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Adler, Shedd still shine at 75
(May 30, 2005)


Maytag's woes tied to U.S. focus, size
(May 29, 2005)

Company town blues
(May 29, 2005)

Too many save too little to be retirement ready
(May 29, 2005)

Threat rises for outliving money - Fewer jobs offering traditional pension plans
(May 28, 2005)

Kmart a winning bet for financier
(May 28, 2005)

Hedge-fund manager's pay tops $1B
(May 27, 2005)

Sears tries out Craftsman in Kmart stores
(May 27, 2005)

Sears revs up Craftsman, NASCAR pairing
(May 27, 2005)

Morgan Stanley's Discover signs Chinese deal
(May 26, 2005)

City Stores Accused Of Overcharging
(May 26, 2005)

Corporate Pensions Going Away As Old Firms Decline, Struggle
(May 25, 2005)

China, New Land of Shoppers, Builds Malls on Gigantic Scale
(May 25, 2005)

Investors optimistic about Sears since Kmart takeover
(May 25, 2005)

Keeping tabs on your pension
(May 21, 2005)

Overhaul puts JCPenney on track
(May 21, 2005

Scott's Wal-Mart Opens Store Targeting Amish
(May 20, 2005)

Employer coalition extends health benefits to uninsured
(March, 2005)

Promotion cements executive as CEO Liddy's successor
(May 19, 2005)

Health Costs: Good News At Last
(May 30, 2005)

Target to add 600 stores
(May 19, 2005)


When Pensions Change Hands, Retirees Can Be Lost in Shuffle
(May 18, 2005)

Home Depot posts profit, to shrink Expo chain
(May 17, 2005)

Penney's Beats Estimates, Saks Disappoints
(May 17, 2005)

Sears ends $1.6B outsourcing pact with CSC
(May 16, 2005)

Chicago Area CEO's raking in healthy compensation
(May 16, 2005)

Joseph H. Batagowski, 65
Ex-Sears executive, entrepreneur

(May 16, 2005)

Joe Batagowski, Sears Merchandising Leader, Dies at 65
(May 15, 2005)

Kmart home to be sold in days
(May 14, 2005)


Sears Holdings ends IT deal
(May 14, 2005)

Analysts Go Hungry at Lampert's Sears
(May 14, 2005)

Wal-Mart Lags but Target Hits Its Sales Goal
(May 13, 2005)

Martha Stewart Living Names Merchandising President
(May 11, 2005)

Sears Can't Drop Footstar Shoes
(May 11, 2005)

Retirement Planning -- Is Your Retirement Money Safe?
(May 11, 2005)

Hold on to Sears Holdings?
(May 11, 2005)

Morgan Stanley Says Earnings May Falter
(May 11, 2005)

Stewart's strategy: New lines
(May 11, 2005)

Sears to sell Calif. hardware chain it bought 9 years ago
(May 10, 2005)

No healthcare for you!
(May 9, 2005)

Sears considers separating Orchard Supply Hardware
(May 9, 2005)

Sears says may sell Orchard hardware business
(May 9, 2005)

Familiar Mr. Fix-its tackle companies in trouble
(May 9, 2005)

Sears to show off latest appliances at bath show
(May 9, 2005)

Teaching Wal-Mart New Tricks
(May 8, 2005)

SEARS HOLDINGS CORP.: Citigroup to include Kmart in credit deal
(May 7, 2005)

Retiree health benefits disappearing
(May 5, 2005)

Can't Wal-Mart, a Retail Behemoth, Pay More?
(May 4, 2005)

Vornado's Investments Excite REIT's Holders
(May 4, 2005)

Nike chooses not to have its shoes sold at Sears
(May 4, 2005)

A Rewards Plan for Auto Insurance
(May 3, 2005)

Sears to end defined benefit pension plan
(May 2, 2005)

Neiman Marcus agrees to $5.1B sale
(May 2, 2005)

Sears not opting for options
(May 2, 2005)

Morgan Stanley board backs Purcell - from a distance
(May 1, 2005)

The reappraisal of Edward Liddy
(May 1, 2005)
 

Breaking News
May 2005

Adler, Shedd still shine at 75
By William Mullen - staff reporter – Chicago Tribune
May 30, 2005

Museums show off namesakes' city pride

Chicago merchant prince Max Adler, who made a fortune at Sears, Roebuck & Co., was not particularly interested in astronomy. John G. Shedd, another merchandising wizard who made his pile at Marshall Field & Co., never showed much curiosity about marine biology.

Yet 75 years ago this month, they had spent a significant portion of their personal wealth giving to the city two great institutions that bear their names still, the Adler Planetarium and the Shedd Aquarium. The $1 million Adler opened May 12, 1930; the $3 million Shedd on May 30.

The two institutions, each still world leaders in their respective disciplines, are marking their anniversaries all year long with special events. The aquarium will celebrate its anniversary Monday with free cake and ice cream bars for visitors, strolling musicians, beauty queens and costumed characters representing all the eras of the Shedd's life so far.

Two world-class institutions sprouting at the same time just a few hundred feet apart is not so much an accident of history as the product of a civic altruism that is almost unique to Chicago.

"There was a spirit in Chicago that it was inappropriate to make a lot of money and then not put it back into the city," said historian Donald Miller. "It's a kind of civic philanthropy you really don't see in other cities, like New York, Philadelphia and elsewhere."

Miller wrote "City of the Century," a study of how civic leaders rallied around the 1893 World's Columbian Exposition as a means to boost Chicago's image from raucous frontier town to a great world metropolis.

"The generation that put together the 1893 exposition also was extraordinary in terms of how it poured personal money into building the city's museums, hospitals and universities," Miller said. "But the generation that followed, if anything, amplified those ideals."

To replicate the Adler and the Shedd from scratch in 2005 might cost a half billion dollars, especially if factoring in the expense of the massive tracts of landfill each is built upon. A century ago, the location of each was well offshore in Lake Michigan.

The Shedd is on landfill laid down to extend Grant Park, creating a place for the city's natural history museum, a gift to the city more than 30 years earlier from Shedd's mentor, Marshall Field, founder of the department store dynasty.

The Adler was built at the north tip of Northerly Island, an artificial island created from landfill as a site for the 1933 Century of Progress world's fair. The island eventually was connected by a landfill causeway between the Shedd and the Adler, and the fairground site became the now-defunct Meigs Field airport.

The 1933 fair had a great deal to do with the Shedd and the Adler being built at the same time. Civic leaders wanted the aquarium and the planetarium up and running in time for the fair's opening as world attention turned to the city.

The idea of putting an aquarium across the street from the Field Museum in Grant Park had been around for a long time. When the Field put up its new building and moved there from Hyde Park in 1921, planners had left a big swath of landfill just northeast of the Field for an aquarium.

All that was needed to build it was some money.

"My grandpa was a farmboy from New Hampshire who came to Chicago as a young man and made it good here," John G. Shedd's grandson, John Shedd Reed, recalled last week.

Reed said his grandfather decided in the early 1920s that he wanted to give away part of the fortune he made here as Field's successor as president of the department store company. He appointed a committee of business and social leaders to help him find a worthy project.

"`What does the city need most?'" was the question Reed said his grandfather asked. "They came back and told him about the aquarium. That's how he decided on it. I don't ever remember him being much interested in fish or even fishing. He left the plans for the aquarium up to the professionals."

What they designed was the world's biggest indoor aquarium and the world's first inland aquarium to hold both fresh and saltwater species. The saltwater came in tank cars from Florida; the saltwater species were collected in Florida and California and shipped in a special Pullman car called the "Nautilus," equipped to keep marine life alive in transport.

Reed said he attended the aquarium's grand opening as a 12-year-old, but enthralled by railroading, he missed the ceremonies "because I was so fascinated by the Nautilus, I stayed there all day."

He grew up to become president of the Santa Fe Railroad.

Max Adler, born in Elgin, was a gifted, classically trained violinist who played professionally as a young man until he realized he was never quite good enough to be great.

He instead opened a store in Chicago and sold instruments until being hired by his brother-in-law, Julius Rosenwald, who took over Sears, Roebuck and turned it into the biggest retail business in the world. Adler rose high in the ranks not because of family, but because he proved to be so astute and hard-nosed that Rosenwald relied on him.

Sears was such a powerful national business presence in the 1920s that even vice presidents such as Adler were celebrities, at least among the circles of the rich and famous.

Adler, for example, who took his violin everywhere, once invited Albert Einstein, who was an amateur musician, to join him and two cronies to form a quartet for an evening of chamber music. The others allowed the physicist the honor of playing first violin.

"Professor Einstein is the first man to whom Max has played second fiddle in years," Adler's wife said afterward. Another friend who attended claimed: "A great violinist Professor Einstein may be, but I have the impression that after the concert Max Adler regarded him more highly than ever as a scientist."

When Adler retired from Sears in 1928, he was looking for a project involving music to donate his money to, but another friend talked him into going to Germany to see a remarkable new invention, the Zeiss planetarium projector.

The projector had to be positioned at the exact center of a hemispherical room, where it could project the images and movements of the night sky on the inner surface of a dome.

Adler immediately grasped the potential of the instrument, how it could expose mass audiences to astronomy and the concepts of time and space. He ordered Zeiss to build an instrument for Chicago and began working out architectural plans for the building to house it, the first true planetarium in the Western Hemisphere.

Later he bought an immense private collection of antique scientific instruments and telescopes for the planetarium galleries. With subsequent purchases, it has become the third largest such collection in the world.

"The fortunes of life impose corresponding obligations," Adler said at the planetarium's opening. "Possession spells duties--duties to the community in which one lives."

John Shedd Reed marveled at Adler's words last week, ticking off a list of present-day corporate chieftains who have been going to prison or are facing prosecution for serious crimes and breaches of ethics.

"They sure are a contrast to the actions of today's so-called tycoons," he said.

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Maytag's woes tied to U.S. focus, size
By James P. Miller - staff reporter – Chicago Tribune
May 29, 2005

A FALL FROM GRACE

What went wrong at Maytag?

Investors and Maytag Corp. employees have been shaking their heads over that question since the embattled appliance-maker accepted a $1.13 billion buyout bid this month from a private investment company.

For Maytag, the proposed sale marks the culmination of a painful, years-long decline that has seen the nation's third-largest appliance manufacturer transformed from a darling of Wall Street to a dud.

But there is no single wrongheaded move that explains the Newton, Iowa, company's fall from financial grace. Maytag didn't make a particularly disastrous investment or blindly pursue some dead-end strategy.

Instead, experts suggest, the company is undersized and simply has been too slow in responding to the wrenching changes that have swept its industry. Most important, critics contend, while its industry has become ever more globalized, Maytag continues to purchase most of its components, and to build most of its products, in the United States.

As a result, Maytag's cost structure has stubbornly remained higher than those of its bigger competitors. In the increasingly unforgiving appliance marketplace, that is a potentially fatal handicap.

"We definitely have an earnings problem, and it's not getting better," Chief Executive Ralph Hake conceded during a testy April 22 conference call with Wall Street analysts.

To be fair, the entire U.S. appliance industry has been experiencing an earnings problem for some time. Profit margins have been deteriorating in recent years, even though a boom in housing starts and a firming economy have combined to generate record-high U.S. appliance sales.

"Major appliance manufacturers are currently faced with a range of obstacles, including an increasingly demanding retail environment, accelerated product cycles, increased foreign competition and spent-out consumers," said Citigroup Smith Barney analyst Jeffrey Sprague.

But while daunting issues like higher steel prices and increasingly aggressive Asian rivals have been creating turbulence for industry leader Whirlpool Corp. and No. 2 player General Electric Co., they have taken a much bigger toll on Maytag.

The unexpectedly weak first-quarter results Maytag reported last month, along with a downbeat profit forecast the company issued for the remainder of the year, injected an antagonistic note into the company's normally dull earnings conference call between management and investors.

"Your world is being rocked here," Sprague told Hake. "You've got an issue where you've got high-cost plants in the wrong places, and you need to work through it."

Hake reminded the analysts of the cost-cutting measures he has taken.

"A lot has been done. It has been painful. And it has not been enough," he said. "So we will move to do more, and we will do it rapidly."

Less than a month later, Maytag announced it had agreed to be taken private by an investment group led by Ripplewood Holdings, a New York private-equity firm best known for buying troubled Japanese companies in need of turnaround help.

Ripplewood has praised Maytag's portfolio of brands and said it wants to work with Hake and his management team to "restore the luster" of the "legendary" company's earlier days, but offered little guidance to what comes next.

Maytag, founded in 1893 as a farm implement-maker, has been through numerous changes. It introduced its first washing machine in 1907--a hand-powered model made of wood--and followed up two years later with a power version known as the "Hired Girl," which drew its energy by being attached to a tractor engine.

Over the following decades, Maytag dropped its farm-equipment roots in favor of appliances, adding dryers, stoves, refrigerators and dishwashers to its product line.

By the 1980s, however, Maytag had developed a reputation as a somewhat sleepy company with an aversion to change. It was periodically rumored to be a buyout candidate.

European misstep

In 1989 it tried to augment its offerings and position itself as an international player by spending $1 billion to acquire Chicago Pacific Corp. The deal not only gave Maytag the well-performing Hoover floor-care business in the U.S. but also provided the company with its first appliance-production operations in Europe.

"The appliance world is changing, and it's important we look outside the U.S. for growth," an official said then.

But Maytag's international foray ended badly: After big operating losses and more than $100 million in writedowns, Maytag sold off the struggling European operations in 1993. Although its retreat from offshore markets drew kudos at the time, Maytag's strict domestic focus would prove problematic.

Under the leadership of Leonard Hadley, who served as CEO from 1993 through mid-1999, Maytag enjoyed a rebound. Hadley focused Maytag's brand toward the premium end of the market and spent heavily on development of the technically advanced Neptune washer, which proved a financial home run for the company.

Maytag briefly became a Wall Street favorite, and its long-dormant shares outgained those of Whirlpool and GE. Then in 1999, not long after Maytag shares peaked at more than $74, Hadley handed the top job at Maytag over to the successor he had been grooming for three years, one-time PepsiCo marketing executive Lloyd Ward.

Ward's tenure, which lasted only 15 months, proved troubled. Although he drew high marks for upgrading Maytag's marketing effort, he had the bad luck to be in the driver's seat at the company when negative industry trends that had been building for some time began to wreak havoc on the appliance-maker's earnings.

Those same troubles have continued to plague Hake, who was named CEO after directors pushed Ward out in 2000.

Appliance-industry profit margins have come under growing pressure as mass-merchant chain stores become more prominent players in appliance retailing. High-volume discount chains like Home Depot Inc., Lowe's Cos., Wal-Mart Stores Inc. and Best Buy Co. can move an impressive number of appliances, but, in contrast to the mom-and-pop appliance dealerships of the past, the chains routinely use their purchasing clout to squeeze lower prices from vendors.

Maytag was hurt this year, for example, when Best Buy opted to reduce the amount of floor space for Maytag appliances in order to give more room to fast-growing Asian competitors.

A flood of low-priced rivals has similarly battered profit at Maytag's premium Hoover brand.

In response to the margin pressures, Hake has hacked away at Maytag's cost structure, with mixed success.

Maytag also has substantially boosted the amount of components it obtains from overseas sources to about 35 percent.

And in a move that generated a huge amount of negative publicity, Hake last year closed Maytag's least-productive plant, a refrigerator factory in Galesburg, Ill., and transferred much of the unionized plant's production to a lower-cost plant the company built in Mexico.

Also last year, in a move that eliminated the jobs of more than a thousand white-collar Maytag workers, the company undertook a plan to cut annual costs by $150 million.

High-cost plants

Although Maytag has a number of plants in relatively low-cost regions of the U.S., investor ire has focused on the company's two remaining high-wage facilities: a laundry-equipment facility in Newton and a Hoover plant in North Canton, Ohio.

Ripplewood has given no indication of its plans for Maytag. But the pending ownership change is widely seen as a possible prelude to closure of the two costly plants or even more tumultuous changes.

While Maytag has been buffeted by the industry's travails, "Many of its problems are specific to the company, as opposed to industry-related," said B. Craig Hutson of the credit-analysis firm Gimme Credit.

Among other things, its pension plan is underfunded by $555 million, he noted, and the company, in an effort to focus on cash flow, has deferred capital expenditures and product-development spending it needs to stay competitive.

Ripplewood, Hutson predicted, "will face a very difficult task in putting Maytag back on solid footing."

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Company town blues
By Bill Glauber -staff reporter – Chicago Tribune
May 29, 2005

Maytag and the people of Newton, Iowa, have had a family-like relationship for more than a century. Half the town worked at the appliance-maker in the 1930s. That bond is fading with the company's decline and may be torn by uncertainties surrounding its planned sale.

NEWTON, Iowa -- Pat Harrison remembered simpler times in a company town, when the commute was a 10-block walk to the factory, when family and neighbors worked side by side, and when she wore sleeveless shirts even in the wintertime while stacking Maytag washer tubs hot off a conveyor line.

Harrison was a Maytag worker and proud of it, a small part of a close-knit business that transformed a modest Iowa city into America's washing-machine capital.

"We were family and we still feel connected to that family," said Harrison, 82, a great-grandmother who retired in 1983 and has seen two husbands, four children and a grandson all work at Maytag.

But the unbreakable ties of jobs passed down through generations, and a community's unshaken belief in a local firm, may no longer be quite as secure in the wake of the company's proposed sale announcement May 19.

Maytag Corp. announced plans to be taken private by an investor group led by New York-based Ripplewood Holdings LLC. Shareholders and regulators must approve the deal, valued at $1.13 billion in cash plus an assumption of $975 million in debt.

Despite months of uncertainty caused by a plunging stock price and stiff international competition, the deal shocked many in this city of 15,579 people tucked amid cornfields 30 miles east of Des Moines.

"I have no idea what is going to happen, and that is what worries me," Harrison said as she joined other Maytag retirees for morning coffee at the Midtown Cafe.

Maytag Chairman and Chief Executive Ralph Hake said that the corporate headquarters would remain in town as long as he's boss. Timothy Collins, CEO of Ripplewood, made a quick local appearance and said he planned no immediate changes. Maytag employs 18,000 people at 11 U.S. sites, plus four facilities in Mexico.

Still, people here are worried, fearing that well-paying manufacturing jobs could move outside the U.S., that links between city and company may erode.

"Newton will not lay down and die. We will find something, somewhere, to survive," said Ron Foreman, 61, a former police officer who sits on the City Council and owns a cabinetry shop.

Newton is about as close to a company town as a city can remain in modern America. The Maytag plant in Newton employs 1,340 workers represented by United Auto Workers Local 977, although employment has been nearly halved in recent years. Around 1,300 others work at the corporate headquarters.

The city maintains a prosperous feel, with newer subdivisions, fresh-painted homes, well-tended lawns and an imposing courthouse on the town square. Corporate headquarters is in the middle of the city. The factory complex is on the outskirts, surrounded by parking lots. The days of walking to work are long gone.

"It seems like small-town American began right here," said Randa Walker, who sells a full line of Maytag products at her appliance store just off the square. "This is the epitome of small-town America: people with decent jobs, decent benefits, just sort of doing things for each other."

There is more than a century of shared history between city and company. Maytag was more than a name, more than a firm that provided jobs, jobs that in the 1930s supported half the local population, then around 12,000.

Maytag was a family with roots deep in the city and the state of Iowa.

Frederick Louis Maytag co-founded a local firm that sold agricultural implements to farmers and then washing machines to housewives. Newton wouldn't be Newton without F.L. Maytag, who led the effort to pave roads and bring in electricity and an adequate water supply. Maytag money bankrolled a hospital, hotel and opera house.

During the 1920s, when workers flooded the city, the firm saw to it that homes were built at the rate of one every four days. Around 400 of these so-called Maytag Homes, modest bungalows with front porches, still stand, some in the neighborhoods where the bosses lived. There's a block of four around the corner from a Maytag family mansion.

Fred Maytag II presided over the firm's expansion during America's post-World War II boom, when all those new houses across America needed washing machines. Maytag was on the cutting edge with advertising in the TV age, too, with the Lonely Repairman awaiting a house call.

In many ways, the old Maytag values carried over long after the founding family stopped running the business.

"It was the best place to work--good factory, good benefits and decent wages," said Harrison, who has a warm smile and a firm handshake. At 19, during World War II, she worked at a Maytag plant helping produce aircraft parts. After the war, she left work and raised a family but returned to the plant in 1966 after the death of her first husband.

"I haven't worked there in 20 years," Harrison said. "Things have changed considerably. Looks to me that it has just gone downhill."

There's anxiety among workers at Newton's washer-dryer factory, which employed around 2,500 in 2002. Bitterness remains from a 2004 strike.

Don Sedlock, 45, who has worked 18 years at Maytag, said he fears that management will try to drive down wages.

"They'll want us to do the same job for $3 an hour," he said.

Workers say hard times may lie ahead, as U.S. manufacturing jobs are under threat from overseas competition. They see global forces weighing on the Newton facility, where workers earn an average of $17 an hour, plus benefits, according to local union president Ted Johnson. Added to the global competition is the proposed sale.

"This isn't just about Newton. It's about the country," Johnson said. "Without manufacturing jobs you have less people to pay taxes. How is our society supposed to run?"

Johnson, 42, with 19 years at Maytag, is optimistic that jobs can stay in Newton and the workers can continue to churn out washers and dryers.

"It's a good livelihood," he said. "We want people to start feeling good about coming to work at Maytag again."

There's a lot of anger at quitting time, though.

"Cut the threats, keep us informed and let us know our future," said James Pratt, 43. "I've worked 18 years here, and I should be able to know if I have a job here, or should I look elsewhere. What is going on?"

Eric Klingensmith, 33, the third generation of his family to work at Maytag, is more hopeful.

"I can't imagine Maytag without Newton," he said. "We all grew up on this."

Others, though, said those links have been frayed.

"People who ran the company were born and raised here and cared about the factory, the town, the people," said John Druyff, 51, who retired from the factory three years ago. "Now they brought in all these people from around the country. It's a dollar thing. They don't care about the town, the factory, the people."

Druyff said his son, Mike, was laid off from Maytag two years ago, and he advised him to return to college to study industrial maintenance and steam operations.

"Get out of these factories, get in a big federal office building, a big hospital," Druyff said he told his son. "They can't move those out of the country."

Still, there's hope Maytag can rebuild, and that Newton will be a central part of the effort.

Newton Mayor Chaz Allen, 35, is eager to hold on to Maytag's association with the city, eager to keep local jobs after "112 years of blood, sweat and tears put into all these Maytag products."

"Everyone talks about products being American-made," he said. "I think it's important that they're Newton-made."

Still, Allen talked of diversifying the local economy, luring smaller businesses and creating opportunities in tourism. Work is due to begin this year on a motor speedway complex on the eastern edge of the city. Within two years, there could be auto races on a 7/8th-of-a-mile oval.

Looking over the 226-acre parcel near Interstate 80, Allen sees the future for Newton. "We're going to turn cornfields into cement," he said.

Maytag at a glance

Headquarters Newton, Iowa
Chairman and CEO: Ralph Hake
Number of employees 18,000 worldwide, with 1,340 workers at the Newton plant
Net sales: $4.7 billion
Brands
 
Maytag, Hoover, Amana, Jenn-Air, Magic Chef, Admiral, Dixie-Narco, Dynasty and Jade Range
Founded 1893
Co.'s first washing machine 1907
Maytag Lonely Repairman campaign started in 1967

Source: www.maytag.com, Maytag Corp.

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Too many save too little to be retirement ready
John Lux, contributing editor for Your Money: A Weekly Guide to Personal Finance
Chicago Tribune
May 29, 2005

Most Americans are pretty sure they'll do just fine in retirement. The latest Retirement Confidence Survey, released in April, found that 65 percent of workers are either very confident or somewhat confident they'll have enough money to live comfortably in their retirement years. A lot of us are kidding ourselves. The survey by the non-partisan Employee Benefit Research Institute in Washington, D.C., reported that 20 percent of those who say they are very confident are not currently saving for retirement. And 37 percent of workers who have not saved a dime for retirement are somewhat confident they'll do all right.

The raw numbers are not encouraging. According to the Brookings Institution's Retirement Security Project, in 2001 half of all American households headed by people between 55 and 59 had less than $10,000 in sheltered retirement plans such as 401(k)s or IRAs.

Even if you take out the 36 percent of people who had no accounts at all, the median balance in these accounts was still only $50,000. While statistics show that more than 80 percent of eligible workers have balances in their company's plan, many of them are currently contributing little or nothing to their accounts on payday.

Why aren't we putting more away, especially in retirement plans that save us money upfront on income taxes?

"One of the big reasons is simply procrastination," according to Peter Marathas of Boston, partner in the law firm Mintz, Levin, Cohn, Ferris, Glovsky and Popeo. "They simply don't fill out the forms."

Marathas, who advises companies on employee benefits, said, "People don't see the benefit, especially if there is no employer match. But it's mystifying that they don't even if there is a match."

Opting out of your company's 401(k) wasn't so mystifying in the years when Social Security seemed really secure and most companies offered pension plans that didn't cost you a dime. But things are different now.

"Increasingly, the 401(k) is the only retirement vehicle sponsored by the employer, with pension plans and even medical plans being dispensed with," said Lori Lucas, director of participant research at benefits consultant Hewitt Associates in Lincolnshire. "So this is much more important."

Nobody denies that it takes discipline to save, but just about everyone agrees that saving in a tax-sheltered plan is the way to go. Here's why:

Free money. Most large companies and lots of smaller ones match all or part of an employee's 401(k) contribution up to a certain percentage of pay.

But don't expect a lot of generosity. "Because costs are so much higher today," Marathas said, "companies aren't devoting the resources to make these benefits as rich as they were."

To make sure a company isn't using its 401(k) merely to feather the nests of its top people, plans must pass the government's "top-heavy test," according to financial planner and certified public accountant Scott Coleman, of KRD Financial in Schaumburg.

A plan is considered top heavy if "highly compensated employees" (those making more than about $91,000 a year) collectively have more than 60 percent of total plan assets. The company has to even things out, either by giving contributions back to the highly compensated group (and creating some disgruntled employees), or increasing contributions for all employees.

When the employer is in violation of the top-heavy rules, a common corrective measure is for the company to make a non-elective contribution of at least 3 percent for all eligible employees (not just those participating in the plan). But Marathas said many employers are going to the new "safe-harbor plan," where they agree to contribute roughly 4 percent to every participant in the plan. But you've got to be contributing to the plan yourself to get in on the free money.

Immediate tax benefits. Neither the worker's nor employer's contribution is subject to income taxes until you take the money out after retirement.

Compound growth. If you keep retirement savings in a mutual fund outside a 401(k), you pay taxes each year on any increase in the fund's value, slowing the growth of your nest egg. The same money in a tax-deferred account grows faster, and because you may be in a lower tax bracket when you retire, you'll pay less tax when the time comes. To compare returns on taxed and tax-deferred investments, see the calculator at www.fincalc.com/INC(underscore)07.asp d=13377

Almost painless savings. The IRS says you can put up to $14,000 a year into your 401(k) in 2005, plus another $4,000 if you're over 50. But plans vary from company to company, and the rules may limit your contribution to a certain percentage of your pay. If you want to save more, see if your company will start a Roth 401(k), a new savings vehicle that beginning in January will let you put money you've already paid taxes on into a 401(k).

You aren't even seeing the money, so you don't feel deprived. And you'll be feeling downright smart as you watch your balance grow. "This works," Marathas said. "People start seeing statements, seeing a buildup, and participate even more."

Out of sight, out of mind works when you're just starting a job, but it also works at raise time. If you choose to put half your raise into the 401(k) you'll still see a little boost in your take-home pay. This is especially smart when a raise bumps you into a new tax bracket, the biggest surge coming at $58,101, from 15 percent to 25 percent.

The company must put your contribution into the fund no later than the 15th of the month after it's collected.

Stay vigilant once your money is in the plan.

"People forget it's their money," Marathas said. "A typical employee looks just once a year and then sometimes rebalances. But [401]k accounts are like any other investment: The rule of attention and the rule of diversity apply."

Your human resources department must give any plan member who asks a "summary plan description," which details eligibility, company contributions, distribution options, the plan provider and how to contact them.

The investment choices in the plan are key to how well it serves employees of all ages, and the trend is to outsource management of the plan and let workers divide their money among a variety of investments.

"The retirement-plan market is extremely competitive among different types of vendors, including insurance companies, mutual fund companies, payroll companies and CPA [certified public account] firms," Coleman said. "I often see employers taking a very simple approach by going with the lowest-cost provider in terms of direct dollars. But the compensation models in the 401(k) market are very complex.

"Knowing the differences between classes of mutual funds is important," he said, and "insurance companies often package their retirement plans within group annuities, which can present separate costs of their own."

And if costs are too high they can have a dramatic effect. "Just a couple of basis points can make a difference of tens of thousands of dollars on the back end," Marathas said.

He thinks employers should put the administration of the plan out to bid "every couple of years, particularly if the fees are coming out of the employee account."

SOME WAYS TO SAVE

1. Automatic enrollment plans capture reluctant investors

The sooner you start saving for retirement, the better chance you have of having a comfortable old age, but statistics show that only 45 percent of workers in their 20s participate in 401(k) plans.

Some in the industry and Congress think automatic enrollment is the answer.

Lori Lucas, director of participant research at Hewitt Associates in Lincolnshire, said, "Automatic enrollment dramatically improves participation by younger people."

Peter Marathas, a partner in the Mintz, Levin, Cohn, Ferris, Glovsky and Popeo law firm, said, "In the very first paycheck it sets the tone for how much you have to live on. For low- and middle-earners this is a real boon."

The follow-up to automatic enrollment, which might begin at 3 percent of compensation, is an automatic step-up of the contribution. While Lucas hasn't seen it happening much yet, she says the response has been positive.

"As their pay increases, [employees are] much less likely to opt out of the maximum at raise time. If they get a 3 percent pay increase and the contribution is upped by 1 percent," Lucas said, most people will go along. "Never underestimate the power of immediate gratification. The beauty of contribution escalation is all about inertia. People who do nothing at all can get to a robust place in their 401(k) with escalation. The same with lifestyle funds ... you've come close to a foolproof plan."

The key element of a lifestyle fund is that the allocation of assets changes as you get older. So without your doing anything, the fund manager might move you from a mix of 70 percent stocks and 30 percent bonds and cash at age 40, to 60-40 at age 50 and 35-65 at age 60.

Some employers are wary that automatic enrollment and step-up contributions violate state laws against unauthorized pay deductions. Rep. Rahm Emmanuel (D-Ill.) has introduced legislation to address the problem.

2. Lack a 401(k)? Tax benefits of IRA similar

If your company doesn't offer a 401(k) plan, you can get many of the same benefits with what the IRS calls an individual retirement arrangement, and the rest of us call an individual retirement account.

If you have earned income and are under age 70 1/2, you can contribute up to $4,000 ($4,500 if you're over 50) to an IRA in 2005.

If you are covered by any sort of retirement plan at work, the amount you can contribute to an IRA is reduced if you make more than $50,000 a year ($70,000 if married and filing jointly) and drops to zero when your income hits $60,000 ($80,000 for joint returns).

The rules get more complicated when one spouse is in a plan at work and the other has only an IRA. For details, go to the IRS Web site (www.irs.gov/pub/irs-pdf/p590.pdf) or call 1-800-829-3676 and ask for Publication 590.

3. Few qualify for low-income saver's tax credit

The retirement savings tax credit, also known as the saver's credit, which took effect in 2002, sounds like a great way to encourage lower-income workers to start contributing to 401(k)s and IRAs.

The program allows low-income workers to take part of their retirement savings contributions as a tax credit, which is much more valuable than a deduction.

The problem with the law, according to Bo Harmon of the Retirement Security Project at the Brookings Institution, is that the earning limits are set so low that very few people can take advantage of the credit because they don't owe enough in taxes.

A couple earning up to $30,000 a year and filing jointly, for example, will get a 50 percent credit on the first $2,000 they put into a retirement account in 2005. But if they make $30,100 the credit drops to 20 percent. At $32,501 it's 10 percent, and at $50,000 it's gone.

"If you're at the very bottom of the scale, you often have no tax liability and can't use the credit," Harmon said. "A little higher up the scale and the benefit disappears."

Of the 59 million tax filers with less than $30,000 a year in income in 2003, between 5 million and 6 million used the credit. But Harmon said only 43,000 got the full benefit because all the rest had tax liability of less than $1,000.

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Threat rises for outliving money - Fewer jobs offering traditional pension plans
Staff and Wire Reports – Ft. Myers, Fl News-Press
May 28, 2005

WASHINGTON ˜ The risk of outliving your money is on the rise.

Blame it on the creeping increase in longevity. The average life expectancy in the United States was up to 77.4 years in 2002, up from 77.2 the year before. At the same time, more than 41 percent of American families do not have retirement savings, according to the nonpartisan Employee Benefit Research Institute.

That means the monthly income guarantee from Social Security has become increasingly important at a time when President Bush is suggesting a reduction in future benefits to address the long-term funding shortfall. Experts say there are many reasons for the trend: a drop in the personal savings rate, fewer major employers offering traditional pensions, a plateau for participation in Individual Retirement Accounts, and a failure of 401(k)-type savings plans to capture wide participation.

Ominously, a growing number of major American corporations are pulling the plug on traditional pensions, from United Airlines to US Airways, Sears and IBM.

Curtis Miners, 75, of Estero, said he thinks companies are being disloyal to their workers. "You work all your life for a company, they should be able to do something for you for retirement," said Miners, who doesn't collect a pension.

Sears will curtail new benefits under its traditional pension plan after December for employees age 40 and older, offering them a more generous employer match in the 401(k) savings plan. Back in January, Sears cut off pension eligibility to younger employers and new hires, offering them the 401(k) instead. Likewise, IBM has been offering new hires only a 401(k) since Jan. 1 and not offering them enrollment in its controversial cash-balance pension plan that is embroiled in a federal age discrimination lawsuit.

United and US Airways are among a wave of financially troubled employers in the airline and steel industries that are attempting to, or have already severed, their responsibility for underfunded pension plans and turned them over to the federally chartered Pension Benefit Guaranty Corp.

"Traditional pension plans are basically on their way out," observed New York University economics professor Edward Wolff, who predicts in 20 years the only active employees with them will be government workers. Wolff and economist Christian Weller of the liberal-leaning Center for American Progress have released a new study arguing that the guaranteed income from Social Security has become more important to retirees in recent years.

Roger Williams, 62, of Punta Gorda Isles, is a 32-year employee of Delta Airlines who receives pension payments. He said the changing nature of the work force is helping to squeeze pensions out. "I'm part of a dying breed to spend that much time with one company," Williams said. "These kids out there now have to have a half-dozen titles with a half-dozen companies to try to get ahead. If I were just starting out now, I would get as many skills and as much experience as I could and, sooner or later, start my own business. That's the only way you can get ahead anymore."

Even among the millions of workers who have retirement savings plans such as 401(k)'s and Individual Retirement Accounts, there is a risk they will exhaust their savings by living longer than they anticipated.

And because of Social Security's increasing importance, the personal savings accounts proposed by President Bush would introduce a new level of risk for people who live to very advanced ages. The president frequently talks about owners of personal accounts leaving behind an inheritance for the next generation, but that probably won't happen to retirees who live into their 90s and beyond. "The only way you are going to leave money to your heirs in this context is if you die early," said Dallas Salisbury, president of the Employee Benefit Research Institute.

The average 30-year-old has a 50 percent chance of living past age 79 and the average 65-year-old has a 50 percent chance of living past age 83, according to the National Center for Health Statistics. Average life spans increase with age. The average 80-year-old has a 50-50 chance of living past age 89. President Bush hasn't spelled out the details of how people with personal savings accounts would be allowed to cash out their money, except that they would be protected from falling into poverty.

Defenders of Bush's approach say the government can't safeguard Americans from all adversity.

"We've got to get people into the mind-set that there's no guarantee we're going to take care of you, but we will give you mechanisms so you can accumulate the wealth to take care of yourself," said Sylvester Schieber, vice president of the employee benefits consulting firm Watson Wyatt Worldwide. Schieber, who was interviewed during a recent roundtable on Bush's proposal at the Treasury Department, also stressed that people with the lowest incomes would be protected.

"We're talking about still having a very fundamental platform of Social Security benefits, and we're talking about people having a mechanism for people to accumulate some wealth over and above that," Schieber said. "Everybody. Not just people who are covered by pensions." Rep. Bill Thomas, R-Calif., chairman of the House Ways and Means Committee, said recently his panel may try to create a new type of retirement savings plan where employees and employers make 401(k)-style contributions, but the retirement income is paid out with a lifetime guarantee like a traditional pension.

"There's no reason why you can't reinvent," said Thomas.

The House Committee on Education and the Workforce also is working on a retirement savings package that will be unveiled in June. ˜ The News-Press staff writer Tim Engstrom contributed to this report.

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Kmart a winning bet for financier
Investor magazine ranks Lampert No. 1
By Becky Yerak, staff reporter - Chicago Tribune
Bloomberg News contributed to this article
May 28, 1005

Edward Lampert, who bought Kmart out of bankruptcy, nursed it back to health and then engineered its $12 billion acquisition of Sears, Roebuck and Co. in March, was the world's most highly paid hedge fund manager last year, according to Institutional Investor's Alpha magazine.

The Greenwich, Conn., financier earned an estimated $1.02 billion in 2004, making him the first to crack the $1 billion mark, the magazine said Friday.

Meanwhile, the average income for the 25 top hedge fund managers in 2004 rose 21 percent to $251 million.

By comparison, the CEO of a typical top-500 U.S. company made $10 million last year.

Lampert, a Yale graduate, moved up from fourth place on the magazine's previous list, which put his earnings at $420 million in 2003. His fund returned 69 percent last year, largely due to his Kmart stake more than tripling in value as investors rode Lampert's coattails and bet that Kmart was sitting on valuable real estate.

Knocked from the top perch was George Soros, 74, who earned $750 million in 2003.

Soros slipped to sixth place in 2004, earning $305 million, the report said.

As chairman of ESL Investments Inc., Lampert, 42, had been chairman and majority investor of Kmart.

The Troy, Mich., chain lost market share in its stores but improved profits and saw its stock price skyrocket.

Lampert also had been a longtime owner of about 15 percent of Sears. The two retailers announced plans to merge in November, and the deal was completed in March, forming Sears Holdings Corp.

Now chairman and 40 percent owner of the nation's third-biggest retailer, Lampert has wasted no time cutting jobs and other spending, as well as looking for new ways to generate more revenue by adding exclusive Sears products to select Kmart stores.

A different kind of Sears
"Sears Holdings will be a different type of company than Sears Roebuck has been," Sears Roebuck Chief Executive Officer Alan Lacy told Sears workers in a March town hall meeting.

"We have a 40 percent shareholder in Eddie Lampert. The subjectivity of what creates shareholder value won't be very subjective because Eddie is a brilliant investor.

"His track record is better than Buffett's," Lacy said, referring to Berkshire Hathaway's legendary Warren Buffett.

Sears stock holds gains
Sears Holdings' stock closed about 1.2 percent higher Friday to $149.20, just short of its highest close of $149.63.Following Lampert on the magazine's list was James Simons of Renaissance Technologies Corp. Simons, 67, made $670 million last year.

Alpha's formula for determining managers' earnings was based on two key factors: share of the fees generated by the funds they managed, and gains on their own capital in the funds.

Moneymaking managers
The 10 hedge fund managers with the highest pay:

1. Edward Lampert $1.02 billion ESL Investments
2. James Simons $670 million Renaissance Technologies
3. Bruce Kovner $550 million Caxton Associates
4. Steven Cohen $450 million SAC Capital Advisors
5. David Tepper $420 million Appaloosa Management
6. George Soros $305 million Soros Fund Management
7. Paul Tudor Jones $300 million Tudor Investment
8. Kenneth Griffin $240 million Citadel Investment
9. Raymond Dalio $225 million Bridgewater Associates
10. Israel Englander $205 million Millennium Partners

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Hedge-fund manager's pay tops $1B
ESL Investments chief unseats Soros in latest survey
By Kathie O'Donnell - MARKET WATCH
May 2 7, 2005

BOSTON (MarketWatch) -- Move over, George Soros. Edward Lampert of ESL Investments was the world's highest-paid hedge-fund manager last year -- earning an estimated $1.02 billion -- and the first to crack the billion-dollar mark in the history of a survey released Friday.

Lampert, chairman of Greenwich, Conn.-based ESL, was the mastermind behind Kmart Holding Corp.'s $11 billion blockbuster deal to buy Sears Roebuck and Co., which created the country's third-largest retailer, now called Sears Holdings Corp. . He is the company's largest shareholder, through ESL.

Soros, the No. 1 earner in last year's survey, with $750 million, slipped to sixth place, earning $305 million in 2004, according to a ranking by Institutional Investor's Alpha magazine of the world's highest-paid hedge-fund managers.

"Lampert, the first to crack the $1 billion mark in our 4-year-old survey, was hardly the only hedge-fund manager to break the bank despite decidedly lackluster returns for hedge funds as a group," New York-based Institutional Investor said in a release.

James Simons of Renaissance Technologies Corp. ranked second at $670 million, followed by Bruce Kovner of Caxton Associates at $550 million. Steven Cohen of SAC Capital Advisors earned $450 million and David Tepper of Appaloosa Management earned $420 million to round out the top five.

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Sears Tries Out Craftsman in Kmart Stores
By Becky Yerak - staff reporter – Chicago Tribune
May 27, 2005

Sears Holdings Corp. will test gift displays of Craftsman tools in 365 Kmart stores, the first broad rollout of an exclusive brand in its new retail sibling.

When Hoffman Estates-based Sears, Roebuck and Co. merged with Kmart Holding Corp. in March, the retailers said they'd share proprietary brands.

Sears said it will add about 10 Craftsman products--including a laser level, a ruler, a floor jack, a cordless screwdriver and a device that removes broken screws--to 365 Kmart stores in time for Father's Day.

"We're testing a Craftsman gift display," said specialty marketing director Toure Claiborne.

Last month, a Kmart in Norridge became one of nine U.S. stores to carry extensive lines of Kenmore appliances and Craftsman tools, previously carried only at Sears.

In March, Sears also cited opportunities to carry its proprietary DieHard battery line in an additional 1,500 stores.

Separately Thursday, Sears renewed its sponsorship of the NASCAR Craftsman Truck Series for five years.

Terms weren't disclosed, but IEG Marketing Newsletter valued the deal at $4 million a year, Bloomberg News reported.

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Sears revs up Craftsman, NASCAR pairing
By Sandra Guy - Business Reporter – Chicago Sun-Times
May 27, 2005

Sears will showcase its Craftsman tools' partnership with NASCAR at 300 Kmart stores, further boosting the retailer's efforts to attract more male shoppers.

The Kmart stores will feature a display of Craftsman tools as Father's Day gifts in the stores' lawn-and-garden departments.

Local Kmart stores participating in the gift-display test are in Chicago and suburban Homewood, New Lenox, Norridge, Oak Lawn, Round Lake Beach, Tinley Park and Zion, and in Portage, Ind.

The displays are a prelude to a bigger push to showcase Sears' title sponsorship, through its Craftsman brand, of the NASCAR Craftsman Truck Series.

Sears announced Thursday that it had renewed its title sponsorship of the pickup-truck races, and reupped the status of Craftsman as the "official tools" of NASCAR.
The Father's Day gift test will give Sears the data it needs to determine whether the Craftsman promotions should be expanded to more than the initial 300 Kmart stores, said Toure Claiborne, Sears' director of specialty marketing.

Sears stores take an inconsistent approach to displaying the Craftsman-NASCAR tie-in, Claiborne said.

The new, stepped-up effort will impose a standard way of packaging, displaying and advertising the relationship, both in Sears stores and in select Kmart stores.

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Morgan Stanley's Discover signs Chinese deal
By Belinda Goldsmith - Reuters
May 26, 2005

NEW YORK, May 26 (Reuters) - Morgan Stanley's Discover credit card unit said on Thursday it had struck a deal with a Chinese bank card group giving it a foothold in China as it dresses up to be spun off by the Wall Street bank.

In its first major international foray, Discover Financial Services Inc. signed an agreement with China UnionPay, China's only national bank card association, for Discover cards to be accepted at its automated teller machines (ATM) and point-of-sale terminals.

In return, China UnionPay cards will be accepted on Discover's Pulse ATM and debit card network, with talks ongoing to extend the alliance to the larger Discover Network. Discover receives a fee for transactions processed on its network.

Discover, the U.S.' No. 7 credit-card issuer, did not give the financial terms of the deal, which it described as "long-term," nor the likely impact on volumes, stressing it was a strategic move as it focuses on its independent future.

Roger Hochschild, Discover's president and chief operating officer, said the agreement gave Discover the broadest acceptance in China, above rivals Visa, Mastercard and American Express.

"From a network standpoint, in China there is nothing better to be had (than China UnionPay)," Hochschild told Reuters in an interview, adding that Discover had 50 million card members, while China UnionPay had 800 million cards.

Hochschild said it would take some time to implement the agreement with no start date yet finalized, but it would be ready well in advance of the 2008 Olympics in China.

Analysts said the alliance was an important international step for Discover whose cards are at present only accepted outside the United States in the Caribbean, Mexico and Canada. Discover's cards are not accepted in Europe.

Morgan Stanley in April signaled it would spin off Illinois-based Discover Financial, which owns the Discover Network and Pulse ATM and debit card network, within six months to placate investors unhappy with the bank's returns.

David Robertson, publisher of The Nilson Report, which tracks the credit card industry, said the deal was probably more beneficial for China UnionPay currently than Discover as there are few points of sale in China accepting card payments.

"But it reminds investors that there is upside potential and it will grow over time inevitably. It is not a plug in play because ubiquity does not exist in China now," said Robertson.

The Discover credit card unit -- which deals directly with consumers unlike banks that issue credit cards managed by associations like Visa and MasterCard -- is expected to raise over $10 billion, but it could be spun off in stock.

Discover's Pulse network, acquired last November, serves more than 4,100 banks, credit unions and savings institutions while its Discover Network involves more than 4 million merchant and cash access locations.

China UnionPay began expanding internationally last year with its cards now accepted in Hong Kong, Macao, Singapore, Thailand and South Korea.

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City Stores Accused of Overcharging
Dorothy Tucker reports - CBS 2 Chicago WBBM-TV
May 26, 2005

The city of Chicago is cracking down on hardware stores and home and garden centers, accused of a number of violations, including overcharging customers.

Undercover investigators went shopping and filled their baskets with lots of problems.

CBS 2's Dorothy Tucker shows you what to look out for so you don't get ripped off.

Sears, Kmart, Menards, Ace, these are just some of the major stores accused of overcharging customers.

City investigators allegedly caught the stores during a month-long investigation when they posed as shoppers and visited 73 stores.

“They targeted items that were on sale and they went to scan , they found they were being overcharged, items not properly marked or they did not get a receipt,” said Norma Reyes, commissioner with the Department of Consumer Affairs.

Reyes says the overcharges ranged from 4 cents to $40. The Ace Hardware on Sheridan has the $40 charge. A jar of odor absorber gel was priced at $4.49, but the undercover shopper was charged $44.49.

“What happened was my cashier made a mistake. She had a bunch of stuff to ring up and she made a mistake, that's it,” said an Ace employee.

At another Ace Hardware downtown, investigators reported being overcharged $2 for trash bags. Managers declined to talk.

But at the Ace on Orleans, the manager blamed three overcharges totaling $6.50 on a computer problem.

“We have a computer system that's tied into both stores and that's the only reason that happened,” said store manager Les Melnick.

Managers from other stores also had explanations for the overcharges, from human error to computer glitches.

“It's either sloppy business practice or intentional. If intentional, we will put you out of business in the city,” Reyes said.

We did talk to the spokesmen for the major stores. The Sears spokesman pointed out that the company makes millions of price changes every month and sometimes mistakes do happen. He said it wasn't intentional.

Menard's blamed its price differences on store clerks who forgot to remove a sales sign, even though the sale had ended.

And at Kmart, the spokesman said he was disappointed inspectors had experienced an incorrect charge and he apologized for any inconvenience.

All the store managers will have a chance to explain what happened at a hearing next month.

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Corporate Pensions Going Away As Old Firms Decline, Struggle
By Marilyn Alva – Investors Business Daily
May 25, 2005

Over the last 20 years, corporate pension plans have undergone a slow but sure death.

Now, as United Airlines prepares to dump its pension obligations on the federal government in the largest default in U.S. history, it looks like the last curtain is about to fall on traditional pension programs.

Only 20% of the work force still participates in defined benefit plans "where you get a pension check for life after you retire"  vs. about 40% in the mid-'80s.

Of the 30,000 defined benefit plans left, down from 112,000 in 1985, many are in declining, old-line industries. In contrast, about 700,000 401(k) tax-sheltered savings plans are offered by new and old economy companies.

The government estimates that defined-benefit programs are underfunded by $450 billion.

Of that underfunding, $96 billion is at companies with junk bond ratings. That's up from $34 billion in 2002 and $4 billion in 2000.

"The majority of plan sponsors of defined-benefit plans have underfunded pension plans at this time," said Kevin Wagner, retirement practice leader at Watson Wyatt Worldwide.

Since many of those plan sponsors are financially healthy, their funding obligations will not materially impact their business, he said.

"However, for companies in financial distress, the additional funding requirement may very well be the straw that breaks the proverbial camel's back," Wagner said.

Manufacturers and transportation firms remain those most likely to end their pension plans.

General Motors and Ford debt has recently been downgraded to junk. Delta Airlines has said it may follow United into bankruptcy.

Watchers worry those American institutions might follow former steel giants such as Bethlehem and bygone legacy airlines such as Eastern and turn their pensions over to the Pension Benefit Guaranty Corp. The government insurer will take over United's nearly $10 billion underfunded pension plan.

In 2004, nearly 200 underfunded pension plans were turned over to the PBGC, the most since 1990, when it started counting.

Those moves affected 147,500 workers in 2004. United's four pension plans hit more than 120,000.

When the PBGC takes over pension plans, benefits are often reduced due to legal limits. Of United's underfunded $9.8 billion, just $6.6 billion is guaranteed.

Even so, the PBGC estimates it has a $23 billion deficit, including United. It's backing Bush administration pension reforms, including hiking employers' pension insurance premiums to the agency.

Other recently introduced legislation aims to extend the time airlines can finance their underfunded pensions. Airlines would have to freeze their pension plans and replace future benefits with 401(k)s.

Pension reform isn't likely to stop the steady decline in traditional pension plans, experts said. In fact, higher premiums might push some employers to phase out pensions.

"From 1994 to 2004, half of the defined benefit plans terminated. The vast majority of those plans were well-funded," said James Klein, head of the American Benefits Council.

Those terminations don't include scores of plans frozen or closed to new hires. Such moves can be a precursor to outright termination.

Phasing Out Pensions

Sears Holdings recently told employees it'll cease further accruals to its pension plans after Dec. 31, 2005. Retirees won't be affected.

IBM and Motorola this year stopped offering new hires traditional pensions. IBM had already watered down pension plans for current staff. Avaya stopped accruals to its pension plan at the start of 2004.

"Once large employers no longer cover new hires, it's a matter of time before these plans shrink away," said Sheldon Gamzon, a principal at PricewaterhouseCoopers. Other firms will soon follow suit, he says.

Companies are required by law to kick in money to their pension plans to make up for any shortfalls.

In a rising stock market, that wasn't a problem. Many firms didn't even need to bolster their pension funds in the go-go '90s.

In a down market, even a healthy company might have to make up for the shortfall.

One problem pension consultants see is that companies must use unrealistic interest rates to determine future pension liabilities. Most assume a modest 5.5% return on assets.

"Most pension plans have every reason to expect that their long-term investment return will be 8% or higher," Gamzon said, noting 60% to 70% of pension portfolios are invested in equities.

"If one substituted an 8% rate for the 5.5% rate used, most pension plans would find themselves 90% to over 100% funded," Gamzon said.

"Through the '90s, companies weren't troubled much by (accounting rules) because they were earning pension (asset) returns from 15% to 20% per year," he added.

"But now when returns are significantly below the 1990s, this is becoming a lot more painful," he said. "We're being forced to use low interest rates that don't reflect the long-term expectations of the assets."

The defined-benefit system "is in more dire straits" than Social Security, PBGC executive director Bradley Belt has said.

While Social Security is moving toward a two-to-one worker to retiree ratio, the pension system has just one active employee for each retired or deferred-vested worker, he said.

GM has 2.5 retirees for every current worker. Firms typically replace pensions with enhanced 401(k)s. Avaya decided to chip in 2% of employees' salaries, even for workers who didn't put anything into a 401(k) plan. Avaya also raised its match for workers who do.

Employers say they're offering 401(k) plans because workers job hop rather than stay with one firm.

Competition is a big factor too. Legacy airlines face low-cost rivals without the same pension burdens.

In the 1990s, big U.S. steel companies with heavy pension obligations buckled under to global competition, including lean U.S. minimills.

Many new tech firms never offered defined benefit plans. So big techs with old-model pensions have trimmed back to stay competitive.

"A lot of technology companies offered enhanced 401(k) plans. So we wanted to be as attractive to newer workers as our competitors," said Avaya spokesperson Lynn Newman.

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China, New Land of Shoppers, Builds Malls on Gigantic Scale
By David Barboza – New York Times
May 25, 2005

DONGGUAN, China - After construction workers finish plastering a replica of the Arc de Triomphe and buffing the imitation streets of Hollywood, Paris and Amsterdam, a giant new shopping theme park here will proclaim itself the world's largest shopping mall.

The South China Mall - a jumble of Disneyland and Las Vegas, a shoppers' version of paradise and hell all wrapped in one - will be nearly three times the size of the massive Mall of America in Minnesota. It is part of yet another astonishing new consequence of the quarter-century economic boom here: the great malls of China.

Not long ago, shopping in China consisted mostly of lining up to entreat surly clerks to accept cash in exchange for ugly merchandise that did not fit. But now, Chinese have started to embrace America's modern "shop till you drop" ethos and are in the midst of a buy-at-the-mall frenzy.

Already, four shopping malls in China are larger than the Mall of America. Two, including the South China Mall, are bigger than the West Edmonton Mall in Alberta, which just surrendered its status as the world's largest to an enormous retail center in Beijing. And by 2010, China is expected to be home to at least 7 of the world's 10 largest malls.

Chinese are swarming into malls, which usually have many levels that rise up rather than out in the sprawling two-level style typical in much of the United States. Chinese consumers arrive by bus and train, and growing numbers are driving there. On busy days, one mall in the southern city of Guangzhou attracts about 600,000 shoppers.

For years, the Chinese missed out on the fruits of their labor, stitching shoes, purses or dresses that were exported around the world. Now, China's growing consumerism means that its people may be a step or two closer to buying the billion Cokes, Revlon lipsticks, Kodak cameras and the like that foreign companies have long dreamed they could sell.

"Forget the idea that consumers in China don't have enough money to spend," said David Hand, a real estate and retailing expert at Jones Lang LaSalle in Beijing. "There are people with a lot of money here. And that's driving the development of these shopping malls."

For sale are a wide range of consumer favorites - cellphones, DVD players, jeans, sofas and closets to assemble yourself. There is food from many regions of China and franchises with familiar names - KFC, McDonald's and IMAX theaters. Stores without Western pedigree sell Gucci and Louis Vuitton goods. While peasants and poor workers may only window-shop, they have joined a regular pilgrimage to the mall that has set builders and developers afire. The developers are spending billions of dollars to create these supersize shopping centers in the country's fastest-growing cities - betting that a nation of savers is on the verge of also becoming a nation of tireless shoppers.

For the moment, the world's biggest mall is the six-million-square-foot Golden Resources Mall, which opened last October in northwestern Beijing. It has already sparked envy and competitive ambition among the world's big mall builders, who outwardly scoff at the Chinese ascent to mall-dom, even as they plot their own path to build on such scale in China.

How big is six million square feet? That mall, which is expected to cost $1.3 billion when completed, spans the length of six football fields and easily exceeds the floor space of the Pentagon, which at 3.7 million square feet is the world's largest office building. It is a single, colossal five-story building - with rows and rows of shops stacked on top of more rows and rows of shops - so large that it is hard to navigate among the 1,000 stores and the thousands of shoppers.

The shopping-mall building spree, like much economic activity in China these days, is so aggressive that some economists and officials have started to worry that it may be another sign of an overheated economy, and that the country's building frenzy may be lurching toward a fall.

So far, though, there is no end in sight - and no evidence that China's long boom is likely to suffer anything more than a modest slowdown.

"These shopping centers are just huge," said Radha Chadha, who runs Chadha Strategy Consulting in Hong Kong, which tracks shopping malls and the sales of luxury goods in Asia. "China likes to do things big. They like to make an impact."

Retail sales in China have jumped nearly 50 percent in the last four years, as measured by the nation's biggest retailers, government data says. And with rising incomes, Chinese are spending their money on shoes, bags, clothing and even theme-park-style rides.

"We like this place a lot," said Ruth Tong, 27, an early visitor to the South China Mall here in Dongguan with her husband and 5-year-old son. "They have a lot of fun things to do. They have shopping and even rides. So we like it and yes, we'll come back again."

The central government recently ordered state-controlled banks to tighten lending to huge shopping mall projects. But that has not yet tempered the plans of aggressive developers and local government officials for transforming vast tracts of land into huge shopping centers.

After all, the demand is certainly growing. Income per person in China has reached the equivalent of about $1,100 a year, up 50 percent since 2000.

China is still a land of disparity, though it has a growing middle class that has swelled to as many as 70 million.

And as the country rapidly urbanizes and modernizes, open-air food markets and old department stores are being replaced by giant supermarkets and big-box retailers.

Ikea and Carrefour, the French supermarket chain, are mobbed with customers. And China's increasingly affluent young people are adopting the American teenager's habit of hanging out at the mall.

Big enclosed shopping malls, which came of age in America in the late 1970's and Europe in the late 80's, are sprouting up all over China. According to retail analysts, more than 400 large malls have been built in China in the last six years.

And at a time when the biggest malls under construction in the United States measure about a million square feet, developers here are creating malls that are six, seven and eight million square feet.

The current titleholder, the Golden Resources Mall, where 20,000 employees work, is the creation of Huang Rulun, an entrepreneur who made a fortune selling real estate in coastal Fujian Province. Six years ago, Mr. Huang acquired a 440-acre tract of land outside Beijing to create a virtual satellite city, which will soon have 110 new apartment buildings, along with schools and offices planted like potted trees around his neon-lighted mall.

Perhaps the most aggressive mall building is taking place in Guangdong Province in the south, the seat of China's flourishing Pearl River Delta region. In January, more than 400,000 people showed up in the principal city, Guangzhou, for the opening of the Grandview Mall, which also calls itself the world's largest mall, with three million square feet. It even says it has the tallest indoor fountain.

Exactly who has the world's largest shopping mall appears to be in dispute. Some Chinese malls claim the largest floor size; others count leased space. Still others say that what counts is that there is only one roof.

Indeed, the Triple Five Group, which owns the Mall of America (2.5 million square feet of leased shopping space) and the West Edmonton Mall in Canada (3.2 million square feet), has not conceded defeat.

"They are just shops, like a bazaar in the Middle East," Nader Ghermezian, one of the company's principals, said dismissively - and mistakenly - about the Golden Resources Mall, which is under one roof. "They shouldn't be considered. We are still the largest in the world."

But that raises another question: Are the malls in this country too big?

"It's not so easy to shop at these locations," Mr. Hand of Jones Lang LaSalle said. "Most shopping centers survive on repeat customers. To go to a shopping mall so big and so congested, it may be difficult to have repeat customers."

The developers beg to differ.

"Shopping malls are a new concept in China, and we are trying to find our own way to do it," said Cai Xunshan, vice president of the Golden Resources Mall. "We don't think we can just copy the format from the U.S."

In Dongguan, the developers of the South China Mall say they traveled around the world for two years in search of the right model. The result is a $400 million fantasy land: 150 acres of palm-tree-lined shopping plazas, theme parks, hotels, water fountains, pyramids, bridges and giant windmills. Trying to exceed even some of the over-the-top casino extravaganzas in Las Vegas, it has a 1.3-mile artificial river circling the complex, which includes districts modeled on the world's seven "famous water cities," and an 85-foot replica of the Arc de Triomphe.

"We have outstanding architecture from around the world," Tong Rui, vice chief executive at Sanyuan Yinhui Investment and Development, the mall's developer, said as he toured a section modeled on Paris. "You can't see this architecture anywhere else in shopping malls."

Hu Guirong, the man behind the development, made his fortune selling noodles and biscuits in China. His aides say he built his mall in Dongguan, a fast-growing city whose population is estimated as high as eight million, with one of the highest car-to-household ratios in the country, because it is situated at a crossroads of two bustling South China metropolises, Shenzhen and Guangzhou.

"We wanted to do something groundbreaking," Mr. Tong said, referring to his boss. "We wanted to leave our mark on history."

But just to keep a seven-million-square-foot shopping center from looking deserted, some retailing specialists say, requires 50,000 to 70,000 visitors a day.

Officials of the South China Mall say they will easily surpass those figures.

But before the mall is fully open, the Triple Five Group is working to reclaim the world title, with three megamalls in the planning stages that will expand its operations from its base in North America into China.

Two of them, the Mall of China and the Triple Five Wenzhou Mall, are each projected to be 10 million square feet.

"You'll see," Mr. Ghermezian of Triple Five said. "We are also expanding the Mall of America. There's going to be a Phase 2."

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Investors optimistic about Sears since Kmart takeover
By Sandra Guy, Business Reporter – Chicago Sun-Times
May 25, 2005

Investors are staking their bets on a turnaround at Sears Holdings Corp., as evidenced by the stock's 13.6 percent climb since Kmart took over Sears two months ago.

Meanwhile, Sears will close three Chicago area hardware stores, and has pared to two from three the number of suburban Kmart stores to be converted into Sears Essentials stores, a convenience-store-like format.

Investors anticipate that hedge fund manager Edward S. Lampert, Sears' chairman and major shareholder, will continue cutting jobs and expenses, selling off assets and closing unprofitable stores, said John Dorfman, president of Dorfman Investments, a value-oriented investment management firm in Newton Centre, Mass.

Dorfman said he would advise investors to wait until Sears' stock drops before they buy it.

Dorfman considers Sears' stock price, $149.63 at Tuesday's close, too rich.

"It's trading at 29 times earnings for the past four quarters, and 23 times earnings for the fiscal year," he said. "It's a fairly optimistic valuation."

Dorfman believes a combined Sears-Kmart will attract mid-market shoppers, but it won't be an easy marketing sell. "I would be more interested in Sears' stock when it hits a bump," he said.
Another analyst, Richard Hastings of Bernard Sands, said Sears' stock is helped by big hedge-fund investors who look for the same kind of value as Lampert -- slashing expenses while building cash.

Already, Sears has lopped off hundreds -- estimates run to 1,300 -- jobs at its Hoffman Estates headquarters.

Sears confirmed on Tuesday that it will close Sears Hardware stores in south suburban Lansing, northwest suburban Rolling Meadows and west suburban Montgomery, near Aurora, as soon as liquidation sales are complete.

A Sears spokesman said the stores are closing because their leases are expiring, and the decision had nothing to do with Kmart's takeover on March 24.

In April, Sears canceled plans to turn a Kmart in Crestwood into a new Sears Essentials store, which sells everything from hair spray to soda pop under the same roof as Craftsman tools, Apostrophe women's clothing and, likely, Martha Stewart home furnishings.

Sears now plans to convert a Kmart in Palatine to a Sears Essentials for a June 18 opening, and transform a Kmart in southwest suburban Homer Glen for an Aug. 20 opening.

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Keeping Tabs on Your Pension
By Lorene Yue - staff reporter – Chicago Tribune
May 21, 2005

Data on a plan's health is available if you know where to look;
deciphering it not easy

United Airlines' move to terminate its union pension plans was the biggest pension default to date, but it's unlikely to be the last.

Other airlines are said to be eyeing the idea, and there are worries that automakers may not be far behind. The Pension Benefit Guaranty Corp., which picks up payments for failed plans, estimates that America's pension funds are short by about $450 billion.

That probably leaves you wondering how your plan is doing.

There are ways to keep tabs on a pension plan, but the information may be tough to decipher.

"It's a difficult thing for an individual to diagnose the health of a pension plan because there are different ways to evaluate it," said Daniel Ishac, a retirement consultant for human resources firm Watson Wyatt in Chicago.

But getting the raw data is a good first step.

Where to look

Here are the reports that must be made available to employees:

- Summary plan description: Provided automatically within 90 days of joining a pension program, or when you ask human resources for a copy. This document details what the plan provides and how it operates.

- Form 5500 and the accompanying Schedule B: This is the form pension and welfare benefit plans generally are required to file annually with the Department of Labor to report on their financial condition, investments and operations. You can get copies at www.freeerisa.com, after registering for free. When you look online, make sure you have your specific plan name, as some companies have many. If the most recent form isn't online, ask human resources for the report; they should give it to you

Once you get the filing, look on Schedule B to check entries for current assets and accrued liability. Ideally, the assets should be the larger of the two numbers.

- Annual reports: Companies are required to disclose pension plan assets and obligations in a footnote of their annual reports, so scan the fine print until you find it. Also, look in the management discussion and analysis section for any news or updates.

- Summary annual report: This is distributed every year to plan participants or provided upon request. It should contain basic information, such as total assets in the plan, but often doesn't cover much else, including shortfalls. "Most people don't read it, and to tell you the truth, it is not a helpful document," Ishac said.

- Report to government insurers: Each year, by April 15, companies with plans that are more than $50 million underfunded are required to file a report calculating the cost to terminate the pension plan, but it's not available to the public. The Bush administration may change that, said PBGC chief Bradley Belt.

What you can do

You can try to raise the issue with management, at annual meetings or in the media, to put pressure on the company. But if that doesn't work, it doesn't put any money in the bank.

If you find your plan is underfunded, you may want to step up other savings. There's not much an employee of a financially struggling company can do when there's a serious shortfall in pension program funding.

When to worry

When a company can't pay its pension obligations, the PBGC steps in. The quasi-government agency acts as a safety net for failing pension plans, taking them over and continuing pension payments--to a point.

For workers in plans that were terminated in 2005, the agency will pay those who retire at age 65 up to $3,801.14 a month. The amount decreases for early retirees and increases for those who work beyond 65.

The agency estimates that 90 percent of the participants in plans it takes over see no reduction in benefits. But those who were promised higher payments, like many United workers, see reductions in their monthly payments.

If you wouldn't receive more than $3,801 a month, you don't have much to worry about unless Congress makes major changes at the PBGC, which is a possibility. The agency, which is funded by pension plan sponsors, ended last year with a record $23.3 billion deficit. It will assume $6.6 billion in liabilities from United.

"Know how much your pension benefit is worth," said Nevin Adams, editor of Plan Sponsor magazine, which follows the retirement industry. "If you're under the PBGC threshold, you're covered."

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Overhaul puts JCPenney on track
By Mark Albriight – Staff Writer – St. Petersburg Times
May 21, 2005

With lots of cash, distracted weakened competition and a new direction, the company seems poised to flourish.

PLANO, Texas - A lot has changed at J.C. Penney Co. in the past year.

The department store giant was caught up in the angst, turmoil and big losses of unraveling its ill-fated Eckerd Drug venture last May while assuring impatient shareholders that its own comeback was well under way.

When shareholders gathered for the company's annual meeting here Friday, however, Eckerd was somebody else's problem, the chain was sitting on a mountain of cash and the new management team predicted department store industry turmoil will start working to JCPenney's advantage.

Indeed the big players in the moderately-price apparel world are facing some very unsettling distractions.

Kmart and Sears Roebuck and Co. are in the painful throes of making their once-improbable merger work. Federated Department Stores Inc., which owns Macy's, is swallowing its biggest rival May Department Stores Inc. Saks Inc, which operates a dozen chains, is casting off less profitable divisions and is knee-deep in an SEC-inspired accounting probe that cost the brother of chairman and CEO Brad Martin his job.

Against that backdrop JCPenney, which has spent the past four years overhauling the way it does business, has comparatively clear sailing. The chain also is armed with $4.7-billion in cash and in the past year bought back $2.1-billion in outstanding shares and retired $1.7-billion in debt.

The company plans to spend $2.4-billion renovating stores and accelerating the pace of store construction by a factor of four over the next five years.

"We see all this industry turmoil as a tremendous opportunity," said Myron Ullman, a veteran retailing executive who took over as chief executive a few months ago. "It gives us an opening to become the preferred shopping choice of Middle America."

Ullman, whose mobility has been restricted by a spinal injury, scoots around the company's sprawling marble-floored headquarters on his a two-wheeled Segway. But that has hardly slowed this well seasoned retail executive. He ran R.H. Macy & Co., then the world's biggest chain of Duty Free Shops and most recently was group director at the luxury house LVMH Moet Hennessy Louis Vuitton.

But Ullman promises not to take JCPenney upscale while making the chain's once-dowdy apparel offering more fashionable at a sharp price.

He hopes a steady drumbeat of advertising and compelling merchandise will "make an emotional connection" with shoppers age 35 to 54 in households with $35,000 to $85,000 annual income.

Long-term shareholders who have been on a wild roller coaster ride the past few years like what they heard.

Adding credence was a runup in JCPenney's stock price, which soared 60 percent in the past year. Penney shares closed Friday at $50.67, down 43 cents, on the New York Stock Exchange.

While most of the runup is a result of the company's improved performance, some of it was triggered by takeover speculation drawn to that unspent cash in Penney's bank account. Industry trade papers have been rife with rumors that private equity firms will bid to take JCPenney private like they recently did with Neiman Marcus and Belk. Ullman declined to comment on the rumors.

Analysts don't count out a bid, but are dubious. Deborah Weinswig of Citigroup/Smith Barney said it's just as likely JCPenney will bid to make an acquisition itself, a sentiment expressed in trade papers that now see JCPenney buying Carson Pirie Scott in the Midwest from Saks Inc.

Shareholders are just happy the good news outweighs the bad.

"I thought my life was all over when the stock dropped to $8 a few years ago," said Bob O'Toole, a 91-year-old retiree who started his 36-year career with the company in 1948. "These guys have the company back on the right path. I still cannot get my daughter to shop JCPenney instead of Neiman Marcus. But my granddaughter goes to JCPenney."

About 40 percent of JCPenney's business is private label, and the company has been turning to bigger name design labels to seize on lifestyle trends. The most recent are are nicole, a line by Nicole Miller; and Nick(it), a young menswear creation of Nick Graham, the promoter behind Joe Boxer.

The company also came up with W, a casual work clothes line spun from its Worthington label.

Repeated waves of cost cutting and store closings pretty much left all 1,000 JCPenney's stores in malls. The company is now among the first department stores to go back into new outdoor shopping centers. The first new standalone Penneys in Florida is under construction at the Shops of Wiregrass in Wesley Chapel.

As a major mail order house before the dot.com boom, the company had a leg up on competitors. Its online shopping site did $800-million in sales in 2004, and Ullman said it will break $1-billion this year.

The company is trying to blend the Internet into its stores. Products ordered online can be picked up at a JCPenney store or delivered.

A test of letting customers noodle with personal computers tuned to jcpenney.com on the sales floor was dropped. Nobody used them.

Instead the company is installing LCD screens that will be linked to the Internet site at each of its cash register stations by the end of 2006.

The $250-million investment means clerks will be able to quickly access for shoppers any size, color or item offered by the company at the checkout counter. The displays will show pages of the online shopping site.

"It will be 35,000 more touch points to our online shopping service inside our stores," Ullman said.

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Scott's Wal-Mart Opens Store Targeting Amish
By Greg Levine – Forbes.com
May 20, 2005

Doers and doings in business, entertainment and technology:

Raising the roof. The Wal-Mart Stores deal this week to shift its online DVD business to Netflix drew a lot of attention from industry observers and customers alike.

But in Middlefield, Ohio, the deal is not likely to cause much of a stir. The Mahoning Valley town is the site of one of the newest Wal-Mart locations, and probably the most unique so far: It's a unit geared to the region's large Amish community.

With stores ranging all the way to China, the firm, led by Chief Executive H. Lee Scott Jr., is used to adapting to local colors and ways. But the Middlefield store goes a step further by taking a step back, all the way to the 18th century customs of its clientele. According to the online edition of the Tribune Chronicle, the retailer's parking lot will feature 84 spots to hitch horse-and-buggy transportation.

The store's usual dizzying abundance of merchandise will naturally also be geared to the self-styled "plain people": Store manager Paul Franz says the unit will feature such low-tech goods as 25-pound blocks of ice for ice boxes, canning supplies, denim and other sturdy solid-colored textiles that the Amish use to make their clothes.

So after the "English"--as the ancient sect calls non-Amish Americans--are done stuffing their SUVs with purchases like South Beach Diet meals from Kraft Foods and Microsoft Xbox 360s, it is hoped they'll brake at the exit...and yield to slow-moving carts.

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Employer coalition extends health benefits to uninsured
Tom Anderson - BenefitNews.com - Employee Benefit News
March 2005

Beating government to the punch in thinning the ranks of the uninsured, a coalition of 60 large companies plans to offer voluntary health benefits to workers ineligible for employer-based coverage.

The program, called National Health Access, is designed to help part-time workers, temporary and seasonal employees, contract and franchise workers, pre-Medicare retirees and dependents. It will be launched in September by the coalition, which includes Ford, General Electric, McDonald's, IBM and Sears.

"The problem of the uninsured is a national one that requires national solutions. We can begin that process by building a structure that the nation's largest employers can use to offer health benefits to hundreds of thousands of working Americans without employer-provided care," says Greg Lee, Sears' senior vice president of human resources and chair of the coalition. Sears has about 100,000 part-time retail workers who are eligible for the benefit. |
The coalition is organized by the HR Policy Association, which represents the senior HR executives at more than 240 large U.S. employers. The group estimates that about 3 million workers will be eligible for the benefit. About 45 million Americans are uninsured.
The number of people eligible for employer-sponsored health insurance has been declining for years, observes Paul Ginsburg, president of the Center for Studying Health System Change. He calls the initiative a good step in the right direction, but says his "initial reaction is, why have they waited so long?"

The number of workers without employer-sponsored health benefits will continue to rise if the private sector ignores the uninsured, observes Tom Beauregard, lead health care strategy consultant for Hewitt Associates who assisted the coalition in designing the benefit. "If the population of uninsured reaches 20%, employers know there are going to be state and federal mandates," he says.

The economy continues to move from manufacturing jobs with health benefits to service jobs without them, increasing the ranks of the insured, notes Beauregard. "Employers recognize the need to create a balanced risk pool for their part-time workers because the uninsured have an impact on company health costs."

The rise of outsourced workers, consultants and early retirees prompted UnitedHealth Group to look for new markets, which is why the company worked with the coalition to create the voluntary health benefit, says Andy Slavitt, chief executive of consumer solutions for the company.

"It's been a benefit-less recovery for job growth," Slavitt observes. "Employers, providers and carriers know something needs to be done for the uninsured. Everyone was waiting for someone else to make the first move."

Crafting the benefit
UnitedHealth Group will be the primary provider of the coalition benefit. Humana and Cigna also are participating in certain regions, says HR Policy Association president Jeff McGuiness, who worked with employers and insurers to help craft the benefit.

UnitedHealth has been studying the insurance market for part-timers for more than a year to determine what types of health benefits they would want, Slavitt notes. "We didn't want to create a benefit no one would buy. Frankly, insurers have been pretty terrible at marketing health insurance to individuals."

The benefit has six levels of health coverage, ranging from a discount network to a high-deductible health plan that could be used with a health savings account. The lowest level costs $5 a month, and the high-deductible plan varies in price from $70 a month to more than $390 a month. (See graphic.)

For example, a 19-year-old single male who works part-time in Orlando, Fla., would pay $101.23 a month for medical coverage that has $1,100 deductible and $5,000 maximum. A female part-timer in Chicago would pay $394.96 a month for the highest level, which includes optional maternity coverage.

The lowest four levels of the benefits are guaranteed issue, meaning workers can't be turned down for the coverage based on their health status. The two benefit levels that include major medical coverage have lower underwriting requirements than what one would find in the individual market, Beauregard explains. Hewitt is administering the benefit for the coalition through call centers and a Web site.

Beauregard estimates about 300,000 workers could enroll in the benefits during the first year. He expects low-income part-timers to enroll in the lower levels of the benefit and contractors, agents and consultants to choose the high-deductible plans. Workers will upgrade their levels of coverage as they earn more, Beauregard says.

What's next?

HR Policy Association members must now decide whether to offer the benefit. The association is limiting participation to companies with more than 5,000 workers, says McGuiness. It costs employers $20,000 to participate, and they must agree to market the benefit to eligible workers.

Employers who sign up to offer the benefit will soon launch an effort to educate part-time workers about the financial and health need for insurance, Beauregard says. He expects more than 60 large employers to offer the voluntary benefit, and there's been a lot of interest from employers outside the coalition as well. "You'd think this program is purely a retail or service sector play, but we have manufacturers and tech firms interested too," he notes. Employers with more than 5,000 employees who are interested in the National Health Access program can contact the HR Policy Association at (202) 789-8670 or visit their Web site at www.hrpolicy.org.

National Health Access plan options

Level 1: Discount network
Provides various discounts on medical, pharmacy, dental, hearing and vision.

Level 2: Scheduled wellness
Covers 80% of in-network office visits, 100% preventive care up to plan maximums. Pays $20 per prescription, covers two dental visits and one vision visit per year and includes Level 1 discounts.

Level 3: Scheduled outpatient
Covers 100% of in-network office visits, preventive care and outpatient surgery up to plan maximums. Pays $20 per prescription, covers two dental visits and one vision visit per year and includes Level 1 discounts.

Level 4: Scheduled inpatient and outpatient
Covers 100% of in-network office visits, preventive care, emergency room visits and outpatient surgery up to plan maximums. Pays $20 per prescription, covers two dental visits and one vision visit per year and includes Level 1 discounts.

Level 5: Major medical
HSA-eligible plan has deductible of $2,000 for single/$4,000 for family coverage, out-of-pocket maximum of $5,000 for single/$10,000 for families, prescription coverage, 70% co-insurance and includes Level 1 discounts.

Level 6: Major medical plus
HSA-eligible plan has deductible of $1,100 for single/$2,200 for family coverage, out-of-pocket maximum of $5,000 for single/$10,000 for families, prescription coverage, 70% co-insurance and includes Level 1 discounts.

Coalition of the willing
The following companies are some that formed a coalition with the HR Policy Association to create a group of voluntary health benefits for part-time workers. Coalition members must decide whether they want to offer those benefits to part-timers starting Sept. 1.
Source: HR Policy Association

ACS
Aerojet
ALCOA
American Airlines
Anheuser-Busch
BellSouth
Caterpillar
Circuit City
Cox Enterprises
DTE Energy
Eaton
Emerson Electric
EMC
Federal-Mogul
First Data
Ford Motor
FPL Group
Gap Inc.
General Dynamics
General Electric
General Mills
The Home Depot
Honeywell
IBM
International Paper
Johnson Controls
Limited Brands
Lockheed Martin
Maersk
Manpower
Marathon Ashland
Marathon Oil
Marriott
McDonald's
Parker Hannifin
Prudential Financial
Sears
Shell Oil
Starbucks
Starwood Hotels & Resorts
SYSCO
Temple-Inland
Texas Instruments
Textron
Toys "R" Us
United Parcel Service
United Technologies
Visteon

Source: HR Policy Association - T.A.

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Promotion cements executive as CEO Liddy's successor
By Steve Daniels – Crain’s Chicago Business
May 19, 2005

Allstate Corp. named Thomas J. Wilson president and chief operating officer today, cementing him as successor in waiting to CEO Edward Liddy. With Mr. Wilson’s promotion, Mr. Liddy relinquished his president title, retaining his CEO and chairman positions. Mr. Wilson formerly was executive vice-president of the corporation.

Mr. Wilson, 47, will oversee all of Allstate’s insurance operations, adding life insurance to his existing management of the Northbrook giant’s principal property and casualty business. He reports directly to Mr. Liddy, 59, who is expected to retire within the next few years. In addition to his Allstate duties, Mr. Wilson serves on the boards of Rush
Presbyterian-St. Luke’s Medical Center and Francis W. Parker School. Messrs. Liddy and Wilson both were executives at Sears Roebuck & Co. in the early 1990s when Sears spun off Allstate, the nation’s second largest car and home insurer, into its own publicly held company. The two joined Allstate soon thereafter.

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Health Costs: Good News At Last
Business Week
May 30, 2005

Slower price hikes and higher copays have helped companies. Now they're testing new ways to find more savings

Everyone knows health-care costs are spinning out of control, right? Well, not exactly. Here's some surprising news: The growth rate of corporate medical costs is slowing significantly. For the 12 months ended in March, 2005, health insurance costs per hour worked were up 7.5% for private employers, according to the Bureau of Labor Statistics. Sure, that's still well above the overall inflation rate. But it's down from the 9.3% rate for the year that ended in March, 2004 -- and well off the recent peak of 11.4% seen in mid-2002. Among the key reasons for the slower pace: a slackening of price increases on everything from hospital procedures to doctor visits and the shifting of a larger share of health costs to employees in the form of higher copayments and deductibles.

The question now is whether Corporate America can continue its run in taming those monstrous costs. Companies certainly would like to: After all, if healthcare costs had continued to soar at earlier rates, earnings for many of them would look far less robust today. Yet employers know there is a limit to how much of the cost burden they can shift to employees. Says David Scherb, vice-president for compensation and benefits at PepsiCo Inc.: "You can burn through the goodwill of your people."

That's why big players such as General Electric, Ford Motor, Boeing, and others are rolling out a variety of approaches aimed at injecting more "consumerism" into the health-care system. The term encompasses everything from offering health plans that give employees a fixed sum of money to spend on health care to programs that encourage workers to use the most efficient hospitals and doctors. The goal: to make employees more discriminating consumers of health-care services. Says Blaine Bos, a principal at Mercer Human Resource Consulting: "We are now focusing on making consumers aware of what things cost and encouraging them to take greater care in making decisions."

MORE GENERIC DRUGS

Truth is, few things focus the mind like a hit to the wallet. From 2002 to 2003, the average deductible went from $300 to $500 a year, according to Mercer. Last year 64% of prescription-drug plans offered by employers used tiered copayment systems, up from just 28% in 2000. Under those arrangements, employees shell out lower copayments for generic drugs and higher fees for branded drugs. That has encouraged use of less costly generics.

At the same time, medical inflation has been slowing. The rise in the producer price index, a government measure that detects inflation at the corporate level, is slowing in key medical areas such as drugs and hospital stays. The expiration of key patents, along with the growth of tiered copayment programs, have led to the slackening of drug-price hikes, while hospital pricing has slowed in part because of technological advances that have cut the overall cost of some procedures by shortening hospital stays.

With their own costs still growing at 7.5%, however, employers can't afford to stand pat. After all, that pace will face upward pressure thanks to forces such as an aging workforce and the increasing prevalence of expensive diseases like diabetes.

FAMILY ACCOUNTS

That's why companies across the country are experimenting with a host of creative new ways to keep hammering away on health-care costs. Oshkosh Truck Corp., for example, has veered away from the old -- and costly -- health maintenance organization it used for its 4,500 nonunion employees. The plan's low copayments encouraged doctor visits and contributed to the double-digit annual growth in Oshkosh's health-care bill.

So in January, 2004, the company switched to what's known as a consumer-driven plan. Under the new plan, annual physicals and other preventive tests such as mammograms and prostate cancer screenings are fully covered. After that, workers and their families receive a $1,000 annual health-care account. Any unspent portion can be rolled into the following year. But once that account is tapped out, workers are responsible for the next $1,500 of medical expenses. If expenses go beyond that, the company steps back in and will pick up 90% of expenses. Oshkosh is betting that the gap will discourage wasteful spending while still ensuring workers are covered for serious illness. Oshkosh Vice-President for Human Relations Michael K. Rohrkaste says a pilot test of the program showed costs going up in the high single digits -- a big improvement over the double-digit increases the company saw with its HMO plan.

But for employees to become better health-care consumers, they need better information. Increasingly, insurers and big companies are filling the void. Two years ago a number of large employers, including GE, United Parcel Service, and Ford, linked up under a program dubbed Bridges to Excellence to identify the most efficient physicians to treat costly conditions like diabetes or heart disease. Physicians such as Dr. A. O'tayo Lalude in Louisville must show that they meet certain guidelines, such as conducting regular foot and eye exams on patients with diabetes. That helps cut down on the incidence of blindness and amputation that people with unchecked diabetes suffer. If doctors meet the program's requirements, the participating companies will pay a $100 annual bonus per employee and encourage workers to use those physicians. For Lalude, who figures he has close to 100 patients from local units of the companies sponsoring the program, "it could amount to real money."

While Bridges to Excellence is still young, early results are encouraging. A study in one of the four markets where it is being tested found that the average annual cost to treat a person with diabetes was about 15% lower for doctors who participated in the program vs. those who did not. One reason: fewer hospitalizations. Bridges to Excellence is now being expanded to include back disorders and cancer. "We don't know that quality always saves money," says Dr. Robert S. Galvin, director of global health care at GE. "But we know that for diabetes and heart disease it does."

That same approach is being used to go after the notoriously inefficient hospital system. A group of big employers and insurers founded the Leapfrog Group back in 2000. The idea: to identify hospitals that meet criteria such as moving toward computerized systems for ordering drugs, which reduce the risk of dangerous medication errors. Fewer medical errors, they bet, would mean lower costs. Health plans and insurers now post that information on Web sites in an effort to show employees which hospitals have the highest quality. And under a 2002 contract with machinists and engineers, aerospace giant Boeing Co. agreed to pay the entire cost of a hospital stay after the deductible instead of the normal 95% if workers use hospitals that use Leapfrog standards. The program is too new to know whether it can save money, but experts are optimistic. University of Washington health economics professor Douglas Conrad has estimated that computerized orders for drugs alone could save $9 to $16 per day for a hospital stay.

KEEP 'EM IN THE PINK

To keep folks with chronic conditions out of the hospital in the first place, more companies are also turning to operators such as Nashville's American Healthways Inc., which has a booming business providing disease-management services. Under these programs, companies teach employees suffering from costly or chronic conditions such as asthma, diabetes, or heart disease how to better manage their health with improved diet, exercise, and medication. Since 2002 home-improvement retailer Lowe's Cos. has had such a program in place aimed at workers with diabetes and heart problems. The company's annual medical and drug costs for employees enrolled in the program have fallen by an average of 7%, Lowe's says.

Of course, companies with healthy employees may be best placed to save medical dollars. That's why PepsiCo, American Standard Cos., and others have launched ambitious programs to identify workers at risk for major health problems -- and prod them to clean up their acts. At PepsiCo, employees can fill out a health appraisal that looks at everything from their cholesterol levels to their family medical histories. An outside consultant reviews that information and evaluates their chances of developing heart disease, diabetes, and other ailments. Those at high risk can tap health-care coaches paid for by PepsiCo. Some 16% of the company's 50,000 employees now work with a coach.

Among them: Roger W. Babb, a 45-year-old manager in Frito-Lay Inc.'s Fresno (Calif.) office. Last fall, when Babb signed up for the program, he weighed 289 pounds, had sky-high blood pressure, and was borderline diabetic. Initially he filled out the health appraisal just to get the $100 PepsiCo offered to every employee who did. But within months he got serious. With the help of his coach, who called him monthly to offer encouragement and tips on diet and exercise, as well as daily e-mail messages from the Internet health site WebMD, Babb has dropped 47 pounds. His blood pressure and blood sugar are back to normal, too.

Babb's case sounds like an all-too-rare victory for lifestyle change. Such programs can be costly, with an uncertain payoff. But employers have no choice, insists Pepsi benefits guru Scherb. "Sooner or later you come to the conclusion that you have to help people stay healthier," he says.

That's an ambitious goal -- but one worth shooting for when the alternative is a return to runaway health-care costs.

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Target to add 600 stores
By Chris Serres, Minneapolis Star-Tribune
May 19, 2005

It's more likely than ever that a Target store will be coming to a neighborhood near you.

At the company's annual shareholder meeting Wednesday, Target executives said they planned to open more than 600 stores within the next five years, bringing to 2,000 the total number of stores it operates in the United States.

Looking beyond five years, Target believes it can double the number of stores and triple its sales volume before it will exhaust its growth possibilities in the United States, Chairman and Chief Executive Bob Ulrich told reporters after the meeting. Target currently has 1,330 stores, including 141 SuperTarget stores that sell groceries.

Ulrich said the company's expansion could include a store in downtown St. Paul, though he stopped short of committing to one.

"We'd always be interested in any quality location," said Ulrich, when asked about the possibility of expanding in St. Paul.

"We're in the South Loop of Chicago. We're in Brooklyn and we're in Queens. We're certainly looking at a lot of metro locations."

Some retail analysts said it will be difficult for Target to open so many new stores, especially in urban areas, at a time when opposition to big-box retailers of all types is growing. Legislators in more than a dozen states have introduced bills that would restrict the growth of big-box retailers.

About one-quarter of Target's new stores will be SuperTargets, which are often more than twice the size of the stores allowed under some of these ordinances.

Though Target has avoided the sort of public relations quagmire that has slowed down Wal-Mart's expansion in recent years, its opponents have become more vocal. On Wednesday, the powerful United Food and Commercial Workers Union picketed Target's shareholder meeting because the union is concerned about the company's wages and benefits.

The UFCW, which is trying to organize Target workers, distributed leaflets at the meeting that said Ulrich made $19,050 an hour in 2004, compared to $13,000 a year for an average Target worker.

"If Target really does double in size within the next decade, it will inevitably attract more attention from big labor, consumer advocates and city planning commissions," said Joseph Beaulieu, a retail analyst at Morningstar.

Yet there are wide swaths of the country where Target has relatively few stores, and the opposition to Target is likely to be minimal. Target has a 9 percent market share nationwide but less than 5 percent in much of the Southeast.

The company stands to benefit from widespread consolidation in the retail sector, which has prompted major department-store chains to sell unprofitable locations.

May Department Stores Co., the parent company of Marshall Field's, agreed to be acquired by Federated Department Stores Inc. in a deal that would create a department store behemoth with more than 1,000 stores. And this March, Sears, Roebuck & Co. finalized its merger with Kmart Holding Corp.

Analysts expect hundreds of store sites to come on the market as these companies reorganize.

"I don't think there's any reason to expect Target will face the sort of [local] opposition facing Wal-Mart," said Keri Spanbauer, a retail analyst with Thrivent Investment Services in Appleton, Wis. "They already have a relatively significant store base and they haven't been slowed" by state and local leaders.

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When Pensions Change Hands,
Retirees Can Be Lost in Shuffle
By Ellen E. Schultz – Staff Reporter – The Wall Street Journal
May 18, 2005

Mergers Shift the Obligation To Pay, Leaving Oldsters Baffled if Problems Arise

'Please Repay All You Received'

For 18 years, Charlie Craven, a retired mine supervisor in Tucson, Ariz., received a pension of $348.48 a month.

But in late December, instead of a check, he got a letter saying an audit showed he was receiving the benefit in error.

"You must repay the overpayment of $18,363.44 in one lump sum by January 31, 2005," said the letter from the pension administrator. "If you are unable to make a one time lump sum repayment and wish to set up a repayment plan, your payments are as follows: $1,530.29 per month for (12) months." The letter added: "If you do not comply within the stated timeframe, the plan sponsor may take additional steps," such as reporting the "overpayment" to tax authorities or taking "more formal collection action against you."

Mr. Craven, who is 79 years old and nearly blind from macular degeneration, had a friend read him the letter. "How can they come to me all these years later and tell me this?" he asks. The monthly repayments would exceed his $1,080 monthly Social Security.

Mr. Craven is one of millions of pensioners whose benefits have been shuffled around in corporate deal-making over the past two decades. And when pensions get lost in the shuffling, retirees can find that the deck is stacked against them. If a company says the pension should be smaller or not paid at all, proving otherwise is up to the recipient -- no small burden for an aging retiree who typically has little grasp of either federal benefits law or corporate restructurings.

Retirees often are puzzled to learn their benefits are being paid by a company they never worked for. In fact, obligations to pay retiree benefits frequently are transferred to other companies in mergers and spinoffs, and also handed over to outside administrators. The administrators, in turn, often comb through the plans looking for ineligible beneficiaries or other ways to cut costs.

These audits can bring unpleasant news to people like retired pilot Chuck Ackerman. When a plan administrator determined that his pension checks had been too high for years, it began withholding his payments, sending him on a long odyssey to figure out what was wrong.

In the case of Mr. Craven, a pension administrator concluded that a different company should have been paying his pension throughout the years. But, owing to the vagueness of federal pension law, the administrator felt no obligation to pursue that other company, instead demanding that Mr. Craven repay.

His case reflects the copious rounds of corporate mergers that have redirected many retirees' benefit obligations. Mr. Craven first went to work at a company called Cyprus Mines in 1962 and left in 1979, a year when Amoco Corp. took it over. He returned to Cyprus two years later and retired in 1985.

The year he retired, Amoco spun off Cyprus as an independent company called Cyprus Minerals, transferring to it the pension liabilities of current employees. Cyprus Minerals began paying Mr. Craven a pension for his last five years of work, $52 a month. More than a dozen years later, Phelps Dodge Corp. acquired a portion of Cyprus Minerals, and kept paying the small pension.

Mr. Craven also had begun receiving a second monthly pension for his earlier work stint, for $348. Amoco paid this, and when Amoco became part of British Petroleum in the late 1990s, the combined company paid this second pension. The two small pensions arrived like clockwork. Mr. Craven remained ignorant of these rounds of corporate restructuring.

Then came another shuffle: BP, as it's now called, outsourced the administration of its pensions. It handed the job in 2000 to Fidelity Investments Institutional Operating Co., which handles benefits plans covering about 19 million employees and retirees. The BP plan alone encompasses about 49,000 U.S. retirees, plus 70,000 workers and former employees who'll get pensions someday.

Last year, Fidelity, a unit of the big mutual-funds company, audited the BP plan. It concluded that BP never should have been paying Mr. Craven a pension -- someone else should have. In December, instead of sending him his January pension check, Fidelity wrote to Mr. Craven demanding repayment of the pension money he had received over the years.

The letter said that based on Amoco's "sale" of Cyprus, Mr. Craven's pension was the responsibility of "a new plan sponsor," Foundation Coal Corp. The letter didn't further describe Foundation or mention that this had taken place nearly 20 years ago. But it said if Mr. Craven had questions about his benefit, he should direct inquiries to the coal company at an address in Maryland.

In a second letter about three weeks later, Fidelity advised Mr. Craven to write to its own office in Cincinnati or call a toll-free number. If he disagreed with the demand for repayment, the letter said, he could file a claim stating "the specific grounds upon which your request for review is based." That letter, it said, should go to BP's claims and appeals coordinator in La Canada Flintridge, Calif. The second letter outlined various appeal steps that would lead up to a final ruling by BP, after which Mr. Craven could go to court if he still thought he was due a BP pension.

Mr. Craven was stumped. Besides his vision problem, he didn't know how to research the history of corporate restructurings to try to determine the paternity of his pension. He had never heard of Foundation Coal. He wasn't a whiz at math, either, and didn't notice that his nearly 18 years of pension payments didn't add up to $18,363, as Fidelity said, but to more than $70,000.

His companion, Ruth Emley, also 79, started digging through old boxes of canceled checks, and his granddaughter offered to come over and go through tax returns. A volunteer at the Pima Council on Aging in Tucson helped him send a letter to the Fidelity address in Ohio, stating that he couldn't make the repayments and that it was Fidelity's problem to sort out. By then, he'd been without his pension for three months.

BP, asked by a reporter about Mr. Craven's case in early March, at first said it couldn't comment on an individual retiree. But after looking into the situation, Ronnie Chappell, a spokesman in the big oil company's Houston office, said the administrator, Fidelity, had mistakenly sent BP pension checks in 2003 and 2004 to 314 people who should have been paid by successors of Cyprus Minerals. He added, in a March interview, that these retirees were asked to repay amounts ranging from $1,200 to $18,000, and that so far 21 had paid or agreed to repayment plans.

If another company should have been the payer, such as Foundation Coal, it might seem that BP or the administrator would target that company. But Mr. Chappell said Foundation Coal had no duty to make restitution to BP: "That obligation belongs to people who sought and mistakenly were paid benefits from BP," he said.

Federal law says pension administrators have a duty to protect plan assets. Even when money truly is being paid out by mistake -- as sometimes happens -- the law doesn't explicitly say whom the plan must try to recoup the money from. In fact, the Labor Department, in an opinion letter, has concluded that if the recovery leads to hardship, "it would be prudent [under the law] for the Fund not to seek recovery from the participant or beneficiary of an overpayment made to him."

The BP spokesman said retirees who got BP pensions that the company didn't owe should seek benefits from the rightful payer, and when they got them they could reimburse BP. It would be flexible in hardship cases. "We want retirees to contest decisions with which they disagree," said Mr. Chappell. "When we make mistakes, we acknowledge them and correct them. We regret and apologize for the confusion and the stress the mistakes have caused people in this instance."

A Fidelity spokeswoman, Jennifer Engle, confirms that her firm erroneously sent out hundreds of BP pension checks, and that in notifying Mr. Craven, Fidelity incorrectly added up the pension money he had received.

Still, there was one more mistake: Fidelity, in twice telling Mr. Craven that BP never owed him a pension and that he must repay it, was wrong.

After BP looked into the matter, following questions from a reporter, the oil company concluded that it was responsible for Mr. Craven's pension after all. On March 12, he got the happy news. "We are glad to tell you that your monthly pension has been reinstated, beginning with your April 2005 check," said a letter from the company.

BP was "unaware you wished to dispute our actions until this week," it said. "We immediately researched your particular situation and discovered you had two periods of employment...which caused the confusion." The letter said he would receive his back payments, with interest, which has now happened.

Fidelity's Ms. Engle, asked about the Craven case this week, said: "It's a complex industry, and sometimes mistakes get made. And when that happens, Fidelity works collaboratively with its clients to resolve any issues that might arise."

Says Mr. Craven: "I'm just glad I can get my finances back in order."

A bit of history helps explain today's retiree-benefits merry-go-round. After World War II, many industrial companies, in lieu of larger raises, offered deferred compensation, in the form of pensions and health care in retirement. The deal was mutually beneficial: Companies retained cash to put into operations, and workers got the prospect of a more comfortable old age. Moreover, compensation in this form isn't subject to Social Security tax.

It was an accounting shift years later that made companies start to see their debts to retirees as distinct portfolios to be managed or moved. In the late 1980s and early 1990s, the Financial Accounting Standards Board told companies to measure their liability for retiree benefits and carry it on their books. These liabilities and the assets to pay for them became more readily shuffled in mergers and spinoffs, and firms developed inventive strategies to profit from them.

For Mr. Ackerman, the retired pilot, a pension he earned at one company ended up in the hands of a second firm, and administered by a third. Then in January 2000, eight years after his retirement, his check didn't arrive. Soon came a letter from the administrator. His pension, it said, had been miscalculated, and for years he'd been getting too much. Result: Instead of being due a check, Mr. Ackerman now owed one -- for $31,904.

The letter said his pension would be withheld for the next year and a half until the "debt" was paid off.

Mr. Ackerman flew corporate jets for Hughes Aircraft Co. for 26 years, delivering executives to meetings, to ski vacations and to second homes in places like Baja California and Taos, N.M. Though he loved being a pilot, he faced mandatory retirement at age 60 in 1992. He then plowed his savings into an 18-acre farm outside of Santa Maria, Calif., called Wind Willow, where he and his wife, Audrey, grew grapes to sell to wineries.

In 1997, Raytheon Co. bought Hughes Aircraft. Raytheon also gained thousands of retirees from Hughes and other companies it acquired that year -- in effect a portfolio of $5.6 billion in pension and health-care liabilities and $6.4 billion in pension-plan assets. To administer these benefits, Raytheon hired Hewitt Associates LLC.

Hewitt audited the plan and concluded that Mr. Ackerman's pension had been incorrectly calculated: The monthly rate was too high, it said. Like Mr. Craven, Mr. Ackerman was told he must repay all the money he was overpaid in a lump sum or within a year through installments.

Mr. Ackerman argued with the clerk at Hewitt's call center, who he said seemed unfamiliar with the type of pension Mr. Ackerman had with Hughes. Because pilots must retire early, Mr. Ackerman received a pension supplement until he reached 65. As the Ackermans understood it, Hewitt was saying that Mr. Ackerman had been getting the supplement for too long. Asked about this by a reporter, Hewitt declined to explain, saying it doesn't comment on specific clients.

The couple scrambled to find the details in old documents. They sent letters trying to make their case. "We couldn't prove that we hadn't been overpaid," Mrs. Ackerman says. "When your pension gets shifted from one company to another, there's no recourse. They've got you over a barrel."

Mr. Ackerman got the pension letter four days after learning that esophageal cancer that he'd been treated for had spread to his liver and lungs. He appealed to the pension plan to forgive the debt. While awaiting an answer, he began chemotherapy at a hospital near Santa Barbara.

There, he ran into a retired vice president of Hughes Aircraft and told him about his pension problem. A few weeks later, when he checked his mailbox, Mr. Ackerman found a note from the retired executive, with a personal check for $5,000. He also found a letter denying his appeal of the decision to dock his pension.

The Ackermans told the plan administrator that repaying more than $31,000 in 12 months would consume all of their pension plus most of their Social Security, leaving them almost nothing to live on. They said the administrator relented, and later in 2000 agreed to let them repay at a rate of $500 a month.

Mr. Ackerman poured himself into farm work, trying to provide more income to make up for the shrunken pension. He began grafting pinot noir grapes onto the root stock, hoping they would yield a higher price than the orange muscat vines he and his wife had planted. He also made improvements to the farm, fixing a roof and mending outbuildings, even as his 6-foot-4-inch frame dwindled to 140 pounds.

"He did all this work, even though he was really sick, because it was the only thing he could do to help me financially," Mrs. Ackerman says. "He was a very tough human being." Mrs. Ackerman, too, worked on the small farm, digging, pruning, "getting gophers." Together, the couple built a pump house.

Mr. Ackerman died in February 2002, aged 70. "He had a hard end," his widow says, not just because of the cancer but because of a feeling of betrayal. "After all those years of taking care of them, making sure they were safe, he felt like the company considered him a liar and a cheat."

After his death, she continued to work on the farm as Hewitt, which administered Raytheon's plan until 2003, deducted $500 from each monthly pension check. In August 2004, the overpayment was finally paid off. But for three months, Mrs. Ackerman says, $500 continued to be mistakenly withheld from each check, until she complained to Raytheon by phone and letter.

Asked about this, a Raytheon spokesman, in an email, said, "Raytheon regrets the Ackermans' unfortunate experience. When the $31,000 overpayment situation was discovered by the administrator of the plan, we worked with the Ackermans to minimize the impact on a mutually agreeable basis." He added, "In any large population, administrative errors can occur. Our policy is to correct them as soon as they are discovered."

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Home Depot posts profit, to shrink Expo chain
By Karen Jacobs
May 17, 2005

ATLANTA, May 17 (Reuters) - Top U.S. home improvement chain Home Depot Inc. on Tuesday reported a 14 percent rise in quarterly profit, topping estimates, as expense controls and demand for higher-margin goods offset a shortfall in sales.

Home Depot said it would close nearly a third of its Expo design stores, and shares of the retailer, a component of the Dow Jones industrial average, rose 4 percent.

First-quarter profit rose to $1.24 billion, or 57 cents a share, from $1.1 billion, or 49 cents a share, a year earlier. The latest quarter included costs of 3 cents a share related to the closure of the underperforming Expo Design Center stores.

Analysts on average expected a profit of 55 cents, according to Reuters Estimates.

"There's positive sentiment around the home improvement space right now," said Keith Davis, an analyst with Farr Miller Washington. "Things aren't slowing down" despite concerns about rising interest rates and store saturation, he added.

Home Depot affirmed its sales and profit growth goals for the full year. Deutsche Bank upgraded the retailer to "buy" from "hold," citing improved gross margin.

Total sales increased 8 percent to $19 billion, and sales at stores open at least a year rose 2.1 percent, below company goals due to bad weather in some markets.

Home Depot, which is spending millions on technology upgrades and store remodels, cited market share gains in appliances and said its services business grew 16 percent, fueled by installation of roofing, kitchens, counter tops and carpet. Its average sale rose 5.7 percent to $58.25.

U.S. remodeling spending has climbed steadily among higher-income households, with kitchen and bath renovations the most popular home projects, Harvard University researchers said earlier this year.

The Atlanta retailer, which had less shares outstanding as it bought back stock, also cited widening gross margin as shrink, or goods lost to theft, was lower. Reduced cost of goods and decreased penetration of lower-margin products like lumber also helped margins.

The world's largest home improvement retailer plans to close 15 Expo stores, which feature kitchen and bath showrooms and carry higher-priced products, and sell its interest in the underlying real estate. Five other Expo stores will be converted to Home Depots, while the remaining 34 profitable Expo stores will continue to operate, the retailer said.

The Expo stores to be closed include three stores in Illinois, four in Texas, two in Michigan and one each in California, Colorado, Georgia, Kansas, Massachusetts and Ohio. Workers at shuttered stores are expected to find work elsewhere within Home Depot, the company said.

"We are pleased that the company is closing unproductive stores and would not be surprised to see the division closed in total in the long run due to below-average returns," Prudential analyst Wayne Hood said in a research note.

But Home Depot Chief Financial Officer Carol Tome said the store closures will help Expo, which had not been expanded in recent years. "Our announcement today positions Expo for continued growth and success," she said.

Geoff Wissman, a vice president at Retail Forward, said Expo is a niche concept with high operating costs that can work in limited markets. He noted that at one time, Home Depot planned to open 200 Expos.

"It certainly isn't going to be the growth vehicle that Home Depot hoped," Wissman said. He noted that a similar chain operated by Sears called the Great Indoors had also been scaled back.

The Expo downsizing comes as Home Depot looks to expand its global presence. The retailer has more than 1,900 stores in the United States, Canada and Mexico and is looking to enter China.

Home Depot backed its full-year guidance of sales growth of 9 percent to 12 percent and per-share earnings growth of 10 percent to 14 percent.

On Monday, Lowe's posted a 31 percent rise in first-quarter profit, but missed estimates, saying that cold, rainy March weather slowed sales.

Home Depot shares were up $1.49 to $38.86 on the New York Stock Exchange, while Lowe's gained 6 cents to $55.86.

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Penney's Beats Estimates, Saks Disappoints
Associated Press – Fobes.com
May 17, 2005

J.C. Penney Co. continues to sparkle amid mid-tier department stores, while rival Saks Inc. languishes.

Penney, helped by improved sales of fashions and sharply higher Internet business, announced Tuesday a fourfold first-quarter earnings rise that beat estimates and upgraded its outlook. But Saks, which is selling its Proffitt's and McRae's department stores, reported a lower-than-expected profit for the first quarter as its moderate price department-store business continues to struggle.

Shares of Saks were down more than 1 percent, while Penney's shares rose close to 2 percent in late morning trading.

Penney's strong performance is a bright spot in the otherwise drooping mid-price sector, whose customers have been hit by higher gasoline prices and a weak job market. The tier has been squeezed by high-end players like Neiman Marcus Group Inc., whose well-heeled customers have been first to benefit from a recovery, and discounters like Target Corp. and Wal-Mart Stores Inc., which offer budget consumers low-price goods.

"Our vision is to become the preferred shopping choice for middle America, a customer segment that continues to show that it is resilient and rewards retailers that meet or exceed customers' expectations," said Myron E. Ullman, chairman and chief executive at J.C. Penney, in a prepared statement.

Penney's earnings jumped to $172 million, or 63 cents per share, in the three months ended April 30. That compares with $41 million, or 13 cents per share, in the year-ago period. On a continuing operations basis, prior-year earnings were 38 cents per share, the company said.

J.C. Penney's earnings beat by 2 cents the average estimate of analysts surveyed by Thomson Financial.

Overall net sales totaled $4.19 billion, a gain of 4 percent from $4.03 billion and ahead of analysts' estimate for $4.17 billion in sales.

At stores open at least a year, sales rose 3 percent, compared with growth of 9.5 percent the year before. Catalog and Internet sales also expanded by 5.4 percent, with Internet sales alone climbing 35 percent as the store continues to attract new, younger customers, J.C. Penney said.

Second-quarter earnings are forecast in the range of 25 cents to 30 cents per share - including about 3 cents in charges for retiring debt and expensing stock options - with same-store sales expected to increase at a low single-digit percentage.

For the year, J.C. Penney projects income of $2.96 to $3.08 per share, including charges of about 13 cents. The company had earlier forecast that annual profits would be in the range of $2.94 to $3.06.

Analysts see a quarterly profit of 31 cents per share and annual earnings of $3.17 per share. Those estimates usually exclude extraordinary gains and charges.

Shares of J.C. Penney rose 58 cents to $48.41 in midday trading on the New York Stock Exchange, where they have traded in a 52-week range of $31.10 to $53.44.

Meanwhile, Saks reported income of $17.1 million, or 12 cents per share, for the three-month period ended April 30.

Saks' latest results include a gain of a penny per share from disposing of closed stores, offset by a penny per share related to expenses from an investigation of alleged improper collections of money from vendors at its Saks Fifth Avenue division.

On average, analysts surveyed by Thomson Financial were expecting earnings of 16 cents per share in the latest quarter.

Sales totaled $1.55 billion, a slight 0.6 percent increase from $1.54 billion a year earlier and a bit below the $1.56 billion expected from Wall Street analysts.

Same-store sales rose 1.9 percent last quarter, with a 5.5 percent increase at Saks Fifth Avenue stores offsetting a 0.9 percent drop in its mid-tier department-store group.

Saks did not report its year-ago profit results because it expects to restate financial results for fiscal 1999 through the third quarter of fiscal 2004 due to the investigation of markdown money and other related financial and accounting issues.

Markdown money is what suppliers pay to compensate stores when they don't sell products or are forced to take deeper markdowns than expected. Last week, the company announced it fired its chief accounting officer and other top officers as a result of the investigation.

The company, which is also the target of an informal inquiry by the Securities and Exchange Commission and U.S. Attorney's Office in New York, said Tuesday it is working to confirm the amount of total vendor markdown allowances determined to have been improperly collected. As a result, all the results are preliminary and remain subject to change.

Last month, Saks said it agreed to sell its Proffitt's and McRae's department stores to privately held retailer Belk Inc. for $622 million in cash. The stores have annual revenue of about $700 million. The company also said it's exploring strategic options for its northern mid-price department store division, which consist of 143 stores under the names of Carson, Pirie Scott, Bergner's, Boston Store, Younkers and Herberger's.

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Sears ends $1.6B outsourcing pact with CSC
Carol Silwa and Sharon Machlis - Computer World
May 16, 2005

Claims failure to live up to contract terms; CSC disputes termination

Sears, Roebuck and Co. ended its $1.6 billion IT outsourcing agreement with Computer Sciences Corp. as of May 11, citing CSC's "failure to perform certain of its obligations" under the 10-year contract, according to a filing issued Friday with the U.S. Securities and Exchange Commission.

Sears last June tapped El Segundo, Calif.-based CSC to provide IT infrastructure support services for its desktops, servers, Web site systems, voice and data networks and decision-support technology (see story) <http://www.computerworld.com/managementtopics/ outsourcing/story/0,10801,93581,00.html> .

In its own filing today, CSC disputed Sears' charge and said the termination for "cause" was "contrived to avoid or reduce termination fees of tens of millions of dollars." CSC said that Sears also had an option to terminate the contract for "convenience" or "upon mergers and acquisitions involving Sears." The termination fee varies depending on the type of termination and the date, according to the CSC filing with the SEC.

Kmart Holding Corp. and Sears on March 24 announced the completion of a merger that combined Sears and Kmart into a major new retail company named Sears Holdings Corp.

CSC claimed it had made investments in conjunction with its outsourcing agreement with Sears, and those assets included software, property, plants and equipment. The company said it will vigorously pursue recovery for its assets and commitments. Sears said it expects to incur no penalties as a result of the termination.

The matter has already reached the courts. According to Sears' SEC filing, a federal court judge denied CSC's request for an injunction that would have stopped Sears from terminating the contract for cause. In a pending arbitration proceeding, CSC also failed to get an emergency hearing. There was no ruling on the merits of Sears' assertion in either case, and additional legal action is pending.

In the meantime, CSC is obligated to continue providing services for an extended period of time, according to Sears' SEC filing. Christopher Brathwaite, a spokesman for Sears, declined to comment on the length of time that CSC will continue to provide services.

At the time that Sears and CSC announced their outsourcing deal, the companies said that the majority of the 200 Sears employees who were responsible for managing Sears' technology infrastructure were expected to take jobs with CSC.

Neither Sears nor CSC would comment about the termination of the contract.

Former Sears CIO Gerald Kelly Jr. had orchestrated the outsourcing deal with CSC, but Kelly left the company shortly after the merger closed in March. At the time of his departure, Karen Austin, who had been the CIO at Kmart, had already been named CIO at the newly formed Sears Holding Corp.

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Chicago area CEOs raking in healthy compensation
By Sandra Guy – Business Reporter – Chicago Sun-Times
May 16, 2005

For the second year in a row, Chicago area CEOs reaped healthy pay packages that included significant sums with no pay-for-performance strings attached.

Seven of 16 CEOs at large publicly traded companies included in a Sun-Times survey received double- and triple-digit percentage pay increases in 2004 because their companies' boards of directors granted them large chunks of restricted stock in 2004.

Restricted stock and cash-based long-term plans started gaining favor over stock options in 2003, and have retained their popularity in 2004, according to the CEO salary analysis for the Sun-Times by Pearl Meyer & Partners, a New York-based executive compensation consulting firm.

Restricted stock is common stock that typically vests within a certain number of years. CEOs can take advantage of it only if they stay with a company for a specified number of years, or until they retire.

Critics complain that restricted stock is parceled out for survival and rarely is based on a CEO's or the company's performance.

Stock options, on the other hand, give executives and employees the right to buy company stock at a discount in the future. Options are usually granted because a CEO has met performance goals, even though critics charge that the goals can be set so low they pose no challenge to competence.

Changes afoot in restricted-stock grants to CEOs

Shareholders enraged that CEOs are being granted restricted stock on the basis of longevity should take heart that changes are under way.

Experts in CEO pay say companies are increasingly tying restricted stock to a CEO's performance. Here are the kinds of reforms they are seeing in restricted-stock grants:

*Link the grants to a company's return on capital employed, which shows growth in a firm's value.

*Tie the grants to economic value added.

*Set up a combination of goals, such as growth in earnings and return on equity.

*Allow early vesting of the stock grant if the CEO hits a performance goal on time.

*Require the company's stock to perform in the upper quartile among its peers for three years in a row in order for the restricted stock to vest.

*Determine the amount of restricted stock based upon a CEO's cumulative compensation.

Sources: Don Delves, president of the Delves Group; Tracy Davis, senior consultant at Hewitt Associates, and Paul Hodgson, senior research associate at the Corporate Library.

--Sandra Guy

"The widespread move toward restricted stock seems to me, and to most other pay experts, a backward move," said Paul Hodgson, a senior research associate at the Corporate Library, a leading advocate of good governance in business. "At least with stock options, if the price of the stock goes down, the CEO gets nothing. With restricted stock, if the stock price goes down, the executive still makes money on the deal."

Motorola CEO Ed Zander, who took over the struggling company in January 2004, received the highest value of restricted stock of any CEO in the survey, $9.15 million. Zander also was awarded a $1.5 million salary, a $4.6 million bonus and $13.26 million in stock-option holdings.

Zander agreed to delay taking his bonus until he leaves Motorola or until the amount becomes tax-deductible to the Schaumburg-based technology company.

Part of the restricted-stock grant to the former Sun Microsystems president was a signing bonus, and the rest was meant to reward him for doing a good job, a Motorola spokeswoman said.

Motorola's board consulted with executive-pay experts and concluded that they had rewarded Zander a proper amount, given that he oversaw earnings growth of 136 percent, a 35 percent revenue spurt and a total return to MOT shareholders of 38 percent in 2004, the spokeswoman said.

The largest overall pay gain went to Brunswick Corp. CEO George Buckley: up 168 percent from a year earlier, according to the survey.

Buckley's total pay skyrocketed to $18.5 million in 2004, largely because his restricted stock award ballooned almost four-fold to $11.4 million in 2004. He also received more than $2 million in cash-based long-term incentives.

A Brunswick spokesman pointed out that Buckley has no assurance that he will pocket the special restricted stock award, or that its value will remain stable. Buckley must stay until Feb. 23, 2009, in order to obtain the restricted stock grant.

Brunswick's board of directors wants Buckley to stay to "complete what the board believes has been a significant transformation under his leadership," said Brunswick spokesman Dan Kubera.

During Buckley's four-year tenure, Brunswick's stock price and its market capitalization have more than tripled on a 16 percent compound growth rate in net sales.

A contrast is evidenced at investment-manager Nuveen Investments, where CEO Timothy Schwertfeger received a relatively paltry $1.2 million in restricted stock.

Schwertfeger's base salary of $750,000 was the lowest in the survey, but his $5.5 million bonus was the highest. Schwertfeger's restricted stock award was valued at $1.2 million.

Schwertfeger will receive his restricted-stock award if he remains with Nuveen another three years.

Two CEOs saw their total pay packages decline -- Walgreen Co. CEO David Bernauer and Allstate Insurance Co. CEO Edward Liddy.

Bernauer's stock-option values accounted for the drop. He received a special stock-option grant in 2003, but not in 2004, so the value of his options fell to $1.68 million in 2004 from $3.9 million in 2003.

The drop was offset by $530,400 Bernauer was granted in restricted stock in 2004, versus restricted stock worth $376,679 in 2003.

Walgreen requires that Bernauer meet performance requirements tied to the Deerfield-based drugstore chain's earnings in order to obtain the restricted stock, a Walgreen spokesman said. The stock vests in equal amounts over a four-year period.

At Allstate, Liddy's cash bonus dropped about $200,000, and his long-term incentive pay dropped in value to $4.16 million in 2004 from $7.1 million in 2003. Almost half of the 2004 award was tied to a performance-based long-term plan that pays out in cash instead of stock.

The decreases reflected new performance criteria and the company's changed fortunes.

In 2003, Liddy's long-term incentive pay was based on operating income per diluted share, and the company did well. In 2004, his pay was based on operating income per share, weighted equally with the performance of the Northbrook-based company's investments, life-insurance and auto-and-home insurance units, an Allstate spokesman said. Allstate's finances were hurt in 2004 by catastrophe losses from hurricanes in Florida and on the East and Gulf coasts.

Allstate executives' restricted stock vests every four years.

Mounting criticism of restricted stock awards could force a change in how such awards are granted, one pay expert predicted.

"The big trend next year will be that companies will tie restricted stock awards to a CEO's performance and to the value that is created for shareholders," said Jim Sillery, a vice president at Pearl Meyer & Partners' Chicago office. (See related article, page 67).

Boards of directors began awarding restricted stock rather than stock options partly because they were trying to conserve shares. Restricted stock requires fewer share giveaways than do stock options.

"Shareholders, the media and institutional investors are closely watching how quickly companies are burning through shares for employee compensation," Sillery said.

Further, many employees have been burned by stock options. The dot-com bust and resulting stock-market downturn left many employees' stock options worthless, though CEOs' pay kept going up.

Corporate directors and managers also are concerned about a new accounting rule that will require reporting stock options as an expense, which will reduce corporate profits.

The rule, which takes effect in a company's first annual reporting period after June 15, is a double-edged sword, however. It also will require that expenses a company incurs for a restricted-stock grant cannot be reversed if the CEO doesn't stick around long enough to obtain the stock.

At the same time, board members are under greater scrutiny to ensure that CEOs are being paid for their performance.

Any company can argue that its leader is worth every penny he receives.

To that, Pearl Meyer's Sillery said, "It's still a lot of money."

THE BOSS' PAY
Here's how 25 prominent Chicago area companies compensated their top executives in 2004. The concept of paying big bucks for performance is beginning to gain some traction.

Company CEO Cash Compensation Total Direct Compensation2 Total remuneration3 Annual Stock Return (pct.chg)
Motorola Inc. Edward Zander $6,100,000 $15,655,248 $28,9178361 37.9%
Illinois Tool Works W. James Farrell 3,474,308  11,365,787  20,910.339 11.8
Brunswick Corp. George Buckley 4,115,400 18,141,894 18,496,321 57.5
Deere & Co. Robert Lane 3,079,570 9,198,254 12,353,380 16.3
Allstate Corp. Edward Liddy   4,797,827 9,078,170 12,106,125  23.1
Fortune Brands Norman Wesley 2,507,600 8,225,542 11,487,969 9.9
Kraft Foods Roger Deromedi 2,937,292  9,826,640 11,072,972 13.2
Sara Lee Steven McMillan   3,897,049 8,439,729 10,638,623  15.0
Abbott Labs Miles White 4,251,846  6,818,555 10,562,471 2.6
Nisource Gary Neale 1,330,000 8,637,095 10,187,651 8.4
Northern Trust William Osborn 2,993,750 6,835,945 9,957,607 6.8
Caterpillar James Owens   2,641,771 4,123,058 9,481,666 19.8
Nuveen Inv. Timothy Schwertfeger   6,150,000 7,361,976 8,470,517 51.6
Baxter Int'l. Robert Parkinson Jr.  2,016,666 2,024,265  7,868,038 15.2
Alberto Culver Howard Bernick   3,551,000 5,714,692 7,637,935 16.4
Sears, Roebuck Alan Lacy   1,792,439 2,840,954 6,949,484 12.2
Archer Daniels G. Allen Andreas 2,901,667  5,780,544 6,641,139 41.9
Tribune Co. Dennis FitzSimons 1,177,308 1,339,918 6,478,213 -17.5
McDonald's Corp.    James Skinner 3,098,344 4,534,965 6,325,769 31.5
W.W. Grainger Richard Keyser  2,918,958 4,631,134 5,650,904 -14.8
Boeing Co. Harry Stonecipher   2,760,000 4,814,372 4,814,372 24.9
Walgreen Co. David Bernauer  1,713,828 3,074,579 4,756,567 6.0
USG Corp.+ William Foote 3,748,272  3,824,836 3,824,836 143
Wm. Wrigley Jr. William Wrigley Jr. 1,196,667 1,425,979 3,563,104 25
UAL Corp.+ Glenn Tilton 1,123,225 1,159,616 1,159,616 N.M.+
Average (of 23)+   $2,937,292 $6,818,555 $9,481,666  

1 -- Total cash compensation includes salary and bonus.
2 -- Total direct compensation includes total cash plus restricted-stock awards and long-term incentive compensation.
3 -- Total remuneration includes total direct compensation plus the current value of stock options awarded in 2004.
4 -- Total return is the change in the price of a stock including price change and dividends paid. Total return figures supplied by Moringstar.com.
+ -- UAL and USG are in bankruptcy reorganization, and are prohibited from granting stock options. Their compensation levels are excluded from the averages. UAL's stock disappeared into the ether after the company declared bankruptcy.

SOURCES: Pearl Meyer & Partners, Chicago; Moringstar.com (total return figures only)

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Joseph H. Batogowski, 65 - Ex-Sears executive, entrepreneur
By Ana Beatriz Cholo - Tribune staff reporter – Chicago Tribune
May 16, 2005

It was quite a career climb to go from drilling holes in bowling balls at Sears to becoming the No. 2 executive at the retail giant, but Joseph H. Batogowski accomplished that feat through creativity and keen business acumen, his family and friends said.

Mr. Batogowski also made many loyal friends as he rose to the top of his field and pursued other endeavors.

Mr. Batogowski, 65, was surrounded by his entire family when he died Thursday, May 12--minutes before the sun set over the 11th hole of the golf course at his home in Rancho Mirage, Calif. After a nine-month struggle, Mr. Batogowski, a devoted golfer who spent most of the year in the desert and the rest of the time at his Oak Brook home, died of leukemia.

Mr. Batogowski was born in New Britain, Conn. He met his future wife, Ann, in high school while they were both dating other people. They married in 1962.

After a stint in the Army as a paratrooper in the 101st Airborne, he attended Central Connecticut State University with dreams of becoming a high school economics teacher.

But a temporary job at a Sears store in West Hartford after college took him in a different direction.

When he was offered a spot in a management-training program making about $25,000 a year, he jumped at the chance. Two years later, his salary doubled, and in 1969 he was transferred to company headquarters in Chicago.

In 1982 Mr. Batogowski was put in charge of buying all products for Sears and named senior executive vice president for merchandising.

When asked how one can move steadily up the company ranks, he was quoted in a New York Times article as saying, "Pay attention to what you are doing."

"Joe," as everyone called him, was often the "smartest guy in the room" and practiced consensus-building before the term even came into being, said Jeff Long, a close friend and senior vice president of business development for Newspaper Services of America, a business Mr. Batogowski helped start after his career at Sears.

For a man who went from modest beginnings to wealth, Mr. Batogowski had no airs about him, friends said. "He always made people feel like they were part of a solution instead of part of a problem," Long said.

After he left Sears in 1988, Mr. Batogowski co-founded Newspaper Services of America and worked as a consultant and director of several advertising and marketing companies.

With his wife of 43 years, the couple raised their five children in Naperville and then Oak Brook.

"He always wanted to be more of a family guy. But during the Sears days, he didn't have the time," his son Dean said. "But then he made up for it."

In 1997 he treated his entire family, including in-laws and grandchildren, to a 10-day vacation in Kenya, complete with safari trips to view animals in their natural habitats and a stay with an African tribe.

Two years later, he rented a 200-foot sailboat for his extended family to sail around the island of Sicily.

Mr. Batogowski was an avid reader of anything relating to golf or his business. He also wrote poems to his family.

Friends, especially those from his "Sears family," were incredibly important to him, as was loyalty, his wife said.

"Once you were a friend, he was there through good times, bad times," she said.

Also surviving are daughters Tracy, Kory and Lindsay; another son, Craig; three grandchildren; and a brother, Edward.

Visitation is scheduled for 3 to 8 p.m. Wednesday at Adams-Winterfield & Sullivan Funeral Home, 4343 Main St., Downers Grove. There will be a memorial service at 10:30 a.m. Thursday at Christ Church of Oak Brook, 31st Street and York Road.

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Joe Batogowski, Sears Merchandising Leader, dies at 65
CHICAGO TRIBUNE
May 15, 2005

Joseph H. Batogowski of Oak Brook, Illinois died peacefully at his vacation home in Rancho Mirage, California on May 12th. He was 65.

Joe was born in New Britain, Connecticut. Prior to graduation from Central Connecticut State University, Joe volunteered for the United States Army and served as a Paratrooper in the 101st Airborne Division.

Joe spent his career in the retail industry with a particular focus on advertising and marketing. He had a humble beginning as a trainee at the West Hartford, Connecticut Sears store where he drilled holes in bowling balls.

During his exceptional tenure at Sears from 1966-1988, Joe ascended to the second in command at the world's largest retailer at the time serving as Senior Executive Vice President of Merchandising and Marketing.

Joe had an uncanny ability to know what 'sells' and how to sell it. While at Sears, he was responsible for numerous notable product lines such as The Die Hard Battery and Steady Rider Shocks.

After he left Sears, Joe continued to utilize his gift for understanding merchandising and the mindset of the people in the industry. He served as a consultant and director of several advertising and marketing companies, and co-founded Newspaper Services of America.

He was a long-time contributor to several charitable organizations and foundations including Over The Rainbow and City of Hope. He was a passionate golfer, an avid reader and was revered by his family, friends and co-workers.

Joe fought a courageous battle with Leukemia with his characteristic determination and steadfast strong will. He is survived by the family he adored - his beloved wife Ann of 43 years, five children Tracy (Mark) Kalfas, Kory (Brian) Kozlowski, Dean (Tonia), Lindsey (Ryan) Griffin, and Craig; three much loved grandchildren, Russell, Jak and Sophia; his brother, Edward, his wife, Ann, and their four children and five grandchildren; and last but certainly not least, his cherished dog Suzy. We all love him deeply and will miss him tremendously. He will be remembered for his generosity, integrity, perseverance and creativity.

There will be a visitation at Adams, Winterfield & Sullivan Funeral Home, 4343 Main Street (1 blk S. of Ogden), Downers Grove, Illinois on May 18th from 3 to 8 p.m. and a memorial service at Christ Church of Oak Brook on 31st and York Road in Oak Brook, Illinois on May 19th at 10:30 a.m.

In lieu of flowers, the family suggests that donations in his memory are sent to the Leukemia & Lymphoma Society, Donor Services, P.O. Box 4261, Pittsfield, MA 01202. For further details, call 630-968-1000 www.adamswinterfieldsullivan.com


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Kmart home to be sold in days
By John Gallagher – Business Writer – Detroit Free Press
May 14, 2005

Sears Holdings Corp. is expected to announce within days a buyer for the 45-acre site of the former Kmart Corp. headquarters in Troy.

The Hoffman Estates, Ill.-based company, formed by the merger announced late last year between Kmart and Sears, has been in discussions with several development firms that want to buy the site on Big Beaver Road.

Among them are Southfield-based Forbes Co., owner of the Somerset Collection luxury mall across the street from the Kmart headquarters; and Hines Interests, a Houston-based real estate firm that manages the GM Renaissance Center and other key properties.

Nate Forbes, managing partner of Forbes Co., confirmed Friday that his firm has been in the running and said that he expects Sears to finalize a decision by early next week. Other real estate professionals who have followed the proposed sale said this week that negotiations apparently had reached a final stage. A spokesman for Hines Interests declined to comment Friday.

One real estate industry professional who has followed the deal estimated the winning bid would be about $40 million. This professional spoke on condition he not be named because he may have future dealings with some of the parties involved.

Whoever buys the site, the new owners are expected to raze most or all of the current Kmart headquarters. Demolition costs are estimated to run around $4 million.

Most of the Kmart employees are expected to leave the center by the end of the year as the company shifts many corporate tasks to its Sears headquarters in suburban Chicago. Under the pending real estate sale, Sears likely would continue to use a 90,000-square-foot data processing center on another portion of the Troy site for two to three more years even as the main building is razed.

When built in 1972, the headquarters was one of the most modern structures in metro Detroit, and at one time it held about 5,000 employees. But as Kmart's fortunes declined, so, too, did the number of employees. About 1,800 work there today.

The big question is what will replace the headquarters. The site is among the most important and visible to come on the suburban market in years. Today the site is zoned for office buildings, but Doug Smith, director of real estate for the City of Troy, said the city is willing to accommodate a mixed-use development.

Several real estate professionals have suggested in recent months that a mix of a hotel, some residential, one or more restaurants, and perhaps some retail could go on the site.

It is also possible that Troy's city planners might consider a high-rise development of some kind. Although the Big Beaver market is primarily low-rise and medium-rise office and retail, the city has been considering allowing a high-rise project.

"Many, many developers come to us and say, 'What can we do here?' And I say, 'What do you want to do here?,' " Smith said this week.

The Kmart headquarters came on the market following the announcement last November that Sears and Kmart, two legendary retailers troubled by slumping sales and competition from Wal-Mart and Target, announced a merger that created the nation's third-largest retailer.

Sears stock closed Friday at $137.13, down $1.31 or 1%, on the Nasdaq stock market.
 

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Sears Holdings ends IT deal
Chicago Tribune staff, wire reports
May 14, 2005

Less than a year into a 10-year deal, Sears Holdings Corp. has terminated a $1.6 billion agreement with Computer Sciences Corp. for information technology services. In a Securities and Exchange Commission filing, the Hoffman Estates-based retailer said it scrapped the pact because of CSC's "failure to perform certain obligations." Both Sears and CSC, based in El Segundo, Calif., declined to comment.

CSC must continue to provide services for "an extended period" after the deal's May 11 termination, Sears said. It also noted that, both in pending litigation in federal court and in arbitration, CSC unsuccessfully sought an injunction or an emergency hearing for an order prohibiting Sears from terminating the deal. Neither the court nor the arbitrator, however, has ruled on the merits of Sears' action.

CSC claims Sears is liable for unspecified compensatory and punitive damages, but Sears doesn't expect to incur significant termination penalties.

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Analysts Go Hungry at Lampert's Sears
By Nat Worden – Staff Reorter – TheStreet
May 13, 2005

The marriage of Sears and Kmart may have put Ed Lampert's retail empire in the same neighborhood as Wal-Mart (WMT:NYSE) and Target (TGT:NYSE) . But analyst coverage of Sears Holdings (SHLD:Nasdaq) suggests it might as well live in the boondocks.

The combined company now boasts a market cap of $23.1 billion, making it the third-largest discount retailer in the U.S. Meanwhile, according to Thomson First Call, only three analysts follow the stock. That compares to Wal-Mart, with a market cap totaling $206 billion and 33 analysts, and Target, worth $42 billion with 28 analysts.

Even the large number of analysts that followed the old Sears through its troubled times have abandoned coverage of the new.

With their historic bias toward buy recommendations, one might surmise that sell-side analysts took one look at Sears Holdings' soaring valuation and fled. Another factor is the company's refusal to spoon-feed the Street.

Sears' posture befits its taciturn chairman, whose strategy of unlocking value through unconventional means fits few Wall Street models. Lampert has held no quarterly conference calls, issues no earnings or sales guidance, and doesn't release a monthly comps update by which investors compare other big chain stores.

While the strategy is an analyst's nightmare, the results have been a shareholder's dream. After emerging from bankruptcy in 2003, the stock was one of last year's biggest performers, roughly quintupling in price.

Word circulated on Wall Street this week that Sears Holdings plans to stop using an active investor relations department, limiting its communication with Wall Street to regulatory filings required by the Securities and Exchange Commission.

Sears spokesman Chris Brathwaite refused to comment on the rumors except to say, "Our investor relations department has been scaled back, and we're endeavoring to make our Web site as self-sufficient as possible. But we haven't said anything definitively about what is going to happen at earnings time."

The company, whose first quarter just ended, has not set a date for its earnings release, but Brathwaite said it wouldn't be in the next few days. The average of two analysts surveyed by Thomson First Call is for Sears to earn 63 cents a share, but it has not issued any guidance.

"This is consistent with the cost-cutting culture of Eddie Lampert's Kmart," says Richard Hastings, an independent retail analyst. "People bickered constantly that they wanted to hear more from Kmart, but the shareholders never complained when they saw their returns on investment. Lampert goes through every facet of these businesses and asks, 'Do we really need this?' In this case, the answer is clearly 'No.'

"At the end of the day, the real purpose of all the machinery surrounding the equity analysts on Wall Street is to help companies raise money in the public market," Hastings adds. "In the case of a company that is going to issue more stock or sell debt, they want to make sure their relationships with the analyst community are very good. But that's no concern for a guy like Eddie Lampert."

To be sure, Lampert is riding high in a market in which hedge funds have captured the glamour once reserved for venture capitalists during the Internet bubble. Among hedge funds, his ESL Investments could be the most famous of all, and on his name alone, the market has attached a premium to Sears Holdings that otherwise would be unthinkable.

The prevailing bull case on the stock theorizes that Lampert will continue to build up the company's cash horde and eventually make investments that have nothing to do with retail. The company's recent announcement that it's considering selling its Orchard Supply Hardware chain could be a sign that the process is under way. Regardless, with nearly $8 billion in cash on the latest balance sheets from Sears and Kmart, it seems unlikely Lampert would be looking to raise money any time soon.

Lampert's way with Sears Holdings bears a similarity to that of Warren Buffett at Berkshire Hathaway (BRK.A:NYSE) -- a company Lampert admires. While pundits and politicians have put a premium on transparency as a path to good corporate governance, the relative stealth of Lampert and Buffett can paradoxically result in more transparency, as shareholders contend with less noise.

Buffett does not provide guidance or any special communication with analysts outside of his regulatory filings. He communicates directly with shareholders at his annual meeting and his annual letters to shareholders, which give a clear assessment of Berkshire's business in layman's terms. Lampert could be planning to follow suit.

"Every public company in America ought to learn from this and operate that way," says Mohnish Pabrai, managing partner with Pabrai Investment Funds. "Businesses by definition are unpredictable. There are so many variables that anytime you start getting into giving earnings guidance, you run the risk of trying to please the short-term demands of analysts at the expense of the long-term success of the business."

Among other things, Pabrai says, a lack of volubility can keep managers from falling prey to gimmicks like "earnings smoothing" or other accounting tricks that are employed when ill-advised promises appear to be in danger.

"That has happened with great companies in the past, like Microsoft (MSFT:Nasdaq) and General Electric (GE:NYSE) ," Pabrai says. "It appears to be the root of the problem that has been going on at AIG (AIG:NYSE) ."

Meanwhile, Sears Holdings' closest competitors, Wal-Mart and Target, are two of the most responsive companies to the sell side on Wall Street. They are constantly updating monthly sales guidance, meeting with groups of analysts and forecasting earnings; and their management teams are highly respected.

The contrast suggests to some observers that Lampert's dreams lie beyond managing some department stores.

"He's going to use the cash flow to buy assets that have nothing to do with retail, so he's actually just preparing the investment community for that eventuality," Pabrai says. "I think he's very smart to start preparing people."

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Wal-Mart Lags but Target Hits Its Sales Goal
By Tracie Rozhon – New York Times
May 13, 2005

Wal-Mart Stores, with its less affluent, more rural customer base, came up short yesterday when it and Target both released results for the first quarter. Target - with customers a little richer and more chic - posted a better-than-expected profit, while Wal-Mart reported its lowest sales growth in more than two years.

Deborah Weinswig, an analyst for Smith Barney, termed yesterday's results "the tale of two consumers."

High gas prices reduced the number of trips consumers made to the Wal-Mart Supercenter, analysts agreed, and other rising household costs cut into the money the average shopper had to spend on nonessentials once there. Target's more upscale customers continued to spend.

After Wal-Mart's announcement that sales had grown 9.5 percent, to $70.9 billion - the smallest growth in nine quarters - the company's stock dropped sharply, losing $2, but it recovered somewhat to close at $47.65, down 95 cents in a down market. Target's stock rose 60 cents, closing at $48.80. Its sales for the first quarter rose 13 percent, to $11.5 billion.

Profit at Target rose 15 percent, to $494 million, exceeding analysts' estimates. Wal-Mart said it would miss its annual profit forecast, as earnings rose 14 percent to $2.46 billion. Target's same-store sales, comparing stores open at least a year, rose 6.2 percent; Wal-Mart's rose 2.9 percent for the quarter. The performance, said a Wal-Mart spokesman, Marty Heires, "was not up to our standards."

Mr. Heires blamed economics for the results. "As we've commented in the past, our customers live paycheck to paycheck and they are pretty sensitive to costs," he said. "They've told us gas is a burden, and cuts into their discretionary spending."

But more than gas prices hurt Wal-Mart, analysts said. After a fine February, the company hired extra employees. "Their labor costs were too high," Ms. Weinswig said. "That's what singed them in April."

Same-store sales rose 3.1 percent at Wal-Mart in April; the company had estimated an increase of 3 percent to 5 percent.

Some analysts have said Wal-Mart should expand its core customer base. "They need to get committed to the middle-income customer," said Gary Balter, a retail analyst for UBS, who said the effort may "mean some near-term sacrifice."

Such sacrifice might entail opening up the floor layout and giving the clothes more room to breathe - a change that might mean selling fewer of them. Wal-Mart executives, in recent interviews, conceded that their store layouts were often too crowded. One of their hottest clothing lines, George, an English brand the company got when it acquired the European supermarket chain Asda, often looks "like a rummage sale," Ms. Weinswig said.

But Ms. Weinswig said Wal-Mart had some of the right apparel.

"You go to Asda in the U.K., and the stuff looks very H & M-esque," she said. "But when they bring it over here, they dumb it down. The product over there is fantastic. The product exists. They just need to bring it over - and merchandise it correctly."

Wal-Mart is also trying to change its image of selling dowdy linens and housewares, and this month had notable successes with its towels and sheets. Yesterday, Mr. Heires said some items of clothing had exceeded the company's sales expectations, although most analysts say they think Wal-Mart is doing a better job of reinventing men's clothing than women's. The George line "did quite well, along with polo tops and Capri pants," said Mr. Heires.

Target, on the other hand, is credited with having recruited the designer Isaac Mizrahi. Wal-Mart executives refuse to be drawn into a debate over whether they should find their own name-brand designer, but the trend continues to grow. Yesterday, H & M, the Swedish discount clothier, announced it had hired Stella McCartney, a low-volume but high-visibility ready-to-wear designer, to create some new fashions.

"Target's top-line performance was impressive," said Ms. Weinswig. "Their fastest growth was in food, pharmacy and consumables - paper goods and things. They are the most sophisticated - no, maybe the second-best after J. C. Penney - in global sourcing."

That means more bad news for Wal-Mart, which is known for food and basics like paper towels.

But Mr. Heires said that did not mean Target was beating Wal-Mart on its home turf.

"Just because they do well in a category doesn't mean we've done poorly," he said.

Lawmakers Request Wage Data
By Reuters

Congressional Democrats said yesterday that they had asked Wal-Mart Stores for its wage data so they could examine claims of pay and promotion bias against women.

In a letter sent yesterday afternoon to Wal-Mart, lawmakers said the company paid its female hourly workers 40 cents less an hour than men, and paid female managers nearly $5,000 less a year than their male counterparts. The letter was written by Representative Rosa DeLauro, Democrat of Connecticut, and signed by 50 of her colleagues.

The statistics are based on an analysis of the company's payroll record by Richard Drogin, a professor emeritus at the University of California, Berkeley, the letter said.

Wal-Mart, which is based in Bentonville, Ark., dismissed the letter. "We do not believe the letter is factually correct," said Ray Bracy, a Wal-Mart vice president. "This is motivated by unions who have declared Wal-Mart public enemy No. 1."

Mr. Bracy said he was not sure the company could comply with the request for the wage data because of pending litigation. Wal-Mart faces a class-action lawsuit accusing it of discrimination against women.

 

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Martha Stewart Living Names Merchandising President
Dow Jones Online
May 11, 2005

NEW YORK -- Martha Stewart Living Omnimedia Inc. (MSO) said Wednesday it named Robin Marino as president of merchandising.

Marino most recently was president and chief operating officer of accessories and home products designer Kate Spade Inc.

New York-based Martha Stewart Living's merchandising programs include its Everyday product line at Kmart and Sears Canada stores, and its Signature furniture and paint.

Marino also has been senior vice president of accessories at Burberry Ltd.; president of Donna Karan Collection for Donna Karan International; and president of Polo Ralph Lauren Handbags and Luggage.

Martha Stewart Living has four business segments: publishing, television, merchandising and Internet/direct commerce.

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Sears can't drop Footstar shoes
Tribune staff, wire reports – Chicago Tribune
May 12, 2005

A federal bankruptcy judge in White Plains, N.Y., ruled Wednesday that Footstar Corp. may continue to sell its products at Sears Holdings Corp.'s Kmart stores, where it makes 95 percent of its revenue. Sears had asked the judge to release it from a contract. U.S. Bankruptcy Judge Adlai Hardin denied the request, ruling that dropping the contract would frustrate the shoe company's attempt to exit bankruptcy.

Hardin will hold a hearing on alleged breaches of the contract by Footstar in July, said Jay Indyke, a lawyer representing Footstar's unsecured creditors committee. A Sears spokesman didn't return calls seeking comment.

Also Wednesday, Sears Roebuck Acceptance Corp., a wholly owned subsidiary of Sears Holdings, said it has filed an application to voluntarily delist its debt securities on the New York Stock Exchange and deregister them with the Securities and Exchange Commission.

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Retirement Planning -- Is Your Retirement Money Safe?
By Jeff D. Opdyke and Kelly Greene – Staff Reporters – The Wall Street Journal
May 12, 2005

UAL's Move to Default Highlights
Range of Risks and Protections
For Different Types of Plans

The largest pension-plan default in U.S. corporate history raises a question of paramount importance to anyone with a retirement plan: Could this happen to me?

The short answer is yes. But the level of risk -- and what you can do to protect yourself -- depends on what type of retirement plan your company offers.

There are two major types of plans. One type is the traditional pension, which is also known as a defined-benefit plan because it promises a fixed benefit when an employee retires. The other, more common variety is a defined-contribution plan such as a 401(k), in which employees or employers (or both) make contributions but which offers no guaranteed payout.

It's with traditional pension plans, like the ones that United Airlines parent UAL Corp. wants to default on, where most of the problems occur. Companies terminate pension plans all the time, either because of a bankruptcy, a merger or a conversion into a 401(k)-type system. The problem is that pension money doesn't technically belong to an employee until it's paid out, and thus is sometimes vulnerable to the company's fortunes. Benefits are guaranteed by the Pension Benefit Guaranty Corp., a quasi-government agency that takes over failed pensions. Currently, it protects only up to $45,614 a year.

By contrast, defined-contribution accounts like 401(k)s legally belong to the employee. That means that you're generally protected even if your employer goes bankrupt. But there have been cases of fraud. In some situations, for example, an employer collects 401(k) contributions from workers' paychecks, then fails to deposit the money in the workers' investment accounts. There were 1,269 cases of missing 401(k) money reported last year, a sharp increase from the 34 cases reported in 1995.

United Airlines employees picket outside the company's bankruptcy hearing yesterday.

There isn't much formal protection against 401(k) fraud, and recovering misused funds is extremely difficult. The federal government requires annual audits for retirement plans with at least 100 workers. But that leaves out most 401(k)s and other defined-contribution plans. According to the Labor Department's most recent statistics, 627,905 such plans covered fewer than 100 workers in 1999. Only 55,195 such plans fell under the rule that requires audits.

What follows is a look at the risks inherent in the main types of retirement-savings plans, how you can protect yourself and the safety nets that are in place in case of problems.

Defined-Benefit Plans

What They Are: Traditional pensions that promise a guaranteed monthly payout at retirement. They are common at industrial and heavily unionized companies such as autos and airlines.

The Risks: That the company you work for files for bankruptcy-court protection, and has underfunded its plan so that it doesn't have enough to cover promised benefits

In that stuation, you could see your benefits at retirement shrink. But that's only if you're a highly paid worker. Lower-level employees are usually fully protected, and top executives often have separate pension plans that are protected even in the event of bankruptcy.

How to Protect Yourself: Though the risk your company would default on its pension obligations is small, it's wise to stay on top of your pension plan, particularly if you're nearing retirement

AFTER A PENSION PLAN TERMINATES

This week, a judge gave UAL permission to terminate its pension plans, and now an employer-funded entity called the Pension Benefit Guaranty Corporation (PBGC) will take over the pension plans and administer the payments. PBGC rules may limit what the employees are likely to get:  The PBGC generally caps the monthly payment it will make to workers. UAL employees who have worked long enough to earn big payouts -- and are retiring this year at age 65 -- now won't get more than $3,801.14 per month in most cases.

 Pilots are required to retire at age 60, and the PBGC does not offer the full $3,801 monthly payout for people who don't work until 65. A pilot retiring this year will probably be limited to a maximum of $2,470.74 per month.

 The less time junior employees have worked, the smaller their payments will be once they retire, since they won't be getting credit for any additional years of service now. They'll also lose the option of retiring early with larger pension payments. UAL has a 401(k) plan, and there are plans afoot for the company to make additional contributions to workers' retirement accounts now that the PBGC is taking over the pension plans.

 People who retired more than three years ago and were getting large pension payments may still, in the future, be entitled to more than the $3,801 that's usually the monthly cap for PBGC-administered plans. Whether those people get more money than that will depend on how much money the company turns over to the PBGC. The PBGC will then use it to purchase an annuity that will pay for the extra payments to those workers.

Every year, pension plans distribute to each participant a summary of the assets and liabilities. Those assets are held in trust and are generally out of reach of the company. Still, if you work for a company with shaky finances, or one that's in an industry being buffeted by change -- such as autos, steel or airlines -- you want to pay special attention to how much the liabilities outweigh the assets.

If you're near retirement and expect your benefits will exceed the PBGC maximum, and if you have financial worries about your employer, one option at some companies is to take a lump-sum payout -- and then buy an annuity that will pay you a monthly sum. You may get smaller monthly payments this way, but it protects you if your former company defaults

Last year, companies terminated 1,381 defined-benefit plans. The vast majority were fully funded at the end, meaning workers ultimately will receive 100% of their accrued benefits. Yet 192 were taken over by the PBGC.

The Safety Net: Your level of protection depends on the circumstances in which your company defaults on its pension

In a so-called standard termination -- which accounts for the bulk of all pension-plan deaths -- a company has enough to cover the full benefits promised to workers. In this case, the company purchases for every worker an annuity that guarantees to pay the same monthly benefit an employee would have received if the pension plan had not died. In essence, workers lose nothing.

In a "distress termination" -- like the UAL situation -- the PBGC steps in. Plans become distressed when companies fall into bankruptcy and the plan is so underfunded that it isn't likely to survive on its own.

At that point, no more benefits accrue. Thus, wherever you are in your career, your benefits are calculated at that point. Younger workers with minimal time on the job will earn a smaller benefit when they hit 65. Higher-paid, longer-tenured employees will receive the most -- though often much less than they were originally promised by their employer.

The PBGC limits pension payments to a current maximum of $45,614 a year, or $3,801 a month. But if your benefit check is smaller than that, you'll get 100% of what you're due at retirement.

In most cases, retirees already earning a check and who retired at age 65 are likely to continue receiving 100% of their promised benefits if their former employer defaults on the pension plan. However, workers who retired early with a generous payout package are more likely to see their paychecks cut back, since the PBGC reduces the payout if you retire before age 65.

Defined-Contribution Plans

What They Are: 401(k)s, 403(b)s, money purchase plans, profit-sharing plans

The Risks: With defined-contribution plans, the most common risk is that the worker won't do a good job managing his or her own investments, since many plans are self-directed.

But theft is also an increasing problem, and it can go undetected for years since the overwhelming majority of plans have no audit requirements. In many cases, crooked employers simply collect 401(k) contributions from their workers' paychecks but never deposit the money into the workers' investment accounts.

Meanwhile, the resources devoted to regulation haven't kept up with 401(k) contributions: Workers doubled their investments in such plans to $1.8 trillion from 1995 to 2003, but the number of federal investigators into 401(k) irregularities rose 38% from 1995 through the current fiscal year.

Ann Combs, assistant secretary of the Employee Benefits Security Administration, says the agency has "a strong track record" of working with the Justice Department and other federal investigators of criminal activity "to make sure retirement assets are safe and those who misuse them are prosecuted."

How To Protect Yourself: Make sure you're getting all your defined-contribution statements, and make sure the amount deducted from your paycheck matches the amount deposited into your 401(k) account. (There's a list of warning signs that pension contributions are being misused at www.dol.gov/ebsa <http://www.dol.gov/ebsa> 1.) Another option is to roll your money into an individual retirement account when you retire so you're no longer in jeopardy if something goes awry with a company plan.

The Safety Net: There's no way to recoup investment losses in a 401(k), and recovering retirement funds that are misused or diverted can be difficult as well. The Employee Benefits Security Administration last year recovered $31.6 million in 401(k) assets, but the agency says it can't calculate what portion of the lost assets that represents because restitution can take several years.

Last month, the Labor Department beefed up its "Voluntary Fiduciary Correction Program," which is designed to help employers, particularly small businesses, correct 401(k) withholding violations. It also proposed new rules in March to help get workers' and retirees' savings released from 401(k) plans that companies have abandoned -- an estimated $868 million in assets each year covering 33,000 workers.

Deferred Compensation

About 70% of companies offer deferred-compensation plans, which include everything from salary to stock options, allowing managers, directors and others to shield income from taxes until they retire or leave the company. The chief risk to these programs is that the company may file for bankruptcy.

In that case, you're an unsecured creditor. "You're having to hope and pray that the company is going to be around long enough to pay you off," says Bruce Wynn, an Atlanta lawyer. If your employer is acquired, your deferred compensation is treated like a contract -- but it still could be a negotiating chip.

There's another risk as well. A new tax law makes it tougher for executives to take an early payout from their deferred compensation. Executives who fail to meet new requirements would have to pay tax immediately, along with interest and a 20% penalty.


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Hold on to Sears Holdings?
USA Today
May 11, 2005

Q: I own shares of Sears, which have since turned into Sears Holdings (SHLD) . Is the stock worth the price?
A: If you've owned shares of Sears over the past year, you should consider yourself very lucky. Shares of the company have more than tripled over the past year, which certainly trounces the 2.4% gain by the Standard & Poor's 500 index during that same time.

But the incredible run of Sears shares is making shareholders understandably nervous. After all, many of the earnings gains were short-term in nature, ranging from asset sales to cost-cutting and restructuring benefits. Eventually, the stock will trade based on the ongoing business metrics of the company.

And here, the company continues to face some difficult odds. Wal-Mart (WMT) remains a fierce leader in the price war, finding ways to use its efficient supply chain to drive out costs and lower prices. Meanwhile, Target (TGT) is the product selection leader, offering unique offerings that allow it to be a favorite with young buyers looking for trendy items along with middle-aged shoppers just looking for a good price on toilet paper.

All of these things combined make it difficult to advise investors to buy the stock. Much of the easy gains are over now, and it'll be up to the management to integrate the Kmart acquisition and find growth. Keep in mind this company's revenue has fallen every year of the past five. So to buy this stock, you must not only think the management can curb the sales declines but also find growth.

To help us get our arms around the company's valuation, we can complete an NAIC Stock Selection Guide on the stock. In the first step, we need to estimate the company's five-year future earnings and revenue growth. Even though the company's revenue has been falling, I'll give Sears the benefit of the doubt and accept the analyst estimate. Analysts are currently expected the company to grow by 10.5% a year over the next five years, says Reuters Estimates.

The next complicating factor is that the company has lost money over the past four out of five years. That gives us just one year of earnings to work with. Using that year of earnings, puts the company in the hold range (between the prices of $83.20 to $140.10).

That hold rating reconciles with the "hold" rating from Standard & Poor's stock research. S&P rates the stock a hold, in part, because it will take some time before the Sears and Kmart businesses are integrated. There are also questions about the future of consumer discretionary spending, which puts further pressure on the stock.

If you already own the stock, there's probably little harm in keeping it as long as the stock holds up. But, based on a study of the company's valuation, there aren't any compelling reasons to buy, either.

Matt Krantz is a financial markets reporter at USA TODAY. He answers a different reader question every weekday in his Ask Matt column at money.usatoday.com

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Morgan Stanley Says Earnings May Falter
By Landon Thomas, Jr. - New York Times
May 11, 2005

Philip J. Purcell defended his strategy for integrating the retail and institutional divisions of Morgan Stanley yesterday, but warned that his firm faced deteriorating market conditions that could put a dent in future earnings.

For a chief executive who has been labeled imperious by his harshest critics, Mr. Purcell was candid and self-effacing in his remarks yesterday at an analyst conference. He acknowledged the primary complaint of dissident retired Morgan Stanley executives: that the firm is undervalued and has trailed its peers in recent years.

"We have taken that criticism to heart," he said at a packed conference that included some of Morgan Stanley's largest investors. "We have always had a premium return on equity."

And he addressed head-on the issue of his lack of popularity within parts of the firm, saying morale problems still existed in the investment banking and equity divisions.

"We worry about equity quite a bit because we lost some key leadership," he said. While warning of future departures - on average 100 managing directors leave the firm each year, Mr. Purcell said - morale in the rest of the firm is good, he said.

The firm has taken measures to build bridges to its investment banking division, including naming as vice chairman David W. Heleniak, a mergers and acquisition expert with the law firm of Sherman & Sterling. Yesterday, the firm disclosed that Mr. Heleniak would be paid at least $20 million for the rest of the year in salary, stock and bonus. (Last year, Mr. Purcell was paid $22 million in compensation.)

Institutional investors have been some of Mr. Purcell's toughest critics, so his blunt recognition of the firm's problem areas - and his ideas for fixing them - should come as no surprise. But, in so doing, he has also put increased pressure on the dissident executives to either present a detailed plan of their own or to cease their bruising campaign for his resignation. A spokesman for the retired executives would not comment on their future plans.

While offering a series of prescriptions for integrating the firm's retail and institutional businesses, Mr. Purcell gave no hint of any move he might take to improve the stock's performance, nor did he offer any quick fixes, like a stock purchase plan. "I think the lack of a buyback is puzzling," said David Trone, a securities analyst with Fox-Pitt Kelton.

Mr. Purcell said that many of the firm's core businesses were seeing double-digit declines this quarter. He also cautioned investors that the planned spinoff of the Discover credit card unit would have an impact on earnings. How the stock performs in the months leading up to next year's proxy season will be a crucial gauge of the strength of Mr. Purcell's position and his ability to withstand a renewed assault from the dissident executives.

For Mr. Purcell and his new co-presidents, Stephen S. Crawford and Zoe Cruz, it was their first public appearance since the battle over his leadership burst into the open six weeks ago. While Mr. Crawford focused more on the firm's retail business and Ms. Cruz spent her time on institutional matters, they said in response to an investor question that they would not have separate divisions reporting to them. While co-president arrangements are to be found on Wall Street, such dual positions without defined divisions of responsibility are rare.

Although the three executives talked up the firm's achievements, they did not sugarcoat areas of underperformance - like retail brokerage - that have been the focus of the dissident executives.

Indeed, Ms. Cruz, in her presentation, argued that performance could be improved across the board, especially in trading and banking operations, which were the core of Morgan Stanley before its 1997 merger with Dean Witter. Mr. Purcell's critics have said this business, the institutional securities group, should be separated from the retail-oriented Dean Witter divisions.

"I don't buy the concept that I.S.G. is the crown jewel," Ms. Cruz said in a thinly veiled jab at the dissidents. "We are punching below our weight in all businesses."

Ms. Cruz, who used to run the fixed-income division, said that to close the gap with its more aggressive trading peers, the firm needed to adopt a less risk-averse approach to trading, and she presented a chart showing how the firm's risk profile had increased over the last years.

In a separate internal announcement yesterday, Mr. Crawford and Ms. Cruz said that the retail mortgage division of Discover - Morgan Stanley Dean Witter Corp - would be merged into the firm's fixed-income mortgage securitization unit. The business developed more than $4.5 billion in mortgages last year.

The move serves two purposes: it gives retail brokers a new capacity to sell securitized mortgages and other risk-management products to high net worth clients and it gives the fixed-income unit an ability to originate its own mortgages.

"This business combination is an excellent example of leveraging the full potential of our franchise," said Ms. Cruz and Mr. Crawford in a memo to employees.

On the topic of corporate governance, Mr. Purcell said that the board's search for two new independent directors was under way and that the seats would be filled by September, if not sooner.

Mr. Purcell admitted that the uproar over the firm's future had been a distraction but said that he felt confident that that his new team would succeed - though he recognized that it would be his actions more than his pronouncements that would remain the focus of attention.

"The proof is in the doing," he said. "We are the first to admit that media frenzy has been disruptive. The sooner we can move on, the better."

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Stewart's strategy: New lines
By Aimee Picchi – Bloomberg News – Arkansas Democrat-Gazette
May 11, 2005

Martha Stewart Living Omnimedia Inc., which has lost money for two years during its founder’s legal woes, is investing in new products as it seeks to turn a profit, said Chief Executive Susan Lyne. "The best use of our cash is to invest in new products to get to profitability in the shortest amount of time," Lyne said Tuesday at the company’s annual meeting. She didn’t predict when the company would post a profit.

Advertisers may return as the company develops new products such as a daily TV talk show featuring Martha Stewart, she said. Martha Stewart Living will name a new president of merchandising today and is discussing opportunities with Sears Holdings Corp., she said. Sears Holdings was created when Kmart Holding Corp., which sells Martha Stewart-brand bath linens and other housewares, acquired the department store chain.

Lyne didn’t disclose details of the talks. Kmart sold more than $1 billion worth of Martha Stewart products last year, she said.

New York-based Martha Stewart Living is expected to lose 59 cents a share this year and report a profit of 13 cents a share in 2006, the average estimates of four analysts surveyed by Thomson Financial.

Martha Stewart Living is also considering a weekend show for men on its Sirius Satellite Radio Inc. channel, Lyne said. "If they would like to learn more and be useful, then it would be there," she said.

The company paid $6 million in August for two health publications, Body & Soul magazine and Dr. Andrew Weil’s Self Healing newsletter. "The hard times are pretty much over," Martha Stewart, 63, said at the meeting.

Stewart said she’s filming a version of the reality series The Apprentice, which will air on NBC in September. She is allowed to work outside her home 48 hours a week while she serves five months of house arrest, which began when she was released from prison in March.

Shares of Martha Stewart Living rose 9 cents to close at $25.20 Tuesday on the New York Stock Exchange. They have lost 13 percent this year.

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Sears to sell Calif. hardware chain it bought 9 years ago
By Sandra Guy – Business Reporter – Chicago Sun-Times
May 10, 2005

The big Sears sell-off has just begun.

Sears' announcement Monday that it will sell or spin off its Orchard Supply hardware and garden stores surprised no one.

After all, Sears Chairman Edward S. Lampert has squeezed savings out of Kmart by slashing costs and selling off valuable real estate.

Analysts had speculated since last year that Kmart's takeover of Sears would result in numerous spinoffs, including that of the Orchard Supply chain.

The Orchard Supply chain operates 82 stores in California. The chain offers delivery and product-repair services through Sears' Home Services division. Of the 82 stores, 13 sell appliances unique to Sears. The chain is based in San Jose, Calif., and employs 6,000.
A new twist is that Orchard Supply could become a publicly traded company through an initial public offering, and Sears could keep an ownership stake in it.

Yet possible buyers include Lowe's and Home Depot home-improvement retailers, as well as private-equity firms looking to make a profit from a future IPO, analysts said Monday.

Lowe's and Home Depot declined comment, but both are rapidly expanding. Lowe's has its eye on the western United States, as evidenced by its purchase of the Eagle hardware and garden chain in Seattle six years ago.

Analyst Gary Balter of UBS Securities put Orchard Supply's worth at $300 million, about one-third less than what Sears paid for it nine years ago under then-CEO Arthur Martinez. Sears' $415 million purchase of Orchard Supply was part of its plan to expand in small, off-the-mall formats such as hardware, furniture, auto services, appliances and electronics stores.

A Sears spokesman refused to disclose sales at the hardware chain. Its sales totaled $532 before its takeover by Sears, when it had 60 stores.

Sears CEO Alan Lacy has dismantled some of Martinez' strategy. Sears sold its NTB tire and battery stores nearly two years ago to the country's largest independent tire retailer for $260 million.

Lacy said the merged Kmart-Sears is focusing on its "core" business of retail stores. The core business now includes off-the-mall, convenience-store-like formats called Sears Grand and Sears Essentials.

Sears has hired Citigroup Global Markets and Lehman Brothers as advisers on the sale or spinoff.

Analysts speculate that Lampert will make another profit play with Sears' Auto Centers, especially because Lampert holds a stake in auto-parts retailer AutoZone.

"This is the first of more to come," said Morningstar analyst Kim Picciola.

Lampert engineered Kmart's takeover of Sears, and aims to cut costs by as much as $300 million. The cost cuts already include laying off large numbers of Sears employees at its Hoffman Estates headquarters, and restricting to a very few the employees eligible for stock options.

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No healthcare for you!
By Michelle Andrews, MONEY Magazine
May 9, 2005

Companies are slashing retiree medical benefits.
Here's what you can do about it.

NEW YORK  - When Al Rodgers retired in 2001 after 32 years with Lucent Technologies, he didn't worry about how he would pay for medical care. Under the company's retiree-benefits plan, Rodgers thought he could count on subsidized health insurance for himself and his wife, plus dental and drug coverage.

But that was then, this is now. Last year, Lucent eliminated his subsidized dental benefits; this year the company dropped subsidized health insurance for dependents for a portion of its former management that included Rodgers. His drug co-payments have also risen sharply. As a result, he is now shelling out almost $350 a month more for less coverage.

To help pay their health-care bills, the couple has cut back on entertainment such as movie nights and restaurant meals. The resulting drop in their expenses, combined with their earnings from part-time jobs at a local weekly newspaper, enables them to just about cover the additional costs.

But Rodgers, 61, a former public relations specialist at Lucent's Oklahoma City manufacturing facility, says he feels shortchanged. He notes bitterly, "This is a real financial hardship."

Unfortunately, there are no easy solutions for retirees like Rodgers. But there are strategies you can use to better plan for the medical expenses you'll face when you leave the work force, and to find the coverage you need if you're already retired.

Planning ahead is critical. Just over a third of companies with 200 or more workers now offer retirees some form of health benefits, down from 66 percent in 1988, according to the Kaiser Family Foundation.

Meanwhile, employers that still offer retiree health benefits are scaling back across the board and sharply raising premiums and co-payments on the remaining coverage.

As a result, retirees, already adjusting to life on a lower income, are faced with an increasingly heavy financial burden, especially in the years before they become eligible for Medicare.

The Employee Benefits Research Institute (EBRI) projects that, if recent trends continue, a typical retiree who is 65 now and lives to be 90 will need to save nearly $300,000 to pay his premiums (including Medicare) as well as his out-of-pocket medical bills, if he has coverage from a former employer. That same retiree will need to save around $180,000 if he instead relies on Medigap insurance to supplement Medicare.

Eric Tashlein, a financial planner in Milford, Conn., says, "Health-care expenses are easily the largest underestimated cost in retirement."

To make sure you don't get caught short, take the following steps now.

Set up a medical fund

If you are still several years away from retirement, you can create your own medical reserve fund by opening a separate savings account that you mentally designate for health-care costs.

"If you create an isolated investment fund, similar to a college fund, you're less likely to touch it for other, nonmedical purposes," says Stephen Lovell, a certified financial planner in Walnut Creek, Calif.

A health savings account (HSA) can also be a good way to build a reserve fund for medical expenses, especially if you're in good health. Offered now by a small but growing number of employers, insurers and financial institutions, these accounts, which must be used in conjunction with a high-deductible health insurance plan, are like an IRA for health care, only better.

Like an IRA, an HSA allows for tax-free contributions and investment earnings. But unlike with a regular IRA, your withdrawals are tax-free as well, as long as you spend the money on medical care. Depending on your insurance deductible, you can set aside as much as $2,650 in an HSA in 2005, plus an additional $600 if you're 55 or over. You can tap your account at any time, without penalty, to pay most medical bills.

But HSAs are not a silver bullet, especially if you are close to retirement. According to estimates by EBRI, someone who makes the maximum annual contribution starting at age 55 will be able to save only about $44,000 by the time he reaches 65 -- substantially less than the health-care expenses he'll likely face.

Stay on the payroll

Your employer's health coverage is probably more comprehensive and less expensive than any plan you're likely to find in the individual insurance market, says Bonnie Burns, a policy specialist with California Health Advocates, a consumer group.

So if the decision about when to retire is in your control, consider scaling back your hours and responsibilities to keep your coverage, rather than quitting altogether. (Typically, you have to work at least 20 hours a week to qualify for benefits.)

Line up alternative coverage

If you're thinking of retiring before you're eligible for Medicare, try to get health insurance before you leave.

It may not be easy: As an individual, you'll have to go through medical underwriting, and plans can and do reject applicants for health conditions ranging from acne to cancer, says Karen Pollitz, project director for Georgetown University's Health Policy Institute. Premiums vary widely, depending on your health, the deductible you choose and where you live.

If you're searching for a suitable policy, you can go to the Web site of the National Association of Health Underwriters to find an insurance broker in your area.

If individual insurance isn't an option, you may be able to continue coverage through your employer's health plan (for up to 18 months after you retire) under the federal law known as COBRA.

The coverage isn't cheap. Under COBRA, you must pay the entire premium, plus a small administrative fee. Once COBRA coverage ends, though, you'll be automatically eligible for an individual policy under another federal law known as HIPAA, which guarantees access to health insurance for individuals who leave job-based coverage. But you must exhaust your COBRA benefits in order to qualify.

Unfortunately, a HIPAA policy, while guaranteed, is not necessarily comprehensive or affordable, says Pollitz.

Go back to work

If you're already retired and you don't have health benefits from your former employer, your best bet may be to seek a part-time job that offers coverage.

If your retirement was voluntary, your former employer may be willing to put you back on the payroll in a less demanding position. Or you might seek a job that's related to your old one but is less taxing. Or consider a service industry job.

IBM retiree Chet Balon, 59, took a four-day-a-week sales job at Barnes & Noble, which qualifies him for the company's health plan at $12 a week. Sure, these jobs may not pay very well, but that's not the point.

Says Clark Randall, a certified financial planner in Dallas, "Forget about how much you earn; if you can just get benefits it's worth it."




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Sears Considers Separating Orchard Supply Hardware
Dow Jones Newswires
May 9, 2005

HOFFMAN ESTATES, Ill. -- Sears Holdings Corp. (SHLD) intends to pursue alternatives for the separation of its Orchard Supply Hardware business, which could include a sale of the business or initial public offering.

Orchard Supply Hardware is a chain of 82 hardware and garden retail stores in California.

"Sears Holdings is focusing its management attention and capital on the opportunities in our core business presented by the merger of Sears and Kmart," Sears Chief Executive Alan J. Lacy said in a press release Monday.

"While we continue to believe in Orchard's business model and growth strategy, we are pursuing alternatives to provide Orchard Supply Hardware with the capital to grow its store base, while at the same time providing appropriate value to Sears Holdings," Lacy said.

Citigroup Global Markets Inc. and Lehman Brothers Inc. are acting as financial advisers to Sears.

Ever since Troy, Mich.-based Kmart Holding bought Sears Roebuck in a $12.3 billion acquisition, Wall Street has speculated about Sears potentially selling another portion of its holdings, Lands' End. An April 8 Dow Jones Newswires report said although Sears Chairman Edward Lampert recently denied that the company planned to sell its Lands' End catalogue business, some in the retail industry believe that a spinoff of Lands' End as a standalone wouldn't come as a surprise.

Also in April, Sears said it planned a mass layoff of at least 500 workers at its headquarters, according to an Associated Press report.

Shares of Sears Holding were trading at $145.30, up 60 cents, or 0.4%, in Nasdaq composite trading.

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Sears says may sell Orchard hardware business
Reuters
May 9, 2005

CHICAGO, May 9 (Reuters) - Sears Holdings Corp. (SHLD.O: Quote , Profile on Monday said it was considering selling or spinning off its Orchard Supply Hardware chain of 82 hardware and garden retail stores in California.

The retailer said it hired Citigroup Global Markets Inc. as financial advisers, and was considering "strategic alternatives" including a sale or initial public offering.

In a statement, Sears said it was focusing on "our core business presented by the merger of Sears and Kmart." The $12.3 billion Sears-Kmart deal, which closed in March, created the third-largest U.S. retailer with about $55 billion in annual revenues.

Sears spokesman Ted McDougal said the company would not break out sales for its Orchard Hardware business.

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Familiar Mr. Fix-its tackle companies in trouble
USA Today
May 9, 2005

Reclusive billionaire buys big stake in a Big Three automaker. Deep-pocketed financier who made his reputation as a corporate raider wages proxy fight. Scion of a liquor empire family captains megabucks deal ˜ in entertainment. Ambitious investor builds business empire from two troubled companies.

If today's business news seem familiar, it should. In a year that could set records for mergers, acquisitions and restructurings, some players from the '80s are back in the news, and newcomers are adopting strategies popular in the M&A wave 20 years ago. Four who play leading roles:

Fabled financier Kirk Kerkorian might be nearly 90 years old, but that apparently hasn't slowed his business chops or hurt his clout on Wall Street.

Many thought they would never see General Motors, one of the world's largest corporations, ever put into play as a potential takeover target.

That is, until news broke last week that Kerkorian's Tracinda investment firm is proposing to snap up another 5% of the automaker for nearly $900 million, potentially making Tracinda the third-largest shareholder in GM, with a 9% ownership stake. Although described as a passive investment, Kerkorian's move revived memories of his history a decade ago with Chrysler ˜ when he made an unsuccessful takeover bid ˜ before Daimler bought the company.

"He's achieved his first objective right out of the gate: that it's economically feasible to buy GM," says Chas Chandler, a mergers expert and managing partner at Amherst Partners. "Now, it's making everybody in the investment community think about what could be done."

Kerkorian, 87, is ranked No. 41 on Forbes' "World's Richest People" list, with a net worth of $9 billion.

The tennis-playing tycoon made his fortune in deals involving Metro-Goldwyn-Mayer, MGM Mirage Resorts and other investments. Last year, MGM Mirage bought Mandalay Resort Group for $8 billion, making it the world's No. 1 gaming company and Kerkorian the king of the Las Vegas Strip.

Kerkorian's latest business offensive comes as GM wrestles with a $1 billion first-quarter loss, weak U.S. light-truck sales and union battles.

His next move is unclear. He could pressure board directors to oust top GM management. He could launch a takeover attempt. Or he could wait and see whether GM executives revamp the company, cut costs and sell the automaker's finance arm, General Motors Acceptance Corporation (GMAC).

"This is what keeps him alive and energetic," Chandler says. "He's not going to let age stop him."

Carl Icahn

Carl Icahn, 69, the maverick corporate raider whose bid to win three seats on the board of Blockbuster will be decided by shareholders Wednesday, has been down this road before.
Icahn owns close to 10% of Blockbuster stock and has nominated himself and two others to the company's board. While not contesting some of current management's initiatives to grow the business in a declining movie-rental market, Icahn is bent on holding the company's top executives responsible for the success or failure of their strategy.

Shareholder advocate Nell Minow criticizes Icahn for putting his interests ahead of other shareholders' but says he's picked a good target. Her research group, The Corporate Library, gives Blockbuster an "F" for overpaying its executives. But she's not convinced Icahn wants to improve its operations.

"One of Carl Icahn's weaknesses is that he consistently nominates himself and clones of himself to boards rather than people with knowledge of the industry," she says.

For almost 30 years, Icahn has demonstrated an expert eye in identifying undervalued companies. In 1987, he acquired a 12% stake in Texaco after the oil company had been hit with an $11 billion judgment, figuring that the number would be reduced. He was right: He helped broker a deal reducing the sum to a $3 billion payout and eventually sold his stake and pocketed a $700 million profit.

In the 1990s, Icahn urged RJR Nabisco to split its food business from its tobacco interests. When the company finally did it, Icahn made more than $800 million in profit by selling his stock.

More recently, Icahn has been battling for control of generic-drug manufacturer Mylan Laboratories and Kerr-McGee, the oil and gas conglomerate.

"He finds opportunities, where management has a cluster of assets, to use those assets," says Mario Gabelli of Gabelli Asset Management. "He's opportunistic, a savvy user of cash flow."

Edgar Bronfman Jr.

Redemption is particularly sweet for Edgar Bronfman Jr., chief executive of Warner Music, who led the investor group that bought the music firm for $2.6 billion from Time Warner in 2003.

The third-generation Seagram heir has been trying to live down his ill-fated decision to sell the family company, including Universal's entertainment and music properties, to Vivendi for $34 billion in stock in 2000. The move looked like a Hollywood disaster movie as Vivendi shares imploded, taking billions of the Canadian family's fortune with them.

Now as Bronfman nears his 50th birthday on May 16, the media mogul is riding high again. The onetime songwriter for Celine Dion and Dionne Warwick sits atop the world's fourth-largest music group. In the 18 months since Bronfman and private equity groups including Thomas H. Lee Partners beat out rival EMI for Warner, he's doubled the money of his Wall Street backers and wrung $250 million in annual cost savings out of the operation.

The big payoff comes this week with a scheduled initial public offering worth $750 million that would make Warner the only publicly traded, stand-alone music company in the USA.

Bronfman and other executives declined to comment because of the "quiet period" surrounding the IPO. "He's showing he can do a good business deal," says Hilary Rosen, former chairman of the Recording Industry Association of America. "Now the next step is to prove he's not just in it for the money; that he's a manager and a music guy."

That's exactly what Bronfman and his partners are doing, charge some artists on the Warner roster. Kid Rock issued a statement that he wants to switch to a label more interested in "music than IPOs."

Inside Warner Music, the public attacks are viewed as publicity stunts. On Wall Street, analysts say they're helping, not hurting, Bronfman's image as a guy willing to stand up to outrageous contract demands.

Edward Lampert

Edward Lampert, the 42-year-old financier behind ESL Investments, personifies the recent rise of private equity investors. He's leading the nation's No. 3 retailer, Sears Holdings, after buying a controlling interest in Kmart last year and then buying Sears.

Bankrolled by minimum $10 million investments from business celebrities such as DreamWorks SKG co-founder David Geffen, Dell founder Michael Dell and Four Partners' Thomas Tisch, ESL seeks outsized returns by buying big stakes in distressed companies and helping them boost their profits and cash flow.

Since launching ESL in 1988, Lampert has built one of the leading private equity firms in the USA. Before the Kmart and Sears deals, he was best known for his work buying big stakes in retailers such as AutoZone, AutoNation and Payless ShoeSource.

Those deals culminated in Lampert's masterstroke: buying 52% of Kmart and bringing it out of bankruptcy reorganization. Next, he bought Sears, in which he was a big shareholder. ESL's 39% stake in the new Sears is now worth about $9 billion.

Lampert's focus now is to manage the combined retail giant, Sears Holdings, and its 3,800 stores in the USA and Canada. He has raised roughly $1 billion by selling about 70 of Kmart's 1,500 stores and stopping the former management's bad habit of selling merchandise at a loss. He's also working to move Sears beyond malls and add better brands at Kmart.

He faces a huge challenge in taking on the low-cost giant, Wal-Mart, while fighting the hip image and interesting merchandise assortment of Target.

His Rolodex of high-powered backers and his successful record make him worth watching. Forbes pegs his fortune at $2.5 billion, which it says makes him Connecticut's wealthiest resident.

So far, Lampert's performance speaks for itself. BusinessWeek reported ESL Investments has returned 29% a year on average since inception in 1988. That beats the 25% average annual return of Warren Buffett's Berkshire Hathaway since 1965.

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Sears to show off latest appliances at bath show
By Sandra Guy – Chicago Sun-Times
May 9, 2005

Sears Holdings Corp. has taken its online home-decorating tool to the kitchen, and is introducing new kitchen appliances designed to help harried homeowners save time.

The latest innovations are an oven cooktop that zaps heat directly to the pots and pans, and a refrigerator with a fruit-and-vegetable "stand" in the door.

Shoppers can see how the appliances and other items would look in their kitchen by clicking onto the Sears.com Web site, and using a "virtual decorator" tool to switch out appliances, cabinets and wall colors in a make-believe kitchen.

The Hoffman Estates-based retailer will unveil the latest appliances at the National Kitchen and Bath Show in Las Vegas opening Tuesday.

"We are finding that customers love new [kitchen] products," said Tina Settecase, Sears' general manager of home appliances. "In the past, everything was white, and product lines stayed the same for three years. Now, the lines change every year."

The refrigerator, a Kenmore Ultra Fresh, features a fresh-and-ready bin in the door that keeps fruits and vegetables fresh. It also has a berry basket with holes in the bottom, enabling a nibbler to carry it to the sink and wash the fruit inside.

The refrigerator has humidity-controlled crispers and separate temperature controls for fresh and frozen foods.

Shoppers can find it on sale from $1,349.99 to $1,399.99, depending on the size, starting on Memorial Day weekend.

The oven cooktop is a Kenmore Elite model that uses electro-magnetic frequency to eliminate the need for gas-fueled fire or electric burners. The 30-inch cooktop's elements reach full power in one second, and induce heat directly into the pan holding the food.

The cooktop has 15 temperature settings, and senses the presence of a pot on its surface. It can hold each pan at a certain temperature after the food is cooked.

The cooktop surface stays cooler than a conventional version, making it less likely to burn spilled food or children's hands.

The cooktop will sell for $1,499 when it is put in stores in September.

Shoppers may have to look around for the new appliances.

Sears has started a new distribution system that sends different assortments of kitchen appliances to different stores, based on a community's income, household makeup and ethnic tastes.

The appliances will be sold at Sears stores and Sears Essentials convenience-store-like formats where the demographics fit, and at Sears' higher-end Great Indoors home-decor stores.

Sears also has started a new incentive for appliance buyers -- from June 5-19, shoppers who buy an appliance that costs more than $399 can choose either a free night at a Fairfield Inn, a Marriott hotel, or zero percent financing for 12 months. The hotel stay is valid for two adults and up to three children.

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Teaching Wal-Mart New Tricks
By Tracie Rozhon – New York Times
May 8, 2005

WAL-MART' chief financial officer, Thomas Schoewe, had just returned from a trip to Wall Street, and was still shaking his head about a question analysts there had directed at him. "They kept asking me if Lee Scot t didn't know what Tom Coughlin was up to," he said.

H. Lee Scott Jr. is the feisty chief executive of Wal-Mart Stores, and until recently Thomas M. Coughlin was its vice chairman. A hunting and fishing buddy of Sam Walton, the founder, Mr. Coughlin retired in January amid great fanfare - with a local library branch named for him. But two months later, he was unceremoniously dumped from the board after accusations of expense account fraud.

Mr. Schoewe told the Wall Street analysts that Mr. Scott had known "absolutely nothing" about any problem. Recounting the story last week, Mr. Schoewe paused. "I mean, if he had known, would we have named a library after the guy?" Then he looked into the middle distance, and, as if speaking to himself, said softly: "I'm not sure they believed me."

Glasnost, Wal-Mart is starting to learn, can be unsettling. But after decades of battening down the hatches and refusing to deal with pesky analysts and reporters, the company has decided to open up and let a little sun in. The less confrontational approach to the outside world is part of its effort to repair a reputation that, especially in the last year, has suffered blow after blow, the latest being Mr. Coughlin's travails.

That is not the only big change taking place at Wal-Mart, the country's largest company ranked by sales. It is also beginning to rethink some of Sam Walton's most closely held tenets, including his determination to sell only the cheapest of merchandise to some of the least affluent Americans.

Why now? Because Wal-Mart suddenly seems, well, vulnerable - a word seldom associated with the $288 billion-a-year juggernaut that once swatted down rivals as if they were so many gnats. Its stock price has been flat for five years, and competitors like Target (whose name the cognoscenti love to pronounce the French way: tar-ZHAY) are giving it fits. "Which would you rather have?" one analyst asked. "A $1.99 plastic ice bucket from Tar-zhay or one from Wal-Mart?"

While Target long ago enlisted Isaac Mizrahi to design $19.99 giraffe-printed sweaters and Michael Graves to design tea kettles, Wal-Mart has been trying to figure out both its men's and women's clothing lines - with only limited success.

But now Wal-Mart executives say the company is getting its act together with apparel and home furnishings, which have been weak spots. In the grocery aisles, it is also experimenting with healthy frozen dishes and even organic food.

And so Mr. Schoewe finds himself spending much more time on the company jet, flying to places like New York to sell Wall Street on not only the company's finances but also, to a certain extent, its marketing strategies. "Two years ago, I might have held two meetings annually with analysts," he said. "Now I'm meeting with them all the time."

Last month, the company also held its first corporate open house for journalists, where it addressed accusations of union-busting (it remains staunchly anti-union), of forcing employees to work off the clock, of hiring illegal immigrants and of discriminating against women.

This depressing litany was tackled head-on in interviews last week with a parade of executives, some of whom couldn't quite shake the "us against them" tone for which Wal-Mart is so well known.

Mr. Scott, who said last month that the missteps were isolated incidents that should never happen again, has since acknowledged that some problems still need to be addressed.

He and others, for example, said they would never again try to go over the heads of local politicians in their quest for store growth, as they did in Inglewood, Calif., where they sponsored a referendum last year to try to sidestep city zoning. That failed, amid cries that Wal-Mart was trying to subvert the political process.

In a telephone interview last week, Mr. Scott added that Wal-Mart was now "harsher" on rule-breakers, and gave the hypothetical example of a truck driver who "has been involved with alcohol." A district manager might once have given the driver another chance, he added, but now the driver would be fired.

He also struck a conciliatory note with opponents. "We're trying not to look at critics as annoyances," he said. "The thing is to find out the truth. We've changed as a company. We listen more to people coming to us with diversity issues, overseas sourcing, shareholder rights.

"We're getting past the idea that everyone who criticizes you has an ulterior motive and wants you to fail."

Analysts said they see change at Wal-Mart but say they still worry about what they call "headline risk" at the company - the chance that it will stumble again, very publicly. "That's the biggest thing," said Gary Balter, a stock analyst at UBS who has covered the stock for 20 years. "It's bound to be bad for morale.

"How can you think about selling clothes," Mr. Balter added, "when you're thinking about Tom Coughlin and who's going to be next?" A federal grand jury recently began an investigation into the allegations that Mr. Coughlin had abused his expense account and told Wal-Mart employees to help him cover it up; through a lawyer he denies any impropriety.

FOR years, Wal-Mart had simply roared along, gathering up accolades - and enemies. The management was tough then, and it still is. Mr. Scott, after all, first came to Sam Walton's notice when employees complained that he was firing too many company truck drivers.

But since it opened its first discount store in 1962, Wal-Mart was always paternalistic and devoted - some say too devoted - to giving the customer the lowest price possible. To get that lowest price, executives still say, the company must be unfalteringly demanding.

During the weekly meeting of company officers, Mr. Scott asks embarrassing questions like: "Why does Target make a better coffee maker and sell it for $19.95?" The buyer in charge of small appliances, put on the spot, may acknowledge that he doesn't have a clue.

But before the meeting is over, the buyer is expected to get on his BlackBerry, or his phone, and not only find out why but, ideally, to have found the same or better coffee maker. He is also expected to bargain with shippers so the company can sell it for less. Oh - and to place an order.

An announcement that the coffee maker, or whatever product, will be in stores the next week is the kind of line that gets applause, and a nod from Mr. Scott.

Such relentless pressure, combined with hiring new teams of designers and buyers across all merchandise categories, seems to be paying off.

"They're starting to turn it around," Mr. Balter of UBS said, singling out the contributions made by Michael T. Duke, the chief executive of stores, and Eduardo Castro-Wright, who in February became the chief operating officer of Mr. Duke's division. "They're starting to get their internal act together again."

Earnings per share rose 19 percent last year. Gross margin, meanwhile, has grown from 21.2 percent in 2001 to 22.9 percent. That may not seem like a big change, but for a huge discounter like Wal-Mart it represents almost $5 billion in additional earnings.

For the first time, Wal-Mart agreed last week to break out comparable sales figures for several of its most-improved categories. Youth-oriented handbags, for instance, are up 40 percent over last year. Sales of flat-screen televisions, music players, DVD players and modems have doubled. Sheets and towels rose "in the double digits," the company said.

Wal-Mart is remarketing and expanding its sporting goods. One sign of the payoff: sales of pedometers are double what they were a year ago.

Like most retailers, Wal-Mart is wary of giving figures for actual sales volume, but it did provide a rare example: it expects to sell 30 million "attitude tees" - T-shirts with slogans - before the year is out. Last year, it sold 20 million.

Nevertheless, Wal-Mart's same-store sales - the vital comparison involving stores open at least a year - have not been impressive, especially when compared with Target's. Last week, Wal-Mart said its same-store sales in April were only 0.9 percent higher than they were in the same month a year earlier.

Mr. Schoewe said the increase was so small because Wal-Mart believes in saturating markets with its stores, a strategy designed to keep out its so-called big-box competitors. That also results in a certain amount of cannibalization within Wal-Mart: When a new store opens near an older one, it drains away some of the sales. "But that's only for two years or less," he said. "By the end, it's back up to what it was."

Yet there is no getting around the fact that comparable sales fall for a time. "And Wall Street puts an emphasis on same-store sales," he said.

That it does. "For good reason," said Christine K. Augustine, an analyst at Bear, Stearns. "It's a proxy for market share."

And better news may be coming. While same-store sales have slipped from healthy to wimpy in the last year, analysts note that starting in June, the comparisons will improve because sales started to weaken last June, so the company won't have such high numbers to beat. Improved sales may offset some of the pain from worrisome higher-than-normal expenses, caused mainly by higher shipping costs.

So is Wal-Mart's stock undervalued? Mr. Scott certainly thinks it is. So do 17 of the 29 analysts whose recommendations are tracked by Bloomberg Financial Markets; they rate the stock a "buy." Wal-Mart's stock, which traded at $69 at the end of 1999, closed on Friday at $48.96.

"The fact that everybody hates them now, that's great!" Mr. Balter said. "People have essentially said: 'We don't know where you're going, but we know we don't like it.' "

Not surprisingly, Mr. Balter is one of the analysts who has rated the stock a "buy."

IN the main auditorium of Wal-Mart headquarters here, where Mr. Scott presides over the famous Saturday-morning meetings and where division vice presidents meet on Fridays to critique all the latest toys and blenders and bikinis, the walls are ringed with price signs, the same ones that are, or will be, posted in the 3,159 stores across the country.

"Blue Ice - 97 cents," "HP Office Jet 4215v Printer - $98.74," " Kellogg's Cereal with Star Wars Characters on Boxes - $2.84."

Wal-Mart is offering more new products than ever, its executives say, and not just cheap stuff at the cheapest prices. In design studios and in a food-testing laboratory tucked behind the home office here, Wal-Mart is reviewing merchandise that will be significantly more middle-income - a necessity in order to stay competitive, according to analysts like Ms. Augustine. These newer items, some already on the shelves, are not being designed to replace the cheaper ones - executives are adamant about not losing their core customers - but to expand the company's offerings.

In the last nine months, Wal-Mart has developed and introduced 44 new grocery items, including nine-layer lasagna, Key lime pie and toffee cookies. It has brought in hundreds of new "branded" items - products not developed exclusively through the company. These include more healthy alternatives, like Kashi trail bars and granola mixes.

Higher quality does not always mean higher prices. Wal-Mart recently started stocking a thick new towel, in hot colors like orange and more sophisticated tones like taupe, for $4.24. Many stores also have an entire aisle of newly designed turquoise and orange plastic goblets and daisy-flowered plates, and they sell them for an average price of $1.97.

Wal-Mart has introduced hundreds of new, more upscale products in the last three months, from gourmet roast beef to an $89 two-drawer, two-door console with a wood veneer to 400-thread-count sheets that are $20 cheaper than Target's 400-count sheets. And more products are coming, Mr. Scott said, because Wal-Mart's customers love the new lines.

"Just because you don't have a lot of money doesn't mean you don't have taste," he said.

Wal-Mart is also introducing a variety of gourmet foods and frozen dinners, some of which come in "healthy" recipes. Compare the new (healthy) frozen chicken Marsala that serves two for $5.86 with the new, cholesterol-laden nine-layer lasagna that can feed six for $5.86.

A portion of the chicken Marsala, with portobello mushrooms, has a saturated-fat content that is 13 percent of the recommended daily allotment - not more than many so-called energy bars - and 17 percent of the recommended sodium. A portion of the lasagna, which is made with béchamel sauce and Bolognese sauce as well as four cheeses, has 50 percent of the daily recommended limit of saturated fat and 36 percent of the sodium.

Introduced two months ago, the lasagna is already Wal-Mart's top-selling frozen entree. "We tested 26 lasagnas available at restaurants," said Nancy Nagle, director of product development. "We found the best."

This is a different approach for Wal-Mart. "There's a whole new team, and we're growing exponentially," she said. "When I first came, it was my boss, Dede, and myself. Now, we have a team of seven."

Wal-Mart, Ms. Nagle said, is a no-nonsense negotiator. "People are afraid of Wal-Mart," she said. "We're not an ogre. We're not playing any game: just give us your net-net cost." Wal-Mart, she said, doesn't accept any "slotting fees," the money demanded by most supermarket chains in exchange for a prominent place on the shelves. Wal-Mart offers many brand names, like Kellogg and Nabisco, but also its own labeled foods, like the newer and pricier Sam's Choice.

For Ms. Nagle and her staff, the tough specifications are just that, specs - "not a weapon" to use against suppliers, she said. But, she added, they must be adhered to. Quality controls are rigorous: "Hello," she said, as if talking to one of these suppliers: "Where are the bananas? We're supposed to have 3 percent in this trail mix."

Wal-Mart executives said they could not legally pressure manufacturers to sell their branded goods for less than they offer anyone else, based on volume. "Where we can offer the savings," said Mr. Duke, "is through efficiencies in shipping and delivery."

AT the Wal-Mart Supercenter in Rogers, Ark., about seven miles from the company headquarters, it's been a tough week.

"Yesterday's traffic was down 3 percent from the same day last year," said Matt Loveless, the store manager. "Sales were down 4.3 percent." On the other hand, "paper goods were up 12.3 percent; paint was up 16.2 percent; housewares were up 37 percent. ..."

The list was almost endless. So what was down? Because of the cold weather, Mr. Loveless said later, plants in the garden center weren't selling as well as they did a year ago. Not so many customers were ready to buy spring and summer clothes, either. And the crafts and fabrics departments were weaker than normal, he said.

Still, employees were quick to offer the Wal-Mart cheer, a high-schoolish recitation of "Give me a W, Give me an A" and so on, with foot-stomping and a grunt at the end. Then several employees stepped forward with newly arrived products they particularly liked.

One young man talked about a rocket-launching "air gun" called Total Extreme. "Show us!" chanted the 40 to 50 workers. He pumped the plastic gun and a plastic-foam rocket went off, soaring high and long over all their heads, to applause. "And it's only $2.82," he crowed, to more clapping and foot-stomping.

Just after the cheers and the individual testimonials about the new products, Loretta Hartgrave, 48, said she felt that Wal-Mart has been getting bad publicity lately. She blamed "people that have already left the company, who didn't feel they were treated right."

The important thing, she added, was to buy into the company's profit-sharing plans. "I have the stock options," Mrs. Hartgrave said. "I built my house nine years ago - a three-bedroom brick house in Lowell - and we paid for it the day we moved in." Mrs. Hartgrave's husband had worked in the maintenance department of a nearby turkey processing plant owned by Cargill before he died last November. "What he was making only paid the taxes," she said.

Wal-Mart's health plans have been attacked by critics, but Mrs. Hartgrave presents the opposing view. "When we first were presented with the option for cancer coverage, my husband didn't want it: 'Nobody in my family ever had cancer,' " she recalled him saying. "But for me, that went in one ear and out the next." She signed up for the extra coverage for $30 a month; standard Wal-Mart health insurance costs $40 a month for an individual, $155 for a family.

Altogether, Wal-Mart's medical insurance laid out $60,000 to treat Mr. Hartgrave's single-cell cancer before he died. "Six pills prescribed for pain and chemotherapy would have cost $1,000," Mrs. Hartgrave said. "We paid $50 until we met our deductible. After that, we paid nothing.

"All these people complain about the benefits," she added, "but I think they haven't been explained well." She paused, then added: "I don't know if they don't listen. I preach a lot on it."

Critics say the biggest problem with Wal-Mart's health insurance is not with the long-term illness and hospitalization coverage, but with the waiting periods to qualify: six months for full-time hourly workers, two years for part-time workers. Wal-Mart says the terms are more generous than those of most retailers.

But Wal-Mart's deductibles are also high: a family must spend $1,000 a year of its own money before the insurance kicks in - except on prescriptions, like the ones Mrs. Hartgrave got for her husband. "We have no H.M.O. where you pay $5 for a doctor's visit," said Mona Williams, a vice president and the chief spokeswoman for the company.

MS. WILLIAMS, who says that some critics seem to "make their living by attacking Wal-Mart," conceded she once might have thought that the Wal-Mart cheer was hokey. "I would have rolled my eyes," she said. "But now I'm a part of something bigger than myself; it's like being in the military or in a religion. Here it's like a fanatical mission to save our customers money."

She rattles off statistics: 30 percent of the company's 1.5 million employees had no health insurance at all when they were hired, hourly wages are comparable to - or greater than - Target's, and half of the company's workers are full time.

She said she resented accusations that Wal-Mart's wages were not enough to support a family. "Only 7 percent of our workers are trying to support a family," she said. "The rest are seniors, college kids, people working to supplement the main wage earner. Those are the people we're recruiting. The average wage is $9.68 an hour."

It may stay there for a while. Mr. Scott was characteristically blunt last week when he dismissed the idea he might re-examine Wal-Mart's wage and price structure, if only to satisfy some of his more vocal critics. "No" was all he said.

He was positively chatty, though, when asked a question many retailers hate: Who are your biggest competitors?

"Bed Bath & Beyond is phenomenal," he said. "Walgreens may be as good a competitor as we've got. And of course Target does so many things well." He went on to list Home Depot, Lowe's, Crate & Barrel, Pottery Barn, Ikea and Dollar General.

He likes to walk the aisles of other stores. "What are the colors of the new Coach  purses?" he wondered. "They're hitting on all cylinders now and if we don't have the same - uh, I mean, something similar - before long, we're in trouble."

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SEARS HOLDINGS CORP.:
Citigroup to include Kmart in credit deal
By Tribune Staff – Chicago Tribune
May 7, 2005

Citigroup is expanding the scope of its 2-year-old agreement with Sears, Roebuck and Co. to also provide proprietary credit card services, including zero-percent financing, to Kmart cardholders, according to a Securities and Exchange Commission filing. Sears and Kmart merged in March to form Sears Holdings Corp.

The revised deal also increases the amounts that Citigroup will pay to Sears Holdings based on credit card accounts generated and credit sales. Citigroup will also chip in more for marketing support. Kmart is terminating its deal, struck in October 2004, with Household Bank.

Details are being worked out as to whether shoppers can use their cards at both stores. Financial terms have not been disclosed. In July 2003, Sears said it would realize $400 million a year annually from its Citigroup agreement through payments and cost savings.

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Retiree health benefits disappearing
Best option is to plan now for medical costs later

By Jennifer Openshaw – Market Watch
May 5, 2005

LOS ANGELES (MarketWatch) -- Your mom always told you to respect your elders. But more and more senior citizens across the country are experiencing an increasing financial "slap in the face" from their former employers -- the elimination of retiree health insurance.

Is this yet another trend toward fewer retirement benefits that began years ago with the elimination of the gold watch?

Health-care costs can be a major problem whether you're employed or retired. One major difference, of course, is that retirees typically have a much greater dependence on health insurance than do those still working. So here is the question: Should seniors have a right to expect retiree health insurance from their former employer?

In recent decades, health-insurance costs have taken a much bigger bite out of a consumer's total health-care budget -- 52% in 2003 compared with 35% in 1984, according to the Bureau of Labor Statistics. Health-care costs in the United States have risen faster than almost any other area of consumer expenditure, sometimes jumping at three times the overall inflation rate.

Until 1990, retiree health insurance went largely unnoticed. But in that year, the Financial Accounting Standards Board ruled that corporations had to add retiree-health-insurance liabilities to their balance sheets.

In 2001, General Motors acknowledged in its annual report that it had a completely unfunded liability for retiree health insurance - estimated at that time to be $34.5 billion. The value of the entire company at that time was only $19.7 billion. See any problems there?

In recent years, a growing number of companies have announced they will no longer be paying for health insurance for those retirees who had been promised this benefit. According to a study by the Economic Policy Institute, only 34% of large firms (those with more than 200 employees) offered retiree health coverage in 2002, down from 66% in 1988.

The final complication is the aging population. In coming years, the U.S. labor market will experience a shock resulting from an increase in life expectancy compounded by the retirement of baby boomers. The percentage of the U.S. population over 65 is expected to stand at 36% in 2030, up from only 21% in 1997.

Gerry Smolka, a senior policy adviser with AARP's Public Policy Institute, says that, "unlike pensions, retiree health care is not a vested or prefunded benefit at most companies."

Her group recently conducted a study showing the typical retiree could expect to spend an average of $3,455 annually on out-of-pocket health-care expenses. This number could go much higher depending on age, health and plan features.

Retiree choices

How can you plan for this potential hit to your wallet?

Retirees' best bet is to first plan a portion of their retirement budget as a contingent liability for private health insurance. That way, if employer-sponsored health insurance is changed or even eliminated they are prepared.

Experts also advise retirees to examine their Cobra eligibility. Federal laws require that an employee be offered Cobra for 18 months (36 months if you are over 65 and enrolled in Medicare) after leaving an employer. The Cobra insurance program, though, only grants you access to the group policies -- you are still required to pay the full premiums.

Other ideas include exploring whether your professional organization offers group coverage. Group policies have the benefit of watering down any one person's specific health liabilities.

Finally, one of the most common methods of dealing with retiree health-care costs is to get a part-time job with an employer who offers these benefits. An increasing number of retirees are turning to this option even though finding employers who offer health benefits to part-time employees is already difficult.

The irony of needing to work in retirement is that health issues may prevent you from being able to work, even part-time.

The best advice is to begin preparing now for what looks to be an emerging national problem with few solutions that are evident today. To get estimates of what retiree health care may cost, visit http://www.choosetosave.org/tools/rethlth.htm. See the site. http://www.choosetosave.org/tools/rethlth.htm

For those who think saving for this potential retirement cost may be beyond their means, the cheapest solution may be to take their doctor's advice and get started on that nutrition and exercise program long before retirement. That way you stand a better chance of staying healthy and not incurring those big medical bills later in life.

Jennifer Openshaw is CEO of Family Financial Network, a national provider of financial planning and advice to families and individuals. She is the author of "What's Your Net Worth?" and the host of a public television show of the same name. Reach her at jennifer@familyfn.com .

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Can't Wal-Mart, a Retail Behemoth, Pay More?
By Steven Greenhouse – New York Times
May 4, 2005

Bentonville, Ark. - With most of Wal-Mart's workers earning less than $19,000 a year, a number of community groups and lawmakers have recently teamed up with labor unions in mounting an intensive campaign aimed at prodding Wal-Mart into paying its 1.3 million employees higher wages.

A new group of Wal-Mart critics ran a full-page advertisement on April 20 contending that the company's low pay had forced tens of thousands of its workers to resort to food stamps and Medicaid, costing taxpayers billions of dollars. On April 26, as part of a campaign called "Love Mom, Not Wal-Mart," five members of Congress joined women's advocates and labor leaders to assail the company for not paying its female employees more.

And in a book to be published this fall, a group of scholars will argue that Wal-Mart Stores, having replaced General Motors as the nation's largest company, has an obligation to treat its employees better.

Among workers at Wal-Mart's 3,700 stores across the United States, the debate is also heating up.

Frances Browning, for example, once earned $15 a hour, but now at Wal-Mart, where she is a cashier in Roswell, Ga., she is paid $9.43. She says she is happy to have the job.

"I was unemployed for two and a half years before I found my job at Wal-Mart," Ms. Browning, 57, said. "Like everybody else I'd love to make a lot more, but I have to be realistic.

But Jason Mrkwa, 27, a high school graduate who stocks frozen food at a Wal-Mart in Independence, Kan., maintains that he is underpaid. "I make $8.53, even though every one of my evaluations has been above standard," Mr. Mrkwa (pronounced MARK-wah) said. "You can't really live on this."

Labor groups and their allies are focusing on Wal-Mart because they say that the campaign will not just benefit its workers but also reduce the existing pressure on unionized competitors to reduce their own wages and benefits.

"Wal-Mart should pay people at a minimum enough to go above the U.S. poverty line," said Andrew Grossman, executive director of Wal-Mart Watch, the coalition of community, environmental and labor groups running the series of ads criticizing Wal-Mart. "A company this big and this wealthy has the ability to pay higher wages."

H. Lee Scott Jr., Wal-Mart's chief executive, vigorously defends his company, arguing that wages are primarily determined by market forces and that Wal-Mart pays more than most retailers and provides better opportunities for advancement.

"If people tell you that Wal-Mart is leading the so-called 'race to the bottom' in terms of job quality or pay, they're not only wrong, they're dead wrong," he said to journalists at a company-sponsored conference here in April, the first time Wal-Mart has gone out of its way to invite a number of reporters to its headquarters to hear its views. "We are instead creating a better workplace with more opportunity and more benefits than have been available in retail."

Mr. Scott contends that the critics, including competitors, are defenders of an outdated status quo, intent on upholding a retailing system full of inefficiency and inflated prices.

He said that if Wal-Mart were as greedy as its detractors say, it would never have attracted 8,000 job applicants for 525 places at a new store in Glendale, Ariz., or 3,000 applicants for 300 jobs in outlying Los Angeles.

Michael T. Duke, chief of the company's stores division, said, "Wal-Mart is a very good place to work for our associates, and every day we make it even better."

Mr. Mrkwa, the food stocker, does not see it that way. With pay that brings him about $20,000 a year, he said he could not afford a decent apartment or a vehicle better than his 1991 Dodge Dakota. "I don't see why Wal-Mart can't pay more," Mr. Mrkwa said. "Unfortunately, in the market we live in there just aren't many jobs available."

Wal-Mart says its full-time workers average $9.68 an hour, and with many of them working 35 hours a week, their annual pay comes to around $17,600. That is below the $19,157 poverty line for a family of four, but above the $15,219 line for a family of three.

Wal-Mart critics often note that corporations like Ford and G.M. led a race to the top, providing high wages and generous benefits that other companies emulated. They ask why Wal-Mart, with some $10 billion in profit on about $288 billion in revenue last year, cannot act similarly.

"Henry Ford made sure he paid his workers enough so that they could afford to buy his cars," said William McDonough, executive vice president of the United Food and Commercial Workers union. "Wal-Mart is doing the polar opposite of Henry Ford. Wal-Mart brags about how its low prices help poor Americans, but its low wages are helping increase the number of Americans in poverty."

Mr. Scott argues that retailers, with narrow profit margins, face a different competitive situation and cannot afford to be as generous to their workers as automakers and other capital-intensive companies.

"Some well-meaning critics," he said, "believe that Wal-Mart, because of our size, should play the role that General Motors played after World War II, and that is to establish the post-world-war middle class that the country is so proud of. The facts are that retailing doesn't perform that role in the economy as G.M. does or did. Retailing doesn't perform that role in any country in the world."

Many of those assailing Wal-Mart argue that the company can, and should, pay its workers at least $2 more an hour and add $1 or $2 an hour beyond that to improve its health benefits. A Harvard Business School study found that Wal-Mart paid $3,500 a year for each employee for health care, while the typical American corporation paid $5,600.

If Wal-Mart spent $3.50 an hour more for wages and benefits of its full-time employees, that would cost the company about $6.5 billion a year. At less than 3 percent of its sales in the United States, critics say, Wal-Mart could absorb these costs by slightly raising its prices or accepting somewhat lower profits.

But company executives dismiss such proposals, saying they would largely wipe out Wal-Mart's profit or its price advantage over competitors. Wal-Mart had a profit margin on sales last year around 3.5 percent. If "we raised prices substantially to fund above-market wages, as some critics urge," the company argued in a recent two-page ad in The New York Review of Books, "we'd betray our commitment to tens of millions of customers, many of whom struggle to make ends meet."

Here in Bentonville, Mr. Scott pursued that theme. "If you're telling me because you're Wal-Mart and you're going to pay $12 an hour and this other retailer is going to pay $5.15 an hour, the federal minimum wage, and they're not going to provide any benefits at all and somehow the consumer is rewarded in all this, all you're doing is perpetuating the status quo," he said. "You're driving inefficiencies into the system. It doesn't make any sense."

Wal-Mart argues that, as retailing companies go, it treats its workers better than average. It says 74 percent of its employees work full time, compared with fewer than 40 percent at many other retailers. But critics note that a leading competitor, Costco, pays $16 an hour - 65 percent more than the average wage at Wal-Mart stores and 33 percent more than the $12 average at its Sam's Club stores. At Costco, 82 percent of the workers are covered by company health insurance, compared with 48 percent at Wal-Mart.

George Whalin, president of Retail Management Consultants in San Marcos, Calif., said that Wal-Mart should ignore the attacks. "Retail has always paid poorly and it probably always will," he said. "Wal-Mart has a responsibility to serve their customers - to give them a good product - and to their shareholders. They don't have a responsibility to society to pay a higher wage than the law says you have to pay."

But Burt Flickinger, another retailing consultant, said it would be in Wal-Mart's long-run interest to pay better. "Wal-Mart's turnover will be close to half a million workers this year," he said. "By paying higher wages, Wal-Mart will make its employees happier and will reduce turnover. A lot of its new workers, for instance, don't know where to stock things. Higher wages will mean more productivity per person, and that should help raise profits."

The debate is far from over. LaTasha Barker, a single mother who worked for two years as a cashier at a Sam's Club in Cicero, Ill., said she earned so little that she could not afford the $1,860 a year for family health insurance.

"They don't pay a living wage," said Ms. Barker, who quit her $8.40-an-hour job in 2004 to take a $15-an-hour social work job. While at Sam's, she said, she qualified for Medicaid and $139 a month in food stamps.

By contrast, Jamie Schifferer, manager of the health and beauty aids department at a Wal-Mart in Algonquin, Ill., said Wal-Mart was a terrific employer. She quit her $25,000-a-year post running a Cingular wireless shop to go to Wal-Mart.

After 20 months, she earns $12.50 an hour - close to her previous pay - but now works 40 hours a week rather than the 60 hours at Cingular.

"I was very miserable," she said. "As soon as I heard about this store opening, I jumped. It's perfect for me right now."

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Vornado's Investments Excite REIT's Holders
By Ray A. Smith – Staff Reporter – The Wall Street Journal
May 4, 2005

Vornado Realty Trust, a real-estate investment trust that owns about 87 million square feet of office and retail space in New York, Washington, D.C., and elsewhere, is known for leaving Wall Street in the dark about what it is up to. The company eschews conference calls and media interviews, and its news releases are short on elaboration.

Chairman and Chief Executive Steven Roth's annual letters to shareholders are usually highly anticipated among REIT-holders. This year expectations were heightened in light of some ambitious, high-profile investments the REIT made in the past year, including buying nearly 5% of Sears, Roebuck & Co., and its partnering with two private-equity firms in a $6.6 billion deal to buy Toys "R" Us. There was also the promise Mr. Roth made in last year's letter to announce an endgame for its investment in Alexander's Inc., a failed discount retailer that Vornado owns for its real estate. In fact, there seemed to be more interest in those matters than in New York-based Vornado's "core" business.

The letter, released last week, was written in an enthusiastic, breezy style. It disclosed what the company was thinking when it scouted out deals for struggling retailers and why it thinks the real-estate market will stay strong. "Over the last several years, real estate has repriced," Mr. Roth says. "I believe this is a long cycle move. Get used to it; give or take 10%, these prices are here to stay, for some time."

SEARS: Vornado in November said it bought a 4.3% stake in Sears. In the letter, Mr. Roth says Sears was generally perceived as a "slowly but surely" declining retailer in whom Vornado saw "a collection of truly great (many irreplaceable) assets" in 70% of the best malls in America, as well as its Kenmore appliance and Craftsman tool brands.

Mr. Roth said he expected the Sears-Kmart Holding Corp. merger proposed by Edward Lampert of ESL Investments Inc. -- and acknowledged that it wasn't the REIT's preferred outcome. He says Vornado investigated numerous alternatives while avoiding "saber rattling," and in the end it elected to support the merger of the firms into Sears Holdings Corp. and receive all stock in the deal. He goes on to say the cash election would have yielded $50 a share, while the Kmart stock alternative was worth $59.

Mr. Roth regretted that the announcement of the company's Sears investment triggered a 23% increase in the price of Sears stock, on 10 times normal volume.

"I think they wanted to buy more than they actually did but the market took care of that," says Chris A. Capolongo, analyst at Deutsche Bank Securities Inc.

TOYS: In March, Vornado agreed to pay about $450 million for a one-third interest in a joint venture to be owned with Bain Capital and Kohlberg Kravis Roberts & Co. to acquire Toys "R" Us.

Originally, the bidders were seeking to buy only the Toys "R" Us domestic toy business, a deal that would have had a significant real-estate element. But eventually the $6.6 billion offer was made to buy the whole company.

Some real-estate analysts have expressed concern that for Vornado, the bigger deal made the Toys transaction less of a real-estate play than originally thought. "Now [Vornado] is involved in the acquisition of the entire company, which is a different prospect," says David Harris, senior REIT analyst with Lehman Brothers Holdings Inc. "Clearly this is not just a real-estate play. It's important for investors to understand this is a very different transaction." Because the transaction hasn't closed, Mr. Roth was precluded from going into more elaborate detail about it. Until then, "we're waiting for more information," says Mr. Harris.

ALEXANDER'S: Vornado left alone Alexander's, the retailer-turned-real-estate company in which Vornado owns a 33% stake. Mr. Roth said Alexander's is "not yet fully cooked," with a large development planned on land Alexander's has long owned in Rego Park and the expansion of Kings Plaza, both in New York, implying that there is even more upside for the stock, which has doubled in the past year.

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Nike chooses not to have its shoes sold at Sears
By Becky Yerak - staff reporter – Chicago Tribune
May 4, 2005

Nike Inc. said Tuesday that it will stop selling its athletic shoes to Sears Holdings Corp., prompting speculation that the shoemaker does not want its brand sold in Kmart stores.

The decision by Nike is a setback for Sears--which has long carried a wide array of both national and exclusive brands--as well as to Kmart. Sears Holdings was formed in March after the merger of Sears, Roebuck and Co. and Kmart Holding Corp.

Nike will stop delivering its products to Sears stores in October, although the contract with Sears expired earlier this year. The Beaverton, Ore., company had sold its gear at Sears since 1999 after allowing the relationship to lapse through much of the 1990s.

"We were surprised, and although we're disappointed we respect their brand decision," said Sears spokeswoman Lee Antonio.

Nike called the move a "brand management decision" that was part of the "normal process of reviewing accounts." A Nike spokeswoman declined to elaborate.

Nike decided to stop selling to Sears to prevent it from putting the brand in Kmart stores, according to a report in Brandweek magazine, citing anonymous sources.

Retail observers had different opinions on why Nike, which of late has had success with its pricier sneakers, would opt out of selling to the nation's third-biggest retailer, with $55 billion in annual sales.

"My guess is they don't want the products they sell to Sears to be distributed through Kmart because Kmart is not, at least in their view, consistent with what Nike means," said Edward Fox, marketing professor at Southern Methodist University.

Indeed, J.C. Penney Co. has openly discussed how such brands as Ralph Lauren and Tommy Hilfiger have spurned them in the past, requiring Penneys to develop its own labels.

Another possibility: "They're using this as an excuse to stop selling through Sears," Fox said. "They're using the affiliation with Kmart to say Sears is no longer consistent with the upbeat, youth-oriented image that Nike wants to maintain."

Sears continues to sell such national shoe brands as New Balance, Reebok, Skechers and Adidas. And it's not giving up on Nike. "We plan to continue talking with Nike as our customers feel strongly about the Nike brand," Antonio said.

When the merger was completed, Sears Holdings Chairman Edward Lampert was excited about the possibilities of extending the reach of various Sears brands, including into Kmart stores.

"We don't have Craftsman, Lands' End, Kenmore, DieHard," said Lampert, referring to exclusive Sears brands. "Even brands like Champion, Adidas, Nike and Reebok."

In March, Nike started selling shoes--without its famous swoosh logo--at Wal-Mart Stores Inc. Nike bought the Starter brand of sneakers last year to sell into lower-end retail stores.

Another retail observer said Nike likely acted largely to keep the peace with specialty retailers such as Foot Locker.

"They have thousands of stores in malls," said Howard Davidowitz, chairman of retail consulting firm Davidowitz & Associates. Selling to discount chains away from malls would cause a "riot," he said.

While Kmart has been hoping to get its hands on some of Sears' brands, and in fact has put Kenmore appliances and Craftsman tools in some stores, plans also are under way to convert hundreds of Kmart stores into a new format called Sears Essentials. Sears Essentials will sell everything from appliances to milk.

"When you go off the mall, if you pose as a discounter, you'll have a problem with brands," Davidowitz said. "Normally discounters don't care about brands because they're too expensive. If Sears goes off-mall and starts to discount Nike, it would be a catastrophe for Nike.

"Nike and other brands have to tread carefully because it'll hurt the brand name with regular customers."

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A Rewards Plan for Auto Insurance
By Jennifer Saranow – Staff Reporter – The Wall Street Journal
May 3, 2005

Allstate Hopes Discounts
Will Attract New Customers
As Premium Increases Slow

Taking a cue from the credit-card industry, Allstate Corp. unveiled auto-insurance plans that give such perks as "free accidents" and discounts on deductibles or premiums to customers who pay 7% to 15% more in premiums or pay electronically.

Allstate's rewards are divvied up much like the different levels of cards offered by American Express Co., and other credit-card issuers at one time, with gold, platinum and value plans. For customers willing to pay an additional 15% in premiums, the platinum protection plan, for instance, offers a 5% credit toward the next six-month policy for every six months of accident-free driving.

Both the platinum and gold protection plans also allow customers a certain number of accidents before their premiums rise and include an immediate $100 reduction on a collision-coverage deductible.

Previously, Allstate automatically gave accident waivers just to customers in some states who had been accident-free for five years, similar to what other insurers do.

The new policies, marketed as "Your Choice Auto," are available in Oregon, Utah and Tennessee. This month, Allstate plans to start offering the policies in Texas and Arizona, and in 75% of the country by year's end. The company plans to roll out similar products for its homeowners business.

Like most auto policies, the plans offer basic liability coverage and allow customers to buy additional coverage, such as collision, based on their needs, with safe-driving and other discounts sometimes automatically offered. And as with traditional policies, the coverage and the deductible amount, along with other variables such as car type, determine customers' premiums, and whether they qualify for special rates or discounts.

But with Allstate's tiered plans, drivers can pay for discounts or rewards that they, not the insurer, picked out for themselves. Customers also can pick packages of protection beyond a standard package.

Allstate's new take on auto insurance comes as attracting customers is becoming more difficult. Increases in auto-insurance premiums have slowed amid a host of factors during the past couple of years, including a declining number of accidents and a crackdown on insurance fraud. According to the Insurance Information Institute, auto-insurance premiums will increase 1.5% this year, down from 2.8% last year. As a result, customers are less likely to switch providers in search of lower premiums, forcing the companies to look for ways other than price to differentiate themselves.

Allstate hopes to lure customers by encouraging them to consider more than just price and deductibles. The idea of the rewards plans is to give policyholders not just a choice of coverage options, but also a choice of discounts. The company expects the plans to boost its policy-renewal rate, which currently is about 90.7%.

Consumer advocates, however, warn that along with increasing customer choice, Allstate may be increasing customer confusion. "The more confusing it gets, the more likely it is people will be thrown into plans that are more expensive without knowing they have other options," says J. Robert Hunter, director of insurance at the Consumer Federation of America.

Each new protection plan comes with the coverage choices of Allstate's standard insurance policy, including liability. The company's average six-month auto premium is about $450. Customers of the gold plan, which is available for an extra 7% in premiums, or $31.50 on average, get one free accident over three years. (Allstate's accident surcharges to premiums typically last three years and are imposed when customers are at fault.) Platinum customers, who would pay an additional 15% or $67.50 on average, would receive perks such as unlimited accidents, among others.

Both platinum and gold customers can pay an additional 2%, or $9 on average, for coverage that would replace a new car that was totaled. The value plan adds nothing to a premium but requires customers to have their premiums automatically deducted from a checking or savings account in order to get 5% off their premiums.

There are caveats to the perks. Certain types of accidents, such as those that occur when the policyholder is drunk, wouldn't be waived.

Tom Wischmeyer, who has had a couple of "fender benders" in the past 15 years, signed up for the gold protection plan earlier this year because he felt it was more comprehensive and cost-effective. "The way I look at it, if there's an accident, your rates don't go up and if there's not an accident, your costs come down," says the 60-year-old retiree in West Linn, Ore.

Anita Sally, an Allstate agent in Bartlett, Tenn., says her sales of the Your Choice products are up 20% to 30% over sales of Allstate's standard product. She says those that buy into it tend to be younger drivers ages 18 to 20, single people and individuals who have caused accidents in the past five years. "Those particular individuals buy into it really quick," she says.

When deciding whether to opt for the new policies, consumers might want to look at their likelihood of being in an accident. Drivers age 24 and under tend to be involved in the most accidents, according to the National Safety Council. Allstate says the average driver has an accident every 10 years.

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Sears to end defined benefit pension plan
By Jerry Geisel - Business Insurance
May 2, 2005

HOFFMAN ESTATES, Ill.—Sears Holdings Corp. will phase out its defined benefit pension plan, the company said last week.

Benefit accruals in the $2.5 billion plan covering the Sears Roebuck & Co. operating unit will cease as of Jan. 1, 2006, with employees receiving coverage under a revamped 401(k) plan.

The cessation of benefit accruals comes on the heels of a major pension plan change that Sears announced last year and that became effective Jan. 1, 2005. Under that change, current employees 40 and older had the choice of continuing to earn benefits in the defined benefit plan plus a 401(k) plan or they could opt into an enhanced 401(k) plan. New employees and employees under age 40 could participate only in the enhanced 401(k) plan.

One factor driving the latest change is that offering a defined benefit plan has become “an unacceptable risk” due to the volatility of the cash funding requirements, a spokesman for Hoffman Estates, Ill.-based Sears said.

Competitive pressures also were a factor, with few of Sears’ competitors offering a defined benefit plan, making the provision of such a plan “competitively unsustainable,” the spokesman said.

Additionally, employees increasingly are interested in more-portable benefit programs such as 401(k) plans rather than traditional plans, the spokesman said.

Under the 401(k) plan that Sears will offer next year to all eligible employees, the company will match 100% of employees’ salary deferrals up to the first 3% of pay and 50% of employees’ pretax contributions on the next 2% of pay.

Other major employers that have, over the past year or so, moved away from defined benefit plans include Motorola Inc., IBM Corp., NCR Corp. and Aon Corp.

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Neiman Marcus agrees to $5.1B sale
Market Watch
May 2, 2005

Cash consideration values retailer's shares at $100 each

SAN FRANCISCO (MarketWatch) - Neiman Marcus Group agreed Monday to be acquired by private equity firms Texas Pacific Group and Warbrug Pincus for about $5.1 billion.

The deal values shares of the Dallas-based department store operator at $100 a share in cash. Neiman's stock price has risen by half since it announced a potential sale in March. The stock closed Friday at $98.32, up 12 cents, but it fell 4.6% to $93.80 in pre-market action on Instinet.

Texas Pacific and Warbrug Pincus will each own equal stakes in Neiman upon completion of the transaction. The parties expect the deal to close by Nov. 1.

"We are very pleased with the results of our strategic review," said Richard Smith, Chairman of The Neiman Marcus Group. "This transaction provides outstanding shareholder value and represents an endorsement of the excellent performance of our entire team."

According to The Wall Street Journal, which reported the deal was imminent in its Monday editions, Warburg and Texas Pacific were considered dark-horse candidates in the weeks-long auction for the chain, which includes 35 Neiman Marcus stores and two Bergdorf Goodman stores in New York.

But with a bid that values Neiman at roughly nine times its cash flow, the duo trumped rival bids from Blackstone Group LP and Thomas H. Lee Partners LP and from Kohlberg Kravis Roberts & Co. and Bain Capital, The Journal reported, adding that no retailers bid on the firm.

Neiman's new owners are getting one of the most valuable names in American retailing, known for its opulent catalogs, immaculate sales floors, and exclusive designer collections, The Journal said.

Neiman Marcus also owns Horchow luxury home furnishings, and majority stakes in accessories-maker Kate Spade and Gurwitch Products, which manufactures Laura Mercier cosmetics, according to The Journal.

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Sears not opting for options
By Sandra Guy – Business Reporter - Chicago Sun-Times
May 2, 2005

Edward S. Lampert, the hedge-fund manager who engineered Kmart's astonishing $12.3 billion takeover of Sears Roebuck and Co., invoked the names of Yahoo and Starbucks as examples of the youthful, lean-and-mean companies that the new Sears would seek to imitate.

"We want to have a performance-based culture -- people who want to win," Lampert told reporters after shareholders of Kmart and Sears approved the deal March 24. Lampert is now chairman of Sears Holdings Corp.

But Sears, long known for its bloated bureaucracy and generous employee benefits, is emerging as a far different animal from a Yahoo or a Starbucks.

Only a few top Sears executives will be eligible for stock options, a reward that many startup and technology companies use to reward nearly all of their employees.

Sears spokesmen refused to say how many executives would get stock options under Lampert's regime, but one described it as a very few.

In fiscal 2004, Kmart CEO Alwyn Lewis was the only Kmart employee who received stock options. Options give an employee the right to buy company stock at a discount in the future.

Moreover, Sears is making it harder for its employees to become stockholders.

Before the Kmart takeover, Sears employees received a 15 percent discount when they bought Sears' stock. The discount ended with the Kmart takeover, and the new discount will drop to 5 percent, starting in 2006.

By comparison, all of Yahoo's employees are eligible for stock options. They are rewarded based on performance.
A Sears spokesman blamed the lower discount on a rule being imposed by the federal agency that sets U.S. accounting standards.

Sears' top executives have reaped tremendous rewards from the Kmart-Sears merger because the company's stock soared from $50.04 prior to the takeover, to Friday's close at $135.24.

Lampert, who steered Kmart out of bankruptcy, converted his options to buy Kmart stock at $13 a share into options to buy Sears' stock. He converted the Sears options into shares at $132.52 a share, according to filings with the SEC.

The transactions gave Lampert a 39.4 percent ownership stake in Sears.

Lampert ended up paying $84.2 million to acquire the Sears shares valued at $858.7 million.

Julian Day, Lampert's former go-to man at Kmart, has cashed in options worth an eye-popping $115 million.

Former Kmart employees and stockholders find Day's reward outrageous because their stock in the pre-bankrupt Kmart is worthless, including the stock they had in their 401(k)s.

Day, once a rival to Sears CEO Alan Lacy for the top post at Sears, sits on the board of the new Sears Holdings.

Lacy, CEO of the new Sears, garnered about $27 million in stock option proceeds.

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Morgan Stanley board backs Purcell - from a distance
By MarketWatch
May 1, 2005

NEW YORK (MarketWatch) -- The directors of Morgan Stanley (MWD) this weekend reiterated their support for Chairman and Chief Executive Philip Purcell, but tried to insulate themselves from charges of being too close to him by approving several governance changes.

"We have said consistently that management enjoys the confidence of the board and we reiterate that commitment," the company's directors wrote in a statement Sunday after meeting in special session on Saturday. "We have thoroughly examined all the issues surrounding leadership, structure and strategy, and conclude that it is in the best interest of shareholders that we support management and not split up the company."

For the past five months, some investors and former employees have urged the firm's 10 "independent" directors to oust the 61-year-old Purcell, who merged the Chicago-based Dean Witter Discover retail brokerage and credit card firm he ran with New York-based investment bank Morgan Stanley in 1997. Blaming the company's relatively weak earnings and stock prices on Purcell's failure to efficiently meld the cultures of the two firms, several called for a spinoff of the Dean Witter businesses and accused many board members of being too cozy with Purcell.

The company's directors, most of whom have worked with Purcell for years and are based in Dean Witter's former home base in the Midwest, announced a series of governance changes aimed at asserting their independence and protecting themselves from shareholder lawsuits. The changes include a plan to add two more outside directors to the boards, a move meant to counter criticism that Purcell tried to pack the board with loyalists when it named new co-presidents Zoe Cruz and Steve Crawford as directors. Their appointment as co-presidents in charge of all securities businesses at the end of March triggered an exodus of more than a dozen bankers, traders and executives from Morgan Stanley in recent weeks.

A group of eight retired executives, including former President Robert Scott and ex-Chairman S. Parker Gilbert, who had been leading the campaign to dethrone Purcell, derided the directors' moves. "Even when viewed from the perspective of good corporate governance, the changes announced by the Morgan Stanley board are deficient, as they fail to allow shareholders to call a special meeting, " the so-called Group of Eight said in a statement Sunday night. "More importantly, the changes failed to address the fundamental cause of the crisis at Morgan Stanley, which is the failure in Philip Purcell's leadership."

In their most direct response to charges of bias in favor of Purcell, the directors this weekend eliminated a bylaw provision that requires a vote of 75% of them to fire the CEO. Removal will now take a simple majority, a formula in place at most corporations.

The boards also accelerated a plan to have every director stand for election at every annual meeting beginning next year, rather than phase in the plan over three years. This "destaggering" is advocated by most corporate governance experts as a way to give shareholders more power.

The board rejected suggestions to remove Purcell as chairman but let him remain as CEO. However, it agreed to "shortly" create a new position of "lead director" to help make sensitive decisions. It also reaffirmed a policy that directors shouldn't run for election after they reach their seventy-second birthday. That is meant to deflect criticism that Purcell again packed the board last December by drafting his Edward Brennan, the former chairman of Sears Roebuck and his former boss, to the board. Brennan, a former Dean Witter director, was named after the board received a private letter from an investor calling for spinoffs of the Dean Witter businesses and a review of Purcell's tenure.

Finally, the directors said they would broaden the compensation committee's charter to include oversight of plans for management development and succession, and begin a practice endorsed by corporate governance advocates of rotating board committee chairs.

Much of the criticism of Purcell came from the eight retired executives from the Morgan Stanley side of the firm, who characterized him as an interloper from Illinois unfamiliar with the ways of Wall Street. They also complained that he gave his Dean Witter colleagues too much influence over the firm and, as the crisis mounted in recent months, forced out executives he suspected of disloyalty. Leaders of the dissidents met with at least two Morgan Stanley directors in the past week with a proposal to spin off the retail brokerage, credit card and asset management businesses into a separate company.

What sounded like sour grapes from some executive suite losers turned into open warfare in recent weeks when the dissidents' public call for Purcell's ouster gathered support from some institutional investors. Pressure on the board mounted as well. Orin Kramer, chairman of the New Jersey State Investment Council which oversees the $70 billion state pension system and holds about 3.7 million Morgan Stanley shares, last month referred to the directors as "governance-challenged."

Scott Sipprelle, a former Morgan Stanley executive who now runs a hedge fund, publicly said that he would consider suing the board if they didn't make changes in company management and strategy. Martin Lipton, a corporate lawyer who is advising the board, did not return calls for comment. Sipprelle did not immediately return calls for comment Sunday evening on this weekend's events.

"We have listened carefully to our institutional shareholders, to our clients and to the leadership ranks within the firm" in making the governance changes, the board said in Sunday's unsigned statement. It also said that the board was unanimous in supporting current management and its strategy of keeping the firm intact.

The Group of Eight responded that the governance changes "will not enhance shareholder value, nor will they bring back the departed talented employees, prevent future departures of stem the deterioration of the firm's reputation."

Purcell's lineage with Morgan Stanley goes back to 1978, when the former consultant at McKinsey & Co. joined Sears Roebuck & Co. and quickly was put in charge of its attempt to mix sale of socks with stocks through its Dean Witter Reynolds Inc. unit. The experiment failed, and Purcell continued as chairman and chief executive of Dean Witter Financial Services Group after Sears spun it off in 1986.

Some acquaintances said Purcell, who was raised Catholic in predominantly Mormon Utah, has long been comfortable with his outsider's status among Morgan Stanley veterans. Perhaps his best known innovation in the financial world was his creation of the Discover credit card unit at Dean Witter, the first in the business to offer cash rebates. Discover generated stable income but lagged behind its competitors.

Until mid-April, Purcell continually defended the low-growth business as a good hedge to Morgan Stanley's more volatile institutional brokerage and banking businesses, but under pressure from shareholders for a more coherent strategy reversed himself and said he asked the board to allow him to explore spinning off the unit. The board said Sunday that reorganizing beyond the proposed spinoff of Discover would "not be in the best interest of shareholders."

Shares of Morgan Stanley, which have fallen 22% since January 2001, rose 4.3% to $52.62 in composite trading on the New York Stock Exchange Friday on rumors that the Morgan Stanley board planned to meet over the weekend and possibly dismiss Purcell.

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The Reappraisal of Edward Liddy
By Steve Daniels – Crain’s Chicago Business
May 1, 2005

Allstate turnaround boosts CEO's stock, but growth issue still unresolved

If a chorus of denunciation from angry agents at Allstate Corp.'s 2002 annual meeting bothered Edward M. Liddy, he didn't let it show.

But the CEO was used to that kind of treatment in those days. Agents were suing the company. Managers were reeling from his moves to shake up Allstate's hidebound hierarchy. Investors were unhappy with shrinking profits, a falling share price and the failure of Mr. Liddy's growth initiatives.

It was a test of mettle for a man whose ascent had been aided by the likes of Donald Rumsfeld and former Sears, Roebuck and Co. CEO Edward Brennan. Mr. Liddy refused to yield, and today the agents are vanquished, profits are up and Allstate shares have climbed 60% in three years.

"It took some guts to do it," says Mr. Brennan, an Allstate director.

Still, Mr. Liddy hasn't solved the vexing growth issue. Allstate operates mainly in the slow-growing property-casualty insurance business, and his new ventures in banking, mutual funds and other financial services have yet to bear fruit. The Northbrook company remains the nation's No. 2 auto insurer, behind State Farm Insurance Cos. of Bloomington, and its marketshare has slipped slightly in the last three years.

If moves into financial products eventually improve growth, Mr. Liddy may no longer be around to take credit. Now 59, he's expected to turn over the CEO job to heir apparent Thomas Wilson in the next few years.

Today, Mr. Liddy can take credit for boosting efficiency and profitability at Allstate, the Chicago area's fifth-largest publicly traded company, with a market capitalization of nearly $37 billion. Since he became CEO in 1999, Allstate shares have risen 40%, compared with a 4% decline for the Standard & Poor's 500 Index and a 22% rise for the S&P Financial Index.

The first outsider to lead 74-year-old Allstate, he confronted an organization steeped in militaristic customs that reflected a penchant for recruiting former military officers. Until the early 1980s, management meetings often ended with choruses of "Anchors Aweigh" and the theme songs of other service branches.

In such a culture, process and procedure were supreme, as was deference to rank and authority. Outsiders were rare, and it took decades to earn the coveted title "Allstater."

Mr. Liddy gave that culture a jolt in his first managerial meeting in late 1998, shortly before formally assuming the CEO job. "A number of you in this room probably will not be with us next year," he told the gathering of 200 top managers.

Such talk was startling at a company that considered frankness impolite, says Allstate Vice-president Robert Pike, a 33-year company veteran. At the next year's meeting, about 10% of the group was gone. Today, half of Allstate's senior leadership is from outside the company. "Ed's gone about dismantling that bureaucracy," says W. James Farrell, CEO of Glenview-based Illinois Tool Works Inc. and an Allstate director.

SOPHISTICATED APPROACH

Along with cutting red tape and taking away cherished perks like a corporate helicopter, Mr. Liddy brought a more sophisticated approach to an insurance business characterized by cycles of brutal price competition, surges in claims and volatile investment returns. He oversaw the development of a risk-based rate-setting mechanism that enables Allstate to offer better rates to drivers who are less accident-prone while charging others enough to cover claim payments.

Before joining Allstate as chief operating officer in 1994 shortly after its spinoff from Sears, Mr. Liddy was best known as the executive who jettisoned the legendary Sears Catalog. As chief financial officer at Sears under then-CEO Mr. Brennan, he helped manage the breakup of Sears' financial empire, which included Allstate, stock brokerage Dean Witter, real estate broker Coldwell Banker and credit card issuer Discover Financial.

Mr. Liddy arrived in Chicago in 1981 to take a job at pharmaceutical company G. D. Searle & Co., then led by Mr. Rumsfeld, now U.S. secretary of defense, who was a Sears board member at the time of the breakup. Mr. Liddy eventually became Searle's CFO.

A New Jersey native who spent his high school years in Florida, Mr. Liddy's roots are middle-class. His father, a furniture buyer, died of cancer when Mr. Liddy was 12. A three-sport athlete in high school, he played basketball for two years at Catholic University of America in Washington, D.C., where he aspired to be a diplomat.

A minor in economics sparked an interest in business, and he got an MBA from George Washington University, also in D.C. His first job was as a financial analyst for Ford Motor Co. in Michigan.

"No one will confuse Catholic University and George Washington with Harvard and Yale," Mr. Liddy says wryly of his lack of pedigree.

With blue eyes made more intense by his bright white hair, Mr. Liddy doesn't raise his voice or slap backs. He prizes data and preparation; executives are expected to scour 3-inch-thick briefing books before meetings and are kept honest by the knowledge that Mr. Liddy reads them, too. He also encourages constructive disagreement.

TOUGHNESS UNDERNEATH

He thoroughly analyzes decisions, even long after they're made. Mr. Wilson, 47, who worked with Mr. Liddy at Sears and now heads Allstate's property and casualty operations, recalls the $850-million deal the two managed at Sears to refinance the Sears Tower in 1994.

"Every year for the next five years, Ed would say to me, 'Did you think we did the right thing on Sears Tower?' " Mr. Wilson recalls.

Jim Fish can testify to the toughness underneath Mr. Liddy's mild demeanor. A 28-year Allstate agent who ran the largest agency in Wisconsin, Mr. Fish led the agent insurgency after Allstate forced 6,400 employee agents in 2000 to become independent contractors, giving up pension and health care benefits.

Mr. Fish confronted Mr. Liddy at the 2002 annual meeting about a failed overseas expansion and a disappointing effort to sell directly through toll-free call centers and the Internet. Mr. Liddy eyed Mr. Fish impassively and replied: "We wish everything we tried worked and worked well. Not everything you try can be perfect at the outset."

One month later, Allstate terminated Mr. Fish's contract, citing "failure to maintain a professional relationship" with the company. "I miss my agency," Mr. Fish says now, retired at 56 in Mississippi. "Twenty-eight years of your life, it's hard to let go."

Soon thereafter the agents' lawsuit against the company, over forcing them to become contractors and their effort to unionize, collapsed after setbacks in the courts and federal government. Mr. Liddy betrays no satisfaction over the triumph, saying only "in any sample of 13,000 people, there are people who don't like what you do."

Plenty of people like what Mr. Liddy does now. He's a sought-after speaker on corporate turnarounds, holds a coveted board seat at Goldman Sachs Group Inc. and is chairman of Northwestern Memorial HealthCare.

"This is a guy who's on top of the food chain," says executive recruiter Peter Crist of Crist Associates in Hinsdale.

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Layoffs, transfers begin at Kmart
By Greta Guest - Business Writer - Detroit Free Press
April 30, 2005

Layoffs and transfers at Kmart's fortress-like headquarters in Troy began this week and are expected to continue for several months, the retailer said in a filing with the U.S. Securities and Exchange Commission on Friday.

While some employees are losing their jobs, many are relieved to know one way or the other. They have been waiting since the $12.3-billion merger of Sears Roebuck and Co. and Kmart Holding Corp. was announced last November to find out their job status.

But some key employees including buyers working in Kmart's merchandising department won't know their fate until May 9, according to current and former employees who requested anonymity.

"The terms of the benefit packages being offered are being communicated to a substantial number of its affected employees beginning on April 26," Sears Holdings said in the filing. "The registrant expects the process of identifying and notifying all affected Kmart personnel to continue for the next several months."

Many of Kmart's 1,899 headquarters employees should know soon whether they can transfer to Sears Holdings' headquarters in Hoffman Estates, Ill., stay on the reduced staff in Troy or look for a new job, a spokesman said.

"The restructurings will substantially reduce each company's workforce at these locations," the filing said. The company added that it could not predict how many Kmart employees would eventually be laid off.

The layoff notices and transfer offers are being made piecemeal in each department, so it is difficult to get an exact number of people in Troy who will be let go, sources said. The merger was expected to eliminate duplicative staffs at the two retailers.

Sears Holdings said in the filing that the number of Kmart employees affected depends on how many accept relocation offers. The company said it would account for severance benefits in the quarters in which they occur.

One Kmart employee, who requested anonymity, said that this week some administrative staff members had been let go in small numbers. Kmart's middle managers and executives have already been informed about whether they will remain with the merged company and some are scouting around Chicago for new houses, the employee said.

Roughly half of those who have been asked to relocate are declining the offer, the employee said.

Each employee, based on the job he or she does, who is not asked to relocate or chooses not to, was given a date that would be the last on the job. So the layoffs will happen in waves on May 31, July 31, Aug. 31 and on subsequent dates, the employee said.

Employees who leave before their end dates would lose severance benefits. The severance pay is equal to one month of pay for every year worked, with a minimum of three months' pay, the employee said.

Kmart officials already have said that they would depart the Troy headquarters within a year.

Knowing their fates has lessened tensions for workers in Troy. "It's just a relief now. People are more social," the employee said.

A former Kmart executive who requested anonymity estimated that close to 1,000 employees could be transferred to Chicago initially to smooth the transition for key departments such as accounting, information technology and merchandising.

Chicago media reported that the same process is ongoing in the Chicago suburb this week, where a larger number of people are expected to lose their jobs since the Troy staff already has gone through a series of large layoffs since 2002. Sears employs 4,000 workers at its headquarters and layoffs there could range from 500 to 2,000, according to reports.

The company has said it expects to keep an undisclosed number of workers in metro Detroit.

Marathon meetings in Troy on Thursday and Friday were expected to deliver "major pink slips," said a source close to the company.

Earlier in the week, up to 10 administrative support staff members were let go in the legal department, said a Kmart employee. But about 200 information technology employees in Kmart's data center won't have to worry, the employee said, as all IT functions for both companies were being shifted there.

Sears Holdings spokesman Chris Brathwaite said the company would keep its promise to inform employees of their standing with the company around the end of April. But not everyone was expected to know by Friday.

"Things could change, particularly in Troy where the decisions may involve moving," Brathwaite said.

Kmart's buyers and co-buyers were told this week that they would receive notification by May 9 if they will be asked to relocate and would have a week to respond, said a source close to the company.

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Ahead of the Tape - Wall and Main
By Justin Lahart – Wall Street Journal
April 29, 2005

Wal-Mart long has been the world's biggest retailer, and yet it keeps on growing. For its fiscal year that finished in January, it had sales of $285 billion. That was 11% better than the year before and 73% ahead of five years ago.

Sears Holdings is the company that resulted from the recent merger of Kmart and Sears, Roebuck & Co., two companies that had lost a lot of ground to Wal-Mart. Together, they had sales of $55 billion in their past fiscal year. That was 7% lower than the year before and 22% lower than five years ago.

But while Wal-Mart has won on Main Street, it's been the loser on Wall Street. Over the past year, its shares have fallen 19%. An owner of Kmart stock, which began trading as Sears Holdings in March, is more than 200% ahead. Wal-Mart trades at 20 times its earnings last year. Based on Lehman Brothers estimates, Sears Holding trades at a steeper price-to-earnings ratio of 27.

The rally in Sears Holdings stock, perversely, finds its roots in Wal-Mart's continued success in gaining market share. It was Wal-Mart that sent Kmart and Sears, Roebuck into one another's arms. Sears Holdings now can "rationalize" the business, streamlining operations and selling off valuable real estate. Bulls on the company believe such moves will help it generate gobs of cash.

Jeff Matthews of hedge fund Ram Partners (which has no position in either company) says the situation is reminiscent of the early 1980s when shares of struggling energy companies carried heady prices because the value of their oil reserves made them seem like valuable takeover candidates, while the stock of juggernauts like Exxon were cheap. Now it is real estate rather than reserves that catches investors' eyes.

Yet over the long haul, Wal-Mart should benefit from a less crowded marketplace, just as Exxon did when companies like Gulf Oil and Getty Oil were out of the picture. Fewer stores and one fewer competitor mean more customers and an easier pricing environment.

To be sure, Wal-Mart does face headwinds. A cooling economy and high gasoline prices have cut into sales. But the recent decline in its stock price may have had little to do with its business. A shift in the way shares are weighted in the Standard & Poor's 500 stock index caused index funds to lighten up their Wal-Mart stakes in late March. Many traders appear to have bought the cheapening stock at the time, expecting a bounce-back. When it didn't, these short-term players bailed, sending the stock still lower.

 

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Sears will tie workers' pay to its profits
By Becky Yerak - Tribune staff reporter – Chicago Tribune
April 29, 2005

The cuts keep coming at Sears Holdings Corp.

Employees who survived this week's layoffs at the Hoffman Estates-based retailer learned Thursday that pay increasingly will be tied to individual performance, but also to company profitability.

At the end of December Sears also will stop contributing to its pension fund. Benefits earned through the end of the year will not be affected, however.

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Sears cutting benefits
By Sandra Guy – Business Reporter – Chicago Sun-Times
April 29, 2005

Sears employees were told Thursday that many of their benefits will be cut, and that their pay will be based on the retailer's profitability.

Many of Sears' benefit programs are more generous than those of the retailer's toughest competitors, including Wal-Mart, Home Depot and Best Buy, according to an internal memo sent to employees Thursday from CEO Alan Lacy and Aylwin Lewis, Kmart's former CEO who is now president of Sears Holdings and CEO of Kmart and Sears Retail. The memo was obtained by Pioneer Press.

"As you know, we have not performed well in recent years," the memo stated.

"Our toughest competitors have continued to grow and become significantly more profitable, which allows them to invest more money in their stores and their growth plans," according to the memo.

Sears employees already had their stock-option grants and guaranteed pensions eliminated on Jan. 1. Sears also had ended company-subsidized retiree medical insurance to all new hires and to employees younger than 40, and dramatically cut bonuses to some of its salaried workers. Sears also will eliminate its tuition-reimbursement program, which fewer than 3 percent of its full-time employees used.

A Sears spokesman said Thursday that the specific levels of employee benefits such as holiday and vacation time have yet to be determined for next year.

"We're going to closely tie future pay and benefits to how the company and we as individuals perform," said Edgar "Ted" McDougal, head of Sears public relations and government affairs.

There were a few bright spots.

For example, on Jan. 1, Sears will accelerate its fixed match contributions to employees' 401(k) accounts, and employees will get a 5 percent discount if they choose to buy Sears Holdings Co. stock, according to the internal memo and a source who asked not to be named.

Furthermore, sources say that fewer people at Kmart's headquarters in Troy, Mich., are choosing to relocate to Hoffman Estates. So that might mean fewer layoffs for local employees. Sears refuses to say how many people are being laid off at its headquarters, but estimates range from 500 to 2,000. No layoffs will take place at Sears or Kmart stores.

Meanwhile, several laid-off workers said they were surprised that their severance benefits were lower than Sears had provided in previous layoffs.

"It was definitely a surprise," said one laid-off Information Technology (IT) worker who asked to remain unidentified.

In Sears' last major layoff in November 2001, workers got one week of severance pay for each year they had worked at Sears, plus another eight weeks of severance.

This time, many workers got a flat 10 weeks of severance, regardless of their years of experience.

"A lot of people felt that wasn't fair," the employee said.

A Sears spokesman said the benefits policy is posted on the company's intranet, and hasn't changed in five years.

"We have informed employees. They may not have chosen to listen or remember or look [at the policy]."

Another quirk in Sears' layoff policy is that workers age 40 and older were told that they will receive in the mail two lists -- one of the titles and birth dates of people laid off, and a list of the titles and birth dates of employees who will remain at Sears.

In the 2001 layoff, Sears gave those lists to employees at the time they were laid off. The information is required under a federal law designed to protect workers from age discrimination.

A Sears spokesman said the list will be mailed in a few days, and that it had to be delayed because layoffs are continuing.

Employees have 45 days from the time they receive the lists and other documentation to decide whether to accept the severance benefits and, by accepting, waive their rights to sue Sears.

The laid-off IT worker said Sears was "like a big family" before its November 2001 layoff of 4,900 salaried workers. In the 2001-2002 layoff, 1,300 jobs were cut at Sears headquarters, leaving 6,350 workers at the Hoffman Estates campus. Sears gradually cut its headquarters employment to 4,000 before the latest layoffs.

The laid-off worker said he understands that businesses are not charities, but he thinks workers got shortchanged on their severance benefits "while these bigwigs walk away multimillionaires."

Indeed, Sears Holdings board member Julian Day cashed in another $1 million in options on Thursday, on top of about $115 million he's already reaped.

Vornado Realty Trust, a New York-based real estate trust that owns the Merchandise Mart, reported gains of $94 million on its ownership stake in Sears in the first quarter of its fiscal year, according to a regulatory filing.

New stock option grants also will cease for all but top executives starting May 1.

"We're making changes to make the company more competitive and better positioned for long-term growth and profitability," spokesman Ted McDougal said.

The company, formed by the merger of Sears, Roebuck and Co. and Kmart Holding Corp., is trying to get its cost structure more in line with that of rival retailers.

At least 500 employees were laid off at the headquarters this week. When the two companies announced their merger in November they said they planned to cut costs by $300 million annually.

Compensation policy changes will affect both executives and lower-ranking workers, McDougal said.

"The philosophy of the company is to align future pay and benefits with how well the company and the individual perform," he said. "If the company is not performing, we should not be compensating as well," he said.

The company will "slightly" reduce the amount of its standard contribution to employees' 401(k) plans but will tack on a "performance match" if the company reaches its financial goals.

The new Sears also is copying the Kmart that emerged from bankruptcy when it comes to granting options: Only top executives will get them.

Prior to its merger, Sears had been moving in that direction. In early 2004 Sears reduced the number of employees eligible for stock options from about 17,000 to about 2,000.

On Thursday, about a month after the merger was consummated, the company confirmed that only the top executives will receive options, mirroring the practice of Kmart and other companies.

In fiscal 2004 Kmart Chief Executive Officer Aylwin Lewis was the only Kmart employee to receive options.

"Companies are beginning to move away from broad-based stock options because of accounting rules and shareholder concerns about stock-based compensation," McDougal said.

Starting in 2006, Sears will reduce the employee discount it gives for company stock purchases from 15 percent to 5 percent.

The company says the move is in accord with new accounting rules.

No changes are expected to be made to employees' merchandise discounts, health benefits or paid time off, including vacations, holidays and leaves of absence.

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Layoffs rampant at Sears headquarters
By Patrick Corcoran and Sandra Guy – Staff Reporters – Chicago Sun-Times
April 28, 2005

Sears Holdings Corp. employees are getting oversized white envelopes instead of pink slips, but the meaning is the same: layoffs.

A corporate spokesman refused to say how many workers are being laid off at Sears headquarters in Hoffman Estates this week. But four groups of up to 50 employees, many of whom were laid off on Monday and Tuesday, gathered Wednesday at exit seminars at the Chicago Marriott Northwest.

Employees said the meetings offered information ranging from job training opportunities to emergency child-care services. They also filled out unemployment forms.

According to a schedule provided to former Sears employees, six exit seminars took place Monday and Tuesday, and eight additional seminars are scheduled for Thursday and Friday.

Linda Grigg, who worked in contract sales for the last nine years, said employees expressed a range of reactions following the layoffs. Some people are happy because they don't want to go through all the changes that Kmart's $12.3 billion takeover of Sears will create, while some are upset, she said.

The company has not disclosed details about the financial package given to employees. Grigg said she received 10 weeks' severance pay upon receipt of her termination notice, which she said she believed was fair.

She intends to take advantage of the job training Sears has offered.

"I'm discouraged a little bit right now, but at the same time I know there are opportunities out there," Grigg said.

Michael Riley, a nine-year employee in Sears' marketing department, said his co-workers are anticipating additional layoffs.

"You're going to see many more people coming here over the next few days. Morale is low right now. Some people are panicked. What are you going to do? It's cost-savings," he said.

Sources say the layoffs could total anywhere from 500 to 2,000.

Amid the job cuts, Sears still must contend with the after-effects of its move from Chicago to Hoffman Estates 10 years ago.

The Legislature and the village of Hoffman Estates granted Sears Roebuck and Co. tax relief 15 years ago to keep the retailer from leaving the state.

Sears sits in an economic development area similar to a tax increment financing district, in which property-tax money is diverted to redeveloping the business district. The designation expires in eight years.

Hoffman Estates granted Sears a $79 million economic development bond based upon business growth in the Prairie Stone Business Park, a 786-acre campus where Sears' headquarters occupies 200 acres.

Sears has consistently paid the village $10 million to $12 million a year under terms of the bond because development in the business park has been slower than expected.

About 300 acres, or nearly 40 percent of the business park, remain vacant.

Sears must sell more land in the business park for development in order to reduce or eliminate its yearly payments.

"Sears is pushing to get that increment [of development] up," said Mark Koplin, Hoffman Estates' economic development area project manager. The latest development is a proposed office and distribution center for Mary Kay Cosmetics, scheduled to start construction in May.

Meanwhile, Sears retirees and the workers who remain at Sears headquarters fear their benefits will be cut, even as top executives reap millions by cashing in their stock options and selling their stock. Sears CEO Alan Lacy realized $27 million from the sale of his stock options, for example.

"Everyone is obviously on edge, trying to figure out what's going to happen and what it will look like," one employee said.

Patrick Corcoran is a reporter for Pioneer Press.

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As layoffs wash over Sears, emotions run high
Retailer's tightly knit culture a thing of past as hundreds lose jobs
By Becky Yerak, Tribune staff reporter.
Carolyn Rusin and Tribune staff reporter Mike Hughlett contributed to this report
Chicago Tribune
April 28, 2005

They have been coming to the Chicago Marriott Northwest in waves this week from their cubicles a mile down the road in Hoffman Estates.

Some drive cars, others arrive in a shuttle bus. Some are angry, others relieved. They all have one thing in common: They leave the hotel with a pink slip.

More than 500 workers--and perhaps 1,000 or more--are in the process of being told by Sears Holdings Corp. that their services are no longer needed.

The mass layoff at the Hoffman Estates headquarters this week, where about 4,000 people worked as the week got under way, were not unexpected after the March merger of Sears, Roebuck and Co. and Kmart Holding Corp. formed Sears Holdings.

But to a company known for its tightly knit culture and top-shelf benefits that kept workers loyal to it for years, this cutback is a stark reminder that Sears' new owners don't much care about the past.

The culture going forward at Sears will be "cutthroat," said one administrative assistant who lost her job. Leaving the Marriott, she also noted that Wednesday was Administrative Professionals Day.

Among the biggest complaints from fired workers this week: Severance checks that are less generous than ones in prior layoffs.

To industry analysts, the culture shift is not surprising: It's a sign of the pressure Sears and Kmart stores now face against the likes of Wal-Mart and other competitors.

Besides trying to fashion a leaner corporate structure, the company is trying to become more relevant by expanding away from shopping malls, putting its famed Kenmore and Craftsman brands in Kmart stores and determining which assets to sell.

While the swift changes are designed to lure more shoppers and boost profits, the job cuts at a company founded 119 years ago as R.W. Sears Watch Co. is a painful reminder that in today's always-low-prices retail environment, every penny counts.

Many employees said they were first notified by an early morning e-mail that they needed to meet with a Sears manager. It was followed by a phone call immediately before the meeting to provide the location, some workers said. It was in those private meetings that workers were told they were no longer a Sears employee.

"We were met by a slew of smiling people where they gave us a packet and presented us with information pertaining to our exit," said one former information technology worker. "It was kind of eerie," he said of the cheerfulness.

Finally, workers were directed to the Marriott, where they were counseled by outplacement-services firm Lee Hecht Harrison and officials from the state's unemployment office.

"You go through a range of emotions. I'm a little apathetic at this time," said the worker, who has a mortgage, two teenagers and a wife on unemployment. He received 10 weeks of severance pay, but "if I don't secure a position in the next seven months, there could be issues."

About 200 to 300 workers from the IT department were let go this week, according to another worker in that group.

Sears officials would not disclose how many workers, and from what departments, they are letting go this week.

"They said because of the merger your job has been eliminated," said an administrative assistant in the IT department who asked that her name not be used.

Ex-colleagues gather

A Sears veteran for eight years, she was among about 40 former workers who gathered Wednesday afternoon at the nearby Penny Road Pub in unincorporated Cook County.

There was a general sense of relief and an upbeat mood among the workers in the pub that the anticipation over losing their jobs was over.

Several expressed anger about the severance packages and toward new management, including Sears Holdings Chairman Edward Lampert, the financier who bought Kmart out of bankruptcy court nearly two years ago. Lampert watched the stock of the discount chain surge as he nursed the retailer back to financial health.

"We're losing money," said Rose Bertini, 37, of Elgin who worked as a communications specialist. "I don't mind them laying me off, but to not pay me what they said they were going to pay me, I don't understand."

"Severance packages were cut compared to what was handed out for previous mass layoffs," said an administrative assistant sitting with 15 former co-workers from the IT department. "Eddie Lampert is a money mogul, and I think it's pretty cheap on his part. He always said he's not out to make money on this, but we see better."

Though unhappy about her severance, Bertini remained positive Wednesday.

"I knew I would no longer have a job because of my position. It was an orphan position," said the Elgin resident. "But they hired a company to help us create resumes, update resumes, find a job. For me, I can get that help for up to three months."

A former administrative assistant leaving the Marriott on Wednesday morning echoed the general unhappiness about the severance packages.

"I found it interesting that they let management people who were here less than a year have four months' severance, and associates here for four or five or six or seven years got 10 weeks," said the 5-year Sears veteran.

Sears did not disclose its severance terms publicly.

Pay, benefits may face cuts

As for workers remaining at Sears, they could see reduced levels of compensation and benefits.

Indeed, Sears Holdings Chief Executive Alan Lacy said during an early March meeting with Sears workers that compensation and benefits might be reduced to levels more in line with what the lower-cost Kmart offers.

"Generally speaking the Kmart benefit structure is lower than the Sears structure," Lacy said. But "we've not made these decisions yet."

To some, the news they were being cut was a relief after weeks of speculation.

"The minute I heard this morning, it was like a huge brick off my shoulders. The tension in the last month has been unbelievable," said one worker. "I feel sorry for the ones that will remain because they will work them to death."

Jeremy Dedic, manager of online promotions for Sears.com, said he was told at 8:05 a.m. Wednesday that his job had been outsourced to an advertising agency. He had worked for Sears for three years, including the last 16 months as a salaried employee.

"I was informed by my director that due to the merger they had to do a lot of realignment and merge the talent of the Kmart and Sears teams," the Chicago resident said.

After meeting with his director, Dedic said, "I had plenty of time to take care of business in the office, and I wanted to take advantage of coming over here" to the Marriott for the outplacement seminar on skills assessment, interviewing techniques and resume writing.

"I feel fine," Dedic said. "If I were in my directors' shoes, I probably would have had to make the same business decisions, so no grudges. It's a fact of business."

Sears' plans to lay off at least 500 people were disclosed in a filing with federal, state and local officials. If Sears opts to lay off more people, it would file an amended layoff notice with the state, revealing how many more jobs will be cut, a spokesman for the state said Wednesday.

"I would be surprised if it's 1,000. That would be upsetting," Hoffman Estates Mayor William McLeod said Wednesday, concerned about the drop-off in workers and customers visiting local businesses. "Companies restructure to make the company stronger, but individuals suffer from that."

Sears is Hoffman Estates' largest private employer, followed by SBC, said McLeod. The city also is hopeful that workers moving from Kmart's Troy, Mich., headquarters will help offset at least some of the cuts at Sears' home office.

A tax-increment-financing deal requires Sears Holdings to stay there until 2013, he said.

The economic impact of the Sears job cuts is minimal in a labor market as big as Chicago's, said Paul O'Connor, executive director of World Business Chicago, a public-private organization that leads city efforts to attract and retain big companies.

Such a layoff is an emotional issue in the short term and hurtful to Sears workers getting pink slips, he said. But laid-off workers are entering a relatively decent job market.

"The skill sets [of the workers] out in Hoffman Estates are in strong demand," O'Connor said.

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Sears Canada Sees Benefits From Sears/Kmart Merger
By Andy Georgiades – Dow Jones Newswires – Wall Street Journal Online
April 27, 2005

TORONTO -- Sears Canada Inc. (SCC.T) also stands to benefit from the creation of Sears Holdings Corp. (SHLD), the result of last month's merger between department store operators Sears Roebuck and Kmart.

Sears Holdings owns about 54% of Sears Canada.

Speaking at Sears Canada's annual meeting Wednesday, its president and chief executive, Brent Hollister, said the mega-retailer's increased buying power will help the Canadian subsidiary and its customers.

"There's lots of upside to merchandising procurement," Hollister told the meeting.

Speculation that Sears Holdings will make an offer to buy the minority stake in Sears Canada has heated up in the last few months, boosting Sears Canada's share price as high as C$23.89 on April 6. In Toronto Wednesday, Sears Canada is trading at C$20.76.

Hollister told reporters after the meeting that the same options for Sears Holdings remain with respect to Sears Canada - buy all of Sears Canada, sell its majority stake in Sears Canada, or do nothing. While he doesn't know what the future holds, he said Sears Canada has a great relationship with its parent.

Hollister was more keen on talking about the deal the company announced with Amazon.com Inc.'s (AMZN) services division to re-create the company's online channel, Sears.ca. Amazon will design a site, expected to be launched in the summer of 2006, that's easier to navigate and offers a more personalized shopping experience for which Amazon is known.

But Hollister revealed that the relationship could turn into much more than that, as the two have also discussed various opportunities related to cross-merchandising and fulfillment.

During his presentation, he said the company has a solid strategy for growth that focuses on three components.

The first is merchandising, which refers to its so-called destination businesses (apparel, cosmetics and fragrances, bed and bath, home furnishings and major appliances), productivity and profitability improvements, and its value program.

Second is its retail channel, where it's concentrating on improving mall-based stores and rolling out its new free-standing department-store prototype, the first of which opened in March. Indeed, Hollister said he's a believer in the single-floor design, and will open more where real estate permits.

Third, Sears Canada is always looking at new initiatives, and the acquistion of Cantrex, which will close April 30, and the Amazon partnership, are the most recent examples.

"The strategic plan will provide the enterprise with a growth agenda that focuses on continuous profit improvement," Hollister said during his presentation.

Although the weather didn't co-operate in the first quarter - Sears Canada reported disappointing earnings last week - he told reporters that the weather hasn't been a negative factor so far in April.

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Sears Layoffs Continue in Hoffman Estates
By Mike Comerford and Joseph Ryan - Daily Herald Staff Writers
Daily Herald – Suburban Chicago
April 27, 2005

Layoffs and layoff concerns at Sears Holding Co.’s Hoffman Estates headquarters intensified this week and could continue through July.

Sears, which is merging with Kmart Holding Co., told local and state officials earlier this month that more than 500 workers will be victims of a “mass layoff.”

A spokesman for Sears said most of the layoffs will be completed by week’s end but declined to comment on the layoff total. A letter obtained by the Daily Herald notified village officials in March that layoffs could continue through July 1.

Meanwhile, employees this week are filing into offices at the Sears headquarters to hear the bad news. Most of the job cuts, the retailer has said, will be made at the sprawling headquarters campus rather than the store level as Sears merges with Troy, Mich.-based Kmart Holdings Inc. Those leaving will get severance pay.

“It’s part of our plan to better compete at a level of our best-of-class competition,” said Chris Brathwaite, Sears spokesman. He declined to say how many workers are being replaced by Michigan employees on the 4,000-worker Hoffman Estates site.

Kmart last year announced a $13.2 billion takeover deal for Sears. From the outset, analysts predicted deep cuts at the merged headquarters.

Sears notified the village of Hoffman Estates on March 24 of the imminent job cuts. As a result, Village President Bill McLeod has been expecting the move. “Unfortunately, as with any sort of change like this, it may make the company stronger in the long run, but individual families have to suffer,” McLeod said Tuesday.

A Sears employee on Tuesday said short meetings with employees in various departments have been scheduled through the end of the week.

Hoffman Estates village attorney Richard Williams said the layoffs will not trigger penalties agreed to when Sears received tax breaks and other benefits to locate in the village.

However, last year Sears paid $10.8 million to the village because development in the Prairie Stone Business Park has been less than expected.

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Sears Merger-related Layoffs Under Way
By Sandra Guy – Business Reporter – Chicago Sun-Times
April 27, 2005

Sears Holdings Corp. has started laying off workers in waves at its headquarters in northwest suburban Hoffman Estates in the cost-slashing aftermath of Sears' takeover by Kmart.

The layoffs have mushroomed this week because department managers and administrative assistants are being let go, according to a former Sears employee who asked not to be identified.

Employees are reportedly required to say nothing about their severance benefits.

A Sears spokesman has refused for weeks to say how many workers are being let go, but sources say total layoffs could range from 500 to 2,000. Sears employs 4,000 at its headquarters.

The former employee said Tuesday that departments that provide support functions are being cut more deeply than those that are directly involved in store operations.

Sears' Chairman and hedge fund guru Edward S. Lampert told reporters after Kmart's $12.3 billion takeover of Sears on March 24 that the biggest head-count cuts would come from combining the headquarters staffs of Sears and Kmart.

Kmart's headquarters building is in Troy, Mich., a suburb of Detroit.

The newly combined company, Sears Holdings Corp., will maintain its headquarters in Hoffman Estates, with an unknown number of Kmart employees moving here from Michigan. The transition has already started. The Detroit media have reported that as many as half of Kmart's 1,899 employees at the Troy, Mich., headquarters could be let go.

Among the hardest hit departments are duplicate ones such as law, human resources, public relations and information technology.

James Norris, the Hoffman Estates village manager, said the village is concerned about residents who may lose their jobs.

"It's our understanding that jobs will be brought here from Michigan, and that the Sears headquarters [in Hoffman Estates] will be staffed as fully as it needs to be to operate the business," he said.

Sears started laying off its top executives at the end of March. At least 10 of them have left.

One week later, selected vice presidents of departments were let go; and the following week, directors were told their fates. The layoffs are to be finalized this week.

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Sears Headquarters Feels Chill of Layoffs
By Becky Yerak - staff reporter – Chicago Tribune
Carolyn Rusin contributed to this report
April 27, 2005

Sears Holdings Corp. has started a major wave of layoffs at its Hoffman Estates headquarters in the wake of last month's merger with Kmart Holding Corp.

The job cuts mark the turning point of what will ultimately be a leaner, lower-cost corporate structure at Sears, which has been accused of having a mind-numbing bureaucracy.

Sears, which has about 4,000 employees at its Hoffman Estates headquarters, is directing workers who are losing their jobs to a suburban hotel to receive outplacement services. That journey is expected to continue the rest of this week.

Departures of about a dozen high-level executives occurred a few weeks ago, and the cuts have been winding their way down to the lower levels of the company.

"We are offering severance packages and outplacement to headquarters associates," Sears spokesman Chris Brathwaite said Tuesday.

He declined to be more specific on the number of jobs being cut. Sears has informed local, state and federal officials that at least 500 workers--the minimum threshold for alerting the federal government--will be let go as part of a "mass layoff."

But one former Sears executive has said that he hears cuts range from several hundred to more than 1,000. Rumored numbers exceed that figure but fluctuate wildly almost from hour to hour.

"Things are pretty tense at headquarters," said another former Sears executive with friends still there.

At a local watering hole Tuesday night, two Sears employees wondered about their immediate futures. They were told that the layoffs would hit their department on Wednesday.

"What happens, we don't know," said one worker, who has been with Sears for five years. He declined to give his name or department.

"I know people (were laid off)," said the other worker, who has spent 20 years at Sears. "The thought that you could work for a company for a large number of years and not be able to retire with them is disappointing, is regrettable and really a microcosm of what corporate America has become today."

Sears, the nation's third-biggest retailer, wants to achieve $300 million in savings by gaining purchasing clout and cutting expenses, including jobs.

On the day that the merger was consummated, company officials said they aspired to create a corporate culture similar to that of Internet pioneers Yahoo Inc. and Amazon.com.

One government employee at Hoffman Estates who preferred not to be named said they're not sure whether the job cuts will exceed 500.

The number, however, could be revised later. As of Tuesday, the notice was still at 500.

Sears stores are not affected by the job cuts.

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GlobalNetXchange Moving Headquarters to Chicago
By Sandra Guy – Business Reporter – Chicago Sun-Times
April 27, 2005

The merger of two online marketplaces for consumer-goods retailers and manufacturers will mean a new technology headquarters in Chicago.

One of the companies, GlobalNetXchange LLC, is moving its headquarters to Chicago from San Francisco.

GlobalNetXchange employs 120, but only a handful of the workers in California are expected to move into the new offices at 200 W. Monroe in the Loop, according to an insider who asked not to be named. GlobalNetXchange got its start five years ago with the backing of Sears Roebuck and Co. and French retail group Carrefour.

GlobalNetXchange announced Tuesday that it intends to merge with a rival, WorldWide Retail Exchange LLC, to create a big enough online marketplace to compete against retailers such as Wal-Mart that tightly control their inventory. The newly merged company will be backed by some of the world's largest retailers, including locally based Sears Holdings and Walgreen Co., and the parent companies of Jewel and Dominick's grocery stores.

The online exchanges connect manufacturers, suppliers and retailers of virtually every product that's consumed or worn. The participating companies include textile manufacturers and key players in the food, beverage and packaged goods industries.

The exchanges' goal is to eliminate much of the excess inventories that companies carry, to cut costs by helping companies find cheaper goods to buy, and to enable everyone's computer systems to communicate using the same language.

Worldwide Retail Exchange, with 125 employees, will keep its offices in Alexandria, Va., a spokeswoman said.

The CEO of the combined companies is Joe Laughlin, CEO of GNX and a former senior vice president of corporate finance and business development at Sears Roebuck and Co. The new chairman is Christopher Sellers, CEO of Worldwide Retail Exchange.

The merged company has yet to be given a name.

The deal leaves Transora, an online exchange founded in Chicago, the lone exchange out. Transora, formerly an online marketplace, had previously sought to merge with Worldwide Retail Exchange in the past, and had once worked with GNX.

Now, Transora focuses solely on helping companies synchronize their data. The newly merged exchange will compete with Transora in that niche.

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Kmart Staff to Learn Fate this Week
By Tenisha Mercer – Detroit News
April 27, 2005

Troy workers will find out if they get to keep their jobs after merger with Sears.

After months of anxious waiting, the 2,000 employees at Kmart's executive offices in Troy will find out this week if they will keep their jobs as Sears Holdings Corp. begins consolidating its corporate work force at offices in Michigan and Illinois.

"This particular activity is aimed at creating a new organizational structure," said Chris Brathwaite, a spokesman for Sears Holdings, based in Hoffman Estates, Ill., near Chicago. "Stores will not be affected."

Brathwaite would not say how many jobs will be affected or how.

Retail analysts expect Sears Holdings to eventually eliminate 4,000 to 5,000 corporate and retail jobs -- including more than 2,500 at Kmart -- through the summer.

Kmart is only expected to retain a few hundred jobs in Troy after it consolidates its headquarters. "What two people were doing, one person can do now," said Kenneth Dalto, a Farmington Hills turnaround expert.

Sears Holdings, the nation's third largest retailer, was created when Kmart Holding Corp. bought Sears, Roebuck & Co. in a $12.3 billion deal. The merger was announced in November and completed last month.

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Sears Brands Give Kmart a Makeover
By Becky Yerak - staff reporter - Chicago Tribune
April 26, 2005

A Kmart in Norridge is one of the first stores to benefit from the corporate marriage with Sears

In the first tangible sign that Sears, Roebuck and Co. and Kmart Holding Corp. have become a corporate twosome, a Kmart store in suburban Norridge is among the first in the nation to carry Kenmore appliances and Craftsman tools.

It's also among the first nine Kmart locations to receive an extreme makeover that includes a new color scheme, faux-wood tile flooring, a Coffee Beanery stand and an enlarged grocery selection.

The addition of exclusive Sears products to a Kmart store comes less than a month after the retailers' $12.3 billion merger was completed, suggesting that Sears Holdings Corp. Chairman Edward Lampert is wasting no time in trying to wring more sales from stores.

When the deal was announced in November, Lampert said Sears' stores generate $80 more in sales per square foot than Kmart's 1,429 stores. By removing what was once an eating area in the Norridge store, Kmart was able to make room for some of the big-ticket goods that have been Sears' bread and butter--seven aisles devoted to Craftsman and nine aisles devoted to major appliances, including Kenmore.

Since reopening April 17, customers have been buying the pricier merchandise, including $399 Craftsman Pressure Washers and a $1,000 two-door Kenmore refrigerator.

"I think the first day we sold a refrigerator and we were all like, `Wow,'" said Melissa Schilling, a district coach for Kmart.

At least one retail consultant thinks the brand integration is a good idea. Kmart stores are profitable, but they've been losing market share to other discount chains such as Wal-Mart Stores Inc. and Target Corp.

"All they're looking for is a competitive edge," said Gary Ruffing, of consulting firm BBK Ltd. and a former Kmart vice president. "Anybody can compete with Black and Decker, but nobody else has Craftsman. The more they can do to differentiate themselves from Wal-Mart, the better off they'll be. The way to do it is with brands."

Another link to Sears is through a computer kiosk that connects to the Sears.com Web site. There shoppers can browse items from Sears and purchase them online. But kinks still need to be worked out: One of the two computers linked to Sears.com was having technical difficulties on Thursday.

Upon entering the store, the shopper now sees an inlaid "K" in the tile.

Service desk relocated

The customer service desk has been moved to the side of the store. That serves two purposes: It enables shoppers to better view merchandise when they enter the store and it keeps those shoppers taking care of business at the customer service desk away from the elements as the doors slide open.

Also, Kmart's signature red is taking a back seat in the stores to green columns, orange signage and yellow, which is used for accents and backdrops to better draw shoppers' eyes to merchandise.

"We worked with a color firm to determine what colors draw people's eyes," said Kmart spokesman Stephen Pagnani.

Following in the footsteps of such other retailers as Federated Department Stores Inc. and May Department Stores Co., Kmart also has de-cluttered its clothing department.

"If you've got a cart with a child, you can get in there," he said. "You don't need to leave the child."

He didn't have a figure on what percentage of the selling floor has been removed to improve the shopping experience. Shelves and displays have been lowered to give customers a better view of the store. Mannequins, which Kmart historically has eschewed, will be added eventually.

Where it sells baby furniture, Kmart has added faux wood flooring to give the appearance of a real room.

Kmart, which about a decade ago beefed up its grocery offerings, has also expanded the size of the pantry by an undisclosed amount in the remodeled stores. New products include Polish and other ethnic foods.

And "we added Perrier," said store coach Vern Miller, whose title was formerly store manager.

Kmart already sold food

Pantries, as well as pharmacies, are two areas in which Kmart has more expertise than Sears.

But through Sears, Kmart has begun selling major appliances, including the new $3,000 Kenmore washer and drier sets in Sedona orange, Pacific blue and champagne. It also has a home-improvement service kiosk where people can order custom windows, siding, countertops and cabinets from Sears.

The merger with Sears also marks Kmart's re-entry into the lawnmower business. "We got out of lawnmowers a few years ago, so this gave us a good opportunity to jump back in," Pagnani said.

"It's amazing how many more men you see with their wives," district manager Schilling said. "Now they have a place to hang out."

The workers staffing the appliance department are Kmart employees, who are hourly.

"We have a test program going on now" to study compensation, Schilling said. "We're debating on whether we should go to what Sears does, or what's the best mix."

Sears has a compensation system that includes commissions for its appliance salespeople.

"Those are things we'll be looking at as we go forward," Pagnani added.

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Fast Eddie Roughs Up Sears' Staff
By Patricia Sellers - Fortune Magazine – Office Politics
May 2, 2005 edition

Sears’ new boss, Eddie Lampert, is squeezing suppliers, slashing spending, and cutting heads.

When billionaire investor Eddie Lampert forged his deal to merge floundering Sears with Kmart last fall, he tossed Alan Lacy a lifeline. As Sears’ CEO, Lacy was so ineffective that many people were amazed he survived as long as he did. Now the $12.3 billion merger is complete, and Lacy is CEO of Sears Holdings. Already his lifeline looks more like a noose.

For one thing, it is Lampert, not Lacy, who is calling the shots. The hard-nosed hedge fund manager is digging deep into Sears, as he did at Kmart—squeezing suppliers, slashing spending, and cutting heads. How many, Lampert has not said. (He declined to talk to FORTUNE for this story.) But sources close to the company say he aims to cut 40% of the 5,000 employees at Sears’ headquarters near Chicago, and he’ll likely close Kmart’s headquarters in Michigan. Lampert, 42, likes to ask senior executives, "Are you on the team?!" So far, ten of Sears’ former top brass are not. Lampert has been replacing them with people from the Sears and Kmart benches. Or his own loyalists: Sears Holdings’ CFO is Bill Crowley, Lampert’s No. 2 at ESL Investments. Officially Crowley reports to Lacy at Sears, but given the relationship (Crowley and Lampert work together out of Connecticut), he’s really reporting on Lacy as well as to him.

Meanwhile, judging Lacy in the boardroom is Sears director Julian Day, his former archrival. Five years ago Lacy and Day were executives at Sears, competing for the CEO job. After Lacy—who is said to loathe Day—won the contest, he unceremoniously pushed Day out. Day moved to Kmart as CEO and scored big. He brought Kmart out of bankruptcy in 2003 and stepped down as chief last October but remained on the board. Now Day is one of seven former Kmart directors on Sears Holdings’ ten-member board. How tough he’ll be in challenging Lacy, no one knows. But Day is Lacy’s looming threat. One executive who knows Day says the setup is "Julian’s sweet revenge."

While his enemy is at his back, Lacy, 51, has been marginalized. Lampert has put Aylwin Lewis, Day’s successor at Kmart and now Sears Holdings’ president, in charge of the $43 billion main business—Sears and Kmart stores, plus new the Sears Grand and Sears Essentials (renovated Kmart outlets that sell both stores’ goods). Lacy oversees $12 billion in sideline operations such as Lands’ End, Orchard Supply, and Sears Canada. Given that Lacy, a onetime CFO of Sears and Philip Morris, is generally better at pruning than growing businesses, he could work himself out of a job. Although he just signed a five-year contract, most people predict he’ll be gone by next year. (Lacy declined to comment.)

Retail experts say Sears Holdings needs a merchant at the helm—rather than finance pros and a fast-food veteran. (Lewis was previously COO of Yum Brands.) One possible candidate: Vanessa Castagna, the well-regarded former No. 2 at J.C. Penney. Penney’s board last year passed her over for the CEO job, contending that she lacked enough financial expertise. In April she joined Cerberus, a hedge fund with big interests in retail, and she aims to fill out her résumé so she can run a major retailer. So far Lampert has shown no interest in recruiting Castagna or other retail hotshots, but he may need to load up on that kind of talent sooner than he thinks.

 

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