Carter Hawley Hale Stores said yesterday it was withdrawing its proposed exchange offer to acquire the common stock of Marshall Field and Co.

Carter Hawley Hale President Philip M. Hawley said in Los Angeles that his company believed an expansion program announced earlier this month by Marshall Field "created sufficient doubt about Marshall Field's earnings potential to make the offer no longer in the best interest of Carter Hawley Hale's shareholders."

The proposed exchange offer was covered in a registration statement filed with the Securities and Exchange Commission by Carter Hawley Hale Feb. 1.

Meanwhile in Chicago, Marshall Field & Co. President Angelo Arena said the company expects to report a gain in fourth-quarter operating earnings for the period ended Jan. 31, but overall earnings will be down from a year ago.

Arena said profitability was hurt during the quarter by severe winter weather which held the quarter's sales gain to between 5.5 percent and 6.5 percent. Sales for the nine months were up 9.4 percent.

Earnings also were hurt by real estate losses and "substantial costs" associated with the company's effort to stave off the takeover bid by Carter Hawley Hale.

Arena citicized Carter Hawley Hale's announced reason for withdrawing its acquisition bid. He said he felt Carter Hawley Hale withdrew its bid because the Federal Trade Commission was likely to block it.

Arena said Marshall Field has no plans to drop its antitrust suit against Carter Hawley Hale, at least until it receives formal notice of withdrawal of the acquisition offer.

He defended the company's announced expansion program and said acquisitions and building of stores in new markets would continue as planned.

He said Marshall Field has no knowledge that any other company will make a bid for it now that Carter Hawley Hale has dropped out of contention.

Arena said Marshall Field will announce plans to build a second store somewhere in the south within the next couple of weeks. Marshall Field already has announced its intention to build a store in Houston with plans for four others in a newly created southern division. He said plans for the other stores should be completed by the end of this year.