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SLS Inc.
a wholly-owned subsidiary of Sears, Roebuck and Co.

has entered into contracts for the provision of truckload and truck-rail-truck intermodal transportation services with:

Comtrak, Inc.
Conway Transportation Services
Heartland Express, Inc.
The Hub Group, Inc.
MNX, Inc.
M.S. Carriers, Inc.
Munson Transportation, Inc.
Schneider National, Inc.
Swift Transportation, Inc.
Transport Corporation of America
Werner Enterprises, Inc.

The undersigned designed and implemented an auction system for the allocation of these services, and assisted in the negotiations of these contracts, as an advisor to SLS, Inc.

JOS. SWANSON & CO.

Racine, Wisconsin
June, 1994