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Exhibit 31.2

CERTIFICATIONS

I, Glenn R. Richter, certify that:



|1. |  | I have reviewed this annual report on Form 10-K of Sears, Roebuck and Co.;                                                                                                                                                                                                                                              
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|  
|2. |  | Based on my knowledge, this annual report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made, in
light of the circumstances under which such statements were made, not misleading with
respect to the period covered by this annual report;
|  
|3. |  | Based on my knowledge, the financial statements, and other financial information
included in this annual report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the
periods presented in this annual report;                   
|  
|4. |  | The registrants other certifying officers and I are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) for the registrant and have:                                                                                            



| | (a) |  | Designed such disclosure
controls and procedures,
or caused such disclosure
controls and procedures
to be designed under our
supervision, to ensure
that material information
relating to the
registrant, including its
consolidated
subsidiaries, is made
known to us by others
within those entities,
particularly during the
period in which this
annual report is being
prepared;         
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|
| | (b) |  | Evaluated the
effectiveness of the
registrants disclosure
controls and procedures
and presented in this
annual report our
conclusions about the
effectiveness of the
disclosure controls and
procedures, as of the end
of the period covered by
this annual report based
on such evaluation; and                                                                                             
|
| | (c) |  | Disclosed in this annual
report any change in the
registrants internal
control over financial
reporting that occurred
during the registrants
most recent fiscal
quarter (the registrants
fourth fiscal quarter in
the case of an annual
report) that has
materially affected, or
is reasonably likely to
materially affect, the
registrants internal
control over financial
reporting; and



|5. |  | The registrants other certifying officers and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the registrants
auditors and the audit committee of the registrants board of directors (or persons
performing the equivalent functions):
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| | (a) |  | All significant
deficiencies and material
weaknesses in the design
or operation of internal
control over financial
reporting which are
reasonably likely to
adversely affect the
registrants ability to
record, process,
summarize and report
financial information;
and
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|
| | (b) |  | Any fraud, whether or not
material, that involves
management or other
employees who have a
significant role in the
registrants internal
control over financial
reporting.                                                                                               

Date: March 10, 2004



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|/s/Glenn R. Richter                                                         | 
|Glenn R. Richter                                                            | 
|Senior Vice President and
Chief Financial Officer of
Sears, Roebuck and Co. |