Sears 2006 Annual Report Download - page 109

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EXHIBIT INDEX
3.1 Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to Registrant’s Current
Report on Form 8-K, dated March 24, 2005, filed on March 24, 2005 (File No. 000-51217)).
3.2 Restated By-Laws (incorporated by reference to Exhibit 3.2 to Registrant’s Current Report on Form
8-K, dated March 24, 2005, filed on March 24, 2005 (File No. 000-51217)).
4.1 Registrant hereby agrees to furnish to the Commission, upon request, the instruments defining the
rights of holders of each issue of long-term debt of Registrant and its consolidated subsidiaries.
10.1 Registrant’s 2005 Senior Executive Long-Term Incentive Program (incorporated by reference to
Exhibit 10 to Registrant’s Current Report on Form 8-K/A (Amendment No. 1) dated September 29,
2005 (File No. 000-51217)).**
10.2 First Amendment to Registrant’s 2005 Senior Executive Long-Term Incentive Program (incorporated
by reference to Exhibit 10(a) to Registrant’s Current Report on Form 8-K dated September 16, 2005
(File No. 000-51217)).**
10.3 Registrant’s Senior Executive SHC 2005 Annual Incentive Plan Document (incorporated by
reference to Exhibit 10(b) to Registrant’s Current Report on Form 8-K, dated April 26, 2005, filed on
April 29, 2005 (File No. 000-51217)).**
10.4 Sears, Roebuck and Co.’s Supplemental Retirement Income Plan, as amended and restated effective
March 25, 1997 (incorporated by reference to Exhibit 10.(ii)(11) to Sears, Roebuck and Co.’s Annual
Report on Form 10-K for the fiscal year ended January 1, 2000 (File No. 1-416)).**
10.5 Sears Holdings Corporation 2006 Stock Plan, as amended (incorporated by reference to Appendix C
to Registrant’s Proxy Statement dated March 15, 2006 (File No. 000-51217)).**
10.6 Sears Holdings Corporation Umbrella Incentive Program (incorporated by reference to Appendix D
to Registrant’s Proxy Statement dated March 15, 2006 (File No. 000-51217)).**
10.7 Form of Kmart Holding Corporation Long Term Incentive Award Agreement (incorporated by
reference to Exhibit 10.9 to Kmart Holding Corporation’s Quarterly Report on Form 10-Q for the
fiscal quarter ended October 29, 2003 (File No. 000-50278)).**
*10.8 Kmart Long Term Incentive Plan (2004).**
10.9 Amended and Restated Employment Agreement dated as of March 24, 2005 between Sears Holdings
Corporation and Aylwin B. Lewis (incorporated by reference to Exhibit 10.1 to Registrant’s Current
Report on Form 8-K, dated March 24, 2005, filed on March 30, 2005 (File No. 000-51217)).**
10.10 Form of Nonqualified Stock Option Agreement between Kmart Holding Corporation and Aylwin B.
Lewis (incorporated by reference to Exhibit 4.4 to Registrant’s Post-Effective Amendment No. 1 on
Form S-8, filed on March 24, 2005 (File No. 333-123544)).**
10.11 Form of Restricted Share Agreement between Kmart Holding Corporation and Aylwin B. Lewis
(incorporated by reference to Exhibit 4.5 to Registrant’s Post-Effective Amendment No. 1 on
Form S-8, filed on March 24, 2005 (File No. 333-123544)).**
10.12 Form of Restricted Share Agreement between Kmart Holding Corporation and Aylwin B. Lewis
(incorporated by reference to Exhibit 4.6 to Registrant’s Post-Effective Amendment No. 1 on Form
S-8, filed on March 24, 2005 (File No. 333-123544)).**
10.13 Amended and Restated Employment Agreement, dated September 7, 2005, between the Registrant
and Alan J. Lacy (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form
8-K dated September 8, 2005 (File No. 000-51217)).**
E-1