2004 narse Meeting Minutes

Executive Summary - December 10, 2004
National Association of Retired Sears Employees, Inc.

Ron Olbrysh called the meeting to order at 9:15 a.m. at the headquarters office.

In Attendance: Bill Barker, Dick Bruce, Tony Debevitz, Bud Defano, Leo McCormack, Ron Olbrysh, Mel Schultz, Dave Silgers, and Keith Tice.
Conference Call Participants: Ernie Arms, Dick Cofran, Jim Fletcher, Richard Foulke, Blair Holden, Ken Johnson, Art Levin, Tom Nally, Ruth Pilant, Ken Posey, Elaine Russell, Lloyd Van Schoyck, Penny Williams, and Ken Winkler.

FINANCIALS. Don Ellerıs monthly financials for NARSE were discussed and approved by the Board.

MEMBERSHIP. Leo McCormack reported that membership renewals are ³picking up² as a result of the STRAIGHT TALK issue mailed last month.

2005 MEDICAL INSURANCE. There was further discussion by the Board about medical insurance. Dick Bruce reported that for 2004, of the 71,000 Sears retirees eligible for medical insurance, about 73% actually participated in it. The vast majority of participants are post-65. NARSE is obtaining information about less-expensive health care plans. It appears that Sears has no real incentive to negotiate the best insurance premiums for its retirees since Sears medical costs are frozen and all increases are borne by the retirees, who can least afford it.

KMART/SEARS MERGER IMPACT. Mel Schultz presented to the Board his analysis of tracking the market performance of the Sears and Kmart stock from November 15 to December 9, 2004. According to published reports, the merger proposal is that Sears shareholders, including many retirees, will receive either $50 per share of Sears stock owned, or half the number of Kmart shares.

For the proposed merger to be advantageous for Sears shareholders, one of two things must happen: (1) Sears share price must be $50 or less; or (2) Sears share price must be 50% or less than Kmartıs share price. Looking at the actual performance of these two companies over the above period of time, this offer of $50 per share or half the number of Kmart shares has been detrimental to Sears shareholders every day. Mel added that Sears shareholders many not realize how much they may be losing as a result of this proposed merger.

The Board suggested that these stocks should continued to be monitored through the holidays and if the results continue to be detrimental to shareholders it should be reported to the media.

LETTER TO LAMPERT/LACY/LEWIS. Ron Olbrysh reviewed with the Board the proposed letter to Messr Edward Lampert, Alan Lacy and Alywin Lewis introducing NARSE to these individuals. After much discussion and a few suggested changes, it was voted to send the letter out immediately. The letter noted that for this proposed merger to succeed, it must contain the following three elements:

(1) your efforts must result in a competitive, powerful merchandising organization accepted by the shopping public; (2) this merger must be free from any stock price manipulation and be a solid, attractive stock investment for everyone, including investors, associates, and retirees who are also shareholders; and (3) Sears Holdings Corp. must honor its commitments to both associates and Sears retirees.

We also informed them that we were "..very concerned about the few remaining benefits Sears retirees have. The commitments that Sears management, and in one instance, a federal court, has made regarding the medical, pension and life insurance benefits should remain intact."

The letter concluded by saying:

"A corporation is judged in a number of ways. A business must account for its stewardship not only on the balance sheet, but also in matters of social responsibility. The proposed Sears Holdings Corp. must strive for high marks in both performance categories.

"NARSE is here for the long-term. We stand ready and able to offer our assistance in any manner to make this merger, or any merger, a success when it proves to be in the best interests of all shareholders, associates and Sears retirees.

"Should other bidders for Sears appear, NARSE will also be advising them accordingly about our concerns and their social responsibility to Sears retirees..."

The meeting was adjourned at 11:50 a.m.

MERRY CHRISTMAS, HAPPY HOLIDAYS AND A GREAT 2005 FROM THE NARSE BOARD TO ALL RETIREES!!

The next NARSE meeting will be held on Friday, January 14, 2004 at 9 a.m. CST, 8th Floor Conference Room at NARSEıs Headquarters. A conference call will be available for those not able to attend in person at 10:30 a.m. CDST.

Executive Summary - November 12, 2004 Meeting
National Association of Retired Sears Employees, Inc.

Ron Olbrysh called the meeting to order at 8:50 a.m. at the headquarters office.

In Attendance: Dick Bruce, Tony Debevitz, Bud Defano, Leo McCormack, George OıHare, Ron Olbrysh, Mel Schultz, Dave Silgers, and Keith Tice.
Conference Call Participants: Bill Barker, Don Eller, Jim Fletcher, Richard Foulke, Jim Griffiths, Blair Holden, Tom Nally, Gene Ostap, Ruth Pilant, Elaine Russell, and Lloyd Van Schoyck.  

FINANCIALS.
Don Ellerıs monthly financials for NARSE were discussed and approved by the Board.

MEMBERSHIP
Leo McCormack reported that NARSE is currently experiencing a 91% retention rate. The November issue of Straight Talk, which is now in the mail, contains an application form for new and renewal members.

2005 MEDICAL INSURANCE PREMIUMS
The Board discussed the recent medical premium notices from Sears for 2005. Some increases were as high as 31%! Back in 1996, Sears froze the dollar amount that it would contribute for the cost of medical insurance. So, all increases are born by retirees. Thus, there is really no incentive for Sears for any sort of ³sharp negotiation² on behalf of its retirees. It was thought that Sears could be playing ³catch-up² since in previous years, the increases were not this high.

It has been reported that the increases in the medical premiums is primarily due to the rising cost of prescription drugs. The drug companies and federal legislators must be contacted about this problem.

CANADA DISCOUNT RX
As a result of some of the high costs of prescription drugs, what are some of the alternatives, especially if one does not have adequate drug coverage under your medical plan? Two representives from Canada Discount RX were guest speakers at todayıs meeting. They were: Gord Dmytriw, Director of Sales & Marketing; and Marc Rozzi, an Account Manager.

Marc Rozzi said that many drugs are much cheaper in Canada because the government regulates prices. In addition, patents expire earlier in Canada, thus cheaper generics are available sooner than they are in the United States. All of the Canadian drugs are identical to what can be purchased in the United States.

However, not all drugs are less expensive in Canada and in fact, many drugs are available in the United States that are not available in Canada. Generally, however, about 1,000 commonly available drugs in both countries are less expensive in Canada for the reasons set forth above.

In Canada, the patent law expiration is generally 5 to 7 years shorter than in the United States, depending on the drug. Therefore, the generic version is available in Canada to Canadian citizens before it becomes available in the United States. Since health care in Canada is publicly funded, a large percentage of the costs associated with providing health care to Canadian citizens, including prescriptions, is borne by the government. For this reason, the price of drugs is regulated and often this price is lower than what the free market in the United States is prepared to pay.

As background about the company, Rozzi said that Canada Discount RX has been serving the Canadian market as McKnightıs Pharmacy since 1933 and the U.S. market since 2001. The company is currently in negotiation with the state of Illinois to become another authorized Canadian source for prescription drugs for Illinois residents.

MISCELLANEOUS

(1) Since NARSE was formed back in 1997, it was suggested that the Board review, and possibly update the By Laws. Ron said that he will furnish a copy of the By Laws at the December meeting so that the review can begin;

(2) Working with NARSE's Vice President of Club Relations, Bill Barker, we must determine the best course of action for NARSE to assist local Sears retiree clubs.

The next NARSE meeting will be held on Friday, December 10, 2004 at 9 a.m. CST, 8th Floor Conference Room at NARSE's Headquarters. A conference call will be available for those not able to attend in person at 10:30 a.m. CDST.

The meeting was adjourned at 11:45 a.m.

Executive Summary - August 13, 2004 Meeting
National Association of Retired Sears Employees, Inc.

Ron Olbrysh called the meeting to order at 9:08 a.m. at the headquarters office.

In Attendance:
Bud Defano, Leo McCormack, George O'Hare, Ron Olbrysh, and Mel Schultz.
Conference Call Participants:
Don Eller, Richard Foulke, Art Levin, Ruth Pilant, Ken Posey, Elaine Russell, Penny Williams, and Lloyd Van Schoyck.

FINANCIALS.
Don Eller's monthly financials for NARSE were discussed and approved by the Board.

JULY MINUTES.
The Board requested that the headline for the paragraph discussing the most recent issue of The Sears Retiree News about the "spin" Sears placed on the accomplishments of SRAC be reflective of how the Board felt about the article. The paragraph caption was changed to read: "NARSE TAKES EXCEPTION TO SEARS VERSION OF ACCOMPLISHMENTS CONCERNING SEARS RETIREES AND HOW THE RESULTS EVOLVED." The history of NARSE and its accomplishments can be found on NARSE's Home Page at www.narse.org, under the caption of NARSE - PURPOSE, PERSEVERANCE AND PERSISTENCE.

MEMBERSHIP.
Leo McCormack reported that NARSE is experiencing an 83% retention rate. We are only losing people "to the cemetery." However, this is a situation happening at most local Sears retiree clubs. Leo also reported that the North Carolina retiree club sent NARSE $50; and we also received a $100.00 donation from a Long Island, New York unidentified "old friend" who commented, "keep up the good work!!!" NARSE appreciates the support and sends its thanks to all of our supporters.

VICE PRESIDENT OF CLUB RELATIONS.
Ron Olbrysh informed the Board that Bill Barker volunteered to become the new Vice President of Club Relations and Ron placed Bill's name in nomination. By consensus, the Board approved the nomination. Bill will be communicating with all of the retiree clubs across the country. It was suggested that he contact Lloyd Van Schoyck in Florida first.

NARSE SEPTEMBER PLANNING SESSION.
The Board decided to cancel its regular monthly meeting for September 10 and replace it with a special Planning Session on Thursday, September 30 at its corporate headquarters in Chicago. The meeting will begin at 9 a.m. and run through lunch. The conference call will begin at 10:30 a.m. Among other things the Board will determine its goals and objectives for the coming fiscal year and also its next Annual Meeting and where it will be held. The agenda for this planning meeting will be circulated during the week of September 20.

EXECUTIVE SESSION.
The Board went into Executive Session with the conference call participants to discuss a number matters including: the Detroit Retire Club meeting on September 14 where Alan Lacy will be the guest; Sears dismal sales and profit results due to the sale of the credit operations and the lack of a "merchandising vision"; Sears continued refusal to recognize NARSE; more outsourcing in the retail stores including the closing of all hubs. This part of the meeting was extremely spirited with everyone participating and giving their views on the above topics. At the conclusion, Ron thanked everyone for their opinions and frankness.

MISCELLANEOUS.
(1) NARSEıs web site had 2, 277 hits for the month of July;
(2) Based upon a discussion of the last SRAC Conference Call, it was suggested that the SRAC members appoint their own secretary to take the minutes.

The next NARSE meeting will be a special Planning Session scheduled for Thursday, September 30, 2004 at 9 a.m. CDST, 8th Floor Conference Room at NARSE's Headquarters. A conference call will be available for those not able to attend in person at 10:30 a.m. CDST.

The meeting was adjourned at 11:37 a.m.

Executive Summary - July 9, 2004 - Meeting
National Association of Retired Sears Employees, Inc.
At Headquarters Office

Ron Olbrysh called the meeting to order at 9:14 a.m.

In Attendance: Dick Bruce, Tony Debevetz, Bud Defano, Leo McCormack, George OıHare, Ron Olbrysh, Mel Schultz and Dave Silgers.
Conference Call Participants: Bill Barker, Don Eller, Richard Foulke, Jim Griffiths, Ken Johnson, Art Levin, Gene Ostap, Elaine Russell, Penny Williams, Lloyd Van Schoyck, and Steve Zuback.

FINANCIALS.
Don Ellerıs monthly financials for NARSE were discussed and approved by the Board.

NARSE VIDEO.
The Board reviewed a revised version of the NARSE 21 minute video that highlights the 7th Annual NARSE meeting last May. As a result of the Boardıs recommendation last month, the revised video used sound bites from each of the Annual Meeting speakers, including John Rother, Representative Jan Schakowsky, Bill White, and Art Levin. Also included was an edited version of the award presentation to Arthur M. Wood, Sr. The revised version was well-received by the Board.

NARSE TAKES EXCEPTION TO SEARS VERSION OF ACCOMPLISHMENTS CONCERNING SEARS RETIREES AND HOW THE RESULTS EVOLVED.
As a result of the most recent issue of The Sears Retiree News, numerous comments and complaints came to NARSE about the "spin" Sears placed on the accomplishments of SRAC, As a result, it was decided that it was time for more "straight talk" about the accomplishments of NARSE over the past seven years. The Board reviewed a rough draft of the organizations's history and accomplishments and even though many Board members thought it was a "great" document, several changes were suggested and made. It was decided that the revised "history" will be placed on NARSE's web site, using a factual headline, before the next monthly meeting. It was also suggested that since Ron Olbrysh has not yet heard from Bob O'Leary, the Sears Senior VP of Public Relations about "getting together" to discuss NARSE's Annual Meeting and more specifically, Bill White's presentation and the presence of the media, that Ron should follow-up with Bob. Ron said that he would do this. (Regarding NARSE history, it is now on the Home Page of NARSEıs web site, www.narse.org., under the caption of NARSE - PURPOSE, PERSERVERANCE AND PERSISTENCE.)

JUNE ISSUE OF STRAIGHT TALK.
One of the Board members remarked that the most recent issue of Straight Talk (June, 2004) was the "best" that the organization has ever published. NARSE has also received numerous compliments about the current issue from many members around the country. Special thanks goes to Straight Talkıs editor, Ken Johnson for doing his usual outstanding job!

NARSE PLANNING SESSION.
As a result of a review of NARSE's history, it was decided that now was the time to update and revise our mission statement. For instance, where are we going from this point forward? What are our goals and objectives? What will be our relationship with Sears? Do we continue our current course with the company? What are the primary issues of concern for all Sears retirees? What is our new plan of action? Rather than discussing all of these issues at a monthly meeting, the Board wants to concentrate on this mission statement at a special meeting, i.e., a planning session in the near future. Ron said that he will review possible dates and places and agenda for such a retreat and report back to the Board at its August meeting.

MISCELLANEOUS.
(1) Art Levin reported that in the latest issue of The Sears Retiree News, the 800# for retirees was replaced with a listing of all the names, addresses and phone numbers of the Sears Retiree Advisory Council members;
(2) During the month of June, the NARSE web site had 2,017 hits, with the largest number coming from AOL domain addresses; and
(3) After extensive and spirited discussion about how Sears conducts its business, this is an issue that all retirees must "care about" as the "benefit fate" of Sears retirees rests with the success or failure of the company.

The next NARSE monthly meeting is scheduled for Friday, August 13, 2004 at 9 a.m. CDST, 8th Floor Conference Room at NARSE's Headquarters. A conference call will be available for those not able to attend in person at 10:30 a.m. CDST.

The meeting was adjourned at 12:05 p.m.

Executive Summary - June 11, 2004
National Association of Retired Sears Employees, Inc.
At Headquarters Office

Executive Summary - February 13, 2004
National Association of Retired Sears Employees, Inc.

Ron Olbrysh called the meeting to order at 9:10 a.m. at Headquarters Office.

In Attendance: Tony Debevitz, Bud Defano, Ken Johnson, Leo McCormack, George O'Hare, Ron Olbrysh and Mel Schultz.
Conference Call Participants:  Bill Barker, Jim Fletcher, Richard Foulke, Claude Ireson, Art Levin, Gordon Muschett, Tom Nally, Ruth Pilant, Nelson Ramos, Elaine Russell, Lloyd Van Schoyck, Penny Williams, and Ken Winkler.

FINANCIALS & MEMBERSHIP.
Don Ellerıs monthly financials for NARSE were discussed and approved. Leo McCormack reported that we had a 36% increase in members who paid their dues during January, 2004 in contrast to the number paying in the same month in 2003.

MEDICARE DRUG ACT OF 2003.
Tony Debevitz attended a two-day AARP meeting in Washington, D.C. last month regarding the new Medicare Prescription Drug Law. He provided the Board with a copy of AARPıs latest publication entitled: "The New Law---And You." Tony said that the Act has over 1,200 pages in it.

One of the biggest controversies about the Medicare Prescription Drug Law is whether it could eventually undermine traditional Medicare. According to AARP, beneficiaries can choose to stay in traditional Medicare to receive health care and a drug benefit, or they can get both from a private managed care plan. AARP helped defeat an early proposal that would have denied a drug benefit to people choosing to stay in the traditional program.

The drug benefit is voluntary in the sense that you donıt have to sign up for it if you donıt want to. But the law encourages enrollment by imposing penalties, in the form of higher premiums, for signing up late. For instance, at least 1 percent of the national average monthly drug premium will be added to your premium for every month when you could have enrolled but didnıt.

About 14 million low-income people will be eligible for substantial subsidies. The most generous subsidy goes to those with the lowest incomes (under $9.630 for individuals and $13,000 for couples in 2006) who are now enrolled in both Medicare and Medicaid. They will face no premiums, no deductibles and no gap in coverage.

Medicare will sponsor a variety of prescription drug discount cards, available this June, to provide some interim help until the full drug benefit begins in 2006. Beneficiaries (except those in Medicaid) can sign up for them beginning this May for a fee of up to $30 a year. The discounts will probably average 10 to 15 percent off normal prices for brand-name drugs and 50 percent for generics and will vary from card to card.

A big concern of retirees is whether, as a result of this Law, employers may drop drug coverage. Some may, but independent experts say they expect fewer employers to do so as a result of the Medicare benefit than if the law had not been enacted. Thatıs because the law offers employers a subsidy to cover 28 percent of a retireeıs covered drug costs incurred under the plan that are over $250 and less than $5,000 a year beginning in 2006. In addition, AARP succeeded in getting an earlier provision dropped from the legislation. This would have exempted retiree health plans from age discrimination laws, allowing employers to reduce or eliminate benefits for retirees 65 and older.

As an aside, Sears has said that they have not decided their course of action yet, pending the publication of the rules and regulations pertaining to this new drug coverage.

2004-05 OFFICERS & DIRECTORS.
Ron reported that the nominating committee met last month and came up with a list of nominees for officers and directors for 2004­05. This slate will be voted upon at the May 12 Annual Meeting. Ron is now in the process of contacting these individuals to determine their availability. The full slate will be presented to the Board at next monthıs meeting.

2004 NARSE ANNUAL MEETING.
NARSEıs 7th Annual Meeting will take place on Wednesday, May 12, 2004. It will be held at the Stonegate Conference and Banquet Centre, 2401 West Higgins Road, Hoffman Estates, Illinois. The Stonegate is located about 4 miles from Sears Headquarters. Spouses are welcomed and encouraged to participate in the meeting. We are still working on the program, but the agenda will include, among other speakers, an AARP spokesperson discussing the recently enacted Medicare Drug Act, and also Bill White, the Executive Vice President of Sears Store Operations. A Board member suggested that we come up with a list of questions for the AARP representative. He was particularly concerned about the impact of the new Drug Act for seniors in their 70s and 80s.

MISCELLANEOUS.
(1) NARSEıs stationary is being revised and such revisions will be presented to the Board next month; (2) A list of all officers and directors, with their mailing addresses and phone numbers will be e-mailed to our regional vice-presidents; (3) A list of local Sears clubs is on our web site. The regional vice-presidents have been asked to review such list for updating and additions; and (4) Lloyd Van Schoyck reported that Sharon Phillips and Bob OıLeary from Sears will be speaking at his Florida retiree club on March 9th. They will provide the latest information on Sears policy for health and insurance benefits.

The next NARSE monthly meeting is scheduled for Friday, March 12, 2004 at 9 a.m. CST, 8th Floor Conference Room at our Headquarters. A conference call will be available for those not able to attend at 10:30 a.m. CST.

The meeting was adjourned at 11:46 a.m.