Genesco Inc.'s board of directors rejected Foot Locker, Inc.'s unsolicited proposal to acquire all of the outstanding shares of the company for $46.00 per share in cash. After careful consideration, the Board of Directors, in consultation with its financial advisor, Goldman, Sachs & Co., and with the assistance of its legal advisor, Bass, Berry & Sims PLC, unanimously determined that the $46.00 per share cash proposal is not in the best interests of the company's shareholders.

“Our Board unanimously rejected the proposal and concluded that it did not reflect the long-term value of Genesco, including its strong market position and future growth prospects,” said Hal N. Pennington, chairman and CEO of Genesco Inc.

The board's unanimous decision was communicated to Foot Locker in the following letter:

April 23, 2007

Matthew D. Serra
Chairman and CEO
Foot Locker Inc.
112 West 34th Street
New York, NY 10120

Dear Matthew:

Our Board reviewed the proposal set forth in your letter of April 4, 2007. As part of the evaluation of your proposal, our financial advisors from Goldman Sachs carefully analyzed the proposal and other alternatives for creating shareholder value, including continuing as a strong, independent public company. Based upon their advice, and with the assistance of our legal advisors from Bass, Berry & Sims PLC, our Board unanimously rejected your $46.00 per share cash proposal.

I note that on two prior occasions when you discussed with me your interest in Genesco, I indicated that our company's Board and management believed in the value that could be created for our shareholders by executing our business plan. In the first discussion, you indicated an interest in making a proposal to buy the Company for $48-$50 per share in cash. Further, I note that when you called to inform me of your April 4 letter, you said, “Of course, we can go higher.”

Our Board of Directors is well aware of its fiduciary duties to consider a serious acquisition proposal, which fairly values our Company. The Board's decision to reject your proposal reflects its belief that the $46.00 per share proposal is clearly not in the best interests of our shareholders.

Sincerely,


Hal N. Pennington