CALERES INC — Director's Dealing 2005

Dec 5, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN SHOE CO INC (BWS)
CIK: 0000014707
Period of Report: 2005-12-01

Reporting Person: LIDDY RICHARD A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-12-01	Common Stock	M	13035.7435	—	Acquired	16202.9385	Direct
2005-12-01	Common Stock	D	13035.7435	$41.36	Disposed	3167.195	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-12-01	Phantom Stock	$	M	13035.7435	Disposed		Common Stock (13035.7435)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8200	Indirect

Footnotes

F1: Each unit of phantom stock represents the right to receive the fair market value of a share of common stock of the Company. On December 1, 2005, the Board of Directors of the Company adopted an amendment to the Brown Shoe Company, Inc. Deferred Compensation Plan for Non-Employee Directors (the "Plan") which directed Mr. Liddy's account under the Plan to be distributed to him no later than December 31, 2005. On December 1, 2005, 13,035.7435 units of Phantom Stock, which constituted all of Mr. Liddy's units of Phantom Stock under the Plan, were settled for cash.