EXHIBIT 99.3

The Spiegel Group Takes Additional Steps in Ongoing Reorganization Process

Plans to Close Customer Sales and Service Center in Bothell, Wash.

Restructures Eddie Bauer Headquarters Organization

Realigns Corporate Information Services Staff

DOWNERS GROVE, Ill. - May 5, 2003 - As part of its ongoing reorganization
process, The Spiegel Group (Spiegel, Inc.) today announced that it plans
to close one of its customer sales and service centers, that its Eddie Bauer
division has restructured its headquarters workforce and that it has
realigned its corporate information services staff.
  Bill Kosturos, interim chief executive officer and chief restructuring
officer of The Spiegel Group said, "We are transforming and repositioning
our business for future success.  These initiatives are an integral part
of the reorganization process and are key steps toward streamlining our
business processes and operations in each division as well as across The
Spiegel Group to reduce costs and enhance productivity."
  The company's Spiegel Group Teleservices division, which handles the
customer sales and service calls for The Spiegel Group merchant companies,
will close a facility located in Bothell, Wash., which employs 365 associates.
The facility is scheduled to close on July 6, 2003; associates will continue
to be employed with the company through that date.  Closing this facility
will allow the company to better leverage the capacity in its other call
centers, which are located in Rapid City, S.D., Hampton, Va., Saint John,
New Brunswick, Canada, and Sydney, Nova Scotia, Canada.
  The company's Eddie Bauer division has restructured its organization to
gain greater organizational and operational efficiencies.  As a result,
Eddie Bauer will reduce its headquarters workforce in Redmond, Wash. by
approximately 180 associates effective May 9, 2003.  The new organizational
structure will better support Eddie Bauer's multi-channel marketing
strategies and bring even greater focus on serving customers, developing
product and solidifying its brand positioning. Eddie Bauer associates were
informed of this decision earlier today.
  The Spiegel Group realigned its corporate information services organization
in response to the company's redefined systems  strategy, which included a
significant reduction in systems development initiatives.  Corporate
information services provides systems support to all the Group's operations.
This realignment has resulted in a headcount reduction of approximately 90
associates.  The majority of the associates affected were located at the
company's headquarters and its data center, which are both in the Chicago area.
The company will provide severance and other benefits to affected associates.

About The Company
  The Spiegel Group is a leading international specialty retailer marketing
fashionable apparel and home furnishings to customers through catalogs, more
than 550 specialty retail and outlet stores, and e-commerce sites, including
eddiebauer.com, newport-news.com and spiegel.com.  The Spiegel Group's
businesses include Eddie Bauer, Newport News and Spiegel Catalog.  Investor
relations information is available on The Spiegel Group Web site at
http://www.thespiegelgroup.com.

Forward Looking Statements
  This news release contains statements that are forward-looking within the
meaning of applicable federal securities laws and are based upon the company's
current expectations and assumptions.  You should not place undue reliance on
those statements because they speak only as of the date of this release.
Forward-looking statements include information concerning the company's
possible or assumed future financial condition or results of operations.  These
statements often include words such as "expect," "plan," "believe,"
"anticipate," "intend," "estimate," or similar expressions.  As you read and
consider this release, you should understand that these statements are not
guarantees of financial condition, performance or results.  They involve risks,
uncertainties and assumptions.  Although the company believes that these
forward-looking statements are based on reasonable assumptions, you should be
aware that many factors could affect its actual financial results and actual
results could differ materially from the forward-looking statements.  These
factors include, but are not limited to, uncertainty regarding the company's
ability to continue as a going concern; uncertainty regarding the company's
ability to operate pursuant to the terms of the DIP facility; uncertainty
regarding the company's ability to develop and consummate one or more plans of
reorganization; risks associated with third parties seeking and obtaining court
approval to terminate or shorten the exclusivity period for the company to
propose and confirm one or more plans of reorganization, for the appointment of
a Chapter 11 trustee or to convert the Chapter 11 case to a Chapter 7 case;
the effect on the company's net sales and cash flow of its decision to stop
accepting private-label credit cards at its merchant companies; uncertainty
regarding the servicing of the company's existing securitized credit card
receivables portfolio upon the liquidation of FCNB; the effects on the company
of the Pay-Out Events recently experienced by all of the company's
securitization agreements that are backed by the company's credit card
receivables; the ultimate effect on the company of the pending investigation by
the SEC; the uncertainty relating to the sale or liquidation of the bankcard
segment; the ability of the company to maintain trade credit and contracts that
are important to its operations; the financial strength and performance of the
retail and direct marketing industry; changes in consumer spending patterns;
risks associated with collections on the company's credit card portfolio; the
success of merchandising, advertising, marketing and promotional campaigns; and
various other factors beyond the company's control.
  All future written and oral forward-looking statements made by the company
or persons acting on the company's behalf are expressly qualified in their
entirety by the cautionary statements contained or referred to above.  Except
for the company's ongoing obligations to disclose material information as
required by the federal securities laws, the company does not have any
obligation or intention to release publicly any revisions to any forward-looking
statements to reflect events or circumstances in the future or to reflect the
occurrence of unanticipated events.

CONTACT:  Debbie Koopman
          (630) 769-2596
          Debbie_Koopman@spgl.com