SEARS CREDIT ACCOUNT MASTER TRUST II
8-K, 1999-06-15
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): June 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 June 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 June 15, 1999 and reflecting the
            performance of the Trust during the Due Period ended in May
            1999, which will accompany the distribution on June 15, 1999.

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

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

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

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

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

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

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

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

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

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

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



                                EXHIBIT INDEX




Exhibit No.


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

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

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

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

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

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

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

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

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

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

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

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


Exhibit 20(a)


                        Monthly Certificateholders' Statement

                        Sears Credit Account Master Trust II

                         Series 1994-1 Monthly Statement


Distribution Date: June 15, 1999       Due Period Ending: May 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          $33,984,375.00          $2,734,375.00     $31,250,000.00

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

   Class C           $3,385,495.54                  $0.00      $3,385,495.54


2. Principal Receivables at the end of the Due Period

   (a)   TOTAL PRINCIPAL RECEIVABLES IN THE TRUST         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                           $437,500,000.00
         Class B Investor Interest                            $33,500,000.00
         Class C Investor Interest                            $60,211,545.06

         TOTAL CLASS INVESTOR  INTEREST                      $531,211,545.06


3. Allocation of Collections During the Due Period

   (a)   TOTAL COLLECTIONS                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>
                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1994-1 Allocation       $9,703,192.05   $30,122,040.46  $1,085,451.59

(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           $4,513,455.08   $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    $312,500,000.00

        Class B                                  $0.00              $0.00

        Class C                          $3,385,495.54     $38,645,454.94


   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)          $48,349,939.28

      (b)Series 1994-1 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1994-1)      $3,628,727.63

      (c)Series 1994-1 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                         $3,006,052.80

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                           $214,832.57

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                           $407,842.26


   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                                $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                        $12,565,777.33

      (b)Series 1994-1                                       $943,078.40


   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)                                     20.58%

      (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)                                7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                  6.95%

      (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)                            6.92%


   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:


                                             May 1999
 Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


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 methodolgy 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: June 15, 1999       Due Period Ending: May 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          $28,375,000.00          $3,375,000.00     $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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                           $475,000,000.00
         Class B Investor Interest                            $26,966,000.00
         Class C Investor Interest                            $63,183,092.60

         TOTAL CLASS INVESTOR  INTEREST                      $565,149,092.60


3. Allocation of Collections During the Due Period

   (a)   TOTAL COLLECTIONS                                   $722,794,459.22
         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>

                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1995-2 Allocation       $10,173,886.93  $31,583,239.00  $1,138,106.07

(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    $125,000,000.00

           Class B                                  $0.00              $0.00

           Class C                          $3,146,781.48     $15,733,907.40


   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)             $48,349,939.28

      (b)Series 1995-2 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1995-2)         $3,804,754.61

      (c)Series 1995-2 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $172,930.60
         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $425,367.69


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (b)Series 1995-2                                           $988,826.46


   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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     5.98%

      (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)                               6.92%


   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 methodologyin 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:

                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


      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 methodolgy 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: June 15, 1999       Due Period Ending: May 1999

Under the Series Supplements relating to the Pooling and Servicing
Agreementdated 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          $23,750,000.01          $2,916,666.67     $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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                           $479,166,666.66
         Class B Investor Interest                            $22,500,000.00
         Class C Investor Interest                            $63,118,787.88

         TOTAL CLASS INVESTOR  INTEREST                      $564,785,454.54


3. Allocation of Collections During the Due Period

   (a)   TOTAL COLLECTIONS                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>

                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1995-3 Allocation       $10,087,188.38  $31,314,096.93  $1,128,407.50

(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     $20,833,333.34

           Class B                                  $0.00              $0.00

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


   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)             $48,349,939.28

      (b)Series 1995-3 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1995-3)         $3,772,331.73

      (c)Series 1995-3 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $421,584.88

   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (b)Series 1995-3                                           $980,400.00


   8. Performance Analysis

      (a)Portfolio Yield (Finance Charge Collections
         during the Due Period divided by Principal
         Receivables in the Trust as of the first
         day of the Due Period)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     6.95%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


    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 methodolgy 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: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22
         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>

                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received
  during the Due Period)          $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1995-5 Allocation       $10,087,359.86  $31,314,629.27  $1,128,426.69

(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)             $48,349,939.28

      (b)Series 1995-5 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1995-5)         $3,772,395.86

      (c)Series 1995-5 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $145,765.50
         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $420,174.04


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     7.80%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


  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 methodolgy 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: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>

                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during the
  Due Period)                     $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1996-1 Allocation       $10,087,188.38  $31,314,096.93  $1,128,407.50

(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)             $48,349,939.28

      (b)Series 1996-1 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1996-1)         $3,772,331.73

      (c)Series 1996-1 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $421,584.88


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     7.67%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


   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 methodolgy 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: June 15, 1999       Due Period Ending: May 1999

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

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

                        Total                Interest          Principal
   Series 1996-2

   Class A          $43,020,833.34          $1,354,166.67     $41,666,666.67

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

   Class C           $2,494,595.64                  $0.00      $2,494,595.64


2. Principal Receivables at the end of the Due Period

   (a)   TOTAL PRINCIPAL RECEIVABLES IN THE TRUST         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                           $208,333,333.31
         Class B Investor Interest                            $22,500,000.00
         Class C Investor Interest                            $44,366,756.98

         TOTAL CLASS INVESTOR  INTEREST                      $275,200,090.29


3. Allocation of Collections During the Due Period
   (a)   TOTAL COLLECTIONS                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received
  during the Due Period)          $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1996-2 Allocation       $5,476,435.00   $17,000,734.99  $612,623.67

(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           $27,160,527.32  $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    $291,666,666.69

           Class B                                  $0.00              $0.00

           Class C                          $2,494,595.64     $21,373,243.02


   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)             $48,349,939.28

      (b)Series 1996-2 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1996-2)         $2,048,036.45

      (c)Series 1996-2 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $1,603,228.16
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $300,517.76


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (b)Series 1996-2                                           $532,268.92


   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)                                        20.58%

      (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)                                   7.70%

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

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

      (e)Weighted Average Certificate Rate
         (weighted average certificate rates for all
         classes of Series 1996-2)                                      5.56%

      (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)                     7.62%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


   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 methodolgy 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 Presient

Exhibit 20(g)

                       Monthly Certificateholders' Statement

                       Sears Credit Account Master Trust II

                       Series 1996-3 Monthly Statement


Distribution Date: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>

                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1996-3 Allocation       $10,087,188.38  $31,314,096.93  $1,128,407.50

(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)             $48,349,939.28

      (b)Series 1996-3 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1996-3)         $3,772,331.73

      (c)Series 1996-3 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32

         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $421,584.88


   6. Investor Losses
                                                                       Total

      (a)Group  One                                                    $0.00

      (b)Series 1996-3                                                 $0.00

      (c)Series 1996-3 By Class:

         Class A                                                       $0.00

         Class B                                                       $0.00

         Class C                                                       $0.00


   7. Monthly Servicing Fee Payable This Due Period

      SELLER SERVICING FEE                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (b)Series 1996-3                                           $980,400.00


   8. Performance Analysis

      (a)Portfolio Yield (Finance Charge Collections
         during the Due Period divided by Principal
         Receivables in the Trust as of the first
         day of the Due Period)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     6.96%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


   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 methodolgy
   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: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received
  during the Due Period)          $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1996-4 Allocation       $10,087,188.38  $31,314,096.93  $1,128,407.50

(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)             $48,349,939.28

      (b)Series 1996-4 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1996-4)         $3,772,331.73

      (c)Series 1996-4 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $421,584.88


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     7.44%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


   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 methodolgy 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 (i)

                      Monthly Certificateholders' Statement

                      Sears Credit Account Master Trust II

                      Series 1997-1 Monthly Statement


Distribution Date: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by total
  Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1997-1 Allocation       $10,087,188.38  $31,314,096.93   $1,128,407.50

(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)             $48,349,939.28

      (b)Series 1997-1 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1997-1)         $3,772,331.73

      (c)Series 1997-1 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $144,290.53

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $421,584.88


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     7.67%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


   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 methodolgy 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: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received
  during the Due Period)          $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1998-1 Allocation       $10,087,359.86  $31,314,629.27  $1,128,426.69

(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)             $48,349,939.28

      (b)Series 1998-1 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1998-1)         $3,772,395.86

      (c)Series 1998-1 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $226,375.82

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $339,563.72


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     7.89%

      (g)Total Payment Rate (Aggregate Collections
         during the Due Period divided by the aggregate
         amount of Receivables in the Trust as of
         the first day of the Due Period)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


      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 methodolgy 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: June 15, 1999       Due Period Ending: May 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received during
  the Due Period)                 $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1998-2 Allocation       $9,088,484.02   $28,213,775.63  $1,016,687.03

(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)             $48,349,939.28

      (b)Series 1998-2 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1998-2)         $3,398,843.69

      (c)Series 1998-2 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $2,885,810.68
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $205,213.20

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $307,819.81


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     8.72%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


      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 methodolgy
      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: June 15, 1999       Due Period Ending: May 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 DistributionDate 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         $10,155,748,026.75

         Aggregate Investor Interest                       $7,399,264,841.68

         Seller Interest                                   $2,756,483,185.07

   (b)   INVESTOR INTEREST BY GROUPS

         Group One Investor Interest                       $7,399,264,841.68

   (c)   INVESTOR INTEREST BY SERIES

         Series 1994-1 Investor Interest                     $531,211,545.06
         Series 1995-1 Investor Interest                     $186,277,659.19
         Series 1995-2 Investor Interest                     $565,149,092.60
         Series 1995-3 Investor Interest                     $564,785,454.54
         Series 1995-5 Investor Interest                     $588,250,000.00
         Series 1996-1 Investor Interest                     $588,240,000.00
         Series 1996-2 Investor Interest                     $275,200,090.29
         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                                   $722,794,459.22

         Principal Receivables Collected                     $546,689,688.22

         Finance Charge Receivables Collected                $176,104,771.00

         Recovered Amounts added as Additional Funds          $14,462,788.06

<TABLE>


                                                                  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) $129,287,395.97 $401,352,477.74 $14,462,788.06

  Seller Allocation (Seller
  Percentage multiplied by
  total Collections received
  during the Due Period)          $46,817,375.03  $145,337,210.48 $0.00

(c)Group One Allocation           $129,287,395.97 $401,352,477.74 $14,462,788.06

(d)Series 1999-1 Allocation       $10,087,359.86  $31,314,629.27  $1,128,426.69

(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)             $48,349,939.28

      (b)Series 1999-1 (the sum of the Class Investor Charged-
         Off Amounts for all Classes in Series 1999-1)         $3,772,395.86

      (c)Series 1999-1 By Class:

         Class A (Class A Percentage multiplied
         by the Charged-Off Amount)                            $3,206,456.32
         Class B (Class B Percentage multiplied
         by the Charged-Off Amount)                              $226,375.82

         Class C (Class C Percentage multiplied
         by the Charged-Off Amount)                              $339,563.72


   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                                     $4,550,302.10

      INVESTOR SERVICING FEE

      (a)Group One                                            $12,565,777.33

      (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)                                        20.58%

      (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)                                   7.70%

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

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

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

      (f)Series Excess Servicing Percentage (the sum of
         Portfolio Yield and Recoveries minus the sum of
         Charge-Offs, the Investor Servicing Fee Percentage
         and the Weighted Average Certificate Rate)                     8.38%

      (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)                               6.92%


   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:


                                             May 1999
         Delinquencies as a % of balances
            60 - 89 days past due........      2.01%
            90 - 119 days past due.......      1.41%
            120 days or more past due....      3.84%
         Total Delinquencies                   7.26%


      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 methodolgy
      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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