CALERES INC — Director's Dealing 2013

May 7, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROWN SHOE CO INC (BWS)
CIK: 0000014707
Period of Report: 2013-05-04

Reporting Person: Gupta Mahendra R (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-04	Phantom Stock Units	$	A	1094	Acquired		Common Stock (1094)	Direct

Footnotes

F1: Each unit of phantom stock represents the right to receive cash equivalent to the fair market value of a share of common stock of the Company.

F2: The phantom stock units will be settled in cash in annual installments over a five-year or ten-year period, or in a lump sum in accordance with the Director's prior election, when the Director's service as a director terminates.