UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
 
_________
 
FORM 8-K

CURRENT REPORT
 

 
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 
Date of Report (Date of earliest event reported): August 24, 2010

 
J. C. PENNEY COMPANY, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction
of incorporation )
 
 
6501 Legacy Drive
Plano, Texas
(Address of principal executive offices)
1-15274
(Commission File No.)
26-0037077
(IRS Employer
 Identification No.)
 
 
 
75024-3698
(Zip code)
                                                 


Registrant's telephone number, including area code:  (972) 431-1000
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)                 On August 24, 2010, Maxine K. Clark resigned from the Board of Directors of J. C. Penney Company, Inc. (“Company”) to dedicate greater time to her ongoing leadership of Build-A-Bear Workshop, Inc. and to pursuing her deep interests in improving education and mentoring other entrepreneurs.  Ms. Clark served as the Chair of the Company’s Corporate Governance Committee and also was a member of the Human Resources and Compensation Committee and Committee of the Whole.
 
 
 
 
 



 
 
 
 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 

  J. C. PENNEY COMPANY, INC.  
       
 
 
 
 
By:
  
 
 
/s/ Janet Dhillon
 
    Janet Dhillon  
   
Executive Vice President,
General Counsel and Secretary
 
       


Date:  August 26, 2010