0000923569-02-000051 Sample Contracts

Contract
Series Supplements • December 10th, 2002 • Sears Credit Account Master Trust Ii • Asset-backed securities • New York

THIS OMNIBUS AMENDMENT TO SERIES SUPPLEMENTS, dated as of December 1, 2002 (this "Amendment"), is among SRFG, a Delaware corporation ("SRFG") as Seller, SEARS, ROEBUCK AND CO., a New York corporation ("Sears") as Servicer, and THE BANK OF NEW YORK, a national banking association ("Trustee") as Trustee.

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