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Filing Details

Accession Number:: 0000919574-15-000757
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-01-28 20:55:40
Reporting Period:: 2015-01-26

Filing Date:: 2015-01-28
Accepted Time:: 2015-01-28 20:55:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1310067	Sears Holdings Corp	SHLD	Retail-Department Stores (5311)	201920798

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1214344	R Bruce Berkowitz	C/O Fairholme Capital Management, L.l.c. 4400 Biscayne Boulevard, 9Th Floor Miami FL 33137		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Shares, $.01 Par Value	Acquisiton	2015-01-26	3,100	$34.43	25,437,373	No	4	P	Indirect	See Footnote
Common Shares, $.01 Par Value	Acquisiton	2015-01-27	4,400	$34.99	25,441,773	No	4	P	Indirect	See Footnote
Common Shares, $.01 Par Value	Disposition	2015-01-27	10,900	$34.96	25,430,873	No	4	S	Indirect	See Footnote
Common Shares, $.01 Par Value	Acquisiton	2015-01-28	10,000	$32.70	25,440,873	No	4	P	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.01	Warrants to Purchase Common Stock, par value $0.01	Disposition	2015-01-27	2,235	$22.80	2,235	$28.41

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
4,713,149	2014-11-18	2019-12-15	No	4	S	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Shares, $.01 Par Value	913,000	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock, Par Value $0.01	Warrants to Purchase Common Stock, par value $0.01	$28.41	2014-11-18	2019-12-15	0	1,698,272	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2019-12-15	0	1,698,272	Direct

Footnotes

The securities are held in accounts managed indirectly by Mr. Bruce R. Berkowitz (the "Reporting Person"). The Reporting Person does not have any direct or indirect pecuniary interest in the managed accounts because the Reporting Person (i) does not receive any incentive compensation from the managed accounts and (ii) does not have a direct or indirect interest in the managed accounts.
The securities may be deemed to be beneficially owned by the Reporting Person as the managing member of a registered investment adviser, which may be deemed to have beneficial ownership of the securities because it serves as the investment manager to a registered investment company and certain private funds and managed accounts. The Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
The securities were held in an account managed indirectly by the Reporting Person and were sold pursuant to client instructions due to an account closure. The Reporting Person does not have any direct or indirect pecuniary interest in the managed account because the Reporting Person (i) does not receive any incentive compensation from the managed account and (ii) does not have a direct or indirect interest in the managed account.
The securities are held in a private fund managed indirectly by the Reporting Person. The Reporting Person disclaims beneficial ownership in the private fund except to the extent of his pecuniary interest, if any, therein.