UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): July 22, 2004

                             SEARS, ROEBUCK AND CO.
               (Exact name of registrant as specified in charter)

                                    New York
                 (State or Other Jurisdiction of Incorporation)

          1-416                                        36-1750680
 (Commission File Number)                   (IRS Employer Identification No.)

           3333 Beverly Road                             60179
       Hoffman Estates, Illinois                       (Zip code)
(Address of principal executive offices)

       Registrant's telephone number, including area code: (847) 286-2500

  (Former name or former address, if changed since last report): Not Applicable


Item 7. Financial Statements and Exhibits.

      (c)   Exhibits

            Exhibit 99 - Press release dated July 22, 2004, furnished
            pursuant to Item 12

Item 12. Results of Operations and Financial Condition.

            On July 22, 2004, the Registrant issued a press release announcing
            its second quarter 2004 earnings. The press release is attached
            hereto as Exhibit 99.

The information in this Form 8-K and the exhibit attached hereto shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Act of 1934,
as amended, but shall be deemed to be incorporated by reference in, and made a
part of, the following registration statements filed under the Securities Act of
1933, as amended: Registration Statements No. 2-80037, 33-18081, 33-23793,
33-41485, 33-45479, 33-55825, 33-58851, 33-64345, 33-64775, 333-08141,
333-18591, 333-38131, 333-43309, 333-52056, 333-72514, 333-87942, 333-92082,
333-102114 and 333-113532.


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                                   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, ROEBUCK AND CO.

                                             By:   /s/ Michael J. Graham
                                                   -----------------------------
                                                   Michael J. Graham
                                                   Vice President and Controller
Date: July 22, 2004


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                                  EXHIBIT INDEX

Exhibit No.

   99          Press release dated July 22, 2004