UNITED
STATES
|
SECURITIES
AND EXCHANGE COMMISSION
|
Washington,
D.C. 20549
|
SCHEDULE
13G
|
(Rule
13d-102)
|
Information
Statement Pursuant to Rules 13d-1 and 13d-2
|
Under
the Securities Exchange Act of 1934
|
(Amendment
No. )*
|
Genesco
Inc.
|
(Name
of Issuer)
|
Common
Stock
|
(Title
of Class of Securities)
|
371532102
|
(CUSIP
Number)
|
May
1, 2006
|
Date
of Event Which Requires Filing of the Statement
|
Cusip
No.
371532102
|
13G
|
Page 2
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Limited Partnership
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Illinois
limited partnership
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
PN;
HC
|
Cusip
No.
371532102
|
13G
|
Page 3
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Investment Group, L.L.C.
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
limited liability company
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
OO;
HC
|
Cusip
No.
371532102
|
13G
|
Page 4
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth
Griffin
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
U.S.
Citizen
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES o
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
IN;
HC
|
Cusip
No.
371532102
|
13G
|
Page 5
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Wellington LLC
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
limited liability company
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES o
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
OO;
HC
|
Cusip
No.
371532102
|
13G
|
Page 6
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Kensington Global Strategies Fund Ltd.
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Bermuda
company
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES o
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
CO;
HC
|
Cusip
No.
371532102
|
13G
|
Page 7
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Equity Fund Ltd.
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands company
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES o
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
CO
|
Cusip
No.
371532102
|
13G
|
Page 8
of 13
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Derivatives Group LLC
|
||
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) x
(b) o
|
||
3.
|
SEC
USE ONLY
|
||
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
limited liability company
|
||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
|
6.
|
SHARED
VOTING POWER
1,254,844
shares
|
||
7.
|
SOLE
DISPOSITIVE POWER
0
|
||
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
||
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
||
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES o
|
||
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Approximately
5.1% as of the date of this filing
|
||
12.
|
TYPE
OF REPORTING PERSON
OO;
BD
|
Cusip
No.
371532102
|
13G
|
Page 9
of 13
Pages
|
Citadel
Limited Partnership
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Illinois
limited partnership
|
Citadel
Investment Group, L.L.C.
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Delaware
limited liability company
|
Kenneth
Griffin
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
U.S.
Citizen
|
Citadel
Wellington LLC
|
c/o
Citadel Investment Group, L.L.C.
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Delaware
limited liability company
|
Cusip
No.
371532102
|
13G
|
Page 10
of 13
Pages
|
Citadel
Kensington Global Strategies Fund Ltd.
|
c/o
Citadel Investment Group, L.L.C.
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Bermuda
company
|
Citadel
Equity Fund Ltd.
|
c/o
Citadel Investment Group, L.L.C.
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Cayman
Islands company
|
Citadel
Derivatives Group LLC
|
c/o
Citadel Investment Group, L.L.C.
|
131
S. Dearborn Street
|
32nd
Floor
|
Chicago,
Illinois 60603
|
Delaware
limited liability company
|
(a)
|
[__]
|
Broker
or dealer registered under Section 15 of the Exchange
Act;
|
(b)
|
[__]
|
Bank
as defined in Section 3(a)(6) of the Exchange
Act;
|
(c)
|
[__]
|
Insurance
company as defined in Section 3(a)(19) of the Exchange
Act;
|
(d)
|
[__]
|
Investment
company registered under Section 8 of the Investment Company
Act;
|
Cusip
No.
371532102
|
13G
|
Page 11
of 13
Pages
|
|
(e)
|
[__]
|
An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
(f)
|
[__]
|
An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
|
(g)
|
[__]
|
A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
|
(h)
|
[__]
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
|
(i)
|
[__]
|
A
church plan that is excluded from the definition of an investment
company
under Section 3(c)(14) of the Investment Company
Act;
|
(j)
|
[__]
|
Group,
in accordance with Rule
13d-1(b)(1)(ii)(J).
|
0
|
Cusip
No.
371532102
|
13G
|
Page 12
of 13
Pages
|
0
|
Cusip
No.
371532102
|
13G
|
Page 13
of 13
Pages
|
KENNETH
GRIFFIN
By:
/s/
John C. Nagel
John
C. Nagel, attorney-in-fact*
CITADEL
LIMITED PARTNERSHIP
By: Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
CITADEL
WELLINGTON LLC
By: Citadel
Limited Partnership,
its
Managing Member
By: Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
CITADEL
DERIVATIVES GROUP LLC
By: Citadel
Limited Partnership,
its
Managing Member
By: Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
|
CITADEL
KENSINGTON GLOBAL
STRATEGIES
FUND LTD.
By: Citadel
Limited Partnership,
its
Portfolio Manager
By: Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
CITADEL
EQUITY FUND LTD.
By: Citadel
Limited Partnership,
its
Portfolio Manager
By: Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
CITADEL
INVESTMENT GROUP, L.L.C.
By:
/s/
John C. Nagel John
C. Nagel, Director andAssociate
General Counsel
|