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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee stock option (right to buy) | $ 22.1875 | 07/10/2006 | J(4) | 6,000 | 04/09/1998(5) | 04/09/2007 | Common Stock | 6,000 | $ 0 | 12,000 | D | ||||
| Employee stock option (right to buy) | $ 11.3125 | 07/10/2006 | J(6) | 10,919 | 04/12/2001(7) | 04/12/2010 | Common Stock | 10,919 | $ 0 | 21,838 | D | ||||
| Employee stock option (right to buy) | $ 12.985 | 07/10/2006 | J(8) | 25,000 | 04/11/2002(9) | 04/11/2011 | Common Stock | 25,000 | $ 0 | 50,000 | D | ||||
| Employee stock option (right to buy) | $ 16.02 | 07/10/2006 | J(10) | 25,000 | 04/18/2003(11) | 04/18/2012 | Common Stock | 25,000 | $ 0 | 50,000 | D | ||||
| Employee stock option (right to buy) | $ 10.065 | 07/10/2006 | J(12) | 50,000 | 02/02/2004(13) | 02/02/2013 | Common Stock | 50,000 | $ 0 | 100,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| MINA RICK FOOT LOCKER, INC. 112 WEST 34TH STREET NEW YORK,, NY 10120 |
Pres. and CEO - U.S.A. | |||
| Sheilagh M. Clarke, Attorney-in-Fact for Rick Mina | 11/07/2006 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Transfer of shares to spouse on October 31, 2006 in connection with the Matrimonial Settlement Agreement between reporting person and his spouse executed on July 10, 2006. Executive disclaims beneficial ownership of such shares following transfer. |
| (2) | Transfer of shares to spouse on October 31, 2006 in connection with the Matrimonial Settlement Agreement between reporting person and his spouse executed on July 10, 2006. |
| (3) | Includes 58 shares acquired on June 1, 2006 through the Employees Stock Purchase Plan. |
| (4) | Pursuant to a Matrimonial Settlement Agreement between reporting person and his spouse executed on July 10, 2006, the reporting person is obligated to transfer the economic benefit of 50% of his stock options that were vested as of 2/3/06, to exercise such options solely at the direction of his spouse, and to deliver either the shares or the cash proceeds, net of withholding taxes, to his spouse. The number of shares reflected in Column 5 represents 50% of the reporting person's vested options from the individual grants as of 2/3/06. The number of shares reflected in Column 9 represents the total number of shares outstanding from such grant, inclusive of the shares in Column 5. |
| (5) | Option granted on 4/9/97 and became exercisable in three equal annual installments, beginning 4/9/98. |
| (6) | See footnote #4 above. |
| (7) | Option granted on 4/12/00 and became exercisable in three equal annual installments, beginning 4/12/01. |
| (8) | See footnote #4 above. |
| (9) | Option granted on 4/11/01 and became exercisable in three equal annual installments, beginning 4/11/02. |
| (10) | See footnote #4 above. |
| (11) | Option granted on 4/18/02 and became exercisable in three equal annual installments, beginning 4/18/03. |
| (12) | See footnote #4 above. |
| (13) | Option granted on 2/2/03 and became exercisable in three equal annual installments, beginning 2/2/04. |