EXHIBIT 21.1

                         SUBSIDIARIES OF FOOTSTAR, INC.

      The registrant is the direct parent corporation of Footstar Center, Inc.,
a California corporation which owns all of the outstanding shares of Footstar
Corporation, a Texas corporation which owns all of the outstanding shares of
Footaction Center, Inc., a New York corporation, Meldisco H. C., Inc., a
Minnesota corporation, LFD I, Inc., a New York corporation, Feet Center, Inc.,
an Arizona corporation, Athletic Attic of Texas, Inc., a Texas corporation,
Footstar HQ, LLC, a New Jersey limited liability company, Melville Mexico H.C.,
Inc., a Minnesota corporation, Melville Atlmex H.C., Inc., a Minnesota
corporation and Melville Foreign, Inc., a Minnesota corporation.

      Footaction Center, Inc. owns all of the outstanding shares of
Apache-Minnesota Thom McAn, Inc., a Minnesota corporation, which owns all of the
outstanding shares of Mall of America Fan Club, Inc. Mall of America Fan Club,
Inc. owns all of the outstanding shares of approximately 530 corporations which
operate specialty retail stores under the Footaction trade name located in the
United States, Puerto Rico and the U.S. Virgin Islands selling brand name
athletic footwear and related apparel for men, women and children.

      Meldisco H.C., Inc. owns all of the outstanding shares of Miles Shoes
Meldisco Lakewood, Colorado, Inc., a Colorado corporation which owns 51% of the
capital stock of approximately 2170 corporations and 100% of the common stock of
approximately 1090 corporations which were formed to operate leased footwear
departments in Kmart or Rite Aid Drug Stores all located in the United States,
Puerto Rico, the U.S. Virgin Islands or Guam. Miles Shoes Meldisco Lakewood
Colorado, Inc., also owns 100% of the common stock of Meldisco Europe, Inc., a
New York corporation which was involved in the registrant's discontinued
operations in Hungary, Poland, the Czech Republic and Slovakia.

      LFD I, Inc. owns all of the outstanding shares of LFD II, Inc., a New York
corporation which owns all of the outstanding shares of LFD Operating, Inc., a
Delaware corporation which was formed to operate leased footwear departments in
Gottschalks, Spiegel, Steinmart, Forman Mills, Roses, Roses Express, Super 10,
Super Dollar, Maxway, Super Saver, Bargaintown, Ames, Shoppers World, Biggs,
Auchan, North Country and Citi Trends stores. LFD II, Inc. also owns all of the
outstanding shares of LFD Today, Inc., a New York corporation which was formed
to operate leased footwear departments in Today's Man stores.

      Feet Center, Inc. owns all of the outstanding shares of Nevada Feet, Inc.,
a Nevada corporation which owns all of the outstanding shares of Feet of
Colorado, Inc., a Colorado corporation which owns all of the outstanding shares
of approximately 85 corporations which operate large format retail footwear
stores under the Just for Feet trade name located in the United States.

      Melville Foreign, Inc., a Minnesota corporation directly or indirectly
owns all of the outstanding shares of approximately 4 foreign subsidiaries
formerly involved in the registrant's discontinued operations in Hungary,
Poland, the Czech Republic and Slovakia.

      Several of the subsidiaries referred to in this Exhibit have not yet
opened their stores for business and several no longer operate any stores. All
of the subsidiaries referred to herein are included in the consolidated
financial statements of the registrant.

      The names of other subsidiaries are omitted as, considered in the
aggregate as a single subsidiary, they would not constitute a significant
subsidiary.