AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 30, 2003.
POST-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT NO. 033-52797
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8

REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
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KMART CORPORATION
(Exact name of registrant as specified in its charter)

MICHIGAN 38-0729500
(State of incorporation) (I.R.S. employer identification no.)
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3100 WEST BIG BEAVER ROAD
TROY, MICHIGAN 48084
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(Address of principal executive offices) (Zip code)

EMPLOYEE SAVINGS PLAN
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(Full title of the Plan)

HAROLD W. LUEKEN, ESQ.
SENIOR VICE PRESIDENT AND GENERAL COUNSEL
KMART CORPORATION
3100 WEST BIG BEAVER ROAD
TROY, MICHIGAN 48084
(248) 463-1000
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(Name, address and telephone number, including area code, of agent for service)

Copies to:

David J. Friedman, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
4 Times Square
New York, New York 10036

EXPLANATORY NOTE
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Kmart Corporation, a Michigan corporation (the "Company"), filed with
the Securities and Exchange Commission a registration statement (the
"Registration Statement") on Form S-8 (File No. 033-52797) to register 7,468,564
shares of common stock, par value $1.00 per share (the "Kmart Corporation Common
Stock"), issuable pursuant to the Employee Savings Plan (the "Savings Plan").
This Registration Statement also included shares previously registered pursuant
to registration statement No. 033-6578.

On January 22, 2002, the Company and 37 of its U.S. subsidiaries filed
voluntary petitions for relief under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for the Northern District of Illinois
Eastern Division (the "Court") (Case No. 02-B02474). In light of the Company's
having sought protection under Chapter 11, the Company amended the Savings Plan,
effective as of February 19, 2002, to (i) reflect the actions taken as of
January 22, 2002, to eliminate the Company's right to invest additional employer
matching contributions under the Savings Plan in Kmart Corporation Common Stock;
and (ii) eliminate the right of employees to invest additional contributions
under the Savings Plan in Kmart Corporation Common Stock. On May 6, 2003, the
Company emerged from Chapter 11 and pursuant to the plan of reorganization
approved by the Court, all then outstanding shares of Kmart Corporation Common
Stock were cancelled. As a result, no shares of Kmart Corporation Common Stock
have been or continue to be held pursuant to the Savings Plan and no such shares
are being offered for sale.

In accordance with Rule 478 promulgated under the Securities Act of
1933, as amended (the "Act"), and the undertaking contained in the Registration
Statement pursuant to Item 512(a)(3) of Regulation S-K promulgated under the
Act, the Company is filing this Post-Effective Amendment No. 1 to Form S-8 to
remove from registration all shares of Kmart Corporation Common Stock that were
included in the Registration Statement but which were not previously sold in
accordance with the terms of the Savings Plan.

SIGNATURES

Pursuant to the requirements of the Securities Act, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Troy, State of Michigan, on this 27th day of June,
2003.

KMART CORPORATION

/s/ Julian C. Day
Name: Julian C. Day
Title: President and Chief Executive
Officer

KNOW TO ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Julian C. Day, Harold W. Lueken
and James E. Defebaugh IV, and each of them severally, his or her true and
lawful attorney-in-fact with power of substitution and resubstitution to sign in
his or her name, place and stead, in any and all capacities, to do any and all
things and execute any and all instruments that such attorney may deem necessary
or advisable under the Securities Exchange Act of 1934 (the "Exchange Act") and
any rules, regulations and requirements of the U.S. Securities and Exchange
Commission in connection with this Post- Effective Amendment to Form S-8 and any
and all amendments hereto, as fully for all intents and purposes as he or she
might or could do in person, and hereby ratifies and confirms all said
attorneys-in-fact and agents, each acting alone, and his or her substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Exchange Act, this registration
statement has been signed by the following persons in the capacities and on the
date indicated.

/s/ Julian C. Day June 27, 2003 /s/ James F. Gooch June 27, 2003
Julian C. Day James F. Gooch
Director Director
President and Chief Executive Vice President and
Officer Treasurer (Co-Principal
Financial Officer)

/s/ David R. Marsico June 27, 2003 /s/ Richard J. Noechel June 27, 2003
David R. Marsico Richard J. Noechel
Director Vice President and
Controller
(Principal Accounting
Officer and Co-Principal
Financial Officer)

THE PLAN: Pursuant to the requirements of the Securities Act of 1933, Kmart
Corporation, as administrator under the Kmart Corporation Retirement Savings
Plan A has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized in the City of Troy, State of
Michigan, on June 27, 2003.

KMART CORPORATION RETIREMENT
SAVINGS PLAN A

By: KMART CORPORATION

By: /s/ Harold W. Lueken
Name: Harold W. Lueken
Title: Senior Vice President,
General Counsel and Secretary

THE PLAN: Pursuant to the requirements of the Securities Act of 1933, Kmart
Corporation, as administrator under the Kmart Corporation Retirement Savings
Plan B has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized in the City of Troy, State of
Michigan, on June 27, 2003.

KMART CORPORATION RETIREMENT
SAVINGS PLAN B

By: KMART CORPORATION

By: /s/ Harold W. Lueken
Name: Harold W. Lueken
Title: Senior Vice President,
General Counsel and Secretary