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Response Letter

 MARTIN LIPTON

 HERBERT M. WACHTELL

THEODORE N. MIRVIS

 EDWARD D. HERLIHY

DANIEL A. NEFF

 ANDREW R. BROWNSTEIN

MARC WOLINSKY

 STEVEN A. ROSENBLUM

JOHN F. SAVARESE

 SCOTT K. CHARLES

JODI J. SCHWARTZ

 ADAM O. EMMERICH

RALPH M. LEVENE

 RICHARD G. MASON

DAVID M. SILK

 ROBIN PANOVKA

DAVID A. KATZ

 ILENE KNABLE GOTTS

JEFFREY M. WINTNER

 TREVOR S. NORWITZ

BEN M. GERMANA

 ANDREW J. NUSSBAUM

RACHELLE SILVERBERG

 STEVEN A. COHEN

 DEBORAH L. PAUL

DAVID C. KARP

 RICHARD K. KIM

JOSHUA R. CAMMAKER

 MARK GORDON

JEANNEMARIE O’BRIEN

 WAYNE M. CARLIN

STEPHEN R. DiPRIMA

 NICHOLAS G. DEMMO

IGOR KIRMAN

 JONATHAN M. MOSES

T. EIKO STANGE

 JOHN F. LYNCH

WILLIAM SAVITT

 ERIC M. ROSOF

GREGORY E. OSTLING

 DAVID B. ANDERS

ANDREA K. WAHLQUIST

 ADAM J. SHAPIRO

NELSON O. FITTS

 JOSHUA M. HOLMES

DAVID E. SHAPIRO

 51 WEST 52ND STREET

NEW YORK, N.Y. 10019-6150

 TELEPHONE:
(212) 403 -1000

 FACSIMILE: (212) 403 -2000

___________

 DAMIAN G. DIDDEN

 IAN BOCZKO

MATTHEW M. GUEST

 DAVID E. KAHAN

DAVID K. LAM

 BENJAMIN M. ROTH

JOSHUA A. FELTMAN

 ELAINE P. GOLIN

EMIL A. KLEINHAUS

 KARESSA L. CAIN

RONALD C. CHEN

 GORDON S. MOODIE

DONGJU SONG

 BRADLEY R. WILSON GRAHAM W. MELI

GREGORY E. PESSIN

 CARRIE M. REILLY

MARK F. VEBLEN

 SARAH K. EDDY

VICTOR GOLDFELD

 BRANDON C. PRICE

KEVIN S. SCHWARTZ

 MICHAEL S. BENN

 SABASTIAN V. NILES

 ALISON ZIESKE
PREISS

 TIJANA J. DVORNIC

 JENNA E. LEVINE

RYAN A. McLEOD

 ANITHA REDDY

JOHN L. ROBINSON

 JOHN R. SOBOLEWSKI

STEVEN WINTER

 EMILY D. JOHNSON

JACOB A. KLING

 RAAJ S. NARAYAN

VIKTOR SAPEZHNIKOV

 MICHAEL J. SCHOBEL

ELINA TETELBAUM

 ERICA E. BONNETT

LAUREN M. KOFKE

 ZACHARY S. PODOLSKY

RACHEL B. REISBERG

 MARK A. STAGLIANO

CYNTHIA FERNANDEZ LUMERMANN

 CHRISTINA C. MA

 GEORGE A. KATZ (1965-1989)

JAMES H. FOGELSON (1967-1991)

 LEONARD
M. ROSEN (1965-2014)

 ___________

OF COUNSEL

 MICHAEL H. BYOWITZ

 KENNETH B. FORREST

SELWYN B. GOLDBERG

 PETER C. HEIN

MEYER G. KOPLOW

 JOSEPH D. LARSON

LAWRENCE S. MAKOW

 DOUGLAS K. MAYER

PHILIP MINDLIN

 DAVID S. NEILL

HAROLD S. NOVIKOFF

 LAWRENCE B. PEDOWITZ

 ERIC S. ROBINSON

 PATRICIA A. ROBINSON*

ERIC M. ROTH

 PAUL K. ROWE

DAVID A. SCHWARTZ

 MICHAEL J. SEGAL

ELLIOTT V. STEIN

 WARREN R. STERN

LEO E. STRINE, JR.**

 PAUL VIZCARRONDO, JR.

PATRICIA A. VLAHAKIS

 AMY R. WOLF

 * ADMITTED IN THE DISTRICT OF
COLUMBIA

 ** ADMITTED IN DELAWARE

___________

COUNSEL

 DAVID M. ADLERSTEIN

 SUMITA AHUJA

AMANDA K. ALLEXON

 LOUIS J. BARASH

FRANCO CASTELLI

 ANDREW J.H. CHEUNG

PAMELA EHRENKRANZ

 KATHRYN GETTLES-ATWA

 ADAM M. GOGOLAK

 NANCY B. GREENBAUM

MARK A. KOENIG

 J. AUSTIN LYONS

ALICIA C. McCARTHY

 NEIL M. SNYDER

S. CHRISTOPHER SZCZERBAN

 JEFFREY A. WATIKER

 June 4, 2021

VIA EDGAR AND E-MAIL

U.S. Securities and Exchange Commission

 Division of Corporation
Finance 100 F. Street, N.E.

 Washington, DC 20549-7010

Attention:    Mr. Daniel F. Duchovny

Re:  Genesco Inc.

        Preliminary Proxy Statement on Schedule 14A

        Filed May 21, 2021

        File No. 001-03083

Dear Mr. Duchovny:

 On behalf our client,
Genesco Inc. (“Genesco” or the “Company”), we are providing the Company’s response to the comments of the Staff of the Division of Corporation Finance (the “Staff”) of the U.S.
Securities and Exchange Commission (the “Commission”) set forth in your letter dated May 27, 2021 with respect to the Company’s Preliminary Proxy Statement on Schedule 14A filed May 21, 2021 (File No. 001-03083) (the “Proxy Statement”). For the Staff’s convenience, the text of the Staff’s comments is set forth below in bold, followed by the Company’s responses.

 Mr. Daniel F. Duchovny

 June
4, 2021

 Page 2

 As previously discussed the Company’s Definitive Proxy Statement on Schedule 14A with
the Commission will include the revisions responding to the Staff’s comments set forth below.

 Preliminary Proxy Statement

1.
 Please fill in the blanks in your document.

Response: In response to the Staff’s comment, the Company has revised the Proxy Statement to fill in the remaining blanks as part
of the Definitive Proxy Statement filing.

 Proposal 1 – Election of Directors, page 14

2.
 Please clarify your disclosure to describe more precisely the business experience for Mr. Diamond and
Mr. Lambros during the past five years.

 Response: In response to the Staff’s comment, the Company
has revised the disclosure in the Proxy Statement as part of the Definitive Proxy Statement filing that describes the business experience for Mr. Diamond and Mr. Lambros during the past five years to include the language set forth in
Exhibit A.

 -2-

 Mr. Daniel F. Duchovny

 June
4, 2021

 Page 3

 If you have any questions or wish to discuss this matter, please do not hesitate to contact
the undersigned at (212) 403-1366 or SVNiles@wlrk.com.

Very truly yours,

/s/ Sabastian V. Niles

Sabastian V. Niles, Esq.

cc:
 Scott E. Becker, Esq., Senior Vice President, General Counsel and Secretary of Genesco Inc.

 Steven A. Rosenblum, Esq., Wachtell, Lipton, Rosen & Katz

Jennifer H. Noonan, Esq., Bass, Berry & Sims PLC

 -3-

 Exhibit A

Mr. Diamond has been an operator, investor, and entrepreneur in digital media and retail for over 25 years and is a pioneer in digital commerce and
media. Since January 2013, Mr. Diamond has actively managed a portfolio of private investments, including Motom, LLC, a social shopping platform, which he founded in April 2019 and to which he continues to provide leadership and strategic
advice. He co-founded Alloy, Inc. (formerly Nasdaq: ALOY) in 1996, a privately-held marketing and media company focusing on the youth demographic through television, film, and digital media, which merged with
Break Media in October 2013 to form Defy Media. From 2010 to 2013, he led the successful sale of over eight Alloy businesses to a combination of strategic and private equity buyers. He served as chief executive officer of Defy Media, LLC from
October 2013 until November 2018. Mr. Diamond was a director of Alloy since its founding, and was named its chairman and chief executive officer in 1999. Mr. Diamond was instrumental in the establishment of Alloy’s multi-discipline
marketing unit, Alloy Media + Marketing, and led key expansions, including Alloy Entertainment, the youth media behemoth, which was sold to Warner Bros. Television Group; Channel One, the award-winning premiere television news network for teens; and
Alloy Education, a leader in student recruitment solutions for higher education. Mr. Diamond has presided over some of the largest youth brands of the last quarter century including, Delia’s, Alloy, CCS, Smosh, Honest Trailers,
“Gossip Girl,” “Sisterhood of the Traveling Pants,” “Vampire Diaries,” “Pretty Little Liars,” and Channel One Media. He also served as board member during the early stages of Rent the Runway and GoNoodle.
Mr. Diamond continues to work with multiple leading edge companies and brands seeking to reach consumers through all aspects of digital and social media. He has been a director of Genesco since 2001. The Board considers Mr. Diamond’s
experience in youth branding and marketing and insights into navigating and leveraging demographic trends (including as it relates to a key demographic of the Company’s Journeys business), and his knowledge of social media, digital media and
commerce, omni-channel and direct retail and marketing, strategic planning and his senior management experience to be important contributors to the effectiveness of Genesco’s Board.

Mr. Lambros currently serves and has served as president of GCA-U.S., a global investment bank, since May 2018
and as managing director and head of its digital media banking practice since 2004. He currently serves and has served as a member of the firm’s US executive committee since January 2017 and as a member of the board of directors of GCA
Corporation, its parent company (TYO: 2174) since March 2018. Mr. Lambros has been an active advisor to and operator in the digital media and emerging technology markets. As an investment banker, Mr. Lambros has led more than 250 public
and private market financings, merger and acquisition transactions, recapitalizations, joint ventures and senior and subordinated debt financings. From 2000 to 2003, he was senior vice president of business development for Into Networks, a broadband
technology company. From 1993 to 2000, Mr. Lambros was a banker at Morgan Stanley & Co., where he served as a vice president and member of the global communications group focused on advising emerging telecommunications, media and
technology clients. The Board considers Mr. Lambros’ experience in corporate finance, digital media, emerging technology sectors, as well as his experience with strategic portfolio reviews, M&A, transaction matters and capital markets
to be beneficial to Genesco’s Board.