What's more, Kmart's aggressive timetable to emerge from Chapter 11 bankruptcy by April 30 leaves little time to fill the spots.

"It's going to be really difficult," said Burt Flickinger, a retail consultant and managing director of New York City-based Strategic     Resources Group Inc. "A lot of the best people in the industry don't want to interview for the jobs."

Said Marci Schwartz, manager of Los Angeles-based Douglas Associates Inc., a retail recruiter: "Kmart is just so old school. It's going to take a lot for them to turn it around."

Not so, said the search firm retained by Kmart (Pink Sheets: KMRTQ) about 30 days ago.

"Our feeling is that when candidates meet with (President and CEO) Julian Day and (Executive Vice President of Human Resources) Mike Macik, they will be very excited about the opportunity and the fact that Kmart has very loyal customers and great store locations," said Tom Snyder, managing director of the retail practice at Chicago-based Spencer Stewart.

Spencer Stewart recently completed two high-profile CEO searches for troubled companies. In November, it recruited Michael Capellas, former president of Hewlett Packard Co. and former chairman and CEO of Compaq Computer Corp., to lead bankrupt WorldCom Inc. Last July, Spencer Stewart found Edward Breen, president and COO of Motorola Inc., for Tyco International Ltd.

Troy-based Kmart's most urgent management need is an executive with a proven merchandising history. The new board must be willing to take a hands-on role, and at least some of the directors should have executive-level experience at retail companies, experts say.

But Day said he is looking for an executive team that will care first about improving stores.

"It's going to be a very operations-oriented management team. Retail is all about focus on detail," he said.

Kmart promoted Day to president and CEO on Jan. 19 from president and COO. Before he joined Kmart last March, Day, 50, was COO of Sears, Roebuck and Co., where he previously had been CFO and executive vice president.

Former CEO James Adamson will remain chairman until Kmart names a new board. Positions Day is looking to fill include president, general counsel, a financial team and a chief merchant.

Flickinger said it's fine for Kmart to build a team of managers who put operations first, but it sorely needs a chief retail merchant. One of the company's biggest competitive challenges is carving out an identity somewhere between low prices at Wal-Mart Stores Inc. and inexpensive but stylish goods at Target Corp.

Finding a chief merchant also will be Kmart's most difficult executive search task and could take four to six months, said Terre Simpson, president of the New York City-based executive retail search firm Simpson Associates Inc.

A chief merchant is someone who can craft a precise direction and position for a retailer, identify the company's main customer and then fill the stores with the best merchandise at the right price, Simpson said.

The task is difficult because the number of people with those skills is limited, and Kmart's troubled history makes it an unappealing employer, Simpson said.

There are other holes to fill. Kmart's current financial team is CFO Al Koch and Treasurer Edward Stenger. But Koch is also chairman of the Southfield-based turnaround firm AlixPartners L.L.C., and Stenger is a principal there. Neither is expected to remain once Kmart emerges from bankruptcy.

The general-counsel and finance positions are easier to fill, Simpson said, because Kmart can look outside the industry. Snyder said his firm is helping Kmart find a number of executives but declined to comment on specific searches. He said three to four months is generally enough time for most searches.

Snyder said recruiting executives for Kmart should be easier now because the company has been able to shut down unprofitable stores.

Kmart also must find nine new board members. On Jan. 24, the company filed a plan of reorganization that calls for its creditors to select directors.

Under the plan, ESL Investments Inc. and Third Avenue Value Fund will select four directors, the unsecured creditors and financial institutions committees each will select two, and one director will be a Kmart executive.

A variety of Kmart stakeholders - including ESL Investments, Third Avenue, and attorneys for the financial and unsecured-creditors committees - declined to talk about board selection. Kmart also declined to comment.

Flickinger is concerned that Kmart's new owners will fill the board with directors who will watch over their investment at the expense of passion for retailing. Similar approaches were tried and failed with the restructured boards at companies such as Montgomery Ward & Co., Flickinger said.

"The Wall Street guys don't know how to compete with Wal-Mart on Main Street," he said.