Foot Locker (FL)

MANAGEMENT’S REPORT

     The integrity and objectivity of the financial statements and other financial information presented in this annual report are the responsibility of the management of the Company. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles and include, when necessary, amounts based on the best estimates and judgments of management.

     The Company maintains a system of internal controls designed to provide reasonable assurance, at appropriate cost, that assets are safeguarded, transactions are executed in accordance with management’s authorization and the accounting records provide a reliable basis for the preparation of the financial statements. The system of internal accounting controls is continually reviewed by management and improved and modified as necessary in response to changing business conditions. The Company also maintains an internal audit function to assist management in evaluating and formally reporting on the adequacy and effectiveness of internal accounting controls, policies and procedures.

     The Company’s financial statements have been audited by KPMG LLP, the Company’s independent registered public accounting firm, whose report expresses their opinion with respect to the fairness of the presentation of these financial statements.

     The Audit Committee of the Board of Directors, which comprises solely independent non-management directors who are not officers or employees of the Company, meets regularly with the Company’s management, internal auditors, legal counsel and KPMG LLP to review the activities of each group and to satisfy itself that each is properly discharging its responsibility. In addition, the Audit Committee meets on a periodic basis with KPMG LLP, without management’s presence, to discuss the audit of the financial statements as well as other auditing and financial reporting matters. The Company’s internal auditors and independent registered public accounting firm have direct access to the Audit Committee.

MATTHEW D. SERRA,	ROBERT W. MCHUGH,
Chairman of the Board,	Senior Vice President and
President and Chief Executive Officer	Chief Financial Officer
March 31, 2008

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MANAGEMENT’S
REPORT

     The
integrity and objectivity of the financial statements and other financial
information presented in this annual report are the responsibility of the
management of the Company. The financial statements have been prepared in
conformity with U.S. generally accepted accounting principles and include, when
necessary, amounts based on the best estimates and judgments of
management.

     The
Company maintains a system of internal controls designed to provide reasonable
assurance, at appropriate cost, that assets are safeguarded, transactions are
executed in accordance with management’s authorization and the accounting
records provide a reliable basis for the preparation of the financial
statements. The system of internal accounting controls is continually reviewed
by management and improved and modified as necessary in response to changing
business conditions. The Company also maintains an internal audit function to
assist management in evaluating and formally reporting on the adequacy and
effectiveness of internal accounting controls, policies and
procedures.

     The
Company’s financial statements have been audited by KPMG LLP, the Company’s
independent registered public accounting firm, whose report expresses their
opinion with respect to the fairness of the presentation of these financial
statements.

     The
Audit Committee of the Board of Directors, which comprises solely independent
non-management directors who are not officers or employees of the Company, meets
regularly with the Company’s management, internal auditors, legal counsel and
KPMG LLP to review the activities of each group and to satisfy itself that each
is properly discharging its responsibility. In addition, the Audit Committee
meets on a periodic basis with KPMG LLP, without management’s presence, to
discuss the audit of the financial statements as well as other auditing and
financial reporting matters. The Company’s internal auditors and independent
registered public accounting firm have direct access to the Audit
Committee.

MATTHEW D. SERRA,	ROBERT W. MCHUGH,
Chairman of the Board,	Senior Vice President and
President and Chief Executive Officer	Chief Financial Officer
March 31, 2008

23