 20 million Sears common shares on the open
market. By the end of the first quarter of 1999, all 20 million common
shares authorized to be purchased under this repurchase program had been
On March 10, 1999, the
Board of Directors approved a common share repurchase program to acquire
up to $1.5 billion of the Company's common shares by December 31, 2001.
The shares are to be purchased on the open market or through privately
negotiated transactions. As of January 1, 2000, approximately 14.0 million
common shares have been acquired under this repurchase program at a cost
of approximately $464 million.