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CREF WITHHOLDS SUPPORT FOR SEARS DIRECTORS

 CREF WITHHOLDS SUPPORT FOR SEARS DIRECTORS
 NEW YORK, May 7 /PRNewswire/ -- CREF's Trustee Committee on


Corporate Governance and Social Responsibility announced today its decision to withhold support for three members of the board of directors of Sears, Roebuck & Co. who are seeking re-election at the annual meeting of the company. The meeting is set for May 14 in Atlanta.
 In making public the decision to withhold its support, James Martin, executive vice president for CREF Investments, said that CREF's decision was prompted by ongoing poor financial results at Sears. "Sears needs to address a number of key strategic issues in order to close the gap between its competitors and itself," Martin said. "Withholding support for the directors is our way of expressing disappointment at the company's past performance, as well as a real concern about direction and timeliness of change in the future."
 Martin pointed out that during the period 1974 to 1991 the compound annual return to Sears' shareholders was 4.75 percent, compared to 13.1 percent for the Standard and Poor's 500. Officers of TIAA-CREF met with Sears management last month but remain unconvinced that necessary steps are being taken to achieve long-term success for the company.
 The CREF Committee on Corporate Governance and Social Responsibility determines CREF's policy in both voting and authorizing shareholder resolutions. Its decision to challenge the Sears board marks the first instance in which a recommendation to withhold support for a slate of officers has been put forward because of concerns about the company's performance.
 CREF holds 3,313,900 shares of Sears' outstanding common stock. This amounts to roughly 1.0 percent of the total.
 -0- 5/7/92
 /CONTACT: Claire M. Sheahan of TIAA-CREF, 212-916-4666/
 (S) CO: TIAA-CREF; Sears, Roebuck & Co. ST: Illinois, New York IN: REA SU:


SM-PS -- NY115 -- 7859 05/07/92 17:31 EDT
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Publication:PR Newswire
Date:May 7, 1992
Words:307
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