Mr. Edward Lampert of Sears Holdings reports

SEARS HOLDINGS CORPORATION ANNOUNCES INTENT TO CONDUCT RIGHTS OFFERING OF SEARS CANADA SHARES

Sears Holdings Corp.'s board of directors has approved a rights offering of up to 40 million common shares of Sears Canada Inc. ESL Partners L.P. and Edward S. Lampert, chairman and chief executive officer of Sears Holdings, and chairman and chief executive officer of ESL Investments Inc., have advised Sears Holdings that they intend to exercise their pro rata portion of the subscription rights in full as soon as practicable after such subscription rights have been distributed, though they have not entered into any agreement to do so. Fairholme Capital Management LLC also has advised Sears Holdings that it expects that certain of its clients will participate in the rights offering at levels to be determined, subject to review of the terms and conditions of the rights offering and regulatory considerations.

The subscription rights will be distributed to all stockholders of Sears Holdings, and every stockholder will have the right to participate on the same terms in accordance with its pro rata ownership of the company's common stock. The company is advised on the transaction by Wachtell, Lipton, Rosen & Katz and Osler, Hoskin & Harcourt.

In connection with the rights offering, Sears Holdings anticipates that each holder of Sears Holdings' common stock will receive one subscription right for each share of common stock held at the close of business on Oct. 20, 2014, the record date for the rights offering. Each subscription right will entitle the holder thereof to purchase their pro rata portion of the Sears Canada common shares being sold by Sears Holdings in the rights offering at a cash subscription price of $10.60 per whole Sears Canada share, which was the closing price of Sears Canada's common shares on Sept. 26, 2014, the last trading day before the company requested Sears Canada's co-operation with the filing of a prospectus regarding the rights offering. The subscription rights will be transferable, subject to applicable securities laws, and will be more fully described in a registration statement to be filed with the Securities and Exchange Commission and a prospectus to be filed with Canadian securities regulators. In connection with the rights offering, Sears Canada intends to apply to list its common shares on Nasdaq, and the subscription rights are expected to be listed and traded on the Nasdaq Stock Market. Holders of subscription rights who fully exercise all of their subscription rights may also make a request to purchase additional shares of Sears Canada through the exercise of an oversubscription privilege, although the company cannot assure that any oversubscriptions will be filled.

As soon as practicable after the record date, Sears Holdings expects to distribute subscription rights to the holders of its common stock as of the record date, subject to a registration statement becoming effective. The rights are expected to expire at least 10 business days after the opening of the offering. However, there can be no assurance that the rights offering will launch or be closed on the schedule described in this release, or that the rights offering will be fully subscribed.

A registration statement related to the shares of Sears Canada has not yet been filed with the Securities and Exchange Commission, and a prospectus has not yet been filed with Canadian securities regulatory authorities. The securities may not be sold nor may an offer to buy securities be accepted prior to the registration statement becoming effective.

We seek Safe Harbor.