Exhibit 23.4

                          Consent of Independent Auditors
                          -------------------------------

The Board of Directors
Federated Department Stores, Inc.

       We consent to the use of our audit report dated February 28, 1995 on
the consolidated financial statements of Federated Department Stores, Inc.
and subsidiaries as of January 28, 1995 and January 29, 1994, and for each
of the fifty-two week periods ended January 28, 1995, January 29, 1994 and
January 30, 1993 incorporated herein by reference and to the reference to our
firm under the heading "Experts" in the Proxy Statement/Prospectus.


                                            KPMG Peat Marwick LLP

Cincinnati Ohio,
August 18, 1995