SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Nordeen Jon K

(Last) (First) (Middle)
N56 W17000 RIDGEWOOD DRIVE

(Street)
MENOMONEE FALLS WI 53051

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2004
3. Issuer Name and Ticker or Trading Symbol
KOHLS CORPORATION [ KSS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 8,000 D
Common Stock 222.735 I Held in reporting person's 401(k) Account
Common Stock 12.893 I Held in reporting person's Employee Stock Ownership Plan Account
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (1) 01/22/2016 Common Stock 30,000 68.5 D
Employee Stock Options (2) 01/30/2017 Common Stock 14,000 66.3 D
Employee Stock Options (3) 02/13/2018 Common Stock 15,000 50.39 D
Employee Stock Options (4) 02/25/2019 Common Stock 15,000 49.56 D
Explanation of Responses:
1. Vesting occurs in four approximately equal installments on each of the second through fifth anniversaries of the January 22, 2001 grant date.
2. Vesting occurs in four approximately equal installments on each of the first through fourth anniversaries of the January 30, 2002 grant date.
3. Vesting occurs in four approximately equal installments on each of the first through fourth anniversaries of the February 13, 2003 grant date.
4. Vesting occurs in four approximately equal installments on each of the first through fourth anniversaries of the February 25, 2004 grant date.
Remarks:
Jon K. Nordeen 07/01/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.



POWER OF ATTORNEY
For Executing Forms 3, 4 and 5


Know all by these presents, that the undersigned hereby constitutes and appoints each of Arlene Meier and Richard D. Schepp singly, his true and lawful attorney-in-fact to:


1.

execute for and on behalf of the undersigned Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;


2.

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Forms 3, 4 and 5 and the timely filing of such forms with the United States Securities and Exchange Commission and any other authority; and

3.

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve on his/her discretion.


The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do of if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, of his/her substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 and the rules thereunder.  Thi s Power of Attorney shall be a durable power of attorney and shall not be affected by subsequent disability or incapacity of the undersigned.


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of July, 2004.




/s/ Jon K. Nordeen                                 

Jon K. Nordeen