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[NEWSLETTER JCPENNEY TODAY]
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May 4, 1998
A Message from Chairman and Chief Executive Officer Jim Oesterreicher to
Associate Stockholders
You have recently received JCPenney's 1998 Proxy Statement and 1997 Annual
Report to Stockholders along with two proxy/voting instruction cards
relating to shares of voting stock held in the Company's Savings Plans.
The Proxy Statement contains two stockholder proposals, one regarding the
Company's classified Board structure and the other regarding the
Stockholder Rights Plan. These are substantially similar to proposals
submitted by the same proponents in prior years.
YOUR BOARD OF DIRECTORS AND MANAGEMENT HAVE CAREFULLY EVALUATED THESE TWO
PROPOSALS AND URGE YOU TO VOTE AGAINST THEM FOR THE REASONS OUTLINED IN
DETAIL IN THE PROXY STATEMENT.
YOUR SHARES MUST BE VOTED BY YOU IN ORDER TO BE COUNTED.
Should you wish to oppose the classified Board of Directors and Stockholder
Rights Plan proposals, you may do so by marking the "Against" boxes
provided in proposals 3 and 4 on your two proxy cards, or by following the
instructions on your proxy cards for telephone voting. Your vote will be
kept confidential from the Company and its directors, officers, and
associates, as more fully described in the Proxy Statement under the
heading "Confidential Voting."
IF YOU HAVE MISPLACED YOUR PROXY CARD, PLEASE CALL 1-800-842-9470 TO
RECEIVE A REPLACEMENT CARD WHICH YOU CAN VOTE BY MAIL OR BY TELEPHONE.
Thank you for your continuing efforts to build an even stronger JCPenney
Company.
J. E. Oesterreicher
