SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


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                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


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          Date of Report (Date of earliest event reported): May 7, 2004
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                                FOOT LOCKER, INC.
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             (Exact name of registrant as specified in its charter)


      New York                       No. 1-10299               13-3513936
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(State or other jurisdiction         (Commission              (IRS Employer
of incorporation)                    File Number            Identification No.)


112 West 34th Street, New York, New York                         10120
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(Address of principal executive offices)                       (Zip Code)


Registrant's telephone number, including area code: (212) 720-3700
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Item 5.   Other Events.

          On May 7, 2004, Foot Locker, Inc. announced that it had closed its
          purchase of approximately 350 Footaction stores from Footstar, Inc.

Item 7.   Financial Statements and Exhibits.

          (c)  Exhibits

          99.1 Press Release of Foot Locker, Inc. dated May 7, 2004 announcing
               the closing of Foot Locker, Inc.'s purchase of Footaction stores
               from Footstar, Inc.



                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned being hereunto duly authorized.


                                                FOOT LOCKER, INC.
                                                --------------------------
                                                       (Registrant)


Date:  May 11, 2004                             By: /s/ Bruce L. Hartman
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                                                    Bruce L. Hartman
                                                    Executive Vice President and
                                                    Chief Financial Officer







                                                                    Exhibit 99.1

                             [FOOT LOCKER, INC. LOGO]

                             N E W S   R E L E A S E
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                                    CONTACT: Peter D. Brown
                                             Vice President, Investor Relations
                                             and Treasurer
                                             Foot Locker, Inc.
                                             (212) 720-4254


           FOOT LOCKER, INC. ANNOUNCES THE CLOSING OF ITS PURCHASE OF
                      FOOTACTION STORES FROM FOOTSTAR, INC.


NEW YORK, NY, May 7, 2004 - Foot Locker, Inc. (NYSE: FL), the New York-based
specialty athletic retailer, today announced that the Company had closed its
purchase of approximately 350 Footaction stores from Footstar, Inc.

Footstar, Inc. filed for Chapter 11 bankruptcy protection on March 2, 2004,
which requires that any disposition of its Footaction stores would be entered
into under a Bankruptcy Code Section 363 sale process. The U.S. Bankruptcy Court
subsequently approved the sale on April 21, 2004 and the waiting period required
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired on May 4,
2004.

Foot Locker, Inc. plans to report its first quarter 2004 results on Wednesday,
May 19, 2004. A conference call is scheduled on May 20, 2004 for 10:00 a.m. ET
to discuss these results, provide guidance with regard to its earnings outlook
for 2004 and review the details of the Footaction acquisition.

Foot Locker, Inc. is a specialty athletic retailer that operates approximately
3,600 athletic retail stores in 16 countries in North America, Europe and
Australia. Through its Foot Locker, Lady Foot Locker, Kids Foot Locker and
Champs Sports retail stores, as well as its direct-to-customer channel
Footlocker.com/Eastbay, the Company is the leading provider of athletic footwear
and apparel.



                 Disclosure Regarding Forward-Looking Statements

This press release contains forward-looking statements, which reflect
management's current views of future events and financial performance. These
forward-looking statements are based on many assumptions and factors detailed in
the Company's filings with the Securities and Exchange Commission, including the
effects of currency fluctuations, customer demand, fashion trends, competitive
market forces, uncertainties related to the effect of competitive products and
pricing, customer acceptance of the Company's merchandise mix and retail
locations, the Company's reliance on a few key vendors for a majority of its
merchandise purchases (including a significant portion from one key vendor),
unseasonable weather, risks associated with foreign global sourcing, including
political instability, changes in import regulations, disruptions to
transportation services and distribution, and the presence of severe acute
respiratory syndrome, economic conditions worldwide, any changes in business,
political and economic conditions due to the threat of future terrorist
activities in the United States or in other parts of the world and related U.S.
military action overseas, the ability of the Company to execute its business
plans effectively with regard to each of its business units, including its plans
for the marquee and launch footwear component of its business, and its plans for
the integration of the Footaction stores. Any changes in such assumptions or
factors could produce significantly different results. The Company undertakes no
obligation to update forward-looking statements, whether as a result of new
information, future events, or otherwise.

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        Foot Locker, Inc., 112 West 34th Street, New York, New York 10120