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Sears Canada Releases Third Quarter Results

TORONTO, Oct 21, 2004 (Canada NewsWire via COMTEX) -- Sears Canada (TSX: SCC) today announced its unaudited third quarter results. Total revenues for the 13 week period ended October 2, 2004 were $1.497 billion compared to $1.433 billion for the 13 weeks ended September 27, 2003, an increase of 4.5%. Same store sales on a comparable week basis increased 1.1%.

Net earnings for the quarter, excluding non-comparable items were $19.4 million or 18 cents per share compared to $12.1 million or 11 cents per share in the quarter last year. Net earnings including non-comparable items were $14.0 million or 13 cents per share compared to $13.4 million or 12 cents per share in the quarter last year.

Commenting on the quarter, Brent Hollister, President and Chief Executive Officer stated, "While the third quarter showed earnings improvement, it did not meet our expectations. Due to the retail calendar, last year was a 53 week year, therefore this year's quarter was one week later than last year's quarter. This shifting of weeks resulted in an estimated $60 million additional revenue in the quarter. We estimate that on a comparable week basis our earnings excluding non-comparable items were flat to last year."

Hollister continued, "Apparel sales continue to be negatively impacted by weather. August was unseasonably cool which hurt clearance of summer apparel, while September was unseasonably warm which impacted the sale of fall merchandise. Sales were strong in furniture and sporting goods, whereas sales were weak in women's and children's apparel.

Gross margins were down 179 basis points in the quarter largely as a result of a higher promotional and clearance balance of sale. Inventory remains well controlled with strong markdown action taken in the quarter to clear trailing season merchandise. Inventory levels at the end of the quarter were 6% less than last year. Expenses also remain well controlled. Expenses as a percent of revenue were down 183 basis points in the quarter, largely due to tight control of payroll and marketing expense."

Total revenues for the 39 week period ended October 2, 2004 were $4.315 billion compared to $4.184 billion for the 39 week period ended September 27, 2003, an increase of 3.1%. Same store sales on a comparable week basis increased 3.1%.

Net earnings for the nine months, excluding non-comparable items were $40.7 million or 38 cents per share compared to $38.3 million or 36 cents per share last year. Net earnings for the nine months including non-comparable items were $39.1 million or 37 cents per share compared to $37.8 million or 35 cents per share last year.

With respect to the Company's outlook for the remainder of the year, Mr. Hollister stated, "We are cautious given that apparel sales and gross margins in the third quarter were below our expectation. We are therefore lowering our full year guidance for earnings before non-comparable items to a range of $1.15 to $1.35 per share."

This release contains discussion of forward-looking information and potential future circumstances and developments. The discussion of such matters is qualified by the inherent risks and uncertainties surrounding future expectations generally, and may materially differ from the Company's actual experience.

Sears Canada is a multi-channel retailer with a network of 122 full-line department stores, 47 Sears Home stores, over 2,200 catalogue merchandise pick-up locations, 151 dealer stores, 12 outlet stores, 52 floor covering centres, 112 Sears Travel offices and a nationwide maintenance, repair, and installation network. The Company also publishes Canada's most extensive general merchandise catalogue and offers shopping online at www.sears.ca.


    SEARS CANADA INC.
    Reconciliation of earnings before non-comparable items to net earnings
    (in millions, except per share amounts)
    Unaudited
    13 Week Period Ended Oct 2, 2004 and Sept 27, 2003
                             ------------------------------------------------
                                                                  Earnings
                                 Before Tax      After tax       per share
                             ------------------------------------------------
                                2004    2003    2004    2003    2004    2003
                             ------------------------------------------------
    Earnings before
     non-comparable items     $ 32.0  $ 27.1  $ 19.4  $ 12.1  $ 0.18  $ 0.11
    -------------------------------------------------------------------------
      Effect from sale of
       receivables              (3.7)    1.3    (2.4)    1.3   (0.02)   0.01
      Auto Centre operations     0.4       -     0.3       -       -       -
      Restructuring
       activities               (5.0)      -    (3.3)      -   (0.03)      -
      Store closures               -       -       -       -       -       -
      Sale of real estate
       joint venture               -       -       -       -       -       -
      Conversion of Eatons
       stores                      -       -       -       -       -       -
      Sale of real estate          -       -       -       -       -       -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Net earnings                23.7    28.4    14.0    13.4    0.13    0.12
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    39 Week Period Ended Oct 2, 2004 and Sept 27, 2003
                             ------------------------------------------------
                                                                 Earnings
                                Before Tax      After tax       per share
                             ------------------------------------------------
                               2004    2003    2004    2003    2004    2003
                             ------------------------------------------------
    Earnings before
     non-comparable items    $ 68.3  $ 74.3  $ 40.7  $ 38.3  $ 0.38  $ 0.36
    -------------------------------------------------------------------------
      Effect from sale of
       receivables             (2.7)   (0.7)   (1.8)   (0.5)  (0.02)  (0.01)
      Auto Centre operations  (13.6)      -    (8.8)      -   (0.08)      -
      Restructuring
       activities             (14.6)      -    (9.5)      -   (0.08)      -
      Store closures           (2.4)      -    (1.6)      -   (0.02)      -
      Sale of real estate
       joint venture           16.0       -    12.9       -    0.12       -
      Conversion of Eatons
       stores                   8.0       -     5.2       -    0.05       -
      Sale of real estate      3.1        -     2.0       -    0.02       -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Net earnings              62.1     73.6    39.1    37.8    0.37    0.35
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
                              SEARS CANADA INC.
                Consolidated Statements of Financial Position
                                           As at         As at         As at
                                       October 2, September 27,    January 3,
    (in millions)                           2004          2003          2004
    -------------------------------------------------------------------------
                                      (unaudited)   (unaudited)     (audited)
    ASSETS
    Current Assets
    Cash and short-term investments   $     76.7    $     65.2    $     82.6
    Accounts receivable (Notes 3
     and 4)                              1,283.8       1,129.8       1,249.1
    Income taxes recoverable                   -          13.2          11.8
    Inventories                            902.3         960.9         801.3
    Prepaid expenses and other assets      141.8         118.8         110.6
    Current portion of future income
     tax assets                            140.2         163.7         149.7
    -------------------------------------------------------------------------
                                         2,544.8       2,451.6       2,405.1
    Investments and other assets
     (Note 5)                               79.4          70.3          76.8
    Capital assets                       1,005.9       1,061.5       1,042.8
    Deferred charges                       272.9         296.6         293.6
    Future income tax assets                38.7          57.8          17.5
    Other long-term assets                  86.4          83.7         229.9
    -------------------------------------------------------------------------
                                      $  4,028.1    $  4,021.5    $  4,065.7
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    LIABILITIES
    Current liabilities
    Accounts payable                  $    771.1    $    864.3    $    728.2
    Accrued liabilities                    393.7         400.8         447.4
    Income and other taxes payable          49.0          39.4          95.9
    Principal payments on long-term
     obligations due within one year         7.0           6.3           7.3
    -------------------------------------------------------------------------
                                         1,220.8       1,310.8       1,278.8
    Long-term obligations (Note 6)         750.7         769.6         763.1
    Accrued benefit liability (Note 14)    190.4         183.4         173.9
    Other long-term liabilities             42.6          37.5          39.0
    -------------------------------------------------------------------------
                                         2,204.5       2,301.3       2,254.8
    -------------------------------------------------------------------------
    SHAREHOLDERS' EQUITY
    Capital stock (Note 11)                458.5         458.6         458.8
    Retained earnings                    1,365.1       1,261.6       1,352.1
    -------------------------------------------------------------------------
                                         1,823.6       1,720.2       1,810.9
    -------------------------------------------------------------------------
                                      $  4,028.1    $  4,021.5    $  4,065.7
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    SEARS CANADA INC.
    CONSOLIDATED STATEMENTS OF EARNINGS
    For periods ended October 2, 2004 and September 27, 2003
    Unaudited
    (in millions, except             13 Week Period          39 Week Period
     per share amounts)             2004        2003        2004        2003
    -------------------------------------------------------------------------
    Total Revenues             $ 1,497.3   $ 1,433.3   $ 4,315.4   $ 4,183.6
    -------------------------------------------------------------------------
    Cost of merchandise sold,
     operating, administrative
     and selling expenses        1,419.6     1,352.6     4,101.1     3,953.3
    Depreciation and
     amortization                   35.2        37.5       107.7       112.5
    Interest expense, net           14.2        14.8        41.0        44.2
    Unusual items - expense
     (Note 7)                        4.6           -         3.5           -
    -------------------------------------------------------------------------
    Earnings before income
     taxes                          23.7        28.4        62.1        73.6
    -------------------------------------------------------------------------
    Income taxes
      Current                       16.9       (25.1 )      34.7       (14.1)
      Future                        (7.2)       40.1       (11.7 )      49.9
    -------------------------------------------------------------------------
                                     9.7        15.0        23.0        35.8
    -------------------------------------------------------------------------
    Net earnings               $    14.0   $    13.4   $    39.1   $    37.8
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Earnings per share         $    0.13   $    0.12   $    0.37   $    0.35
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Diluted earnings per share $    0.13   $    0.12   $    0.36   $    0.35
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
    For periods ended October 2, 2004 and September 27, 2003
    Unaudited                        13 Week Period          39 Week Period
    (in millions)                   2004        2003        2004        2003
    -------------------------------------------------------------------------
    Opening Balance            $ 1,364.4   $ 1,254.6   $ 1,352.1   $ 1,188.8
    Adoption of new accounting
     policy for Business
     Combinations                      -           -           -        54.2
    Net earnings                    14.0        13.4        39.1        37.8
    Dividends declared              (6.4)       (6.4)      (19.2)      (19.2)
    Repurchase of shares
     (Note 11)                      (6.9)          -        (6.9)          -
    -------------------------------------------------------------------------
    Closing Balance            $ 1,365.1   $ 1,261.6   $ 1,365.1   $ 1,261.6
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    For periods ended October 2, 2004 and September 27, 2003
    Unaudited                        13 Week Period          39 Week Period
    (in millions)                   2004        2003        2004        2003
    -------------------------------------------------------------------------
    CASH FLOW GENERATED FROM
     (USED FOR) OPERATIONS
      Net earnings             $    14.0   $    13.4   $    39.1   $    37.8
      Non-cash items included
       in net earnings,
       principally depreciation,
       amortization and future
       income taxes                 42.8        75.4       119.2       182.0
      Changes in non-cash
       working capital balances
       related to operations       (44.6)       13.3      (161.9)     (315.5)
    -------------------------------------------------------------------------
                                    12.2       102.1        (3.6)      (95.7)
    -------------------------------------------------------------------------
    CASH FLOW GENERATED FROM
     (USED FOR) INVESTMENT
     ACTIVITIES
      Purchases of capital
       assets                      (51.1)     (101.8)      (93.9)     (146.4)
      Proceeds from sale of
       capital assets                3.3         1.5        41.9         8.7
      Charge account receivables  (104.4)      (15.4)       93.5       186.7
      Deferred charges                 -         0.3           -           -
      Investments and other
       assets                        4.6        (0.7)       (2.6)      (10.6)
    -------------------------------------------------------------------------
                                  (147.6)     (116.1)       38.9        38.4
    -------------------------------------------------------------------------
    CASH FLOW GENERATED FROM
     (USED FOR) FINANCING
     ACTIVITIES
      Repayment of long-term
       obligations                  (0.4)       (0.4)      (12.7)       (1.1)
      Share repurchase              (9.3)          -        (9.3)          -
      Dividends paid                (6.4)       (6.4)      (19.2)      (19.2)
    -------------------------------------------------------------------------
                                   (16.1)       (6.8)      (41.2)      (20.3)
    -------------------------------------------------------------------------
    DECREASE IN CASH AND
     SHORT-TERM INVESTMENTS       (151.5)      (20.8)       (5.9)      (77.6)
    CASH AND SHORT-TERM
     INVESTMENTS AT BEGINNING
     OF PERIOD                     228.2        86.0        82.6       142.8
    -------------------------------------------------------------------------
    CASH AND SHORT-TERM
     INVESTMENTS AT END OF
     PERIOD                    $    76.7   $    65.2   $    76.7   $    65.2
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Sears Canada Inc.
    Notes to the Interim Consolidated Financial Statements
    October 2, 2004
    Unaudited
    1.  DISCLOSURE
    These interim consolidated financial statements (the "financial
    statements") do not contain all disclosures required by Canadian
    generally accepted accounting principles for annual financial statements
    and, accordingly, the financial statements should be read in conjunction
    with the most recently prepared annual financial statements for the
    53 week period ended January 3, 2004. Figures for the 13 week and 39 week
    periods ended October 2, 2004 and September 27, 2003 and the balances at
    those dates are unaudited.
    The Company's business follows a seasonal pattern, with merchandise sales
    traditionally being higher in the fourth quarter than in other quarterly
    periods due to consumer holiday buying patterns. As a result, a
    disproportionate amount of total revenues is typically earned in the
    fourth quarter. The business seasonality results in performance for the
    39 week period ended October 2, 2004 which is not necessarily indicative
    of performance for the balance of the year.
    2.  ACCOUNTING POLICIES
    These financial statements follow the same accounting policies and
    methods of their application as the most recent annual financial
    statements for the 53 week period ended January 3, 2004, except as
    follows:
        a) Accounting for Separately Priced Extended Warranty and Product
           Maintenance Contracts The Company has adopted, on a prospective
           basis, the new Canadian Institute of Chartered Accountants (CICA)
           guidance regarding revenue recognition for separately priced
           extended warranty and product maintenance contracts. The new
           guidance requires companies to defer and recognize revenue and
           incremental direct contract acquisition costs on a straight-line
           basis over the life of the contract. This change in policy has had
           no material effect on the Company's financial statements.
        b) Impairment of Long-lived Assets Effective January 4, 2004, the
           Company adopted the new recommendations of the CICA for impairment
           of long-lived assets. The standard provides guidance on
           recognizing, measuring and disclosing the impairment of long-lived
           assets and replaces the previous standard regarding write-down
           provisions. The Company will test for recoverability whenever
           events or changes in circumstances indicate that the carrying
           value of long-lived assets may not be recoverable. During the
           first quarter, the Company applied this guidance to assets being
           disposed of in connection with the restructuring of auto centres,
           see Note 7.
        c) Asset Retirement Obligations Effective January 4, 2004, the
           Company adopted the new recommendations of the CICA for asset
           retirement obligations. The standard focuses on the recognition
           and measurement of legal obligations associated with the
           retirement of property, plant and equipment when those obligations
           result from the acquisition, construction, development or normal
           operation of the asset. The adoption of this new standard has had
           no material effect on the Company's financial statements.
        d) Hedging Relationships Effective January 4, 2004, the Company
           adopted the new recommendations of the CICA for hedging
           relationships. This guidance deals with the identification,
           documentation, designation and effectiveness of hedges. The
           adoption of this new standard has had no material effect on the
           Company's financial statements.
        e) Accounting for consideration received from a vendor
           Effective August 15, 2004, the Company adopted the new
           recommendations of the CICA regarding accounting for consideration
           received from a vendor. The new guidance requires companies to
           classify rebates as a reduction to the cost of inventory unless
           the rebate clearly relates to the reimbursement of a specific
           expense. Compliance with this standard was required retroactively
           for all annual and interim periods ending after August 15, 2004.
           As the new guidance is consistent with the Company's historical
           policy, the adoption of this standard has had no material effect
           on the Company's financial statements.
    3.  ACCOUNTS RECEIVABLE
    Details of accounts receivable are as follows:
                                           As at         As at         As at
                                       October 2, September 27,    January 3,
    (in millions)                           2004          2003          2004
    -------------------------------------------------------------------------
    Customer accounts receivable
     - current                        $  1,742.7    $  1,710.3    $  2,101.4
    Customer accounts receivable
     - deferred                       $    872.3    $    853.4    $    743.9
    -------------------------------------------------------------------------
    Managed accounts                     2,615.0       2,563.7       2,845.3
    Less : Co-ownership held by
           third parties                (1,280.9)     (1,422.5)     (1,419.0)
    -------------------------------------------------------------------------
    Co-ownership retained by the
     Company                             1,334.1       1,141.2       1,426.3
    Less: long term portion of
          deferred customer accounts
          receivable                       (72.8)        (69.3)       (215.6)
    Interest-only strip receivable
     (Note 4)                               21.6          21.7          26.3
    Miscellaneous receivables                0.9          36.2          12.1
    -------------------------------------------------------------------------
    Total                             $  1,283.8    $  1,129.8    $  1,249.1
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    The total credit losses on managed accounts, net of recoveries, for the
    13 week and 39 week periods ended October 2, 2004 were $22.3 million
    (2003 - $27.2 million) and $66.4 million (2003 - $76.6 million),
    respectively.
    Miscellaneous receivables includes the reduction to Customer accounts
    receivable related to sales transacted for which the merchandise has yet
    to be delivered.
    4.  TRANSFERS OF RECEIVABLES
    Securitization is an important financial vehicle which provides the
    Company with access to funds at a low cost. The Company sells undivided
    co-ownership interests in its portfolio of current and deferred charge
    account receivables to three separate trusts and retains the right to
    receive the income generated by the undivided co-ownership interests sold
    to the trusts in excess of the trusts' stipulated share of service charge
    revenues. The Company does not control the trusts and, therefore, these
    financial statements do not include the assets, liabilities, and results
    of operations of the trusts. The trusts have financed the purchase of the
    co-ownership interests primarily through the issuance of debt to
    independent third party investors totalling $1,280.9 million (2003 -
    $1,422.5 million).
    The undivided co-ownership interest is sold on a fully serviced basis and
    the Company receives no fee for ongoing servicing responsibilities. The
    Company receives proceeds equal to fair value for the assets sold and
    retained rights to future cash flows arising after the investors in the
    securitization trusts have received the return for which they contracted.
    The co-owners have no recourse to the Company's retained interest in the
    receivables sold other than in respect of amounts in the cash reserve
    account (Note 5) and the interest-only strip receivable. The co-owners
    have no recourse to the Company's other assets.
    The Company recognized a pre-tax reduction in revenue of $3.7 million and
    $2.7 million for the 13 and 39 week periods ended October 2, 2004,
    respectively (2003 - pre-tax gain of $1.3 million and pre-tax reduction
    in revenue of $0.7 million), related to the timing of recognition of
    income on the sale of charge account receivables. As at October 2, 2004,
    the interest-only strip receivable was recorded at $21.6 million (2003 -
    $21.7 million). The following table shows the key economic assumptions
    used in measuring the interest-only strip receivable. The table also
    displays the sensitivity of the current fair value of residual cash flows
    to immediate 10% and 20% adverse changes in yield, payment rate, net
    charge-off rate and discount rate assumptions:
    Effects of Adverse Changes
    (in millions)                        Assumptions         10%         20%
    -------------------------------------------------------------------------
    Yield (annual rate)                       24.52%    $    3.7    $    7.4
    Principal payment rate (monthly)          24.56%         3.1         5.7
    Net charge-off rate (annual rate)          5.30%         0.7         1.5
    Discount rate (annual rate)               12.00%           -           -
    -------------------------------------------------------------------------
    The table below summarizes certain cash flows related to the transfer of
    receivables:
                           13 Week       39 Week       13 Week      39 Week
                      Period Ended  Period Ended  Period Ended  Period Ended
                         October 2,    October 2, September 27, September 27,
    (in millions)             2004          2004          2003          2003
    -------------------------------------------------------------------------
    Proceeds from new
     transfers            $   51.8     $   438.8     $   124.7     $   214.5
    Proceeds from
     collections             352.4       1,231.5         175.3         561.6
    Other cash flows
     relating to
     retained interests       (3.9)          0.7           2.5           1.3
    -------------------------------------------------------------------------
    5.  INVESTMENTS AND OTHER ASSETS
                                           As at         As at         As at
                                       October 2, September 27,    January 3,
    (in millions)                           2004          2003          2004
    -------------------------------------------------------------------------
    Unsecured debentures              $     41.8    $     41.8    $     41.8
    Subordinated loans                       3.4           2.2           1.8
    Other term investments                   4.5           4.8           4.3
    Retained interest in transferred
     receivables
     - cash reserve account                 29.7          21.5          28.9
    -------------------------------------------------------------------------
    Total                             $     79.4    $     70.3    $     76.8
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    6.  LONG-TERM OBLIGATIONS
    The Company's net cash interest payments in the 13 week and 39 week
    periods ended October 2, 2004 were $12.4 million (2003 - $13.3 million)
    and $38.4 million (2003 - $41.5 million), respectively. Interest expense
    on long-term debt for the 13 week and 39 week periods ended October 2,
    2004 amounted to $14.9 million (2003 - $15.2 million) and $44.6 million
    (2003 - $45.7 million), respectively.
    7.  UNUSUAL ITEMS
    The Company recorded a pre-tax expense in the 13 week and 39 week periods
    ended October 2, 2004 of $4.6 million (2003 - $Nil) and $3.5 million
    (2003 - $Nil), respectively.
                                                       13 Week       39 Week
                                                  Period Ended  Period Ended
                                                     October 2,    October 2,
    (in millions)                                         2004          2004
    -------------------------------------------------------------------------
    Auto centre operations                           $     0.4     $   (13.6)
    Restructuring activities                              (5.0)        (14.6)
    Store closures                                           -          (2.4)
    Sale of real estate joint venture                        -          16.0
    Conversion of Eatons stores                              -           8.0
    Sale of real estate                                      -           3.1
    -------------------------------------------------------------------------
    Total unusual items - expense                    $    (4.6)    $    (3.5)
    -------------------------------------------------------------------------
    Auto Centre Operations
    During the first quarter the Company entered into three separate
    licensing and asset sale agreements with third parties ('the Licensees')
    to assume the operation of 39 auto centres. Pursuant to these agreements,
    the licensees will purchase the inventory and certain equipment related
    to the auto centre operations and occupy and operate the premises. The
    Company plans to close or convert for use in the merchandise operations
    the remaining 13 locations. These activities are expected to be complete
    by the end of fiscal 2004.
    Details relating to this transaction are outlined in the table below:
                                                       13 Week       39 Week
                                                  Period Ended  Period Ended
                                                     October 2,    October 2,
    (in millions)                                         2004          2004
    -------------------------------------------------------------------------
    Severance expense                                $     0.5     $    (9.5)
    Non-cash impairment loss on long-lived
     assets, primarily leasehold improvements                -          (2.0)
    Other closure-related costs, net of liabilities
     assumed by Licensees                                 (0.1)         (2.1)
    -------------------------------------------------------------------------
    Total pre-tax (expense)/ gain                    $     0.4     $   (13.6)
    -------------------------------------------------------------------------
    The impairment loss is attributed to the restructuring transaction, and
    relates to those assets that are unable to be sold or otherwise yield any
    further service potential to the Company.
    Details of the accrued liability related to this transaction are outlined
    below:
                                                      Facility
                                        Employee     Closure &       Accrued
    (in millions)                      Severance   Other Costs     Liability
    -------------------------------------------------------------------------
    Provision April 3, 2004             $    8.2      $    1.4      $    9.6
    -------------------------------------------------------------------------
    Cash payments                           (2.4)         (0.2)         (2.6)
    Adjustments                              1.8           2.1           3.9
    -------------------------------------------------------------------------
    Provision July 3, 2004              $    7.6      $    3.3      $   10.9
    -------------------------------------------------------------------------
    Cash payments                           (4.4)         (0.9)         (5.3)
    Adjustments                             (0.5)          0.1          (0.4)
    -------------------------------------------------------------------------
    Provision October 2, 2004           $    2.7      $    2.5      $    5.2
    -------------------------------------------------------------------------
    Adjustments for the 13 week period ended July 3, 2004 primarily relate to
    additional severance accrued in compliance with CICA Emerging Issues
    Committee Abstract 134 and an increase in the accrual for environmental
    remediation at certain auto centres.
    During the 13 week period ended October 2, 2004, an adjustment was made
    to the severance accrual to reflect the impact of re-deploying within the
    Company, employees previously identified to be severed.
    Restructuring Activities
    A non-operating, pre-tax cash charge of $4.1 million and $13.7 million
    and a non-cash charge of $0.9 million and $0.9 million were recorded in
    the 13 and 39 week periods ended October 2, 2004, respectively. The
    charges relate to severance payments as a result of restructuring certain
    departments and positions to better align the corporate structure to
    Sears strategic and productivity initiatives. Approximately $1.2 million
    was paid during the third quarter ($8.7 million during the 39 week period
    ended October 2, 2004).
    Store Closures
    During the second quarter of 2004, the Company incurred $2.4 million in
    lease exit costs and non-cash fixed asset impairment charges relating to
    the closure of a value centre and an outlet store. Both stores were
    located in Ontario.
    Sale of Real Estate Joint Venture
    During the first quarter of 2004, a $14.6 million pre-tax gain was
    recognized on the sale of the Company's interest in a joint venture.
    During the second quarter the Company revised its estimate for expected
    closure costs resulting in an increase to income of $1.4 million.
    Conversion of Eatons Stores
    A recovery of $8.0 million was recorded in the second quarter of 2004
    relating to the reversal of the remaining accrued costs associated with
    the conversion of the Eatons stores to the Sears banner. The conversion
    expense of $180.0 million was originally recorded in fiscal 2002.
    Sale of Real Estate
    During the second quarter of 2004, the Company realized a pre-tax gain of
    $3.1 million on the sale of real estate.
    8.  EARNINGS PER SHARE
    A reconciliation of the number of shares used in the earnings per share
    calculation is as follows:
                           13 Week       13 Week       39 Week       39 Week
                      Period Ended  Period Ended  Period Ended  Period Ended
                         October 2, September 27,    October 2, September 27,
                              2004          2003          2004          2003
    -------------------------------------------------------------------------
                            Number        Number        Number        Number
                         of shares     of shares     of shares     of shares
    -------------------------------------------------------------------------
    Average number of
     shares per basic
     earnings (loss)
     per share
     calculations      106,683,358   106,796,115   106,772,084   106,788,057
    Effect of dilutive
     options outstanding   422,637       278,047       412,344       273,987
    -------------------------------------------------------------------------
    Average number of
     shares per diluted
     earnings (loss)
     per share
     calculation       107,105,995   107,074,162   107,184,428   107,062,044
    -------------------------------------------------------------------------
    9.  SEGMENTED INFORMATION
    Segmented Statement of Earnings
                           13 Week       13 Week       39 Week       39 Week
                      Period Ended  Period Ended  Period Ended  Period Ended
                         October 2, September 27,    October 2, September 27,
    (in millions)             2004          2003          2004          2003
    -------------------------------------------------------------------------
    Total revenues
      Credit
        Operating        $   105.8     $   102.2     $   323.9     $   318.2
        Securitization
         gain/(loss)          (3.7)          1.3          (2.7)         (0.7)
        Securitization
         funding cost        (17.5)        (19.7)        (57.5)        (59.9)
    -------------------------------------------------------------------------
                              84.6          83.8         263.7         257.6
      Merchandising        1,399.5       1,335.6       4,012.1       3,883.4
      Real Estate Joint
       Ventures               13.2          13.9          39.6          42.6
    -------------------------------------------------------------------------
    Total revenues       $ 1,497.3     $ 1,433.3     $ 4,315.4     $ 4,183.6
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Earnings before
     interest and taxes
      Credit
        Operating        $    42.9     $    29.9     $   138.6     $   120.6
        Securitization
         gain/(loss)          (3.7)          1.3          (2.7)         (0.7)
        Securitization
         funding cost        (17.5)        (19.7)        (57.5)        (59.9)
    -------------------------------------------------------------------------
                              21.7          11.5          78.4          60.0
      Merchandising           14.0          24.2           7.6          35.0
      Real Estate Joint
       Ventures                6.8           7.5          20.6          22.8
    -------------------------------------------------------------------------
    Earnings before
     interest, unusual
     items and taxes          42.5          43.2         106.6         117.8
    -------------------------------------------------------------------------
      Interest expense,
       net                    14.2          14.8          41.0          44.2
      Unusual items
       - loss                  4.6             -           3.5             -
      Income tax expense       9.7          15.0          23.0          35.8
    -------------------------------------------------------------------------
    Net earnings         $    14.0     $    13.4     $    39.1     $    37.8
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Segmented Statement of Capital Employed(x)
                                           As at         As at         As at
                                       October 2, September 27,    January 3,
    (in millions)                           2004          2003          2004
    -------------------------------------------------------------------------
      Merchandising                   $  1,006.1    $  1,169.5    $    902.9
      Credit                             1,419.7       1,153.1       1,510.1
      Real Estate Joint Ventures           155.5         173.5         168.3
    -------------------------------------------------------------------------
      Total                           $  2,581.3    $  2,496.1    $  2,581.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (x) Capital Employed represents total of long-term obligations, including
    principal payments on long-term obligations due within one year, and
    Shareholders' Equity.
    Segmented Statement of Total Assets
                                           As at         As at         As at
                                       October 2, September 27,    January 3,
    (in millions)                           2004          2003          2004
    -------------------------------------------------------------------------
      Merchandising                   $  2,398.8    $  2,665.4    $  2,356.4
      Credit                             1,463.2       1,170.0       1,529.6
      Real Estate Joint Ventures           166.1         186.1         179.7
    -------------------------------------------------------------------------
      Total                           $  4,028.1    $  4,021.5    $  4,065.7
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    10. INCOME TAXES
    The Company's total net cash payments of income taxes in the 13 week and
    39 week periods ended October 2, 2004 were $4.7 million (2003 - net cash
    refund of $12.6 million) and $8.6 million (2003 - $5.7 million),
    respectively.
    11. CAPITAL STOCK
    106,253,663 common shares were issued and outstanding as at October 2,
    2004.
    On March 4, 2004, the Company renewed its Normal Course Issuer Bid. Under
    the renewed Normal Course Issuer bid, the Company may purchase for
    cancellation up to 5% of its issued and outstanding common shares,
    representing up to 5,340,405 of the issued and outstanding common shares.
    The purchases were eligible to commence on March 4, 2004 and must
    terminate by March 3, 2005, pursuant to the Notice of Intention filed
    with the Toronto Stock Exchange. The price that the Company will pay for
    any such common shares will be the open market price at the time of
    acquisition.
    The Company has renewed its agreement with Sears, Roebuck and Co.
    ("Sears Roebuck") pursuant to which Sears Roebuck may elect to sell to
    the Company up to the number of common shares sufficient to ensure that
    Sears Roebuck's percentage interest in the Company does not increase as a
    result of the Company's purchases pursuant to the Normal Course Issuer
    Bid. The price for such common share purchases from Sears Roebuck will be
    the weighted average price at which the Company bought back shares during
    the relevant quarter.
    By purchasing common shares under the Normal Course Issuer Bid announced
    on March 4, 2004, the Company intends to offset the dilutive effect of
    common shares issued as equity-based compensation to associates and
    directors. The Company may purchase additional common shares up to the
    maximum stated if, in the opinion of management, the additional purchases
    can be made on terms that enhance the value of the remaining common
    shares.
    During the quarter the Company purchased 573,301 common shares, (311,501
    from Sears Roebuck), at a weighted average price of $16.22. The Company
    did not purchase any common shares for cancellation during the first half
    of 2004.
    12. STOCK-BASED COMPENSATION
    During the quarter ended October 2, 2004, 50,000 tandem award stock
    options were granted under the Employees Stock Plan (622,050 were granted
    in the 39 week period ended October 2, 2004). The Company recognizes a
    liability equal to the amount by which the market price of shares at the
    end of the period exceeds the exercise price of the vested tandem awards.
    Compensation expense of less than $0.1 million was recorded in the
    13 week and 39 week periods ended October 2, 2004 (2003 - $0.1 million)
    related to tandem awards.
    During the quarter ended October 2, 2004, 25,000 Special Incentive shares
    were awarded under the Employees Stock Plan (215,000 were awarded in the
    39 week period ended October 2, 2004). Awards of shares under the Plan
    are measured at fair value on grant date and expensed over the vesting
    period. A compensation cost of $1.2 million and $2.1 million has been
    recognized as an expense and credited to capital stock for the 13 and
    39 week periods ended October 2, 2004, respectively. As at October 2,
    2004, a total of 224,998 Special Incentive shares were awarded but
    unearned under the Plan.
    13. GUARANTEES
    The Company has provided the following significant guarantees to third
    parties:
    Sub-leases agreements
    The Company has entered into a number of agreements to sub-lease premises
    to third parties. The Company retains ultimate responsibility to the
    landlord for payment of amounts under the lease agreements should the
    sub-lessee fail to pay. The total future lease payments under such
    agreements are $17.4 million.
    Other indemnification agreements
    In the ordinary course of business, the Company provides indemnification
    commitments to counterparties in transactions such as leasing
    transactions, royalty agreements, service arrangements, investment
    banking agreements, securitization agreements and indemnification of
    trustees under indentures for outstanding public debt. These
    indemnification agreements require the Company to compensate the
    counterparties for costs incurred as a result of change in laws and
    regulations or as a result of litigation claims or statutory claims or
    statutory sanctions that may be suffered by a counterparty as a
    consequence of the transaction. The terms of these indemnification
    agreements will vary based on the contract and typically do not provide
    for any limit on the maximum potential liability. Historically, the
    Company has not made any significant payments under such indemnifications
    and no amount has been accrued in the financial statements with respect
    to these indemnification commitments.
    14. ASSOCIATE FUTURE BENEFITS
    Information about the Company's defined benefit plans are contained in
    Note 8 of the annual financial statements for the 53 week period ended
    January 3, 2004. The net benefit plan expense for the 13 week and 39 week
    periods ended October 2, 2004 was $11.2 million (2003 - $8.5 million) and
    $33.8 million (2003 - $25.6 million), respectively.
    15. COMPARATIVE FIGURES
    Certain comparative figures have been reclassified to conform with the
    current period's presentation.

VIEW ADDITIONAL COMPANY-SPECIFIC INFORMATION: http://www.newswire.ca/en/releases/orgDisplay.cgi?okey=58312

For further information: Media Relations Contact: Vincent C. Power,
Sears Canada Inc., (416) 941-4422, vpower(at)sears.ca; Investor Relations
Contact: Sean MacCormack, Sears Canada Inc., (416) 941-4372,
sean.maccormack(at)sears.ca
News release via Canada NewsWire, Toronto 416-863-9350