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, Feet Center, Inc., an Arizona corporation, 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 Rosedale
Open Country, Inc., a Minnesota corporation, which owns all of the outstanding
shares of Mall of America Fan Club, Inc. and Apache-Minnesota Thom McAn, Inc.
which owns all of the outstanding shares of Pheasant Thom McAn, Inc., a New
Hampshire corporation. Mall of America Fan Club, Inc. owns all of the
outstanding shares of approximately 420 corporations which operate specialty
retail stores under the Footaction trade name located in the United States and
Puerto Rico selling brand name athletic footwear and related apparel for men,
women and children. Pheasant Thom McAn, Inc. owns all of the outstanding shares
of approximately 110 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 1060 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 former operations in
Hungary, Poland, the Czech Republic and Slovakia.

      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 65 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 former 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.