EXHIBIT 21.1

                         SUBSIDIARIES OF FOOTSTAR, INC.

All of Footstar's subsidiaries described below filed voluntary petitions for
reorganization under Chapter 11 of the Bankruptcy Code.

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, FWS I, Inc., a New York corporation, Meldisco H. C., Inc., a
Minnesota corporation, LFD I, Inc., a New York corporation, and all of the
outstanding membership interests of Footstar HQ, LLC, a New Jersey limited
liability company.

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 419 corporations which
formerly operated 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.

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 77 corporations which formerly operated 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. Athletic Center, Inc. also owns all of the outstanding shares of
CDIRECT, INC., a Wisconsin corporation, which owns all of the outstanding shares
of CONSUMER DIRECT WAUSAU, INC., a Wisconsin corporation and all of the
outstanding membership interests of AP LLC, a Wisconsin limited liability
company. CONSUMER DIRECT WAUSAU, INC. owns all of the membership interests of CD
SERVICES LLC, a Wisconsin limited liability company and FA SALES LLC, a
Wisconsin limited liability company which formerly operated the registrant's
direct to consumer businesses.

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 1482 corporations which were formed to operate leased
footwear departments in Kmart Stores all located in the United States, Puerto
Rico, the U.S. Virgin Islands and Guam and 100% of the common stock of
approximately 393 corporations which were formed to operate leased footwear
departments in Kmart or Rite Aid drugstores all located in the United States.





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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
acquired from J. Baker, Inc. and its subsidiaries. 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 and also
owns all of the outstanding shares of Shoe Zone Center, Inc., a Nevada
corporation, which owns all of the shares of approximately 40 corporations which
formerly operated specialty retail stores under the Shoe Zone trade name located
in the United States, Puerto Rico and the U.S. Virgin Islands. In addition, LFD
II, Inc. also owns all of the outstanding shares of stock in approximately 128
corporations formed to operate leased footwear departments in certain Federated
and Gordmans stores.

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.





















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