SEARS CREDIT ACCOUNT MASTER TRUST II
8-K, 1999-07-15
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): July 15, 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 offices)         (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 July 15, 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 July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(b).    Series 1995-2 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(c).    Series 1995-3 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(d).    Series 1995-5 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(e).    Series 1996-1 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(f).    Series 1996-2 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(g).    Series 1996-3 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(h).    Series 1996-4 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(i).    Series 1997-1 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.


  20(j).    Series 1998-1 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(k).    Series 1998-2 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 1999.

  20(l).    Series 1999-1 Monthly Investor Certificateholders' Statement
            related to the distribution of July 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in June
            1999, which will accompany the distribution on July 15, 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: July 15, 1999



                                EXHIBIT INDEX




Exhibit No.


  20(a).    Series 1994-1 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(b).    Series 1995-2 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(c).    Series 1995-3 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(d).    Series 1995-5 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(e).    Series 1996-1 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(f).    Series 1996-2 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(g).    Series 1996-3 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(h).    Series 1996-4 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(i).    Series 1997-1 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(j).    Series 1998-1 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(k).    Series 1998-2 Monthly Investor Certificateholders' Statement
            (July 15, 1999)

  20(l).    Series 1999-1 Monthly Investor Certificateholders' Statement
            (July 15, 1999)



                                                      Exhibit 20(a)


                Monthly Certificateholders' Statement

                 Sears Credit Account Master Trust II

                   Series 1994-1 Monthly Statement

Distribution Date: July 15, 1999       Due Period Ending: June 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      $33,802,083.33      $2,552,083.33     $31,250,000.00

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

Class C      $3,369,959.46       $0.00             $3,369,959.46


2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL RECEIVABLES IN THE TRUST     $10,028,399,541.17

Aggregate Investor Interest                      $7,259,090,272.53

Seller Interest                                  $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                      $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                  $496,591,585.60
Series 1995-1 Investor Interest                  $176,474,191.02
Series 1995-2 Investor Interest                  $537,002,311.12
Series 1995-3 Investor Interest                  $541,330,909.08
Series 1995-5 Investor Interest                  $588,250,000.00
Series 1996-1 Investor Interest                  $588,240,000.00
Series 1996-2 Investor Interest                  $231,050,275.71
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                        $406,250,000.00
Class B Investor Interest                        $33,500,000.00
Class C Investor Interest                        $56,841,585.60

TOTAL CLASS INVESTOR INTEREST                    $496,591,585.60


3. Allocation of Collections During the Due Period

(a) TOTAL COLLECTIONS                            $736,041,765.77

Principal Receivables Collected                  $568,403,603.10

Finance Charge Receivables Collected             $167,638,162.67

Recovered Amounts added as Additional Funds      $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1994-1
Allocation            $8,768,564.08     $29,731,198.08   $1,028,155.23

(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             $4,888,761.38    $0.00

</TABLE>
4. Information Concerning Controlled Amortization Amount

                                                        Total
                                  Amount                Distributions
                                  Distributed this      through this
                                  Due Period            Due Period

SERIES 1994-1 BY CLASS:

Class A                           $31,250,000.00        $343,750,000.00

Class B                           $0.00                 $0.00

Class C                           $3,369,959.46         $42,015,414.40


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)                 $50,481,828.79

(b)Series 1994-1 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1994-1)            $3,624,215.49

(c)Series 1994-1 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                               $2,984,864.11

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                               $228,555.31

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                               $410,796.07


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                                   $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                           $12,332,108.08

(b)Series 1994-1                                       $885,352.58


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)                                    19.81%

(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)                              8.19%

(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)              2.32%

(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)                                 6.22%

(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)                5.72%

(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)                          7.13%

9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services, Inc.
("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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          $28,206,250.00       $3,206,250.00     $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         $10,028,399,541.17

   Aggregate Investor Interest                       $7,259,090,272.53

   Seller Interest                                   $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

    Group One Investor Interest                      $7,259,090,272.53

(c)   INVESTOR INTEREST BY SERIES

 Series 1994-1 Investor Interest                     $496,591,585.60
 Series 1995-1 Investor Interest                     $176,474,191.02
 Series 1995-2 Investor Interest                     $537,002,311.12
 Series 1995-3 Investor Interest                     $541,330,909.08
 Series 1995-5 Investor Interest                     $588,250,000.00
 Series 1996-1 Investor Interest                     $588,240,000.00
 Series 1996-2 Investor Interest                     $231,050,275.71
 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                           $450,000,000.00
 Class B Investor Interest                           $26,966,000.00
 Class C Investor Interest                           $60,036,311.12

TOTAL CLASS INVESTOR INTEREST                        $537,002,311.12

3. Allocation of Collections During the Due Period

(a)   TOTAL COLLECTIONS                              $736,041,765.77

      Principal Receivables Collected                $568,403,603.10

      Finance Charge Receivables Collected           $167,638,162.67

      Recovered Amounts added as Additional Funds    $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1995-2
Allocation            $9,328,761.93     $31,630,637.12   $1,093,841.05

(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

                                                        Total
                                  Amount                Distributions
                                  Distributed this      through this
                                  Due Period            Due Period

SERIES 1995-2 BY CLASS:

  Class A                         $25,000,000.00        $150,000,000.00

  Class B                         $0.00                 $0.00

  Class C                         $3,146,781.48         $18,880,688.88


 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)      $50,481,828.79

(b)Series 1995-2 (the sum of the Class Investor
Charged-Off Amounts for all Classes in Series 1995-2) $3,855,755.99

(c)Series 1995-2 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                            $3,240,709.61

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                            $183,976.79

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                            $431,069.59


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                                     $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                             $12,332,108.08

(b)Series 1995-2                                         $941,915.15


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)                                        19.81%

(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)                                   8.19%

(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)                   2.32%

(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)                     4.74%

(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)                               7.13%

 9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services, Inc.
("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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 delinquency data 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 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: July 15, 1999       Due Period Ending: June 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               $23,628,472.23   $2,795,138.89      $20,833,333.34

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

Class C               $2,621,212.12    $0.00              $2,621,212.12


2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL RECEIVABLES IN THE TRUST          $10,028,399,541.17

Aggregate Investor Interest                           $7,259,090,272.53

Seller Interest                                       $2,769,309,268.64

   (b)   INVESTOR INTEREST BY GROUPS

Group One Investor Interest                           $7,259,090,272.53

   (c)   INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                       $496,591,585.60
Series 1995-1 Investor Interest                       $176,474,191.02
Series 1995-2 Investor Interest                       $537,002,311.12
Series 1995-3 Investor Interest                       $541,330,909.08
Series 1995-5 Investor Interest                       $588,250,000.00
Series 1996-1 Investor Interest                       $588,240,000.00
Series 1996-2 Investor Interest                       $231,050,275.71
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                             $458,333,333.32
Class B Investor Interest                             $22,500,000.00
Class C Investor Interest                             $60,497,575.76

TOTAL CLASS INVESTOR INTEREST                         $541,330,909.08


3. Allocation of Collections During the Due Period

(a)   TOTAL COLLECTIONS                                $736,041,765.77

Principal Receivables Collected                        $568,403,603.10

Finance Charge Receivables Collected                   $167,638,162.67

Recovered Amounts added as Additional Funds            $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1995-3
Allocation            $9,322,759.45     $31,610,284.79   $1,093,137.23

(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

                                                           Total
                                         Amount            Distributions
                                         Distributed this  through this
                                         Due Period        Due Period

SERIES 1995-3 BY CLASS:

Class A                                 $20,833,333.34     $41,666,666.68

Class B                                 $0.00              $0.00

Class C                                 $2,621,212.12      $5,242,424.24


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)     $50,481,828.79

(b)Series 1995-3 (the sum of the Class Investor
Charged-Off Amounts for all Classes
in Series 1995-3)                                    $3,853,275.05

(c)Series 1995-3 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                           $3,269,136.89

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                           $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                           $430,630.87


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                              $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                      $12,332,108.08

(b)Series 1995-3                                  $941,309.09


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)                                  9.81%

(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)                            8.19%

(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)            2.32%

(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)              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)                        7.13%

9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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         $10,028,399,541.17

Aggregate Investor Interest                           $7,259,090,272.53

Seller Interest                                       $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                           $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                       $496,591,585.60
Series 1995-1 Investor Interest                       $176,474,191.02
Series 1995-2 Investor Interest                       $537,002,311.12
Series 1995-3 Investor Interest                       $541,330,909.08
Series 1995-5 Investor Interest                       $588,250,000.00
Series 1996-1 Investor Interest                       $588,240,000.00
Series 1996-2 Investor Interest                       $231,050,275.71
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                                 $736,041,765.77

Principal Receivables Collected                       $568,403,603.10

Finance Charge Receivables Collected                  $167,638,162.67

Recovered Amounts added as Additional Funds            $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1995-5
Allocation            $9,710,082.30     $32,923,563.94   $1,138,552.65

(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

                                                          Total
                                   Amount                 Distributions
                                   Distributed this       through this
                                   Due Period             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)                 $50,481,828.79

(b)Series 1995-5 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1995-5)            $4,013,363.01

(c)Series 1995-5 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                               $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                               $155,076.48

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                               $447,013.25

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                                   $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                           $12,332,108.08

(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)                                    19.81%

(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)                               8.19%

(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)               2.32%

(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)                 6.56%

(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)                           7.13%


   9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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         $10,028,399,541.17

Aggregate Investor Interest                           $7,259,090,272.53

Seller Interest                                       $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                           $7,259,090,272.53

c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                       $496,591,585.60
Series 1995-1 Investor Interest                       $176,474,191.02
Series 1995-2 Investor Interest                       $537,002,311.12
Series 1995-3 Investor Interest                       $541,330,909.08
Series 1995-5 Investor Interest                       $588,250,000.00
Series 1996-1 Investor Interest                       $588,240,000.00
Series 1996-2 Investor Interest                       $231,050,275.71
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                                 $736,041,765.77

Principal Receivables Collected                       $568,403,603.10

Finance Charge Receivables Collected                  $167,638,162.67

Recovered Amounts added as Additional Funds           $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1996-1
Allocation            $9,709,917.24     $32,923,004.25   $1,138,533.30

(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
                                      Amount              Distributions
                                      Distributed this    through 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)             $50,481,828.79

(b)Series 1996-1 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1996-1)        $4,013,294.78

(c)Series 1996-1 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                           $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                           $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                           $448,514.21

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                           $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                   $12,332,108.08

(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)                             19.81%

(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)                        8.19%

(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)        2.32%

(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)          6.43%

(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)                    7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:
                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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               $42,795,138.89       $1,128,472.22   $41,666,666.67

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

Class C               $2,483,147.91        $0.00           $2,483,147.91


2. Principal Receivables at the end of the Due Period

(a) TOTAL PRINCIPAL RECEIVABLES IN THE TRUST       $10,028,399,541.17

Aggregate Investor Interest                        $7,259,090,272.53

Seller Interest                                    $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                        $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                    $496,591,585.60
Series 1995-1 Investor Interest                    $176,474,191.02
Series 1995-2 Investor Interest                    $537,002,311.12
Series 1995-3 Investor Interest                    $541,330,909.08
Series 1995-5 Investor Interest                    $588,250,000.00
Series 1996-1 Investor Interest                    $588,240,000.00
Series 1996-2 Investor Interest                    $231,050,275.71
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                          $166,666,666.64
Class B Investor Interest                          $22,500,000.00
Class C Investor Interest                          $41,883,609.07

TOTAL CLASS INVESTOR INTEREST                      $231,050,275.71

3. Allocation of Collections During the Due Period

(a)  TOTAL COLLECTIONS                             $736,041,765.77

Principal Receivables Collected                    $568,403,603.10

Finance Charge Receivables Collected               $167,638,162.67

Recovered Amounts added as Additional Funds        $14,321,211.38

<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)                      $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due Period)       $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation                   $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1996-2
Allocation                   $4,542,652.83     $15,402,580.14   $532,647.33

(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             $28,747,234.44    $0.00

</TABLE>

4. Information Concerning Controlled Amortization Amount:

                                                           Total
                               Amount                      Distributions
                               Distributed this            through this
                               Due Period                  Due Period

SERIES 1996-2 BY CLASS:

Class A                         $41,666,666.67             $333,333,333.36

Class B                         $0.00                      $0.00

Class C                         $2,483,147.91              $23,856,390.93


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)                 $50,481,828.79

(b)Series 1996-2 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1996-2)            $1,877,565.43

(c)Series 1996-2 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                               $1,421,363.86

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                               $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                               $302,694.26


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                                $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                        $12,332,108.08

(b)Series 1996-2                                    $458,666.82


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)                                  19.81%

(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)                             8.19%

(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)             2.32%

(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)                                5.46%

(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)               6.48%

(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)                         7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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 delinquency data 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 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: July 15, 1999       Due Period Ending: June 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         $2,916,666.67     $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        $10,028,399,541.17

Aggregate Investor Interest                          $7,259,090,272.53

Seller Interest                                      $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                          $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                      $496,591,585.60
Series 1995-1 Investor Interest                      $176,474,191.02
Series 1995-2 Investor Interest                      $537,002,311.12
Series 1995-3 Investor Interest                      $541,330,909.08
Series 1995-5 Investor Interest                      $588,250,000.00
Series 1996-1 Investor Interest                      $588,240,000.00
Series 1996-2 Investor Interest                      $231,050,275.71
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                                $736,041,765.77

Principal Receivables Collected                      $568,403,603.10

Finance Charge Receivables Collected                 $167,638,162.67

Recovered Amounts added as Additional Funds           $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35 $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75 $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35 $14,321,211.38

(d) Series 1996-3
Allocation            $9,709,917.24     $32,923,004.25  $1,138,533.30

(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

                                                             Total
                                      Amount                 Distributions
                                      Distributed this       through this
                                      Due Period             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)
                                                      $50,481,828.79

(b)Series 1996-3 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1996-3)         $4,013,294.78

(c)Series 1996-3 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                            $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                            $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                            $448,514.21


6. Investor Losses

Total
                                                           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                                $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                        $12,332,108.08

(b)Series 1996-3 By Class:                          $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)                                19.81%

(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)                           8.19%

(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)           2.32%

(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)             5.72%

(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)                       7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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        $10,028,399,541.17

Aggregate Investor Interest                         $7,259,090,272.53

Seller Interest                                     $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                         $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                     $496,591,585.60
Series 1995-1 Investor Interest                     $176,474,191.02
Series 1995-2 Investor Interest                     $537,002,311.12
Series 1995-3 Investor Interest                     $541,330,909.08
Series 1995-5 Investor Interest                     $588,250,000.00
Series 1996-1 Investor Interest                     $588,240,000.00
Series 1996-2 Investor Interest                     $231,050,275.71
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                               $736,041,765.77

Principal Receivables Collected                     $568,403,603.10

Finance Charge Receivables Collected                $167,638,162.67

Recovered Amounts added as Additional Funds         $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1996-4
Allocation            $9,709,917.24     $32,923,004.25   $1,138,533.30

(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


                                                         Total
                                   Amount                Distributions
                                   Distributed this      through this
                                   Due Period            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)             $50,481,828.79

(b)Series 1996-4 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1996-4)         $4,013,294.78

(c)Series 1996-4 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                            $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                            $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                             $448,514.21


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                                    $4,594,138.64

      INVESTOR SERVICING FEE

(a)Group One                                            $12,332,108.08

(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)                                    19.81%

(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)                              8.19%

(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)              2.32%

(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)                6.20%

(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)                          7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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         $10,028,399,541.17

Aggregate Investor Interest                          $7,259,090,272.53

Seller Interest                                      $2,769,309,268.64

(b)  INVESTOR INTEREST BY GROUPS

Group One Investor Interest                          $7,259,090,272.53

(c)  INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                      $496,591,585.60
Series 1995-1 Investor Interest                      $176,474,191.02
Series 1995-2 Investor Interest                      $537,002,311.12
Series 1995-3 Investor Interest                      $541,330,909.08
Series 1995-5 Investor Interest                      $588,250,000.00
Series 1996-1 Investor Interest                      $588,240,000.00
Series 1996-2 Investor Interest                      $231,050,275.71
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                            $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                                $736,041,765.77

Principal Receivables Collected                      $568,403,603.10

Finance Charge Receivables Collected                 $167,638,162.67

Recovered Amounts added as Additional Funds          $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35 $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75 $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35 $14,321,211.38

(d) Series 1997-1
Allocation            $9,709,917.24     $32,923,004.25  $1,138,533.30

(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
                                Amount             Distributions
                                Distributed        this through
                                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)               $50,481,828.79

(b)Series 1997-1 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1997-1)           $4,013,294.78

(c)Series 1997-1 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                              $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                              $153,507.30

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                              $448,514.21


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                                    $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                            $12,332,108.08

(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)                                  19.81%

(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)                             8.19%

(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)             2.32%

(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)               6.43%

(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)                         7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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  delinquency data 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 FIRST NATIONAL BANK OF CHICAGO,
                                        as Trustee


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



                                                      Exhibit 20(j)


                Monthly Certificateholders' Statement

                 Sears Credit Account Master Trust II

                  Series 1998-1 Monthly Statement

Distribution Date: July 15, 1999       Due Period Ending: June 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   $10,028,399,541.17

Aggregate Investor Interest                      $7,259,090,272.53

Seller Interest                                  $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                      $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                  $496,591,585.60
Series 1995-1 Investor Interest                  $176,474,191.02
Series 1995-2 Investor Interest                  $537,002,311.12
Series 1995-3 Investor Interest                  $541,330,909.08
Series 1995-5 Investor Interest                  $588,250,000.00
Series 1996-1 Investor Interest                  $588,240,000.00
Series 1996-2 Investor Interest                  $231,050,275.71
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                            $736,041,765.77

Principal Receivables Collected                  $568,403,603.10

Finance Charge Receivables Collected             $167,638,162.67

Recovered Amounts added as Additional Funds      $14,321,211.38

<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)               $122,137,646.57   $414,126,934.35 $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the
Due Period)           $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1998-1
Allocation            $9,710,082.30     $32,923,563.94   $1,138,552.65

(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
                                        Amount         Distributions
                                        Distributed    this through 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)          $50,481,828.79

(b)Series 1998-1 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1998-1)     $4,013,363.01

(c)Series 1998-1 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                        $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                        $240,835.89

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                        $361,253.84


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                                 $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                         $12,332,108.08

(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)                                19.81%

(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)                           8.19%

(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)           2.32%

(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)             6.65%

(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)                       7.13%


   9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.
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  delinquency data 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 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: July 15, 1999       Due Period Ending: June 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        $10,028,399,541.17

Aggregate Investor Interest                         $7,259,090,272.53

Seller Interest                                     $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                         $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                     $496,591,585.60
Series 1995-1 Investor Interest                     $176,474,191.02
Series 1995-2 Investor Interest                     $537,002,311.12
Series 1995-3 Investor Interest                     $541,330,909.08
Series 1995-5 Investor Interest                     $588,250,000.00
Series 1996-1 Investor Interest                     $588,240,000.00
Series 1996-2 Investor Interest                     $231,050,275.71
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                               $736,041,765.77

Principal Receivables Collected                     $568,403,603.10

Finance Charge Receivables Collected                $167,638,162.67

Recovered Amounts added as Additional Funds         $14,321,211.38
<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)               $122,137,646.57   $414,126,934.35  $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75  $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35  $14,321,211.38

(d) Series 1998-2
Allocation            $8,748,565.44     $29,663,389.53   $1,025,810.29

(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
                                         Amount           Distributions
                                         Distributed this through 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)           $50,481,828.79

(b)Series 1998-2 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1998-2)       $3,615,949.67

(c)Series 1998-2 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                          $3,070,145.95

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                          $218,321.49

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                          $327,482.23


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                           $4,594,138.64

INVESTOR SERVICING FEE

      (a)Group One                            $12,332,108.08

      (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)                               19.81%

(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)                          8.19%

(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)          2.32%

(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)            7.48%

(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)                      7.13%


   9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services,
Inc. ("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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 delinquency data 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 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: July 15, 1999       Due Period Ending: June 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         $10,028,399,541.17

Aggregate Investor Interest                          $7,259,090,272.53

Seller Interest                                      $2,769,309,268.64

(b) INVESTOR INTEREST BY GROUPS

Group One Investor Interest                          $7,259,090,272.53

(c) INVESTOR INTEREST BY SERIES

Series 1994-1 Investor Interest                      $496,591,585.60
Series 1995-1 Investor Interest                      $176,474,191.02
Series 1995-2 Investor Interest                      $537,002,311.12
Series 1995-3 Investor Interest                      $541,330,909.08
Series 1995-5 Investor Interest                      $588,250,000.00
Series 1996-1 Investor Interest                      $588,240,000.00
Series 1996-2 Investor Interest                      $231,050,275.71
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                               $736,041,765.77

Principal Receivables Collected                     $568,403,603.10

Finance Charge Receivables Collected                $167,638,162.67

Recovered Amounts added as Additional Funds          $14,321,211.38

<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)               $122,137,646.57   414,126,934.35    $14,321,211.38

Seller Allocation
(Seller Percentage
multiplied by total
Collections received
during the Due
Period)               $45,500,516.10    $154,276,668.75   $0.00

(c) Group One
Allocation            $122,137,646.57   $414,126,934.35   $14,321,211.38

(d) Series 1999-1
Allocation            $9,710,082.30     $32,923,563.94    $1,138,552.65

(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
                                   Amount                Distributions
                                   Distributed this      through 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)                  $50,481,828.79

(b)Series 1999-1 (the sum of the Class Investor Charged-
Off Amounts for all Classes in Series 1999-1)             $4,013,363.01

(c)Series 1999-1 By Class:

Class A (Class A Percentage multiplied
by the Charged-Off Amount)                                $3,411,273.27

Class B (Class B Percentage multiplied
by the Charged-Off Amount)                                $240,835.89

Class C (Class C Percentage multiplied
by the Charged-Off Amount)                                $361,253.84


   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                                     $4,594,138.64

INVESTOR SERVICING FEE

(a)Group One                                            $12,332,108.08

(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)                                        19.81%

(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)                                   8.19%

(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)                   2.32%

(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)                     7.14%

(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)                               7.13%


9. Summary Delinquency Aging Information

Sears has completed its conversion to the Total Systems Services, Inc.
("TSYS") account processing system.  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:


                                             June 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.02%
            90 - 119 days past due.......      1.39%
            120 days or more past due....      3.69%
         Total Delinquencies                   7.10%


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.  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 delinquency data 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 FIRST NATIONAL BANK OF CHICAGO,
                                         as Trustee


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




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