The Sears and Lands' End deal is "particularly significant because it's the blending of two channels that are merging together," said John Champion, a vice president and retail specialist at consulting firm Kurt Salmon Associates. While he expects to see other retailers bulking up their online businesses, he doesn't predict an onslaught of similar deals: "It's not like there's a long list of large companies such as Lands' End waiting to be acquired."

Until now, the Lands' End lines of casual apparel for men, women and children have been available only through the catalog or the Internet, except for a few scattered outlet stores. The Internet accounted for about $299 million of Lands' End's $1.6 billion in sales last year and was the fastest-growing portion. Sears plans to introduce the brand into some of its 870 department stores this fall, and into all of them by fall 2003, to help snatch back market share in apparel sales lost to the likes of discount retailers Kohl's Corp. and Target.

The sale must be approved by holders of two-thirds of Lands' End shares; Lands' End said it already had the commitments of 55%, most of that owned by Mr. Comer.

The move could help turn around Sears's apparel division that has been averaging sales per square foot of only $145, compared with a department-store average of $225, said Prudential Securities analyst Wayne Hood. He estimated that the Lands' End lines alone, which will take over 15% to 20% of Sears's apparel-selling space, could boost that per-square-foot figure to at least $200.

That would translate into additional annual revenue of $2 billion, Mr. Hood said -- and would more than double Lands' End entire 2001 revenue of $1.6 billion. Sears had 2001 revenue of $41 billion.

In 4 p.m. New York Stock Exchange composite trading Monday, Sears shares closed up 19 cents at $52. On the same exchange, Lands' End shares soared 21%, or $10.71, to $61.73, almost matching the sale price Sears is paying.