SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* LAMPERT EDWARD S (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol LANDS' END, INC. [ LE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/02/2015
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	07/02/2015		P		6,773	A	(1)	451,564(2)	I	See Footnotes(3)(4)(5)(6)(7)
Common Stock, par value $0.01 per share	07/02/2015		P		23,262	A	(8)	581,561	I	See Footnotes(4)(5)(6)(7)(9)
Common Stock, par value $0.01 per share	07/02/2015		P		293,517	A	(10)	451,564	I	See Footnotes(3)(4)(5)(6)(7)
Common Stock, par value $0.01 per share	07/02/2015		P		314,043	A	(11)	581,561	I	See Footnotes(4)(5)(6)(7)(9)
Common Stock, par value $0.01 per share								7,627,509	D(4)(5)(6)(7)
Common Stock, par value $0.01 per share								6,615,280	I	See Footnotes(4)(5)(6)(7)(12)
Common Stock, par value $0.01 per share								3,077	I	See Footnotes(4)(5)(6)(7)(13)
Common Stock, par value $0.01 per share								224	I	See Footnotes(4)(5)(6)(7)(14)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* LAMPERT EDWARD S (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* ESL PARTNERS, L.P. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* SPE I Partners, L.P. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* SPE Master I, L.P. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* RBS PARTNERS, L.P. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* ESL INSTITUTIONAL PARTNERS, L.P. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* RBS INVESTMENT MANAGEMENT, L.L.C. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* CRK PARTNERS LLC (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

1. Name and Address of Reporting Person* ESL INVESTMENTS, INC. (Last) (First) (Middle) 1170 KANE CONCOURSE, SUITE 200 (Street) BAY HARBOR ISLANDS FL 33154 (City) (State) (Zip)

Explanation of Responses:

1. On July 2, 2015, in satisfaction of certain liabilities of SPE I Partners, LP ("SPE I") payable to its sole general partner, RBS Partners, L.P. ("RBS"), the capital account balance of RBS was increased by an aggregate of approximately $942,370, resulting in the acquisition by RBS of an additional approximate 1.5% partnership interest in SPE I.

2. As a result of a ministerial error, SPE I previously disclosed in the Form 4 filed by the reporting persons with the Securities and Exchange Commission on June 16, 2015 that it distributed 131,938 shares of common stock of Lands' End, Inc. (the "Issuer"), par value $0.01 per share ("Shares"), on a pro rata basis to its partners, rather than the 131,940 Shares which were actually distributed to its partners.

3. The Shares are directly beneficially owned by SPE I, of which RBS is the sole general partner. Edward S. Lampert is the Chairman, Chief Executive Officer and Director of ESL Investments, Inc. ("ESL"), the sole general partner of RBS. Each of RBS, ESL and Mr. Lampert disclaims beneficial ownership of the securities owned by SPE I except to the extent of the pecuniary interest of RBS, ESL and Mr. Lampert, respectively, therein.

4. This statement is jointly filed by and on behalf of each of Mr. Lampert, ESL Partners, L.P. ("Partners"), SPE I, SPE Master I, LP ("SPE Master I"), RBS, ESL Institutional Partners, L.P. ("Institutional"), RBS Investment Management, L.L.C. ("RBSIM"), CRK Partners, LLC ("CRK LLC") and ESL. Mr. Lampert, Partners, SPE I, SPE Master I, Institutional and CRK LLC are the direct beneficial owners of the securities covered by this statement.

5. RBS is the general partner of, and may be deemed to beneficially own securities owned by, Partners, SPE I and SPE Master I. RBSIM is the general partner of, and may be deemed to beneficially own securities owned by, Institutional. Mr. Lampert is a limited partner of, and may be deemed to beneficially own certain securities owned by, RBS. ESL is the general partner of RBS, the sole member of CRK LLC and the manager of RBSIM. ESL may be deemed to beneficially own securities owned by RBS, CRK LLC and RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of, and may be deemed to beneficially own securities owned by, ESL.

6. The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.

7. The reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

8. On July 2, 2015, in satisfaction of certain liabilities of SPE Master I payable to RBS, the capital account balance of RBS was increased by an aggregate of $3,443,380, resulting in the acquisition by RBS of an additional approximate 4% partnership interest in SPE Master I.

9. The Shares are directly beneficially owned by SPE Master I, of which RBS is the sole general partner. Mr. Lampert is the Chairman, Chief Executive Officer and Director of ESL, the sole general partner of RBS. Each of RBS, ESL and Mr. Lampert disclaims beneficial ownership of the securities owned by SPE Master I except to the extent of the pecuniary interest of RBS, ESL and Mr. Lampert, respectively, therein.

10. On July 2, 2015, pursuant to the terms of the SPE I partnership agreement, RBS accepted all offers from those limited partners of SPE I which offered to sell their partnership interests to RBS for cash (based on June 30, 2015 capital account balances). These transactions allowed those limited partners of SPE I to sell their partnership interests to RBS for cash consideration in lieu of receiving a liquidating distribution (including Shares) in accordance with the terms of the SPE I partnership agreement. In connection with these transactions, RBS paid an aggregate price of approximately $33,178,536 to those limited partners of SPE I and thereby acquired an additional approximate 65% partnership interest in SPE I.

11. On July 2, 2015, pursuant to the terms of the SPE Master I partnership agreement, RBS accepted all offers from those limited partners of SPE Master I which offered to sell their partnership interests to RBS for cash (based on June 30, 2015 capital account balances). These transactions allowed those limited partners of SPE Master I to sell their partnership interests to RBS for cash consideration in lieu of receiving a liquidating distribution (including Shares) in accordance with the terms of the SPE Master I partnership agreement. In connection with these transactions, RBS paid an aggregate price of approximately $33,588,943 to those limited partners of SPE Master I and thereby acquired an additional approximate 54% partnership interest in SPE Master I.

12. Represents Shares directly beneficially owned by Partners.

13. Represents Shares directly beneficially owned by Institutional.

14. Represents Shares directly beneficially owned by CRK LLC.

Remarks:

Exhibit Index Exhibit 99.1 - Joint Filer Information (filed herewith) Exhibit 99.2 - Joint Filing Agreement (filed herewith)

	EDWARD S. LAMPERT, By: /s/ Edward S. Lampert	07/07/2015
	ESL PARTNERS, L.P., By: RBS Partners, L.P., Its: General Partner, By: ESL Investments, Inc., Its: General Partner, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	SPE I PARTNERS, LP, By: RBS Partners, L.P., Its: General Partner, By: ESL Investments, Inc., Its: General Partner, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	SPE MASTER I, LP, By: RBS Partners, L.P., Its: General Partner, By: ESL Investments, Inc., Its: General Partner, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	RBS PARTNERS, L.P., By: ESL Investments, Inc., Its: General Partner, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	ESL INSTITUTIONAL PARTNERS, L.P., By: RBS Investment Management, L.L.C., Its: General Partner, By: ESL Investments, Inc., Its: Manager, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	RBS INVESTMENT MANAGEMENT, L.L.C., By: ESL Investments, Inc., Its: Manager, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	CRK PARTNERS, LLC, By: ESL Investments, Inc., Its: Sole Member, By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	ESL INVESTMENTS, INC., By: /s/ Edward S. Lampert, Name: Edward S. Lampert, Title: Chief Executive Officer	07/07/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

                                                                    EXHIBIT 99.1

                             JOINT FILER INFORMATION

                            Other Reporting Person(s)

1.   ESL PARTNERS, L.P.

Item                                      Information

Name:                                     ESL Partners, L.P.

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     RBS Partners, L.P.
                                          Its:    General Partner

                                          By:     ESL Investments, Inc.
                                          Its:    General Partner

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


2.   SPE I PARTNERS, LP

Item                                      Information

Name:                                     SPE I Partners, LP

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     RBS Partners, L.P.
                                          Its:    General Partner

                                          By:     ESL Investments, Inc.
                                          Its:    General Partner

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


3.   SPE MASTER I, LP

Item                                      Information

Name:                                     SPE Master I, LP

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     RBS Partners, L.P.
                                          Its:    General Partner

                                          By:     ESL Investments, Inc.
                                          Its:    General Partner

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


4.   RBS PARTNERS, L.P.

Item                                      Information

Name:                                     RBS Partners, L.P.

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     ESL Investments, Inc.
                                          Its:    General Partner

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


5.   ESL INSTITUTIONAL PARTNERS, L.P.

Item                                      Information

Name:                                     ESL Institutional Partners, L.P.

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
Person

Signature:                                By:     RBS Investment Management,
                                                  L.L.C.
                                          Its:    General Partner

                                          By:     ESL Investments, Inc.
                                          Its:    Manager

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


6.   RBS INVESTMENT MANAGEMENT, L.L.C.

Item                                      Information

Name:                                     RBS Investment Management, L.L.C.

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     ESL Investments, Inc.
                                          Its:    Manager

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015

7.   CRK PARTNERS, LLC

Item                                      Information

Name:                                     CRK Partners, LLC

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:                                By:     ESL Investments, Inc.
                                          Its:    Sole Member

                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015


8.   ESL INVESTMENTS, INC.

Item                                      Information

Name:                                     ESL Investments, Inc.

Address:                                  1170 Kane Concourse, Suite 200,
                                          Bay Harbor Islands, FL 33154

Designated Filer:                         Edward S. Lampert

Date of Event Requiring Statement         July 2, 2015
(Month/Day/Year):

Issuer Name and Ticker or Trading         Lands' End, Inc. [LE]
Symbol:

Relationship of Reporting Person(s)       10% Owner
to Issuer:

If Amendment, Date Original Filed         Not Applicable
(Month/Day/Year):

Individual or Joint/Group Filing:         Form filed by More than One Reporting
                                          Person

Signature:
                                          By:     /s/ Edward S. Lampert
                                                  ------------------------------
                                          Name:   Edward S. Lampert
                                          Title:  Chief Executive Officer
                                          Date:   July 7, 2015

                                                                    EXHIBIT 99.2

                             JOINT FILING AGREEMENT

                                  July 7, 2015

     Pursuant to and in accordance with the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and the rules and regulations thereunder, each
party hereto hereby agrees to the joint filing, on behalf of each of them, of
any filing required by such party under Section 13 or Section 16 of the Exchange
Act or any rule or regulation thereunder (including any amendment, restatement,
supplement, and/or exhibit thereto) with the Securities and Exchange Commission
(and, if such security is registered on a national securities exchange, also
with the exchange), and further agrees to the filing, furnishing, and/or
incorporation by reference of this agreement as an exhibit thereto. This
agreement shall remain in full force and effect until revoked by any party
hereto in a signed writing provided to each other party hereto, and then only
with respect to such revoking party.

     IN WITNESS WHEREOF, each party hereto, being duly authorized, has caused
this agreement to be executed and effective as of the date set forth below.

     Date: July 7, 2015

                                        EDWARD S. LAMPERT

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------

                                        ESL PARTNERS, L.P.

                                        By:    RBS Partners, L.P.
                                        Its:   General Partner

                                        By:    ESL Investments, Inc.
                                        Its:   General Partner

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        SPE I PARTNERS, LP

                                        By:    RBS Partners, L.P.
                                        Its:   General Partner

                                        By:    ESL Investments, Inc.
                                        Its:   General Partner

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        SPE MASTER I, LP

                                        By:    RBS Partners, L.P.
                                        Its:   General Partner

                                        By:    ESL Investments, Inc.
                                        Its:   General Partner

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        RBS PARTNERS, L.P.

                                        By:    ESL Investments, Inc.
                                        Its:   General Partner

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        ESL INSTITUTIONAL PARTNERS, L.P.

                                        By:    RBS Investment Management, L.L.C.
                                        Its:   General Partner

                                        By:    ESL Investments, Inc.
                                        Its:   Manager

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        RBS INVESTMENT MANAGEMENT, L.L.C.

                                        By:    ESL Investments, Inc.
                                        Its:   Manager

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        CRK PARTNERS, LLC

                                        By:    ESL Investments, Inc.
                                        Its:   Sole Member

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer

                                        ESL INVESTMENTS, INC.

                                        By:    /s/ Edward S. Lampert
                                               ---------------------------------
                                        Name:  Edward S. Lampert
                                        Title: Chief Executive Officer