Foot Locker (FL)

Material changes in the market value of the securities we hold may adversely affect our results of operations and financial condition.

     As of January 31, 2009, our cash, cash equivalents and short-term investments totaled $408 million, of which $380 million was invested in a diversified portfolio of short-term securities. Substantially all of our investments were short-term deposits in highly rated banking institutions. We regularly monitor our counterparty credit risk and mitigate our exposure by making short-term investments only in highly-rated institutions and by limiting the amount we invest in any one institution. At January 31, 2009, most of the investments were in institutions rated “AA-” or better from a major credit rating agency. Despite those ratings, it is possible that the value or liquidity of our investments may decline due to any number of factors, including general market conditions and bank-specific credit issues. We have significant amounts of cash and cash equivalents at financial institutions that are in excess of federally insured limits. With the current uncertain financial environment and the instability of financial institutions, we cannot be assured that we will not experience losses on our deposits.

     The master trust which holds the assets of our U.S. pension plan has assets totaling approximately $346 million as of January 31, 2009. The fair values of these assets held in the master trust are compared to the plan’s projected benefit obligation to determine the pension funding liability. We attempt to mitigate risk through diversification, and we regularly monitor investment risk on our portfolio through quarterly investment portfolio reviews and periodic asset and liability studies. Despite these measures, it is possible that the value of our portfolio may decline in the future due to any number of factors, including general market conditions and credit issues. Such declines could have an impact on the funded status of our pension plans and future funding requirements. In addition, the decline in our pension assets will adversely affect pension expense in 2009.

Material changes in the market
value of the securities we hold may adversely affect our results of operations
and financial condition.

     As
of January 31, 2009, our cash, cash equivalents and short-term investments
totaled $408 million, of which $380 million was invested in a diversified
portfolio of short-term securities. Substantially all of our investments were
short-term deposits in highly rated banking institutions. We regularly monitor
our counterparty credit risk and mitigate our exposure by making short-term
investments only in highly-rated institutions and by limiting the amount we
invest in any one institution. At January 31, 2009, most of the investments were
in institutions rated “AA-” or better from a major credit rating agency. Despite
those ratings, it is possible that the value or liquidity of our investments may
decline due to any number of factors, including general market conditions and
bank-specific credit issues. We have significant amounts of cash and cash
equivalents at financial institutions that are in excess of federally insured
limits. With the current uncertain financial environment and the instability of
financial institutions, we cannot be assured that we will not experience losses
on our deposits.

     The
master trust which holds the assets of our U.S. pension plan has assets totaling
approximately $346 million as of January 31, 2009. The fair values of these
assets held in the master trust are compared to the plan’s projected benefit
obligation to determine the pension funding liability. We attempt to mitigate
risk through diversification, and we regularly monitor investment risk on our
portfolio through quarterly investment portfolio reviews and periodic asset and
liability studies. Despite these measures, it is possible that the value of our
portfolio may decline in the future due to any number of factors, including
general market conditions and credit issues. Such declines could have an impact
on the funded status of our pension plans and future funding requirements. In
addition, the decline in our pension assets will adversely affect pension
expense in 2009.

Material changes in the market
value of the securities we hold may adversely affect our results of operations
and financial condition.

     As
of January 31, 2009, our cash, cash equivalents and short-term investments
totaled $408 million, of which $380 million was invested in a diversified
portfolio of short-term securities. Substantially all of our investments were
short-term deposits in highly rated banking institutions. We regularly monitor
our counterparty credit risk and mitigate our exposure by making short-term
investments only in highly-rated institutions and by limiting the amount we
invest in any one institution. At January 31, 2009, most of the investments were
in institutions rated “AA-” or better from a major credit rating agency. Despite
those ratings, it is possible that the value or liquidity of our investments may
decline due to any number of factors, including general market conditions and
bank-specific credit issues. We have significant amounts of cash and cash
equivalents at financial institutions that are in excess of federally insured
limits. With the current uncertain financial environment and the instability of
financial institutions, we cannot be assured that we will not experience losses
on our deposits.

     The
master trust which holds the assets of our U.S. pension plan has assets totaling
approximately $346 million as of January 31, 2009. The fair values of these
assets held in the master trust are compared to the plan’s projected benefit
obligation to determine the pension funding liability. We attempt to mitigate
risk through diversification, and we regularly monitor investment risk on our
portfolio through quarterly investment portfolio reviews and periodic asset and
liability studies. Despite these measures, it is possible that the value of our
portfolio may decline in the future due to any number of factors, including
general market conditions and credit issues. Such declines could have an impact
on the funded status of our pension plans and future funding requirements. In
addition, the decline in our pension assets will adversely affect pension
expense in 2009.

     As of November 1, 2008, we held approximately $374 million of investments, classified as cash, cash equivalents, or short-term investments. As noted in Note 3, $75 million was held in the Reserve International Liquidity Fund. Substantially all of the remaining investments were short-term deposits in highly rated banking institutions. We regularly monitor our credit risk and mitigate our exposure by making only short-term investments in highly-rated institutions and by limiting the amount we invest in any one institution. At November 1, 2008, substantially all of the investments were in institutions rated “AA-” or better from a major credit rating agency. Despite those ratings, it is possible that the value or liquidity of our investments may decline due to any number of factors, including general market conditions and bank-specific credit issues. We have significant amounts of cash and cash equivalents at financial institutions that are in excess of federally insured limits. With the current financial environment and the instability of financial institutions, we cannot be assured that we will not experience losses on our deposits.

     The master trust which holds the assets of our pension plans has assets totaling approximately $369 million as of November 1, 2008. The fair values of these assets held in the master trust are compared to the plans’ projected benefit obligation to determine the pension funding liability. We attempt to mitigate risk through diversification, and we regularly monitor investment risk on our portfolio through quarterly investment portfolio reviews and periodic asset and liability studies. Despite these measures, it is possible that the value of our portfolio may decline in the future due to any number of factors, including general market conditions and credit issues. Such declines could have an impact on the funded status of our pension plans and future funding requirements. In addition, the decline in our pension assets will negatively affect pension expense in 2009.