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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 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* ESL INVESTMENTS INC (Last) (First) (Middle) 200 GREENWICH AVENUE (Street) GREENWICH CT 06830 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol KMART HOLDING CORP [ KMRT ]	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) 04/27/2004
	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	04/27/2004		J ( 1 )	V	222,629	A	( 1 )	30,554,423	D ( 1 ) ( 2 ) ( 6 )
Common Stock	04/27/2004		J ( 1 )	V	222,629	A	( 1 )	37,065,873	I ( 1 ) ( 3 ) ( 6 )	See ( 6 )
Common Stock	04/27/2004		J ( 1 )	V	222,629	A	( 1 )	40,555,099	I ( 1 ) ( 4 ) ( 6 )	See ( 6 )
Common Stock	04/27/2004		J ( 1 )	V	222,629	A	( 1 )	41,480,520	I ( 1 ) ( 5 ) ( 6 ) ( 7 )	See ( 6 )

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 Excercise 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* ESL INVESTMENTS INC (Last) (First) (Middle) 200 GREENWICH AVENUE (Street) GREENWICH CT 06830 (City) (State) (Zip)

1. Name and Address of Reporting Person* CRK PARTNERS II LP (Last) (First) (Middle) 200 GREENWICH AVENUE (Street) GREENWICH CT 06830 (City) (State) (Zip)

1. Name and Address of Reporting Person* CRK PARTNERS LLC (Last) (First) (Middle) 200 GREENWICH AVENUE (Street) GREENWICH CT 06830 (City) (State) (Zip)

1. Name and Address of Reporting Person* LAMPERT EDWARD S (Last) (First) (Middle) 200 GREENWICH AVENUE (Street) GREENWICH CT 06830 (City) (State) (Zip)

Explanation of Responses:

1. The securities were received from Kmart Holding Corp. on account of previously reported trade vendor/lease rejection claims (and participations in such claims) held by CRK Partners II, LP, a Delaware limited partnership ("CRK II") in an amount equal to $42,859,916.70. Pursuant to Kmart Corporation's Plan of Reorganization, CRK II has received other shares of Kmart Common Stock in the past (which acquisitions have been reported on Forms 3 and 4 previously filed by the Reporting Persons) and may receive further shares of Kmart Common Stock in the future on account of these same trade vendor/lease rejection claims as Kmart Holding Corp. continues to reconcile all trade vendor/lease rejection claims held by all persons.

2. These securities are owned by CRK II.

3. These securities may be deemed to be indirectly beneficially owned by CRK Partners, LLC, a Delaware limited liability company ("CRK LLC"). See note 6.

4. These securities may be deemed to be indirectly beneficially woend by ESL Investments, Inc., a Delaware corporation ("ESL"). See note 6.

5. These securities may be deemed to be indirectly beneficially owned by Edward S. Lampert. See note 6.

6. This form 4 is filed on behalf of a group consisting of CRK II, ESL, CRK LLC and Edward S. Lampert. Pursuant to Rule 16a-1(a)(2), ESL, CRK LLC, and Mr. Lampert may be deemed indirect beneificial owners of certain of the securities reported on this Form 4. CRK LLC is the general partner of CRK II. ESL is the managing memeber of CRK LLC. Mr. Lampert is a controlling stockholder of ESL and a director and Chairman of the Board of Kmart Holding Corporation. The securities reported as being owned by CRK II reflect the total amount of securities beneficially owned by CRK II, which is greater than CRK LLC's, Mr. Lampert's or ESL's indirect pecuniary interest in such securities.

7. The Amount of Securities Beneficially Owned Following Reported Transaction has also been increased by 50 shares over the amount reported on the February 12, 2004 to correct a typographical error in the February 12, 2004 filing. All transactions have been properly reported.

	William C. Crowley, President of ESL Investments, Inc. (200 Greenwich Avenue, Greenwich, CT 06830)	04/27/2004
	William C. Crowley, for CRK Partners II, LP (200 Greenwich Avenue, Greenwich, CT 06830)	04/27/2004
	William C. Crowley, for CRK Partners, LLC (200 Greenwich Avenue, Greenwich, CT 06830)	04/27/2004
	Edward S. Lampert (200 Greenwich Avenue, Greenwich, CT 06830)	04/27/2004
	** 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.