SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549

                         SCHEDULE 13G

           Under the Securities Exchange Act of 1934
                (Amendment No.                 )*


                      Venator Group Inc.
       ______________________________________________________
                       (Name of Issuer)

           Common Stock, Par Value $0.01 Per Share
    _________________________________________________________
               (Title of Class of Securities)

                          922944103
         ________________________________________________ 
                       (CUSIP Number)




	*The remainder of this cover page shall be filled out for a reporting
 person's initial filing on this form with respect to the subject class
 of securities, and for any subsequent amendment containing information
 which would alter the disclosures provided in a prior page.

	The information required in the remainder of this cover page shall not
 be deemed to be "filed" for the purpose of Section 18 of the Securities
 Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
 that section of the Act but shall be subject to all other provisions of
 the Act (however, see the Notes).










                    (Continued on following pages (s))

                         Page  1  of   4   Pages



CUSIP No.       922944103           		13	         Page  2  of  4  Pages

 (1)  Names of Reporting Persons, S.S. or I.R.S. Identifications Nos.
      of Above Persons

     	Sasco Capital, Inc.
_____________________________________________________________________

 (2)  Check the Appropriate Box if a Member of a Group*  (a)   /   /
  								                                               (b)  / X /
______________________________________________________________________

 (3)  SEC Use Only

______________________________________________________________________

 (4)  Citizenship or Place of Organization

     	Fairfield, Connecticut
______________________________________________________________________

Number of Shares 	(5)  Sole Voting Power
   Beneficially	
   Owned by	           4,294,621
   Each Reporting     	_______________________________________________
   Person With   	(6)  Shared Voting Power
	
	                      None
	                      _______________________________________________
	                 (7)  Sole Dispositive Power

                      	6,940,213
				                  	_______________________________________________
				             	(8)  Shared Dispositive Power
					
	                      None
______________________________________________________________________
 (9)  Aggregate Amount Beneficially Owned by Each Reporting Person

     	6,940,213
_______________________________________________________________________
(10)  Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*

_________________________________________________________________________
(11)  Percent of Class Represented by Amount in Row (9)

     	5.1%
__________________________________________________________________________
(12)  Type of Reporting Person*

     	IA



Page  3  of  4  Pages

Item 1(a)	Name of Issuer:

	The issuer of the securities to which this statement relates is
 Venator Group Inc.

Item 1(b)	Address of Issuer's Principal Executive Offices:

	233 Broadway
	New York, New York  10279-0003

Item 2(a)	Name of Person Filing: 

		Sasco Capital, Incorporated

Item 2(b)	Address of Principal Business Office:

		10 Sasco Hill Road
		Fairfield, CT  06430

Item 2(c)	Citizenship:	

		Sasco Capital, Incorporated is a Connecticut corporation whose office 
  is at Fairfield, Connecticut.

Item 2(d)	Title of Class of Securities:

		Common stock, par value $0.01 per share.

Item 2(e)	CUSIP Number:

		922944103

Item 3		This statement is filed pursuant to Rule 13d-1(b) and the person
filing is:

		Daniel L. Leary, Secretary, for Sasco Capital, Inc.

Item 4		Ownership.  

	The 6,940,213 acquired by Sasco Capital, Inc. constitute 5.1% of the
 outstanding shares of Venator Group Inc..  Sasco Capital, Inc. has
 beneficial  ownership to direct the disposition of only these 6,940,213
 and has the sole power to vote 4,294,621 shares.  Sasco Capital, Inc. has
 no shared powers with regards to any other shares of Venator Group Inc.  



Page  4  of  4  Pages

Item 5		Ownership of 5% or less of a Class

		Not applicable.

Item 6		Ownership of More than 5% on Behalf of Another Person.

		Not applicable.

Item 7		Identification and Classification of the Subsidiary Which
Acquired Security Being Reported on by the Parent Holding Company.  

		Not applicable.

Item 8		Identification and Classification of Members of the Group.

		Not applicable.

Item 9		Notice of Dissolution of Group.

Item 10		Certification.

	By signing below, I, Daniel L. Leary Secretary of Sasco Capital, Inc.,
 certify that, to the best of my knowledge and belief, the securities
 referred to above were acquired in the ordinary course of business and
 were not acquired for the purpose of and do not have the effect of
 changing or influencing the control of the issuer of such securities
 and were not acquired in connection with or as a participant in any 
 transaction having such purposes or effect.

	After reasonable inquiry and to the best of my knowledge and belief,
 I certify that the information set forth in this statement is true, 
 complete and correct.



			_______________________________
			Daniel L. Leary
			Secretary
			February 8, 1999