SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 --------------- Date of Report (Date of Earliest Event Reported): AUGUST 16, 2004 KMART HOLDING CORPORATION -------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE 000-50278 32-0073116 -------- --------- ---------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 3100 WEST BIG BEAVER ROAD, TROY, MICHIGAN 48084 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (248) 463-1000 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION The following information is furnished pursuant to Item 12, "Results of Operations and Financial Condition." A copy of the press release issued by Kmart Holding Corporation on August 16, 2004, describing its results for the quarter ended July 28, 2004 is attached hereto as Exhibit 99.1. The press release includes certain non-GAAP financial measures and a reconciliation of those measures to the most directly-related comparable GAAP measures. EXHIBIT INDEX 99.1 Press Release, dated August 16, 2004, issued by Kmart Holding Corporation SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: August 16, 2004 KMART HOLDING CORPORATION By: /s/ Richard J. Noechel ---------------------------------- Name: Richard J. Noechel Title: Vice President and Controller EXHIBIT INDEX No. DESCRIPTION 99.1 Press Release, dated August 16, 2004, issued by Kmart Holding Corporation