Exhibit 28(b)

INDEPENDENT ACCOUNTANTS' REPORT
Sears, Roebuck and Co.
Hoffman Estates, Illinois:

We have examined management's assertion included in its representation letter
dated March 26, 1997, that Sears, Roebuck and Co. ("Sears") maintained an
effective internal control structure as of December 31, 1996, insofar as such
structure relates to the servicing and financial reporting procedures
performed by Sears to prevent or detect errors or irregularities in amounts
that would be material in relation to the assets of Sears Credit Account
Master Trust II (the "Trust") formed pursuant to the Pooling and Servicing
Agreement dated July 31, 1994, as amended (the "Agreement"). 

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
obtaining an understanding of the internal control structure as it relates to
servicing and financial reporting procedures performed by Sears, testing and
evaluating the design and operating effectiveness of the internal control
structure, and such other procedures as we considered necessary in the
circumstances.  We believe that our examination provides a reasonable basis
for our opinion. 

Because of the inherent limitations in any internal control structure, errors
or irregularities may occur and not be detected.  Also, projections of any
evaluation of the internal control structure to future periods are subject to
the risk that the internal control structure may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.

In our opinion, management's assertion that Sears maintained an effective
internal control structure as of December 31 1996, insofar as such structure
relates to the servicing and financial reporting procedures performed by
Sears to prevent or detect errors or irregularities in amounts that would be
material in relation to the assets of the Trusts under the Agreement, taken
as a whole, is fairly stated, in all material respects, based upon criteria
established by "Internal Control - Integrated Framework" issued by the
Committee of Sponsoring Organizations of the Treadway Commission.

We have also reviewed management's assertion regarding Sears compliance with
sections 3.02, 4.03, 4.04, 4.05, 4.06 and 8.07 of the Agreement.  Our review
was conducted in accordance with standards established by the American
Institute of Certified Public Accountants.

A review is substantially less in scope than an examination, the objective of
which is the expression of an opinion on compliance with such sections. 
Accordingly, we do not express such an opinion.

Based on our review, nothing came to our attention which would cause us to
believe that the servicing provided by Sears has not been conducted in
compliance the sections of the Agreement enumerated above. 

This letter is intended solely for the information and use of the Board of
Directors and management of Sears, First National Bank of Chicago as Trustee,
and Investor Certificateholders, and should not be used for any other
purpose.

March 26, 1997



/S/Deloitte & Touche
Chicago, Illinois