UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

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

Date of report (Date of earliest event reported): November 29, 2007 (November 29, 2007)

GENESCO INC.

 

(Exact Name of Registrant as Specified in Charter)

Tennessee		1-3083		62-0211340
(State or Other Jurisdiction		(Commission		(I.R.S. Employer
of Incorporation)		File Number)		Identification No.)

1415 Murfreesboro Road
Nashville, Tennessee		37217-2895
(Address of Principal Executive Offices)		(Zip Code)

(615) 367-7000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On November 29, 2007 Genesco Inc. issued a press release announcing its third quarter earnings and other results of operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

     (d) Exhibits

     The following exhibit is furnished herewith:

Exhibit Number				Description
	99.1			Press Release, dated November 29, 2007 issued by Genesco 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 hereunto duly authorized.

EXHIBIT INDEX

No.				Exhibit
	99.1			Press Release dated November 29, 2007

Exhibit 99.1

Financial Contact:		James S. Gulmi (615) 367-8325
Media Contact:		Claire S. McCall (615) 367-8283

GENESCO REPORTS THIRD QUARTER FISCAL 2008 RESULTS
- -Company Reports Earnings of $0.23 Per Share Before Discontinued Operations,
Including Merger-Related Expenses, Asset Impairment Charges and
Store Closing Costs of Approximately $0.16 Per Share-

NASHVILLE, Tenn., Nov. 29, 2007 — Genesco Inc. (NYSE: GCO) today reported earnings of $5.6 million before discontinued operations, or $0.23 per diluted share, for the third quarter ended November 3, 2007. Results for the quarter included $6.2 million pretax, or approximately $0.16 per diluted share, in litigation and other expenses related to the Company’s proposed merger with a subsidiary of The Finish Line Inc., retail store asset impairment charges and costs related to the previously announced decision to close certain underperforming stores, primarily in the Underground Station Group. For the third quarter ended October 28, 2006, earnings before discontinued operations were $16.0 million, or $0.62 per diluted share. Results for the quarter last year include $1.1 million pretax, or approximately $0.02 per share, of retail store asset impairment charges. Net sales for the third quarter of fiscal 2008 increased 2.3% to $372 million, compared to $364 million for the third quarter of fiscal 2007.

     Genesco Chairman and Chief Executive Officer Hal N. Pennington said, “Our third quarter results continued to reflect generally challenging economic conditions and a difficult retail environment, especially in footwear.

     “Net sales in the Journeys Group were approximately $183 million in the third quarter, and same store sales declined 3%. The benefit we expected from the shift in sales tax holidays and the onset of the back to school season from the second quarter last year to the third quarter this year was more than offset by the general weakness of the retail footwear climate and significant underperformance by one line of shoes that performed very strongly for the Journeys Group in the third quarter last year. While there remains some uncertainty in the marketplace, we believe Journeys is well positioned for the holiday selling season.

     “Net sales in the Hat World Group increased 13% to approximately $88 million, and same store sales rose 2% in the third quarter. Hat World’s core business, particularly Major League Baseball products, performed well during the quarter, as did branded action product. However, Hat World sacrificed some gross margin in connection with a program designed to adjust MLB fashion inventory levels. We completed that program during the third quarter and expect it to benefit future performance.

     “Net sales for the Underground Station Group, which includes the remaining Jarman stores, were $27 million, and same store sales declined 19%. Same store sales again reflected the weak urban market, a difficult Nike comparison, especially during the early part of the quarter, and an ongoing transition into the chain’s new merchandising strategy. While the general retail environment and the urban market remain challenging, we expect Underground Station to benefit from new merchandising strategies in the holiday season and from easier comparisons with last year, especially since Nike sales were less meaningful in the fourth quarter last year.

     “Johnston & Murphy Group’s net sales increased 4% to approximately $46 million in the third quarter. Same store sales for the shops were up 3% and operating margin for the Johnston & Murphy Group increased 220 basis points to 9.4%, reflecting the continuing strength of the brand.

     “Third quarter sales of Licensed Brands increased 26% to approximately $29 million, and operating margin increased 380 basis points to 14% reflecting the continuing strength of Dockers Footwear, sales of which increased approximately 9%, and additional sales related to the introduction of a line of footwear sourced for limited distribution under a new license arrangement. Even in a very challenging retail environment our target consumers are continuing to respond very positively to the product styling, comfort and value found in Dockers Footwear, and our retail customers are very happy with the performance. We believe we are poised for continued success.”

     This release contains forward-looking statements, including those regarding the performance outlook for the Company and its individual businesses, and all other statements not addressing solely historical facts or present conditions. Actual results could vary materially from the expectations reflected in these statements. A number of factors could cause differences. These include uncertainty regarding the effect and timing of the Company’s proposed merger with a subsidiary of The Finish Line, Inc. and litigation and investigations in connection with the merger,

weakness in consumer demand for products sold by the Company, fashion trends that affect the sales or product margins of the Company’s retail product offerings, changes in the timing of holidays or in the onset of seasonal weather affecting period-to-period sales comparisons, changes in buying patterns by significant wholesale customers, disruptions in product supply or distribution, further unfavorable trends in foreign exchange rates, foreign labor and materials costs, and other factors affecting the cost of products, and competition in the Company’s markets. Additional factors that could affect the Company’s prospects and cause differences from expectations include the ability to open, staff and support additional retail stores on schedule and at acceptable expense levels and to renew leases in existing stores on schedule and at acceptable expense levels, the ability to negotiate acceptable lease terminations and otherwise to execute the store closing plan referred to in this release on schedule and at expected expense levels, variations from expected pension-related charges caused by conditions in the financial markets, and the outcome of litigation and environmental matters involving the Company. Additional factors are cited in the “Risk Factors,” “Legal Proceedings” and “Management Discussion and Analysis of Results of Operations and Financial Condition” sections of, and elsewhere, in our SEC filings, copies of which may be obtained by contacting the investor relations department of Genesco via our website www.genesco.com. Many of the factors that will determine the outcome of the subject matter of this release are beyond Genesco’s ability to control or predict. Genesco undertakes no obligation to release publicly the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Forward-looking statements reflect the expectations of the Company at the time they are made. The Company disclaims any obligation to update such statements.

     The Company’s live conference call on November 29, 2007, at 7:30 a.m. (Central time) may be accessed through the Company’s internet website, www.genesco.com. To listen live, please go to the website at least 15 minutes early to register, download and install any necessary software.

     Genesco Inc., a Nashville-based specialty retailer, sells footwear, headwear and accessories in more than 2,150 retail stores in the United States and Canada, principally under the names Journeys, Journeys Kidz, Shi by Journeys, Johnston & Murphy, Underground Station, Hatworld, Lids, Hat Shack, Hat Zone, Head Quarters and Cap Connection, and on internet websites www.journeys.com, www.journeyskidz.com, www.shibyjourneys.com, www.undergroundstation.com, www.johnstonmurphy.com, www.lids.com and www.lidskids.com. The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers brand. Additional information on Genesco and its operating divisions may be accessed at its website www.genesco.com.

GENESCO INC.

Consolidated Earnings Summary

		Three Months Ended								Nine Months Ended
		November 3,				October 28,				November 3,				October 28,
In Thousands		2007				2006				2007				2006
Net sales		$	372,496			$	364,298			$	1,035,124			$	983,617
Cost of sales			184,445				182,844				511,610				487,404
Selling and administrative expenses			174,194				150,992				499,326				433,477
Restructuring and other, net			56				1,083				6,809				1,672
Earnings from operations			13,801				29,379				17,379				61,064
Interest expense, net			3,504				2,948				8,906				7,022
Earnings before income taxes from continuing operations			10,297				26,431				8,473				54,042
Income tax expense			4,687				10,456				3,600				21,457
Earnings from continuing operations			5,610				15,975				4,873				32,585
Provision for discontinued operations			(10	)			(98	)			(1,235	)			(287	)
Net Earnings		$	5,600			$	15,877			$	3,638			$	32,298

Earnings Per Share Information

		Three Months Ended								Nine Months Ended
		November 3,				October 28,				November 3,				October 28,
In Thousands (except per share amounts)		2007				2006				2007				2006
Preferred dividend requirements		$	49			$	64			$	167			$	192
Average common shares — Basic EPS			22,454				22,284				22,420				22,771
Basic earnings per share:
Before discontinued operations		$	0.25			$	0.71			$	0.21			$	1.42
Net earnings		$	0.25			$	0.71			$	0.15			$	1.41
Average common and common equivalent shares - Diluted EPS			26,918				26,624				22,994				27,111
Diluted earnings per share:
Before discontinued operations		$	0.23			$	0.62			$	0.20			$	1.26
Net earnings		$	0.23			$	0.62			$	0.15			$	1.25

GENESCO INC.

Consolidated Earnings Summary

		Three Months Ended								Nine Months Ended
		November 3,				October 28,				November 3,				October 28,
In Thousands		2007				2006				2007				2006
Sales:
Journeys Group		$	182,587			$	184,391			$	486,599			$	462,560
Underground Station Group			26,792				34,981				81,122				105,854
Hat World Group			87,815				77,503				257,119				226,697
Johnston & Murphy Group			46,403				44,467				138,354				130,414
Licensed Brands			28,769				22,844				71,357				57,759
Corporate and Other			130				112				573				333
Net Sales		$	372,496			$	364,298			$	1,035,124			$	983,617
Operating Income (Loss):
Journeys Group		$	15,336			$	25,260			$	27,136			$	46,346
Underground Station Group			(2,930	)			(631	)			(9,991	)			27
Hat World Group			4,639				7,710				14,709				22,334
Johnston & Murphy Group			4,377				3,193				12,459				8,500
Licensed Brands			4,019				2,326				9,193				5,390
Corporate and Other*			(11,640	)			(8,479	)			(36,127	)			(21,533	)
Earnings from operations			13,801				29,379				17,379				61,064
Interest, net			3,504				2,948				8,906				7,022
Earnings before income taxes from continuing operations			10,297				26,431				8,473				54,042
Income tax expense			4,687				10,456				3,600				21,457
Earnings from continuing operations			5,610				15,975				4,873				32,585
Provision for discontinued operations			(10	)			(98	)			(1,235	)			(287	)
Net Earnings		$	5,600			$	15,877			$	3,638			$	32,298

*

Includes $0.1 million of other charges in the third quarter of Fiscal 2008 for asset impairments and includes $6.8 million of other charges in the first nine months of Fiscal 2008 of which $6.8 million is asset impairments related to underperforming stores, primarily in the Underground Station Group, and $0.3 million for lease terminations offset by $0.3 million in excise tax refunds. Includes $1.1 million and $1.7 million of other charges in the third quarter and nine months of Fiscal 2007, respectively, for asset impairments and lease terminations. The third quarter and nine months of Fiscal 2008 also includes $6.1 million and $11.6 million, respectively, in expenses related to the Company’s proposed merger with a subsidiary of The Finish Line Inc.

GENESCO INC.

Consolidated Balance Sheet

		November 3,				October 28,
In Thousands		2007				2006
Assets
Cash and cash equivalents		$	17,980			$	18,638
Accounts receivable			29,213				24,401
Inventories			395,965				344,309
Other current assets			52,716				33,122
Total current assets			495,874				420,470
Property and equipment			250,020				213,974
Other non-current assets			171,524				158,111
Total Assets		$	917,418			$	792,555
Liabilities and Shareholders’ Equity
Accounts payable		$	138,844			$	135,614
Other current liabilities			62,068				62,862
Total current liabilities			200,912				198,476
Long-term debt			215,220				158,250
Other long-term liabilities			89,767				78,722
Shareholders’ equity			411,519				357,107
Total Liabilities and Shareholders’ Equity		$	917,418			$	792,555

GENESCO INC.

Retail Units Operated — Nine Months Ended November 3, 2007

		Balance				Acquisi-																Balance																Balance
		01/28/06				tions				Open				Conv				Close				02/03/07				Open				Conv				Close				11/03/07
Journeys Group			761								96				0				4				853				94				0				2				945
Journeys			710								61				0				3				768				36				0				2				802
Journeys Kidz			50								24				0				1				73				30				0				0				103
Shi by Journeys			1								11				0				0				12				28				0				0				40
Underground Station Group			229								11				0				17				223				2				0				10				215
Underground Station			180								11				3				1				193				2				2				4				193
Jarman Retail			49								0				(3	)			16				30				0				(2	)			6				22
Hat World Group			641				49				104				0				9				785				82				0				11				856
Johnston & Murphy Group			142								13				0				7				148				10				0				2				156
Shops			107								7				0				5				109				7				0				1				115
Factory Outlets			35								6				0				2				39				3				0				1				41
Total Retail Units			1,773				49				224				0				37				2,009				188				0				25				2,172

Retail Units Operated — Three Months Ended November 3, 2007

		Balance																Balance
		08/04/07				Open				Conv				Close				11/03/07
Journeys Group			909				36				0				0				945
Journeys			789				13				0				0				802
Journeys Kidz			91				12				0				0				103
Shi by Journeys			29				11				0				0				40
Underground Station Group			219				1				0				5				215
Underground Station			193				1				1				2				193
Jarman Retail			26				0				(1	)			3				22
Hat World Group			829				31				0				4				856
Johnston & Murphy Group			154				4				0				2				156
Shops			113				3				0				1				115
Factory Outlets			41				1				0				1				41
Total Retail Units			2,111				72				0				11				2,172

Constant Store Sales

		Three Months Ended								Nine Months Ended
		November 3,				October 28,				November 3,				October 28,
		2007				2006				2007				2006
Journeys Group			-3	%			9	%			-2	%			5	%
Underground Station Group			-19	%			-11	%			-21	%			-7	%
Underground Station			-20	%			-11	%			-22	%			-6	%
Jarman Retail			-9	%			-10	%			-12	%			-10	%
Hat World Group			2	%			-1	%			-1	%			0	%
Johnston & Murphy Group			2	%			6	%			3	%			2	%
Shops			3	%			7	%			4	%			2	%
Factory Outlets			-2	%			3	%			3	%			-1	%
Total Constant Store Sales			-3	%			4	%			-4	%			2	%