REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Board of Directors and Shareholders
   of Montgomery Ward Holding Corp:


      Re: Form 10-K Report for the year ended December 28, 1996




This letter is written to meet the requirements of Regulation S-K calling for a
letter from a registrant's independent accountants whenever there has been a
change in accounting principle or practice. As of December 28, 1996, the Company
changed from the last-in, first-out ("LIFO") method of accounting for
inventories to the first-in, first-out ("FIFO") method. According to the
management of the Company, this change was made to better measure the current
value of such inventories and provides for a more appropriate matching of
current costs and current revenues consistent with the Company's merchandising
strategy.

A complete coordinated set of financial and reporting standards for determining
the preferability of accounting principles among acceptable alternative
principles has not been established by the accounting profession. Thus, we
cannot make an objective determination of whether the change in accounting
described in the preceding paragraph is to a preferable method. However, we have
reviewed the pertinent factors, including those related to financial reporting,
in this particular case on a subjective basis, and our opinion stated below is
based on our determination made in this manner.

We are of the opinion that the Company's change in method of accounting is to an
acceptable alternative method of accounting, which, based upon the reasons
stated for the change and our discussions with you, is also preferable under the
circumstances in this particular case. In arriving at this opinion, we have
relied on the business judgment and business planning of your management.




                                                      ARTHUR ANDERSEN LLP


Chicago, Illinois
March 27, 1997