0000088255-03-000031 Sample Contracts

SEARS, ROEBUCK AND CO. 3333 Beverly Road Hoffman Estates, Illinois February 24, 2003
Sears Roebuck Acceptance Corp • February 27th, 2003 • Short-term business credit institutions

This is to confirm our agreement ("Credit Agreement Support Letter") that, so long as amounts owing by SRAC under the Credit Agreement have not been paid or any Lender shall have any commitment to lend under the Credit Agreement, Sears will:

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364-DAY CREDIT AGREEMENT Dated as of February 24, 2003
Day Credit Agreement • February 27th, 2003 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York

SEARS ROEBUCK ACCEPTANCE CORP., a Delaware corporation (the "Borrower"), the banks, financial institutions and other institutional lenders (the "Initial Lenders") listed on the signature pages hereof, BANK ONE, NA, as syndication agent, BARCLAYS BANK PLC and BANK OF AMERICA, N.A., as documentation agents, SALOMON SMITH BARNEY INC. and BANC ONE CAPITAL MARKETS, INC., as joint lead arrangers and joint bookrunners, and CITIBANK, N.A. ("Citibank"), as agent (the "Agent") for the Lenders (as hereinafter defined), agree as follows:

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