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United States
Securities and Exchange Commission
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SEARS CREDIT ACCOUNT MASTER TRUST II
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(Exact name of registrant as specified in its charter)
Illinois 0-24776 Not Applicable
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(State of organization) (Commission File Number) (I.R.S. Employer
Identification No.)
c/o SRFG, Inc.
3711 Kennett Pike
Greenville, Delaware 19807
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(Address of principal (Zip Code)
executive offices)
SECURITIES TO BE REGISTERED PURSUANT TO
SECTION 12(b) OF THE ACT:
Name of each exchange
Title of each class on which each class
to be so registered is to be registered
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None None
SECURITIES TO BE REGISTERED PURSUANT TO
SECTION 12(g) OF THE ACT:
Series 1998-2 5.25% Class A Master Trust Certificates
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
Item 1 incorporates by reference the "Description of the Investor
Certificates" on pages 23 through 34 of the Prospectus dated October
27, 1998 (filed pursuant to Rule 424(b) as part of Registration
Statement No. 33-97744) and "The Certificates" on pages S-26 through
S-52 of the Prospectus Supplement dated October 27, 1998 (filed
pursuant to Rule 424(b) as part of Registration Statement No.
33-97744).
Item 2. Exhibits
Exhibit 4.1 Pooling and Servicing Agreement, dated as of July
31, 1994, as amended, among SRFG, Inc. (formerly
Sears Receivables Financing Group, Inc.) as
Seller ("SRFG"), Sears, Roebuck and Co. as
Servicer ("Sears") and The First National Bank of
Chicago as Trustee (the "Trustee") (incorporated
by reference to Exhibit 4.1 of Sears Credit
Account Master Trust II's Current Report on Form
8-K dated August 16, 1994 and filed on September
7, 1994).
Exhibit 4.2 Amendment to the Pooling and Servicing Agreement,
dated as of March 31, 1995, among SRFG as Seller,
Sears as Servicer and the Trustee (incorporated
by reference to Sears Credit Account Master Trust
II's Current Report on Form 8-K dated May 8,
1995).
Exhibit 4.3 Series 1998-2 Supplement, dated as of November 9,
1998, among Sears as Servicer, SRFG as Seller and
the Trustee, including the forms of Investor
Certificates (incorporated by reference to
Exhibit 4.1 of Sears Credit Account Master Trust
II's Current Report on Form 8-K dated November 9,
1998).
Exhibit 99.1 Series 1998-2 Prospectus Supplement dated October
27, 1998, and Prospectus dated October 27, 1998,
with respect to the 5.25% Class A Master Trust
Certificates (incorporated by reference to
Exhibit 99 of Sears Credit Account Master Trust
II's Current Report on Form 8-K dated November 5,
1998).
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Signature
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
Sears Credit Account Master Trust II
(Registrant)
By: SRFG, Inc.
(Originator of the Trust)
Dated: November 9, 1998 By: /s/ George F. Slook
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George F. Slook
President and Chief Executive
Officer
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EXHIBIT INDEX
Exhibit No.
Exhibit 4.1 Pooling and Servicing Agreement, dated as of July 31, 1994, as
amended, among SRFG, Inc. (formerly Sears Receivables
Financing Group, Inc.) as Seller ("SRFG"), Sears, Roebuck and
Co. as Servicer ("Sears") and The First National Bank of
Chicago as Trustee (the "Trustee") (incorporated by reference
to Exhibit 4.1 of Sears Credit Account Master Trust II's
Current Report on Form 8-K dated August 16, 1994 and filed on
September 7, 1994).
Exhibit 4.2 Amendment to the Pooling and Servicing Agreement, dated as
of March 31, 1995, among SRFG as Seller, Sears as Servicer and
the Trustee (incorporated by reference to Sears Credit Account
Master Trust II's Current Report on Form 8-K dated May 8,
1995).
Exhibit 4.3 Series 1998-2 Supplement, dated as of November 9, 1998,
among Sears as Servicer, SRFG as Seller and the Trustee,
including the forms of Investor Certificates (incorporated by
reference to Exhibit 4.1 of Sears Credit Account Master Trust
II's Current Report on Form 8-K dated November 9, 1998).
Exhibit 99.1 Series 1998-2 Prospectus Supplement dated October 27,
1998, and Prospectus dated October 27, 1998, with respect to
the 5.25% Class A Master Trust Certificates (incorporated by
reference to Exhibit 99 of Sears Credit Account Master Trust
II's Current Report on Form 8-K dated November 5, 1998).
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