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Joe Stocks

05/15/03 7:21 PM

#108085 RE: reflexivity #108080

Looks like 6.6 million shares to me. These are zero coupons paying at maturity 2.75%. Can't imagine anyone wanted to keep them but I don't know why anyone would by them in the first place. Here's a couple excerpts from the offering from Edgar.
http://www.sec.gov/Archives/edgar/data/885639/000095013100005006/0000950131-00-005006-0001.txt


551,450,000
KOHL'S

Liquid Yield OptionTM Notes (Zero Coupon--Subordinated) due 2020
and
The Common Stock Issuable Upon Conversion of the LYONs

----------

Kohl's Corporation issued the LYONs in a private placement in June 2000 at
an issue price of $579.12 per LYON. This prospectus will be used by selling
securityholders to resell their LYONs and the common stock issuable upon
conversion of their LYONs.

The LYONs are convertible any time prior to maturity into common stock at a
conversion rate of 7.156 shares of common stock per LYON, subject to adjustment
in certain events.

Kohl's will not pay interest on the LYONs prior to maturity. The principal
amount at maturity of each LYON is $1,000. The issue price represents a yield
to maturity of 2.75% per year.

Kohl's may redeem all or a portion of the LYONs on or after June 12, 2003.
Holders may require Kohl's to repurchase their LYONs at a price of $628.57 per
LYON on June 12, 2003 and $761.00 per LYON on June 12, 2020. In addition,
holders may require Kohl's to repurchase the LYONs upon a change in control on
or before June 12, 2003.

Upon the occurrence of a Tax Event, Kohl's may have interest instead of
future original issue discount accrue on each LYON from the option exercise
date at 2.75% per year on the restated principal amount.

Kohl's Corporation's common stock is listed on the New York Stock Exchange
under the symbol "KSS." On August 15, 2000, the reported last sale price of the
common stock on the New York Stock Exchange was $57.00 per share.
________________________________
Purchase of the LYONs by
Kohl's at the Option of
the Holder................. Holders may require us to purchase their
LYONs on either of the following dates at
the following prices:

. on June 12, 2003 at a price of $628.57 per
LYON; and

. on June 12, 2010 at a price of $761.00 per
LYON.

We may choose to pay the purchase price in
cash or shares of common stock or a
combination of cash and shares of common
stock.