<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) - March 1, 1999
J. C. PENNEY COMPANY, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-777 13-5583779
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification No.)
6501 Legacy Drive 75024-3698
Plano, Texas
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code: (972) 431-1000
<PAGE>
Item 5. Other Events.
______ ____________
On March 1, 1999, J. C. Penney Company, Inc. (the "Company")
completed its acquisition of Genovese Drug Stores, Inc. As noted in the
press release announcing the completion of the transaction, which is
incorporated by reference herein as Exhibit 20 hereto, each Genovese
stockholder will receive 0.6709 of a share of the Company's Common Stock of
50c par value for each share of Genovese common stock held by such
stockholder.
Item 7. Financial Statements and Exhibits.
______ _________________________________
(c) Exhibits.
20 J. C. Penney Company, Inc. press release dated March 1, 1999.
<PAGE>
SIGNATURES
__________
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
J. C. PENNEY COMPANY, INC.
/s/ C. R. Lotter
_________________________
C. R. Lotter
Executive Vice President,
Secretary and General Counsel
Date: March 9, 1999
<PAGE>
Exhibit Index
Exhibit
Number Description
______ ___________
20 J. C. Penney Company, Inc. Press Release dated March 1, 1999.
<PAGE>
Exhibit 20
__________
JCPENNEY NEWS RELEASE
JCPENNEY COMPLETES ACQUISITION
OF GENOVESE DRUG STORES, INC.
PLANO, TX, March 1, 1999 - J. C. Penney Company, Inc. (JCP/NYSE)
announced at today's Special Meeting of Stockholders of Genovese Drug
Stores, Inc., that Genovese's stockholders approved the merger of Genovese
with Legacy Acquisition Corp., a wholly owned subsidiary of JCPenney. This
approval represents the completion of JCPenney's acquisition of Genovese.
As a result of the merger, Genovese stockholders will receive 0.6709 of a
share of JCPenney common stock for each share of Genovese common stock held
prior to the merger.
Contact: Public Relations Investor Relations
________________ __________________
Duncan Muir Wyn Watkins Eli Akresh
972-431-1329 (972) 431-1972 (972) 431-2207
Public Relations J. C. Penney Company, Inc., 6501 Legacy Drive, Plano,
Texas 75024
