SecProbe.io

January 24 , 2014

Via E -mail
James S. Gulmi
Chief Financial Officer
Genesco Inc.
Genesco Park, 1415 Murfreesboro Road
Nashville , TN 37217 -2895

Re: Genesco Inc.
 Form 10-K for the Fiscal  Year Ended February 2, 2013
Filed April 3 , 2013
Amendment No. 1 to Form 10-K for the Fiscal Year Ended February 2, 2013
Filed September 24, 2013
File No. 001 -03083

Dear Mr. Gulmi :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will pr ovide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

Amendment No. 1 to Form 10 -K for Fiscal Year Ended February 2, 2013

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operation s – Fiscal 2013 Compared to Fiscal 2012, page 2 9

1. We note your disclosure of the changes in the metrics, such as same store sales and
comparable direct sales.  Please confirm that you will revise your disclosure in the future
filings to disclose your definition of  same store sales and comparable direct s ales and
how these metrics relate to comparable sales as defined on page 28.  Please provide us
with the draft disclosure to be included in future filings.

James S. Gulmi
Genesco Inc.
January 24 , 2014
Page 2

 Liquidit y and Capital Resources, page 35

2. If material, please disclose the balance of cash, cash eq uivalents, or short -term
investments held by foreign subsidiaries as of each period for which you present a
balance sheet.  Tell us and d isclose whether you intend to repatriate any portion of these
balances held by foreign subsidiaries and if so, disclose that you wo uld need to accrue
and pay taxes if the foreign balances were repatriated.  Please provide us with a draft of
the disclosures you intend to provide in future filings .

Item 8. Financial Statements and Suppleme ntary Data, page 40
Notes to Consolidated Financial Statements , page 50
Note 1 Summary of Significant Accounting Policies , page 50
Buying, Merchandising and Occupancy Costs, page 5 9

3. We note that you record buying, merchandising and occupancy costs as a component of
selling, general and administrative expenses.   In order to enhance an investor’s
understanding of your costs, p lease confirm in future Exchange Act filings you will
quantify such costs that are not recorded within cost of goods sold in your financial
statements.

Note 10 Income Taxes, page 83

4. In future filings, p lease disclose the amounts of both domestic and foreign pretax income
as required by Rule 4 -08 (h)(1)(i) of Regulation S -X.  Provide that information to us for
each year for which you presented an income statement.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsibl e for the accuracy
and adequacy of the disclosures they have made.

James S. Gulmi
Genesco Inc.
January 24 , 2014
Page 3

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the  filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Suying Li  at (202) 551 -3335  or Angela Halac  at (202) 551 -3398  if you
have questions regarding comments on the financial statements and related matters.

Sincerely,

 /s/Tia L. Jenkins

Tia L. Jenkins
Senior Assistant Chief Accountant
Office of Beverages, Apparel , and
Mining