Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Clarke Sheilagh
 2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2014		 3. Issuer Name and Ticker or Trading Symbol
FOOT LOCKER INC [FL]
(Last)
(First)
(Middle)
C/O FOOT LOCKER, INC., 112 WEST 34TH STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Gen. Counsel & Secretary
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10120		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 19,670
D
 
Common Stock 2,659 (1)
D
 
Common Stock 1,665.122
I
401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee stock option (right to buy) 03/23/2006(2) 03/23/2015 Common Stock 1,500 $ 28.155 D  
Employee stock option (right to buy) 03/23/2011(3) 03/23/2020 Common Stock 4,000 $ 15.1 D  
Employee stock option (right to buy) 03/23/2012(4) 03/23/2021 Common Stock 8,000 $ 18.84 D  
Employee stock option (right to buy) 03/21/2013(5) 03/21/2022 Common Stock 7,300 $ 30.92 D  
Employee stock option (right to buy) 03/28/2014(6) 03/28/2023 Common Stock 7,000 $ 34.24 D  
Employee stock option (right to buy) 03/26/2015(7) 03/26/2024 Common Stock 6,000 $ 45.08 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Clarke Sheilagh
C/O FOOT LOCKER, INC.
112 WEST 34TH STREET
NEW YORK, NY 10120		       SVP, Gen. Counsel & Secretary  

Signatures

Sheilagh Clarke 06/03/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Represents performance-based restricted stock units earned for the 2012-2013 long-term incentive period. The restricted stock units will vest on March 21, 2015 and are payable solely in shares of the Company's common stock.
(2) Option granted on March 23, 2005 and became exercisable in three equal annual installments beginning March 23, 2006.
(3) Option granted on March 23, 2010 and became exercisable in three equal annual installments beginning March 23, 2011.
(4) Option granted on March 23, 2011 and became exercisable in three equal annual installments beginning March 23, 2012.
(5) Option granted on March 21, 2012 and becomes exercisable in three equal annual installments beginning March 21, 2013.
(6) Option granted on March 28, 2013 and becomes exercisable in three equal annual installments beginning March 28, 2014.
(7) Option granted on March 26, 2014 and becomes exercisable in three equal annual installments beginning March 26, 2015.

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