CALERES INC — Director's Dealing 2004

Jun 1, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN SHOE CO INC (BWS)
CIK: 0000014707
Period of Report: 2004-05-27

Reporting Person: BOWER JOSEPH I (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-05-27	Common Stock	D	1600	—	Disposed	7750	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-05-27	Restricted Stock Units	$	A	1600	Acquired		Common Stock (1600)	Direct
2004-05-27	Restricted Stock Units	$	A	1100	Acquired		Common Stock (1100)	Direct

Footnotes

F1: On 5/27/04 Brown Shoe Company, Inc. (the "Company") granted Joseph L. Bower (the "Director") 1,600 restricted stock units in consideration for the cancellation of 1,600 shares of restricted stock previously granted to the Director by the Company on 5/26/03. As a result of this exchange, the Director received no cash proceeds from the disposition of the restricted stock.

F2: Each restricted stock unit represents a contingent right to receive the fair market value of a share of common stock of the Company.

F3: Vesting of each restricted stock unit is contingent upon the Director's continued service as a director of the Company for a period of one year after the date of grant. The restricted stock units will be settled in cash on the date the Director's service as a director terminates or such other date as the Director may elect.