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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 15

Certification and Notice of Termination of Registration under Section 12(g) of
the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15(d) of the Securities and Exchange Act of 1934

                                                  Commission File Number  1-3083

                                  GENESCO INC.
             (Exact name of registrant as specified in its charter)

     1415 MURFREESBORO ROAD, NASHVILLE, TENNESSEE 37217-2895 (615) 367-7000
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                  $4.50 CUMULATIVE CONVERTIBLE PREFERRED STOCK
         SUBORDINATED CUMULATIVE CONVERTIBLE PREFERENCE STOCK, SERIES C
            (Title of each class of securities covered by this Form)

                         COMMON STOCK, $1.00 PAR VALUE
                        PREFERRED SHARE PURCHASE RIGHTS
                 SUBORDINATED SERIAL PREFERRED STOCK, SERIES 1
              EMPLOYEES' SUBORDINATED CONVERTIBLE PREFERRED STOCK
                         10-3/8% SENIOR NOTES DUE 2003
                (Titles of all other classes of securities for
                      which a duty to file reports under
                       section 13(a) or 15(d) remains)

                 Please place an X in the box(es) to designate the appropriate
rule provision(s) relied upon to terminate or suspend the duty to file reports:

                                                                 
                          Rule 12-g-4(a)(1)(i)   /X/             Rule 12-h-3(b)(1)(i)              / /   
                          Rule 12-g-4(a)(1)(ii)  / /             Rule 12-h-3(b)(2)(i)              / /    
                          Rule 12-g-4(a)(2)(i)   / /             Rule 12-h-3(b)(2)(ii)             / /     
                          Rule 12-g-4(a)(2)(ii)  / /             Rule 115d-6                       / /    
Approximate number of holders of record as of the certification or notice date: 0 ----------------- Pursuant to the requirements of the Securities and Exchange Act of 1934, Genesco Inc. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person. DATE: 1-24-94 BY: /s/ James S. Gulmi ------------------------- James S. Gulmi Vice President - Finance