Foot Locker (FL)

INCENTIVE STOCK OPTION AWARD AGREEMENT

Stock Option Grant

Effective                         (the “Date of Grant”), pursuant to action taken by the Compensation and Management Resources Committee [or the Stock Option Plan Sub-Committee] of the Board of Directors of Foot Locker, Inc. (the “Company”), a New York corporation, the Company hereby grants to you an incentive stock option (the “Option”), as defined in Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), under the Foot Locker                         Stock Option and Award Plan (the “Plan”), to purchase, in accordance with the terms of the Plan, that number of full shares of common stock of the Company (“Common Stock”) set forth below at the purchase price per share of US $                    (the “Exercise Price”), which is 100 percent of the Fair Market Value (as defined in the Plan) of a share of Common Stock on               .

The Option has been granted to you for a period expiring on                   unless, prior to that time, the Option is exercised in full, is cancelled, or expires due to your death, retirement or other termination of employment, as provided in the Plan. Except as otherwise provided in the Plan, the Option will become exercisable in annual installments over a three-year vesting period according to the vesting schedule set forth below.

If the Option, or other incentive stock options granted to you under the Plan or any other stock option plan of the Company or its parent (if any) or subsidiary corporations, first become exercisable during any calendar year and those options represent shares of Common Stock having an aggregate Fair Market Value (determined as of the Date of Grant of each option) in excess of US $100,000, then those options (or portions thereof) representing the amount of the aggregate Fair Market Value exceeding US $100,000 shall automatically be converted (in reverse order of their Date of Grant) into Nonstatutory Options (as defined in the Plan).