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
Athletic Center, Inc., a Colorado corporation, Athletic Attic of Texas, Inc., a
Texas corporation, Meldisco H. C., Inc., a Minnesota corporation, LFD I, Inc., a
New York 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.

Athletic Center, Inc. owns all of the outstanding shares of Footaction Center,
Inc., a New York corporation, which 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 560 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 and also owns
all of the outstanding shares of FA HQ, Inc., a Texas corporation.

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 2,150 corporations and 100% of the common stock of
approximately 3,780 corporations which were formed to operate licensed footwear
departments in Kmart or Rite Aid Drug Stores all located in the United States,
Puerto Rico, the U.S. Virgin Islands and 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 licensed footwear departments
in Spiegel, Stein Mart, Forman Mills, Roses, Roses Express, Super 10, Super
Dollar, Maxway, Super Saver, Bargaintown, Ames, Shoppers World, Biggs, Auchan
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 licensed
footwear departments in Today's Man stores and also owns all of the outstanding
shares of Shoe Zone Center, Inc., a Nevada corporation, which owns all of the
shares of approximately 5 corporations which operate specialty retail stores
under the Shoe Zone trade name located in Puerto Rico.

Athletic Center, Inc. owns all of the outstanding shares of Feet Center, Inc.,
an Arizona corporation, which 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 90 corporations which operate large format retail footwear
stores under the Just For Feet trade name located in the United States and also
owns all of the outstanding shares of Feet HQ, Inc., a New Jersey corporation.


                                       84
<PAGE>

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.


                                       85