SEARS CREDIT ACCOUNT MASTER TRUST II
8-K, 1999-05-17
ASSET-BACKED SECURITIES
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                            UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549


                            FORM 8-K


                          CURRENT REPORT



                     Pursuant to Section 13 of the

                    Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  May 17, 1999


                  Sears Credit Account Master Trust II
            (Exact name of registrant as specified in charter)


Illinois                     0-24776          Not Applicable
(State of                    (Commission      (IRS Employer
Organization)                File Number)    Identification No.)

c/o SRFG, Inc.
3711 Kennett Pike
Greenville, Delaware                             19807   
(Address of principal executive office)          (Zip Code)



Registrant's Telephone Number, including area code: (302) 888-3176


Former name, former address and former fiscal year, if 
changed since last report:  Not Applicable


Item 5.     Other Events


           On May 17, 1999, Registrant made available the Monthly 
           Investor Certificateholders' Statements set forth as 
           Exhibits 20(a) through 20(l).


Item 7.     Financial Statements and Exhibits

  20(a).    Series 1994-1 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(b).    Series 1995-2 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(c).    Series 1995-3 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(d).    Series 1995-5 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will
            accompany the distribution on May 17, 1999.

  20(e).    Series 1996-1 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(f).    Series 1996-2 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(g).    Series 1996-3 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(h).    Series 1996-4 Monthly Investor Certificateholders'
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during 
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(i)     Series 1997-1 Monthly Investor Certificateholders' 
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during   
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.
 
  20(j).    Series 1998-1 Monthly Investor Certificateholders' 
            Statement related to the distribution of May 17, 1999 
            and reflecting the performance of the Trust during  
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(k).    Series 1998-2 Monthly Investor Certificaterholders'
            Statement related to the distribution of May 17, 1999
            and reflecting the performance of the Trust during  
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.

  20(l).    Series 1999-1 Monthly Investor Certificaterholders'
            Statement related to the distribution of May 17, 1999
            and reflecting the performance of the Trust during  
            the Due Period ended in April 1999, which will 
            accompany the distribution on May 17, 1999.


                                 SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report 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)


  
                                  By:  /s/ Donald J. Woytek
                                           Donald J. Woytek
                                  Vice President, Administration

Date: May 17, 1999



                               EXHIBIT INDEX

Exhibit No.

 20(a).    Series 1994-1 Monthly Investor 
           Certificateholders' Statement
           (May 17, 1999) 

 20(b).    Series 1995-2 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999) 

 20(c).    Series 1995-3 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999) 

 20(d).    Series 1995-5 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999) 

 20(e).    Series 1996-1 Monthly Investor 
           Certificateholders' Statement
           (May 17, 1999) 

 20(f).    Series 1996-2 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999) 

 20(g).    Series 1996-3 Monthly Investor 
           Certificateholders' Statement
           (May 17, 1999) 

 20(h).    Series 1996-4 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999) 

 20(i).    Series 1997-1 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999)

 20(j).    Series 1998-1 Monthly Investor
           Certificateholders' Statement
           (May 17, 1999)

 20(k).    Series 1998-2 Monthly Investor 
           Certificateholders' Statement
           (May 17, 1999)

 20(l).    Series 1999-1 Monthly Investor 
           Certificateholders' Statement
           (May 17, 1999)

 

                                        Exhibit 20(a)


       Monthly Certificateholders' Statement

       Sears Credit Account Master Trust II

       Series 1994-1 Monthly Statement

Distribution Date: May 17, 1999 Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement 
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co., 
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare 
certain information each month regarding current distributions to 
Certificateholders and the performance of the Trust. The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1994-1 Investors 
this Due Period


                   Total          Interest        Principal

Series 1994-1

Class A        $34,166,666.67     $2,916,666.67   $31,250,000.00

Class B           $202,395.83       $202,395.83            $0.00

Class C         $3,940,286.54             $0.00    $3,940,286.54

2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                                  $10,269,647,656.85

Aggregate Investor Interest                    $7,539,466,394.64

Seller Interest                                $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                    $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

 Series 1994-1 Investor Interest                 $565,847,040.60
 Series 1995-1 Investor Interest                 $196,081,127.36
 Series 1995-2 Investor Interest                 $593,295,874.08
 Series 1995-3 Investor Interest                 $588,240,000.00
 Series 1995-5 Investor Interest                 $588,250,000.00
 Series 1996-1 Investor Interest                 $588,240,000.00
 Series 1996-2 Investor Interest                 $319,361,352.60
 Series 1996-3 Investor Interest                 $588,240,000.00
 Series 1996-4 Investor Interest                 $588,240,000.00
 Series 1996-5 Investor Interest                 $628,931,000.00
 Series 1997-1 Investor Interest                 $588,240,000.00
 Series 1998-1 Investor Interest                 $588,250,000.00
 Series 1998-2 Investor Interest                 $530,000,000.00
 Series 1999-1 Investor Interest                 $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1994-1)

Class A Investor Interest                        $468,750,000.00
Class B Investor Interest                         $33,500,000.00
Class C Investor Interest                         $63,597,040.60

TOTAL CLASS INVESTOR INTEREST                    $565,847,040.60

3. Allocation of Collections During the Due Period

(a)   TOTAL COLLECTIONS                          $772,670,923.30

Principal Receivables Collected                  $610,526,686.64

Finance Charge Receivables Collected             $162,144,236.66

Recovered Amounts added as Additional
Funds                                             $14,644,661.66

<TABLE>
<CAPTION>
                                                               Additional
                            Finance Charge  Principal          Allocable
                            Collections     Collections        Amounts
<S>                         <C>             <C>                <C>

(b) ALLOCATION OF COLLECTIONS 
WITH RESPECT TO THE INVESTOR
INTEREST AND THE SELLER 
INTEREST


Aggregate Investor Allocation 
(Aggregate Investor Percentage
multiplied by total Collections 
received during the Due 
Period)                     $118,645,012.56  $446,737,718.72   $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total 
Collections received 
during the Due 
Period)                      $43,499,224.10  $163,788,967.92            $0.00

(c) Group One
Allocation                  $118,645,012.56  $446,737,718.72   $14,644,661.66

(d) Series 1994-1 
Allocation                    $9,312,842.23   $35,065,931.58    $1,149,508.27

(e) Reallocations of 
Collections to 
Series 1994-1
from other series in 
Group One and 
Application of Charge-Off 
Reimbursements to
Principal payments                   $0.00      $124,354.96           $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount

                       Amount Distributed    Total Distributions
                       this Due Period     through this Due Period

SERIES 1994-1 BY CLASS:

Class A                     $31,250,000.00  $281,250,000.00

Class B                              $0.00            $0.00

Class C                      $3,940,286.54   $35,259,959.40


5. Investor Charged-Off Amounts
                                            This Due Period

(a)Group One (the sum of the
Series Investor Charged-
off Amounts for all Series
in Group One)                                $53,469,313.22

(b)Series 1994-1 (the sum of the
Class Investor Charged-
Off Amounts for all Classes
in Series 1994-1)                             $4,196,984.50

(c)Series 1994-1 By Class:

Class A (Class A Percentage 
Multiplied by the Charged-Off Amount)         $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                      $233,927.20

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                      $471,606.51

6. Investor Losses
                                                       Total

(a) Group One                                          $0.00

(b) Series 1994-1                                      $0.00

(c) Series 1994-1 By Class:

   Class A                                             $0.00

   Class B                                             $0.00

   Class C                                             $0.00

7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                           $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                                  $12,761,961.65

(b)Series 1994-1                               $1,001,728.88


8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                                18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                          8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)          2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1994-1)                               2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1994-1)                             6.23%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)            4.28%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                      7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period. Although 
all accounts have been converted, the remaining 36% of the receivable balances 
will not be reflected in TSYS balances until the end of the May Due 
Period.  For a further discussion of Sears change to a new aging methodology
in connection with the conversion of its receivables processing system to the 
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency 
distribution:

                                              April 1999
                                       Non-Converted  Converted
Delinquencies as a % of balances (1)   Accounts (2)   Accounts (3)
  60 - 89 days past due.......          1.54%          2.08%
  90 - 119 days past due.......         1.19%          1.50%
  120 days or more past due....         2.73%          4.02%
Total Delinquencies                     5.46%          7.60%

(1)The delinquency rate is calculated by dividing the delinquent balances as 
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

(2)Under Sears proprietary receivables processing system, in general, Sears
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The 
data in this column reflect the percentage of Account balances for which 
the cumulative past due amount is three, four and five or more times, 
respectively, the scheduled minimum monthly payment.

(3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances 
for which the customer has failed to make a required payment in each of the 
last three, four and five or more billing cycles, respectively. The 
performance of the converted accounts may not be representative of the total 
Sears Portfolio or the Accounts in the Trust.

                 THE FIRST NATIONAL BANK OF CHICAGO,
                 as Trustee

                  By:/s/ Diane Swanson
                         Diane Swanson
                     Assistant Vice President

                                                             Exhibit 20(b)

             Monthly Certificateholders' Statement

              Sears Credit Account Master Trust II

                 Series 1995-2 Monthly Statement

Distribution Date: May 17, 1999 Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co., 
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and 
The First National Bank of Chicago as Trustee, the Trustee is required to 
prepare certain information each month regarding current distributions to 
Certificateholders and the performance of the Trust. The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1995-2 Investors this Due Period


                       Total        Interest          Principal

Series 1995-2   

Class A            $28,543,750.00   $3,543,750.00    $25,000,000.00

Class B               $186,514.83     $186,514.83             $0.00

Class C             $3,146,781.48           $0.00     $3,146,781.48


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES 
   IN THE TRUST                                  $10,269,647,656.85

Aggregate Investor Interest                       $7,539,466,394.64

Seller Interest                                   $2,730,181,262.21

(b)   INVESTOR INTEREST BY GROUPS

Group One Investor Interest                       $7,539,466,394.64

(c)   INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                     $565,847,040.60
Series 1995-1 Investor Interest                     $196,081,127.36
Series 1995-2 Investor Interest                     $593,295,874.08
Series 1995-3 Investor Interest                     $588,240,000.00
Series 1995-5 Investor Interest                     $588,250,000.00
Series 1996-1 Investor Interest                     $588,240,000.00
Series 1996-2 Investor Interest                     $319,361,352.60
Series 1996-3 Investor Interest                     $588,240,000.00
Series 1996-4 Investor Interest                     $588,240,000.00
Series 1996-5 Investor Interest                     $628,931,000.00
Series 1997-1 Investor Interest                     $588,240,000.00
Series 1998-1 Investor Interest                     $588,250,000.00
Series 1998-2 Investor Interest                     $530,000,000.00
Series 1999-1 Investor Interest                     $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1995-2)

Class A Investor Interest                           $500,000,000.00
Class B Investor Interest                            $26,966,000.00
Class C Investor Interest                            $66,329,874.08

TOTAL CLASS INVESTOR INTEREST                       $593,295,874.08


3. Allocation of Collections During the Due Period

(a)   TOTAL COLLECTIONS                             $772,670,923.30

Principal Receivables Collected                     $610,526,686.64

Finance Charge Receivables Collected                $162,144,236.66

Recovered Amounts added as
Additional Funds                                     $14,644,661.66

<TABLE>
<CAPTION>
 
                                                              Additional
                          Finance Charge  Principal           Allocable   
                          Collections     Collections         Amounts  
<S>                       <C>             <C>                 <C>

(b)ALLOCATION OF 
COLLECTIONS WITH RESPECT
TO THE INVESTOR INTEREST
AND THE SELLER INTEREST

Aggregate Investor Allocation
(Aggregate Investor Percentage
multiplied by total 
Collections received 
during the Due Period)    $118,645,012.56 $446,737,718.72    $14,644,661.66

Seller Allocation (Seller 
Percentage multiplied
by total Collections
received during the Due 
Period)                     $43,499,224.10 $163,788,967.92           $0.00

(c)Group One 
Allocation                 $118,645,012.56 $446,737,718.72  $14,644,661.66

(d)Series 1995-2
Allocation                   $9,629,014.94  $36,256,426.44   $1,188,534.29

(e)Reallocations of Collections 
to Series 1995-2 from other
series in Group One and
application of Charge-Off
reimbursements to
Principal payments.                  $0.00          $0.00            $0.00

</TABLE>

4. Information Concerning Controlled Amortization Amount

                     Amount Distributed     Total Distributions
                     this Due Period     through this Due Period

SERIES 1995-2 BY CLASS:

Class A                 $25,000,000.00   $100,000,000.00

Class B                          $0.00             $0.00

Class C                  $3,146,781.48    $12,587,125.92


5. Investor Charged-Off Amounts
                                                  This Due 
                                                  Period

a)Group One (the sum of the Series 
Investor Charged-Off Amounts for all 
Series in Group One)                      $53,469,313.22

(b)Series 1995-2 (the sum of 
the Class Investor Charged-Off 
Amounts for all Classes in Series
1995-2)                                    $4,339,472.90

(c)Series 1995-2 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                 $3,666,023.32

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                   $188,300.92

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                   $485,148.65


6. Investor Losses
                                                  Total

(a)Group One                                      $0.00

(b)Series 1995-2                                  $0.00

(c)Series 1995-2 By Class:

Class A                                           $0.00

Class B                                           $0.00

Class C                                           $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                      $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                             $12,761,961.65

(b)Series 1995-2                          $1,035,737.76

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                          18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                     8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)     2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1995-2)                          2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1995-2)                        7.20%

(f)Series Excess Servicing Percentage (the 
sum of Portfolio Yield and Recoveries minus 
the sum of Charge-Offs, the Investor Servicing 
Fee Percentage and the Weighted Average
Certificate Rate)                                3.31%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                 7.27%

9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period. Although 
all accounts have been converted, the remaining 36% of the receivable balances
will not be reflected in TSYS balances until the end of the May Due 
Period.  For a further discussion of Sears change to a new aging methodology in
connection with the conversion of its receivables processing system to the TSYS
account processing system, see the Trust's Current Report on Form 8-K dated 
May 14, 1998.

The Accounts in the Trust have the following delinquency 
distribution:

                                              April 1999
                                     Non-Converted   Converted
Delinquencies as a % of balances (1)  Accounts (2)   Accounts (3)

60 - 89 days past due.....             1.54%             2.08%
90 - 119 days past due.....            1.19%             1.50%
120 days or more past due..            2.73%             4.02%
Total Delinquencies                    5.46%             7.60%


(1)The delinquency rate is calculated by dividing the delinquent balances
as of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

(2)Under Sears proprietary receivables processing system, in general, Sears and
the Bank consider an account delinquent when its cumulative past due balance 
is three or more times the scheduled minimum monthly payment. The data in this
column reflect the percentage of Account balances for which the cumulative past
due amount is three, four and five or more times, respectively, the scheduled
minimum monthly payment.

(3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for
which the customer has failed to make a required payment in each of the 
last three, four and five or more billing cycles, respectively. The performance
of the converted accounts may not be representative of the total Sears 
Portfolio or the Accounts in the Trust.

                     THE FIRST NATIONAL BANK OF CHICAGO,
                     as Trustee

                      By:/s/Diane Swanson
                            Diane Swanson
                         Assistant Vice President


                                                          EXHIBIT 20(c) 

            Monthly Certificateholders' Statement

             Sears Credit Account Master Trust II

             Series 1995-3 Monthly Statement

Distribution Date: May 17, 1999  Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement 
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and 
The First National Bank of Chicago as Trustee, the Trustee is required to 
prepare certain information each month regarding current distributions to 
Certificateholders and the performance of the Trust.  The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1995-3 Investors 
this Due Period



                   Total       Interest        Principal

Series 1995-3

Class A         $2,916,666.67   $2,916,666.67     $0.00

Class B           $135,937.50     $135,937.50     $0.00

Class C                 $0.00           $0.00     $0.00



2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL RECEIVABLES 
IN THE TRUST                         $10,269,647,656.85

Aggregate Investor Interest           $7,539,466,394.64

Seller Interest                       $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest           $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest         $565,847,040.60
Series 1995-1 Investor Interest         $196,081,127.36
Series 1995-2 Investor Interest         $593,295,874.08
Series 1995-3 Investor Interest         $588,240,000.00
Series 1995-5 Investor Interest         $588,250,000.00
Series 1996-1 Investor Interest         $588,240,000.00
Series 1996-2 Investor Interest         $319,361,352.60
Series 1996-3 Investor Interest         $588,240,000.00
Series 1996-4 Investor Interest         $588,240,000.00
Series 1996-5 Investor Interest         $628,931,000.00
Series 1997-1 Investor Interest         $588,240,000.00
Series 1998-1 Investor Interest         $588,250,000.00
Series 1998-2 Investor Interest         $530,000,000.00
Series 1999-1 Investor Interest         $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1995-3)

Class A Investor Interest               $500,000,000.00
Class B Investor Interest                $22,500,000.00
Class C Investor Interest                $65,740,000.00

TOTAL CLASS INVESTOR INTEREST           $588,240,000.00


3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                   $772,670,923.30

Principal Receivables Collected         $610,526,686.64

Finance Charge Receivables Collected    $162,144,236.66

Recovered Amounts added as Additional 
Funds                                    $14,644,661.66

<TABLE>
<CAPTION>

                                                                Additional 
                            Finance Charge     Principal       Allocable
                            Collections        Collections     Amounts
<S>                        <C>                 <C>             <C>

(b)ALLOCATION OF COLLECTIONS
WITH RESPECT TO THE INVESTOR
INTEREST AND THE SELLER INTEREST

Aggregate Investor 
Allocation (Aggregate 
Investor Percentage
multiplied by total
Collections received
during the Due Period)      $118,645,012.56     $446,737,718.72 $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections received 
during the Due Period)      $43,499,224.10     $163,788,967.92 $0.00

(c) Group One Allocation    $118,645,012.56    $446,737,718.72 $14,644,661.66

(d) Series 1995-3 
Allocation                  $9,114,552.57      $34,319,305.41  $1,125,032.87

(e)Reallocations of 
Collections to Series
1995-3 from other series
in Group One and application
of Charge-Off reimbursements 
to Principal payments.      $0.00              $0.00           $0.00

</TABLE>

4. Information Concerning Controlled Amortization Amount

                             Amount Distributed  Total Distributions
                             this Due Period   through this Due Period

SERIES 1995-3 BY CLASS:

Class A                           $0.00              $0.00

Class B                           $0.00              $0.00

Class C                           $0.00              $0.00


5. Investor Charged-Off Amounts
                                               This Due Period

(a)Group One (the sum of the Series 
Investor Charged-Off Amounts for all 
Series in Group One)                        $53,469,313.22

(b)Series 1995-3 (the sum of the Class 
Investor Charged-Off Amounts for all 
Classes in Series 1995-3)                    $4,107,622.02

(c)Series 1995-3 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                   $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                     $157,115.29

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                     $459,055.95


6. Investor Losses
                                                   Total

(a)Group One                                        $0.00

(b)Series 1995-3                                    $0.00

(c)Series 1995-3 By Class:

  Class A                                           $0.00

  Class B                                           $0.00

  Class C                                           $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                        $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                               $12,761,961.65

(b)Series 1995-3                              $980,400.00

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                             18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                        8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)        2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1995-3)                             2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1995-3)                           6.23%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)          4.28%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                    7.27%

9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period. Although 
all accounts have been converted, the remaining 36% of the receivable balances
will not be reflected in TSYS balances until the end of the May Due Period.  
For a further discussion of Sears change to a new aging methodology in 
connection with the conversion of its receivables processing system to the TSYS
account processing system, see the Trust's Current Report on Form 8-K dated 
May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:

                                              April 1999
                                       Non-Converted  Converted
Delinquencies as a % of balances (1)   Accounts (2)   Accounts (3)

   60 - 89 days past due........         1.54%        2.08%
   90 - 119 days past due.......         1.19%        1.50%
   120 days or more past due.            2.73%        4.02%
   Total Delinquencies                   5.46%        7.60%

(1)The delinquency rate is calculated by dividing the delinquent balances as of
the end of the Due Period by the balance of receivables in the Trust at the 
beginning of the Due Period.

(2)Under Sears proprietary receivables processing system, in general, Sears and
the Bank consider an account delinquent when its cumulative past due balance 
is three or more times the scheduled minimum monthly payment. The data in this 
column reflect the percentage of Account balances for which the cumulative past
due amount is three, four and five or more times, respectively, the scheduled 
minimum monthly payment.

(3)Under the TSYS processing system, Sears and the Bank determine delinquency 
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required 
payment. The data in this column reflect the percentage of Account balances for
which the customer has failed to make a required payment in each of the last
three, four and five or more billing cycles, respectively. The performance of
the converted accounts may not be representative of the total Sears Portfolio 
or the Accounts in the Trust.

                                  THE FIRST NATIONAL BANK OF CHICAGO,
                                  as Trustee


                                   By:/s/Diane Swanson
                                         Diane Swanson
                                   Assistant Vice President

                                                         EXHIBIT 20(d)

               Monthly Certificateholders' Statement

               Sears Credit Account Master Trust II

                 Series 1995-5 Monthly Statement
 
   Distribution Date: May 17, 1999 Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement 
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co., 
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First 
National Bank of Chicago as Trustee, the Trustee is required to prepare 
certain information each month regarding current distributions to 
Certificateholders and the performance of the Trust.  The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1995-5 Investors 
this Due Period

                      Total           Interest         Principal

Series 1995-5

Class A             $2,520,833.33    $2,520,833.33         $0.00

Class B               $117,438.33      $117,438.33         $0.00

Class C                     $0.00            $0.00         $0.00


2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL
RECEIVABLES IN THE TRUST                      $10,269,647,656.85

Aggregate Investor Interest                    $7,539,466,394.64

Seller Interest                                $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                    $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                  $565,847,040.60
Series 1995-1 Investor Interest                  $196,081,127.36
Series 1995-2 Investor Interest                  $593,295,874.08
Series 1995-3 Investor Interest                  $588,240,000.00
Series 1995-5 Investor Interest                  $588,250,000.00
Series 1996-1 Investor Interest                  $588,240,000.00
Series 1996-2 Investor Interest                  $319,361,352.60
Series 1996-3 Investor Interest                  $588,240,000.00
Series 1996-4 Investor Interest                  $588,240,000.00
Series 1996-5 Investor Interest                  $628,931,000.00
Series 1997-1 Investor Interest                  $588,240,000.00
Series 1998-1 Investor Interest                  $588,250,000.00
Series 1998-2 Investor Interest                  $530,000,000.00
Series 1999-1 Investor Interest                  $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1995-5)

Class A Investor Interest                        $500,000,000.00
Class B Investor Interest                         $22,730,000.00
Class C Investor Interest                         $65,520,000.00

TOTAL CLASS INVESTOR INTEREST                    $588,250,000.00


3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                            $772,670,923.30

Principal Receivables Collected                  $610,526,686.64

Finance Charge Receivables Collected             $162,144,236.66

Recovered Amounts added as 
Additional Funds                                  $14,644,661.66

<TABLE>
<CAPTION>
                                                            Additional 
                           Finance Charge  Principal        Allocable
                           Collections     Collections      Amounts
<S>                        <C>              <C>             <C>

(b) ALLOCATION OF
COLLECTIONS WITH
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER 
INTEREST

Aggregate Investor 
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due Period)      $118,645,012.56    $446,737,718.72  $14,644,661.66

Seller Allocation 
(Seller Percentage multiplied
by total Collections
received during the Due 
Period)                      $43,499,224.10    $163,788,967.92           $0.00

(c) Group One Allocation    $118,645,012.56    $446,737,718.72  $14,644,661.66

(d) Series 1995-5 
Allocation                    $9,114,707.51     $34,319,888.83   $1,125,051.99

(e) Reallocations of 
Collections to Series 1995-5
from other series in Group One
and application of Charge-Off 
reimbursements to Principal 
payments.                             $0.00              $0.00           $0.00

</TABLE>
4. Information Concerning Controlled Amortization Amount
 
                            Amount Distributed  Total Distributions
                             this Due Period    through this Due Period

SERIES 1995-5 BY CLASS:

Class A                               $0.00              $0.00

Class B                               $0.00              $0.00

Class C                               $0.00              $0.00


5. Investor Charged-Off Amounts
                                                 This Due Period

(a)Group One (the sum of the Series 
Investor Charged-Off Amounts for 
all Series in Group One)                         $53,469,313.22

(b)Series 1995-5 (the sum of the
Class Investor Charged-Off Amounts 
for all Classes in Series 1995)                   $4,107,691.85

(c)Series 1995-5 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                        $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                          $158,721.35

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                          $457,519.71


6. Investor Losses
                                                     Total

(a)Group One                                              $0.00

(b)Series 1995-5                                          $0.00

(c)Series 1995-5 By Class:

Class A                                                   $0.00

Class B                                                   $0.00

Class C                                                   $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                              $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                                     $12,761,961.65

(b)Series 1995-5                                    $980,416.67


8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                                 18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                           8.38%

(c)Recoveries (Recovered Amounts
added as Additional Funds on
the Distribution Date divided
by Aggregate Investor Interest
in the Trust as of the first day 
of the Due Period)                                     2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1995-5)                                2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1995-5)                              5.38%

(f)Series Excess Servicing Percentage
(the sum of Portfolio Yield and Recoveries
minus the sum of Charge-Offs, the Investor
Servicing Fee Percentage and the Weighted Average 
Certificate Rate)                                      5.13%

(g)Total Payment Rate (Aggregate
Collections during the Due Period divided 
by the aggregate amount of Receivables 
in the Trust as of the first day of the
Due Period)                                            7.27%

9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period. Although 
all accounts have been converted, the remaining 36% of the receivable balances
will not be reflected in TSYS balances until the end of the May Due Period.
For a further discussion of Sears change to a new aging methodology in 
connection with the conversion of its receivables processing system to the TSYS
account processing system, see the Trust's Current Report on Form 8-K dated 
May 14, 1998.

The  Accounts in the Trust have the following delinquency distribution:


                                              April 1999
                                       Non-Converted  Converted
Delinquencies as a % of balances (1)   Accounts (2)   Accounts (3)
  60 - 89 days past due.....   ...      1.54%          2.08%
  90 - 119 days past due.......         1.19%          1.50%
  120 days or more past due....         2.73%          4.02%
Total Delinquencies                     5.46%          7.60%

(1)The delinquency rate is calculated by dividing the delinquent balances as of
the end of the Due Period by the balance of receivables in the Trust at the 
beginning of the Due Period.

(2)Under Sears proprietary receivables processing system, in general, Sears and
the Bank consider an account delinquent when its cumulative past due balance 
is three or more times the scheduled minimum monthly payment. The data in 
this column reflect the percentage of Account balances for which the 
cumulative past due amount is three, four and five or more times, 
respectively, the scheduled minimum monthly payment.

(3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for
which the customer has failed to make a required payment in each of the 
last three, four and five or more billing cycles, respectively. The performance
of the converted accounts may not be representative of the total Sears 
Portfolio or the Accounts in the Trust.

                             THE FIRST NATIONAL BANK OF CHICAGO,
                             as Trustee


                             By:/s/Diane Swanson
                             Diane Swanson
                            Assistant Vice President

                                                            EXHIBIT 20(e)

                 Monthly Certificateholders' Statement

                 Sears Credit Account Master Trust II

                   Series 1996-1 Monthly Statement

    Distribution Date: May 17, 1999 Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain
information each month regarding current distributions to Certificateholders 
and the performance of the Trust.  The information for the Due Period and the 
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1996-1 Investors this Due Period

                   Total        Interest       Principal

Series 1996-1

Class A         $2,583,333.33   $2,583,333.33     $0.00

Class B           $119,062.50     $119,062.50     $0.00

Class C                 $0.00           $0.00     $0.00


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                         $10,269,647,656.85

Aggregate Investor Interest           $7,539,466,394.64

Seller Interest                       $2,730,181,262.21

(b)INVESTOR INTEREST BY GROUPS

Group One Investor Interest           $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest         $565,847,040.60
Series 1995-1 Investor Interest         $196,081,127.36
Series 1995-2 Investor Interest         $593,295,874.08
Series 1995-3 Investor Interest         $588,240,000.00
Series 1995-5 Investor Interest         $588,250,000.00
Series 1996-1 Investor Interest         $588,240,000.00
Series 1996-2 Investor Interest         $319,361,352.60
Series 1996-3 Investor Interest         $588,240,000.00
Series 1996-4 Investor Interest         $588,240,000.00
Series 1996-5 Investor Interest         $628,931,000.00
Series 1997-1 Investor Interest         $588,240,000.00
Series 1998-1 Investor Interest         $588,250,000.00
Series 1998-2 Investor Interest         $530,000,000.00
Series 1999-1 Investor Interest         $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1996-1)

Class A Investor Interest               $500,000,000.00
Class B Investor Interest                $22,500,000.00
Class C Investor Interest                $65,740,000.00

TOTAL CLASS INVESTOR INTEREST           $588,240,000.00


3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                   $772,670,923.30

Principal Receivables Collected         $610,526,686.64

Finance Charge Receivables Collected    $162,144,236.66

Recovered Amounts added as 
Additional Funds                         $14,644,661.66

<TABLE>
<CAPTION>
                                                           Additional
                    Finance Charge   Principal             Allocable   
                    Collections      Collections           Amounts
<S>                  <C>             <C>                   <C>

(b)ALLOCATION OF
COLLECTIONS WITH
RESPECT TO THE 
INVESTOR INTEREST
AND THE SELLER 
INTEREST

Aggregate Investor 
Allocation (Aggregate
Investor Percentage
multiplied by total
Collections received 
during the Due Period) $118,645,012.56  $446,737,718.72    $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections received 
during the Due Period)  $43,499,224.10  $163,788,967.92            $0.00

(c) Group One 
Allocation             $118,645,012.56  $446,737,718.72   $14,644,661.66

(d) Series 1996-1 
Allocation               $9,114,552.57   $34,319,305.41    $1,125,032.87

(e) Reallocations of
Collections to Series 
1996-1 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.           $0.00            $0.00           $0.00

</TABLE>
4. Information Concerning Controlled Amortization Amount

                                             Total Distributions
                         Amount Distributed  through this 
                         this Due Period     Due Period

SERIES 1996-1 BY CLASS:

Class A                      $0.00              $0.00

Class B                      $0.00              $0.00

Class C                      $0.00              $0.00


5. Investor Charged-Off Amounts
                                          
                                            This Due 
                                            Period

(a)Group One (the sum of the Series 
Investor Charged-Off Amounts for all
Series in Group One)                   $53,469,313.22

(b)Series 1996-1 (the sum of the Class
Investor Charged-Off Amounts for all
Classes in Series 1996-1)               $4,107,622.02

(c)Series 1996-1 By Class:

  Class A (Class A Percentage multiplied
  by the Charged-Off Amount)            $3,491,450.78

  Class B (Class B Percentage multiplied
  by the Charged-Off Amount)              $157,115.29

  Class C (Class C Percentage multiplied
  by the Charged-Off Amount)              $459,055.95

6. Investor Losses
                                              Total
  
(a)Group One                                   $0.00

(b)Series 1996-1                               $0.00

(c)Series 1996-1 By Class:

Class A                                        $0.00

Class B                                        $0.00

Class C                                        $0.00

7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                   $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                          $12,761,961.65

(b)Series 1996-1                         $980,400.00


8. Performance Analysis

(a)Portfolio Yield (Finance
Charge Collections during the
Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                        18.59%

(b)Charge-Offs (Charged-Off Amounts
during the Due Period divided by
Principal Receivables in the Trust
as of the first day of the Due Period)         8.38%

(c)Recoveries (Recovered Amounts added
as Additional Funds on the Distribution
Date divided by Aggregate Investor Interest
in the Trust as of the first day of the
Due Period)                                   2.30%

(d)Investor Servicing Fee Percentage
(weighted average of Investor Servicing
Fees for Series 1996-1)                       2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1996-1)                     5.51%

(f)Series Excess Servicing Percentage 
(the sum of Portfolio Yield and Recoveries
minus the sum of Charge-Offs, the Investor
Servicing Fee Percentage and the Weighted
Average Certificate Rate)                     5.00%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)              7.27%


   9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period. Although
all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the 
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:

                                              April 1999
                                       Non-Converted  Converted
Delinquencies as a % of balances (1)   Accounts (2)   Accounts (3)
  60 - 89 days past due.....   ...      1.54%          2.08%
  90 - 119 days past due.......         1.19%          1.50%
  120 days or more past due....         2.73%          4.02%
Total Delinquencies                     5.46%          7.60%

(1)The delinquency rate is calculated by dividing the delinquent balances as of
the end of the Due Period by the balance of receivables in the Trust at the 
beginning of the Due Period.

(2)Under Sears proprietary receivables processing system, in general, Sears and
the Bank consider an account delinquent when its cumulative past due balance
is three or more times the scheduled minimum monthly payment. The data in this
column reflect the percentage of Account balances for which the cumulative past
due amount is three, four and five or more times, respectively, the scheduled
minimum monthly payment.

(3)Under the TSYS processing system, Sears and the Bank determine delinquency 
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required 
payment. The data in this column reflect the percentage of Account balances for
which the customer has failed to make a required payment in each of the last 
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio 
or the Accounts in the Trust.


                 THE FIRST NATIONAL BANK OF CHICAGO,
                 as Trustee


                  By:/s/Diane Swanson
                        Diane Swanson
                        Assistant Vice President


                                                        EXHIBIT 20(f)


                Monthly Certificateholders' Statement

               Sears Credit Account Master Trust II

                   Series 1996-2 Monthly Statement

   Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement 
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co., 
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain
information each month regarding current distributions to Certificateholders 
and the performance of the Trust.  The information for the Due Period and the 
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1996-2 Investors this Due Period

                      Total        Interest     Principal
Series 1996-2

Class A          $43,246,527.78   $1,579,861.11 $41,666,666.67

Class B             $124,687.50     $124,687.50          $0.00

Class C           $2,903,392.29           $0.00  $2,903,392.29


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                                $10,269,647,656.85

Aggregate Investor Interest                  $7,539,466,394.64

Seller Interest                              $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                  $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                $565,847,040.60
Series 1995-1 Investor Interest                $196,081,127.36
Series 1995-2 Investor Interest                $593,295,874.08
Series 1995-3 Investor Interest                $588,240,000.00
Series 1995-5 Investor Interest                $588,250,000.00
Series 1996-1 Investor Interest                $588,240,000.00
Series 1996-2 Investor Interest                $319,361,352.60
Series 1996-3 Investor Interest                $588,240,000.00
Series 1996-4 Investor Interest                $588,240,000.00
Series 1996-5 Investor Interest                $628,931,000.00
Series 1997-1 Investor Interest                $588,240,000.00
Series 1998-1 Investor Interest                $588,250,000.00
Series 1998-2 Investor Interest                $530,000,000.00
Series 1999-1 Investor Interest                $588,250,000.00

   (d)   INVESTOR INTEREST BY CLASS (SERIES 1996-2)

Class A Investor Interest                      $249,999,999.98
Class B Investor Interest                       $22,500,000.00
Class C Investor Interest                       $46,861,352.62

TOTAL CLASS INVESTOR INTEREST                  $319,361,352.60

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                          $772,670,923.30

Principal Receivables Collected                $610,526,686.64

Finance Charge Receivables Collected           $162,144,236.66

Recovered Amounts added as
Additional Funds                                $14,644,661.66

<TABLE>
<CAPTION>
                                                         Additional
                          Finance Charge    Principal    Allocable
                           Collections      Collections   Amounts
<S>                       <C>              <C>           <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                   $118,645,012.56  $446,737,718.72  $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)                $43,499,224.10  $163,788,967.92          $0.00

(c) Group One
Allocation                $118,645,012.56  $446,737,718.72  $14,644,661.66

(d) Series 1996-2 
Allocation                  $5,638,977.26   $21,232,614.68     $696,033.59

(e) Reallocations of
Collections to Series
1996-2 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.              $0.00   $23,337,444.28           $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount
                                           
                         Amount Distributed  Total Distributions 
                         this Due Period     through this Due Period

SERIES 1996-2 BY CLASS:

Class A                  $41,666,666.67   $250.000,000.02 

Class B                           $0.00             $0.00

Class C                   $2,903,392.29    $18,878,647.38

5. Investor Charged-Off Amounts
                                          This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)               $53,469,313.22

(b)Series 1996-2 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1996-2                               $2,541,297.23

(c)Series 1996-2 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)       $2,036,679.62

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                    $157,115.29

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                    $347,502.32


6. Investor Losses
                                                  Total

(a)Group One                                        $0.00

(b)Series 1996-2                                    $0.00

(c) Series 1996-2 By Class:

Class A                                             $0.00

Class B                                             $0.00

Class C                                             $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                        $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                               $12,761,961.65

(b)Series 1996-2                              $606,552.35

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                            18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                       8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)       2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1996-2)                            2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1996-2)                          5.62%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)         4.89%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                   7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the
receivable balances in the Trust at the end of the April Due Period.  Although 
all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the 
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:


                                              April 1999
                                     Non-Converted     Converted
Delinquencies as a % of balances (1)  Accounts (2)    Accounts (3)
  60 - 89 days past due........        1.54%             2.08%
  90 - 119 days past due.......        1.19%             1.50%
  120 days or more past due....        2.73%             4.02%
Total Delinquencies                    5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as 
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The 
data in this column reflect the percentage of Account balances for which the 
cumulative past due amount is three, four and five or more times, 
respectively, the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required 
payment. The data in this column reflect the percentage of Account balances for
which the customer has failed to make a required payment in each of the last 
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio 
or the Accounts in the Trust.

                         THE FIRST NATIONAL BANK OF CHICAGO,
                          as Trustee

                          By:/s/Diane Swanson
                                Diane Swanson
                                Assistant Vice President

         
                                                        EXHIBIT 20(g)


                    Monthly Certificateholders' Statement

                   Sears Credit Account Master Trust II
  
                    Series 1996-3 Monthly Statement

Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare 
certain information each month regarding current distributions to 
Certificateholders and the performance of the Trust.  The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1996-3 Investors 
this Due Period

                      Total        Interest         Principal

Series 1996-3

Class A          $2,916,666.67   $2,916,666.66      $0.00

Class B            $133,125.00     $133,125.00      $0.00

Class C                 $0.00           $0.00       $0.00


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                           $10,269,647,656.85

Aggregate Investor Interest             $7,539,466,394.64

Seller Interest                         $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest             $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest           $565,847,040.60
Series 1995-1 Investor Interest           $196,081,127.36
Series 1995-2 Investor Interest           $593,295,874.08
Series 1995-3 Investor Interest           $588,240,000.00
Series 1995-5 Investor Interest           $588,250,000.00
Series 1996-1 Investor Interest           $588,240,000.00
Series 1996-2 Investor Interest           $319,361,352.60
Series 1996-3 Investor Interest           $588,240,000.00
Series 1996-4 Investor Interest           $588,240,000.00
Series 1996-5 Investor Interest           $628,931,000.00
Series 1997-1 Investor Interest           $588,240,000.00
Series 1998-1 Investor Interest           $588,250,000.00
Series 1998-2 Investor Interest           $530,000,000.00
Series 1999-1 Investor Interest           $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1996-3)

Class A Investor Interest                 $500,000,000.00
Class B Investor Interest                  $22,500,000.00
Class C Investor Interest                  $65,740,000.00

TOTAL CLASS INVESTOR INTEREST             $588,240,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                     $772,670,923.30

Principal Receivables Collected           $610,526,686.64

Finance Charge Receivables Collected      $162,144,236.66

Recovered Amounts added as
Additional Funds                           $14,644,661.66
<TABLE>
<CAPTION>
                                                            Additional
                             Finance Charge    Principal    Allocable
                             Collections      Collections   Amounts
<S>                         <C>              <C>           <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                     $118,645,012.56  $446,737,718.72  $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)                  $43,499,224.10   $163,788,967.92          $0.00

(c) Group One
Allocation                  $118,645,012.56   $446,737,718.72 $14,644,661.66

(d) Series 1996-3 
Allocation                    $9,114,552.57   $34,319,305.41   $1,125,032.87

(e) Reallocations of
Collections to Series
1996-3 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.               $0.00             $0.00         $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount
            
                            Amount Distributed  Total Distributions 
                            this Due Period     through this Due Period

SERIES 1996-3 BY CLASS:

Class A                             $0.00              $0.00

Class B                             $0.00              $0.00

Class C                             $0.00              $0.00

5. Investor Charged-Off Amounts
                                                  This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)                       $53,469,313.22

(b)Series 1996-3 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1996-3)                                      $4,107,622.02

(c)Series 1996-3 By Class:

Class A (Class A Percentage 
ultiplied by the Charged-Off Amount)                $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                            $157,115.29

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                            $459,055.95


6. Investor Losses
                                                       Total

(a)Group One                                           $0.00

(b)Series 1996-3                                       $0.00

(c)Series 1996-3 By Class:

Class A                                                $0.00

Class B                                                $0.00

Class C                                                $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                           $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                                  $12,761,961.65

(b)Series 1996-3                                 $980,400.00

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                                18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                           8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)           2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1996-3)                                2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1996-3)                              6.22%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)             4.29%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                       7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the
receivable balances in the Trust at the end of the April Due Period.  Although
all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due 
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the 
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

 The Accounts in the Trust have the following delinquency distribution:

                                              April 1999
                                     Non-Converted     Converted
Delinquencies as a % of balances(1)  Accounts (2)    Accounts (3)
  60 - 89 days past due........      1.54%             2.08%
  90 - 119 days past due.......      1.19%             1.50%
  120 days or more past due....      2.73%             4.02%
Total Delinquencies                  5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as 
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, 
Sears and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The data
in this column reflect the percentage of Account balances for which the 
cumulative past due amount is three, four and five or more times, 
respectively, the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine 
delinquency levels for accounts using an aging methodology that is based on 
the number of completed billing cycles during which the customer failed to 
make a required payment. The data in this column reflect the percentage of 
Account balances for which the customer has failed to make a required 
payment in each of the last three, four and five or more billing cycles, 
respectively. The performance of the converted accounts may not be 
representative of the total Sears Portfolio or the Accounts in the 
Trust.

                         THE FIRST NATIONAL BANK OF CHICAGO,
                          as Trustee

                          By:/s/ Diane Swanson
                                 Diane Swanson
                                 Assistant Vice President



                                                    EXHIBIT 20(h)


              Monthly Certificateholders' Statement

              Sears Credit Account Master Trust II

                Series 1996-4 Monthly Statement

Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing 
Agreement dated as of July 31, 1994, as amended, by and among Sears, 
Roebuck and Co., SRFG, Inc. (formerly Sears Receivables Financing Group, 
Inc.) and The First National Bank of Chicago as Trustee, the Trustee is required
to prepare certain information each month regarding current distributions to
Certificateholders and the performance of the Trust.  The information for the 
Due Period and the Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1996-4 Investors 
this Due Period

                      Total        Interest         Principal

Series 1996-4

Class A            $2,687,500.00   $2,687,500.00        $0.00

Class B              $124,687.50     $124,687.50        $0.00

Class C                    $0.00           $0.00        $0.00


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                          $10,269,647,656.85

Aggregate Investor Interest            $7,539,466,394.64

Seller Interest                        $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest            $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest          $565,847,040.60
Series 1995-1 Investor Interest          $196,081,127.36
Series 1995-2 Investor Interest          $593,295,874.08
Series 1995-3 Investor Interest          $588,240,000.00
Series 1995-5 Investor Interest          $588,250,000.00
Series 1996-1 Investor Interest          $588,240,000.00
Series 1996-2 Investor Interest          $319,361,352.60
Series 1996-3 Investor Interest          $588,240,000.00
Series 1996-4 Investor Interest          $588,240,000.00
Series 1996-5 Investor Interest          $628,931,000.00
Series 1997-1 Investor Interest          $588,240,000.00
Series 1998-1 Investor Interest          $588,250,000.00
Series 1998-2 Investor Interest          $530,000,000.00
Series 1999-1 Investor Interest          $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1996-4)

Class A Investor Interest                $500,000,000.00
Class B Investor Interest                 $22,500,000.00
Class C Investor Interest                 $65,740,000.00

TOTAL CLASS INVESTOR INTEREST            $588,240,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                    $772,670,923.30

Principal Receivables Collected          $610,526,686.64

Finance Charge Receivables Collected     $162,144,236.66

Recovered Amounts added as
Additional Funds                          $14,644,661.66
<TABLE>
<CAPTION>
                                                              Additional
                 Finance Charge        Principal               Allocable
                 Collections          Collections               Amounts
<S>              <C>                  <C>                     <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)           $118,645,012.56       $446,737,718.72        $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)        $43,499,224.10       $163,788,967.92                 $0.00

(c) Group One
Allocation        $118,645,012.56       $446,737,718.72        $14,644,661.66

(d) Series 1996-4 
Allocation          $9,114,552.57        $34,319,305.41         $1,125,032.87

(e) Reallocations of
Collections to Series
1996-4 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments       $0.00                  $0.00               $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount

                         Amount Distributed  Total Distributions 
                         this Due Period     through this Due Period

SERIES 1996-4 BY CLASS:

Class A                      $0.00                $0.00

Class B                      $0.00                $0.00

Class C                      $0.00                $0.00

5. Investor Charged-Off Amounts
                                         This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)             $53,469,313.22

(b)Series 1996-4 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1996-4)                            $4,107,622.02

(c)Series 1996-4 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)     $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                  $157,115.29

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                  $459,055.95


   6. Investor Losses
                                                  Total

(a)Group One                                      $0.00

(b)Series 1996-4                                  $0.00

(c)Series 1996-4 By Class:

Class A                                           $0.00

Class B                                           $0.00

Class C                                           $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                      $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                             $12,761,961.65

(b)Series 1996-4                            $980,400.00

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                           18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                      8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)     2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1996-4)                          2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1996-4)                        5.74%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)       4.77%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                 7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services, 
Inc. ("TSYS") account processing system, affecting approximately 64% of the
receivable balances in the Trust at the end of the April Due Period.  
Although all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due 
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:

                                              April 1999
                                     Non-Converted     Converted
Delinquencies as a % of balances (1)  Accounts (2)    Accounts (3)
  60 - 89 days past due........       1.54%             2.08%
  90 - 119 days past due.......       1.19%             1.50%
  120 days or more past due....       2.73%             4.02%
Total Delinquencies                   5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as 
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears 
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The 
data in this column reflect the percentage of Account balances for which the 
cumulative past due amount is three, four and five or more times, 
respectively, the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine 
delinquency levels for accounts using an aging methodology that is based on 
the number of completed billing cycles during which the customer failed to 
make a required payment. The data in this column reflect the percentage of 
Account balances for which the customer has failed to make a required payment
in each of the last three, four and five or more billing cycles, respectively. 
The performance of the converted accounts may not be representative of 
the total Sears Portfolio or the Accounts in the Trust.

                         THE FIRST NATIONAL BANK OF CHICAGO,
                          as Trustee

                          By:/s/Diane Swanson
                                Diane Swanson
                                Assistant Vice President




                                                          EXHIBIT 20(i)


                   Monthly Certificateholders' Statement

                   Sears Credit Account Master Trust II

                     Series 1997-1 Monthly Statement

     Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain 
information each month regarding current distributions to Certificateholders and
the performance of the Trust.  The information for the Due Period and the
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1997-1 Investors this Due Period


                      Total              Interest              Principal

Series 1997-1

Class A          $2,583,333.33         $2,583,333.33             $0.00

Class B            $120,000.00           $120,000.00             $0.00

Class C                  $0.00                 $0.00             $0.00

2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                          $10,269,647,656.85

Aggregate Investor Interest            $7,539,466,394.64

Seller Interest                        $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest            $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest        $565,847,040.60
Series 1995-1 Investor Interest        $196,081,127.36
Series 1995-2 Investor Interest        $593,295,874.08
Series 1995-3 Investor Interest        $588,240,000.00
Series 1995-5 Investor Interest        $588,250,000.00
Series 1996-1 Investor Interest        $588,240,000.00
Series 1996-2 Investor Interest        $319,361,352.60
Series 1996-3 Investor Interest        $588,240,000.00
Series 1996-4 Investor Interest        $588,240,000.00
Series 1996-5 Investor Interest        $628,931,000.00
Series 1997-1 Investor Interest        $588,240,000.00
Series 1998-1 Investor Interest        $588,250,000.00
Series 1998-2 Investor Interest        $530,000,000.00
Series 1999-1 Investor Interest        $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1997-1)

Class A Investor Interest             $500,000,000.00
Class B Investor Interest             $25,000,000.00
Class C Investor Interest             $65,740,000.00

TOTAL CLASS INVESTOR INTEREST         $588,240,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                  $772,670,923.30

Principal Receivables Collected        $610,526,686.64

Finance Charge Receivables Collected   $162,144,236.66

Recovered Amounts added as
Additional Funds                        $14,644,661.66
<TABLE>
<CAPTION>
                                                Additional
                       Finance Charge   Principal         Allocable
                       Collections      Collections       Amounts
<S>                    <C>              <C>               <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                  $118,645,012.56  $446,737,718.72   $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)               $43,499,224.10  $163,788,967.92   $0.00

(c) Group One
Allocation                $118,645,012.56 $446,737,718.72   $14,644,661.66

(d) Series 1997-1 
Allocation                $9,114,552.57   $34,319,305.41    $1,125,032.87

(e) Reallocations of
Collections to Series
1997-1 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.    $0.00            $0.00            $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount

                                             Total Distributions
                         Amount Distributed  through this 
                         This Due Period     Due Period

SERIES 1997-1 BY CLASS:

Class A                      $0.00                $0.00

Class B                      $0.00                $0.00

Class C                      $0.00                $0.00

5. Investor Charged-Off Amounts
                                         This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)            $53,469,313.22

(b)Series 1997-1 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1997-1)                           $4,107,622.02

(c)Series 1997-1 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)    $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                 $157,115.29

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                 $459,055.95


6. Investor Losses
                                                  Total

(a)Group One                                     $0.00

(b)Series 1997-1                                 $0.00

(c)Series 1997-1 By Class:

Class A                                          $0.00

Class B                                          $0.00

Class C                                          $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                            $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                                   $12,761,961.65

(b)Series 1997-1                                $980,400.00

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                          18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                     8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)     2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1997-1)                          2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1997-1)                        5.51%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)       5.00%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                 7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the 
Total Systems Services, Inc. ("TSYS") account 
processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the 
April Due Period.  Although all accounts have been 
converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until 
the end of the May Due Period.  For a further 
discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables 
processing system to the TSYS account processing
system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following 
delinquency distribution:


                                                April 1999
                                      Non-Converted     Converted
Delinquencies as a % of balances(1)   Accounts (2)    Accounts (3)
  60 - 89 days past due........         1.54%             2.08%
  90 - 119 days past due.......         1.19%             1.50%
  120 days or more past due....         2.73%             4.02%
Total Delinquencies                     5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears and
the Bank consider an account delinquent when its cumulative past due balance is
three or more times the scheduled minimum monthly payment. The data in this
column reflect the percentage of Account balances for which the cumulative past
due amount is three, four and five or more times, respectively, the scheduled
minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for 
which the customer has failed to make a required payment in each of the last
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio
or the Accounts in the Trust.

                         THE FIRST NATIONAL BANK OF CHICAGO,
                          as Trustee

                          By: /s/Diane Swanson
                                 Diane Swanson








                                                              EXHIBIT 20(j)


                     Monthly Certificateholders' Statement

                    Sears Credit Account Master Trust II

                       Series 1998-1 Monthly Statement

        Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain 
information each month regarding current distributions to Certificateholders and
the performance of the Trust.  The information for the Due Period and the
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1998-1 Investors this Due Period


                            Total              Interest           Principal

Series 1998-1

Class A                    $2,416,666.67       $2,416,666.67      $0.00

Class B                      $176,500.00         $176,500.00      $0.00

Class C                            $0.00               $0.00      $0.00


2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                          $10,269,647,656.85

Aggregate Investor Interest            $7,539,466,394.64

Seller Interest                        $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest            $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest          $565,847,040.60
Series 1995-1 Investor Interest          $196,081,127.36
Series 1995-2 Investor Interest          $593,295,874.08
Series 1995-3 Investor Interest          $588,240,000.00
Series 1995-5 Investor Interest          $588,250,000.00
Series 1996-1 Investor Interest          $588,240,000.00
Series 1996-2 Investor Interest          $319,361,352.60
Series 1996-3 Investor Interest          $588,240,000.00
Series 1996-4 Investor Interest          $588,240,000.00
Series 1996-5 Investor Interest          $628,931,000.00
Series 1997-1 Investor Interest          $588,240,000.00
Series 1998-1 Investor Interest          $588,250,000.00
Series 1998-2 Investor Interest          $530,000,000.00
Series 1999-1 Investor Interest          $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1998-1)

Class A Investor Interest                $500,000,000.00
Class B Investor Interest                 $35,300.000.00
Class C Investor Interest                 $52,950,000.00

TOTAL CLASS INVESTOR INTEREST            $588,250,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                    $772,670,923.30

Principal Receivables Collected          $610,526,686.64

Finance Charge Receivables Collected     $162,144,236.66

Recovered Amounts added as
Additional Funds                          $14,644,661.66
<TABLE>
<CAPTION>
                                             Additional
                          Finance Charge     Principal         Allocable
                          Collections        Collections       Amounts
<S>                       <C>                <C>               <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                    $118,645,012.56   $446,737,718.72   $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)                $43,499,224.10    $163,788,967.92   $0.00

(c) Group One
Allocation                 $118,645,012.56   $446,737,718.72   $14,644,661.66

(d) Series 1998-1 
Allocation                 $9,114,707.51     $34,319,888.83    $1,125,051.99

(e) Reallocations of
Collections to Series
1998-1 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.     $0.00              $0.00            $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount

                                                       Total Distributions
                            Amount Distributed         through this
                            this Due Period            Due Period

SERIES 1998-1 BY CLASS:

Class A                      $0.00                        $0.00

Class B                      $0.00                        $0.00

Class C                      $0.00                        $0.00

5. Investor Charged-Off Amounts
                                         This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)            $53,469,313.22

(b)Series 1998-1 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1998-1)                            $4,107,691.85

(c)Series 1998-1 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)     $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                  $246,496.43

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                  $369,744.64


6. Investor Losses
                                                  Total

(a)Group One                                      $0.00

(b)Series 1998-1                                  $0.00

(c)Series 1998-1 By Class:

Class A                                           $0.00

Class B                                           $0.00

Class C                                           $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                      $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                             $12,761,961.65
 
(b)Series 1998-1                            $980,416.67

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                               18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                          8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)          2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1998-1)                               2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1998-1)                             5.29%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)            5.22%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                      7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period.  Although
all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:


                                                   April 1999
                                         Non-Converted     Converted
Delinquencies as a % of balances(1)      Accounts (2)    Accounts (3)
  60 - 89 days past due........             1.54%             2.08%
  90 - 119 days past due.......             1.19%             1.50%
  120 days or more past due....             2.73%             4.02%
Total Delinquencies                         5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as
 of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment.
The data in this column reflect the percentage of Account balances for which
the cumulative past due amount is three, four and five or more times,
respectively, the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for 
which the customer has failed to make a required payment in each of the last
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio
or the Accounts in the Trust.



                                          THE FIRST NATIONAL BANK OF CHICAGO,
                                          as Trustee

                                          By: /s/Diane Swanson
                                                 Diane Swanson
                                              Assistant Vice President








                                                             EXHIBIT 20(k)


                     Monthly Certificateholders' Statement

                   Sears Credit Account Master Trust II

                    Series 1998-2 Monthly Statement

       Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain 
information each month regarding current distributions to Certificateholders and
the performance of the Trust.  The information for the Due Period and the
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1998-2 Investors this Due Period


 
                               Total          Interest              Principal

Series 1998-2

Class A                 $1,968,750.00      $1,968,750.00             $0.00

Class B                         $0.00              $0.00             $0.00

Class C                         $0.00              $0.00             $0.00

2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                          $10,269,647,656.85

Aggregate Investor Interest            $7,539,466,394.64

Seller Interest                        $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest            $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest          $565,847,040.60
Series 1995-1 Investor Interest          $196,081,127.36
Series 1995-2 Investor Interest          $593,295,874.08
Series 1995-3 Investor Interest          $588,240,000.00
Series 1995-5 Investor Interest          $588,250,000.00
Series 1996-1 Investor Interest          $588,240,000.00
Series 1996-2 Investor Interest          $319,361,352.60
Series 1996-3 Investor Interest          $588,240,000.00
Series 1996-4 Investor Interest          $588,240,000.00
Series 1996-5 Investor Interest          $628,931,000.00
Series 1997-1 Investor Interest          $588,240,000.00
Series 1998-1 Investor Interest          $588,250,000.00
Series 1998-2 Investor Interest          $530,000,000.00
Series 1999-1 Investor Interest          $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1998-2)

Class A Investor Interest                $450,000,000.00
Class B Investor Interest                 $32,000.000.00
Class C Investor Interest                 $48,000,000.00

TOTAL CLASS INVESTOR INTEREST            $530,000,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                    $772,670,923.30

Principal Receivables Collected          $610,526,686.64

Finance Charge Receivables Collected     $162,144,236.66

Recovered Amounts added as
Additional Funds                          $14,644,661.66
<TABLE>
<CAPTION>
                                                            Additional
                            Finance Charge    Principal     Allocable
                            Collections       Collections   Amounts
<S>                         <C>               <C>           <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                     $118,645,012.56  $446,737,718.72 $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)                 $43,499,224.10   $163,788,967.92 $0.00

(c) Group One
Allocation                  $118,645,012.56  $446,737,718.72 $14,644,661.66

(d) Series 1998-2 
Allocation                  $8,212,146.16    $30,921,446.80  $1,013,646.50

(e) Reallocations of
Collections to Series
1998-2 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments.      $0.00            $0.00            $0.00
</TABLE>

4.Information Concerning Controlled Amortization Amount

                                                         Total Distributions
                         Amount Distributed              through this 
                         this Due Period                 Due Period

SERIES 1998-2 BY CLASS:

Class A                      $0.00                         $0.00

Class B                      $0.00                         $0.00

Class C                      $0.00                         $0.00


5. Investor Charged-Off Amounts
                                         This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)              $53,469,313.22

(b)Series 1998-2 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1998-2)                             $3,700,937.83

(c)Series 1998-2 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)       $3,142,305.71

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                    $223,452.85

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                    $335,179.28


6. Investor Losses
                                                    Total

(a)Group One                                        $0.00

(b)Series 1998-2                                    $0.00

(c)Series 1998-2 By Class:

Class A                                             $0.00

Class B                                             $0.00

Class C                                             $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                          $4,678,961.37

INVESTOR SERVICING FEE

(a) Group One                                $12,761,961.65

b) Series 1998-2                                $883,333.33

8. Performance Analysis

(a) Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                                18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                           8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)           2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1998-2)                                2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1998-2)                              4.46%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)             6.05%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                       7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period.  Although
all accounts have been converted, the remaining 36% of the receivable balances
will not be reflected in TSYS balances until the end of the May Due Period. 
For a further discussion of Sears change to a new aging methodology in
connection with the conversion of its receivables processing system to the TSYS
account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:


                                                April 1999
                                      Non-Converted     Converted
Delinquencies as a % of balances (1)  Accounts (2)    Accounts (3)
  60 - 89 days past due........           1.54%             2.08%
  90 - 119 days past due.......           1.19%             1.50%
  120 days or more past due....           2.73%             4.02%
Total Delinquencies                       5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances as
of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The data
in this column reflect the percentage of Account balances for which the
cumulative past due amount is three, four and five or more times, respectively,
the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for 
which the customer has failed to make a required payment in each of the last
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio
or the Accounts in the Trust.





                                         THE FIRST NATIONAL BANK OF CHICAGO,
                                         as Trustee

                                         By: /s/Diane Swanson
                                                Diane Swanson
                                           Assistant Vice President









                                                          EXHIBIT 20(l)


                 Monthly Certificateholders' Statement

                 Sears Credit Account Master Trust II

                   Series 1999-1 Monthly Statement

      Distribution Date: May 17, 1999   Due Period Ending: April 1999

Under the Series Supplements relating to the Pooling and Servicing Agreement
dated as of July 31, 1994, as amended, by and among Sears, Roebuck and Co.,
SRFG, Inc. (formerly Sears Receivables Financing Group, Inc.) and The First
National Bank of Chicago as Trustee, the Trustee is required to prepare certain 
information each month regarding current distributions to Certificateholders and
the performance of the Trust.  The information for the Due Period and the
Distribution Date listed above is set forth below:

1. Payments or Allocations to Series 1999-1 Investors this Due Period



                               Total          Interest           Principal
 
Series 1999-1

Class A                 $2,354,166.67       $2,354,166.67         $0.00

Class B                         $0.00               $0.00         $0.00

Class C                         $0.00               $0.00         $0.00

2. Principal Receivables at the end of the Due Period

(a)TOTAL PRINCIPAL RECEIVABLES
IN THE TRUST                          $10,269,647,656.85

Aggregate Investor Interest            $7,539,466,394.64

Seller Interest                        $2,730,181,262.21

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest            $7,539,466,394.64

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest          $565,847,040.60
Series 1995-1 Investor Interest          $196,081,127.36
Series 1995-2 Investor Interest          $593,295,874.08
Series 1995-3 Investor Interest          $588,240,000.00
Series 1995-5 Investor Interest          $588,250,000.00
Series 1996-1 Investor Interest          $588,240,000.00
Series 1996-2 Investor Interest          $319,361,352.60
Series 1996-3 Investor Interest          $588,240,000.00
Series 1996-4 Investor Interest          $588,240,000.00
Series 1996-5 Investor Interest          $628,931,000.00
Series 1997-1 Investor Interest          $588,240,000.00
Series 1998-1 Investor Interest          $588,250,000.00
Series 1998-2 Investor Interest          $530,000,000.00
Series 1999-1 Investor Interest          $588,250,000.00

(d) INVESTOR INTEREST BY CLASS (SERIES 1999-1)

Class A Investor Interest                $500,000,000.00
Class B Investor Interest                 $35,300.000.00
Class C Investor Interest                 $52,950,000.00

TOTAL CLASS INVESTOR INTEREST            $588,250,000.00

3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                    $772,670,923.30

Principal Receivables Collected          $610,526,686.64

Finance Charge Receivables Collected     $162,144,236.66

Recovered Amounts added as
Additional Funds                          $14,644,661.66
<TABLE>
<CAPTION>
                                                          Additional
                       Finance Charge      Principal      Allocable
                       Collections         Collections    Amounts
<S>                    <C>                 <C>            <C>

(b) ALLOCATION OF 
COLLECTIONS WITH 
RESPECT TO THE INVESTOR
INTEREST AND THE SELLER
INTEREST

Aggregate Investor
Allocation (Aggregate 
Investor Percentage
multiplied by total 
Collections received 
during the Due 
Period)                $118,645,012.56     $446,737,718.72 $14,644,661.66

Seller Allocation 
(Seller Percentage
multiplied by total
Collections
received during the 
Due Period)            $43,499,224.10      $163,788,967.92 $0.00

(c) Group One
Allocation             $118,645,012.56     $446,737,718.72 $14,644,661.66

(d) Series 1999-1 
Allocation             $9,114,707.51       $34,319,888.83  $1,125,051.99

(e) Reallocations of
Collections to Series
1999-1 from other series
in Group One and application
of Charge-Off reimbursements
to Principal payments. $0.00               $0.00            $0.00
</TABLE>

4. Information Concerning Controlled Amortization Amount

                                                        Total Distributions
                                    Amount Distributed  through this 
                                    this Due Period     Due Period
 
SERIES 1999-1 BY CLASS:

Class A                              $0.00                $0.00

Class B                              $0.00                $0.00

Class C                              $0.00                $0.00

5. Investor Charged-Off Amounts
                                              This Due Period

(a)Group One (the sum of the 
Series Investor Charged-Off Amounts
for all Series in Group One)                  $53,469,313.22

(b)Series 1999-1 (the sum of the
Class Investor Charged-
Off Amounts for all Classes in 
Series 1999-1)                                 $4,107,691.85

(c)Series 1999-1 By Class:

Class A (Class A Percentage 
multiplied by the Charged-Off Amount)          $3,491,450.78

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                       $246,496.43 

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                       $369,744.64


6. Investor Losses
                                                     Total

(a)Group One                                         $0.00

(b)Series 1999-1                                     $0.00

(c)Series 1999-1 By Class:

Class A                                               $0.00

Class B                                               $0.00

Class C                                               $0.00


7. Monthly Servicing Fee Payable This Due Period

SELLER SERVICING FEE                          $4,678,961.37

INVESTOR SERVICING FEE

(a)Group One                                 $12,761,961.65

(b)Series 1999-1                                $980,416.67

8. Performance Analysis

(a)Portfolio Yield (Finance Charge Collections
during the Due Period divided by Principal
Receivables in the Trust as of the first
day of the Due Period)                              18.59%

(b)Charge-Offs (Charged-Off Amounts during
the Due Period divided by Principal
Receivables in the Trust as of the
first day of the Due Period)                         8.38%

(c)Recoveries (Recovered Amounts added as
Additional Funds on the Distribution Date
divided by Aggregate Investor Interest in the
Trust as of the first day of the Due Period)         2.30%

(d)Investor Servicing Fee Percentage
(weighted  average of Investor Servicing
Fees for Series 1999-1)                              2.00%

(e)Weighted Average Certificate Rate
(weighted average certificate rates for all
classes of Series 1999-1)                            4.80%

(f)Series Excess Servicing Percentage (the sum of
Portfolio Yield and Recoveries minus the sum of
Charge-Offs, the Investor Servicing Fee Percentage
and the Weighted Average Certificate Rate)           5.71%

(g)Total Payment Rate (Aggregate Collections
during the Due Period divided by the aggregate
amount of Receivables in the Trust as of
the first day of the Due Period)                     7.27%


9. Summary Delinquency Aging Information

In April 1999, Sears completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system, affecting approximately 64% of the 
receivable balances in the Trust at the end of the April Due Period.
Although all accounts have been converted, the remaining 36% of the receivable 
balances will not be reflected in TSYS balances until the end of the May Due
Period.  For a further discussion of Sears change to a new aging methodology 
in connection with the conversion of its receivables processing system to the
TSYS account processing system, see the Trust's Current Report on Form 8-K 
dated May 14, 1998.

The Accounts in the Trust have the following delinquency distribution:


                                                  April 1999
                                       Non-Converted     Converted
Delinquencies as a % of balances (1)   Accounts (2)    Accounts (3)
  60 - 89 days past due........        1.54%             2.08%
  90 - 119 days past due.......        1.19%             1.50%
  120 days or more past due....        2.73%             4.02%
Total Delinquencies                    5.46%             7.60%

 (1)The delinquency rate is calculated by dividing the delinquent balances
as of the end of the Due Period by the balance of receivables in the Trust at 
the beginning of the Due Period.

 (2)Under Sears proprietary receivables processing system, in general, Sears
and the Bank consider an account delinquent when its cumulative past due 
balance is three or more times the scheduled minimum monthly payment. The
data in this column reflect the percentage of Account balances for which the 
cumulative past due amount is three, four and five or more times, respectively,
the scheduled minimum monthly payment.

 (3)Under the TSYS processing system, Sears and the Bank determine delinquency
levels for accounts using an aging methodology that is based on the number of 
completed billing cycles during which the customer failed to make a required
payment. The data in this column reflect the percentage of Account balances for 
which the customer has failed to make a required payment in each of the last
three, four and five or more billing cycles, respectively. The performance of 
the converted accounts may not be representative of the total Sears Portfolio or
the Accounts in the Trust.

                                         THE FIRST NATIONAL BANK OF CHICAGO,
                                         as Trustee

                                         By: /s/Diane Swanson
                                                Diane Swanson
                                           Assistant Vice President







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