SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    ---------

                                    FORM 8-K

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

       Date of Report (Date of earliest event reported): September 6, 2002




                           J. C. Penney Company, Inc.
             (Exact name of registrant as specified in its charter)




      Delaware                           1-777                  26-0037077
(State or other jurisdiction       (Commission File No.)      (I.R.S. Employer
     of incorporation )                                      Identification No.)

6501 Legacy Drive
Plano, Texas                                                          75024-3698
(Address of principal executive offices)                              (Zip code)

Registrant's telephone number, including area code:  (972) 431-1000





Item 5.  Other Events and Regulation FD Disclosure

     On  September  6,  2002,  J.  C.  Penney  Company,  Inc.  submitted  to the
Securities and Exchange  Commission  ("Commission") the Statements under Oath of
Principal Executive Officer and Principal Financial Officer ("Sworn Statements")
in accordance with the Commission's June 27, 2002, order requiring the filing of
sworn statements  pursuant to Section 21(a)(1) of the Securities Exchange Act of
1934.  A copy of the Sworn  Statements  is filed  herewith as Exhibits  99.1 and
99.2, and incorporated by reference herein.

     On  September  6,  2002,  J.  C.  Penney  Company,  Inc.  submitted  to the
Securities and Exchange  Commission  ("Commission")  the Chief Executive Officer
and Chief  Financial  Officer  Certifications  required  by  Section  906 of the
Sarbanes-Oxley Act of 2002  ("Certifications").  A copy of the Certifications is
filed herewith as Exhibits 99.3 and 99.4, and incorporated by reference herein.

Item 7. Financial Statements and Exhibits.

          (c)  Exhibits.

               99.1 Statement  Under  Oath  of  Allen  I.  Questrom,   Principal
                    Executive Officer of J. C. Penney Company,  Inc.,  Regarding
                    Facts and Circumstances Relating to Exchange Act Filings.

               99.2 Statement  Under  Oath of  Robert  B.  Cavanaugh,  Principal
                    Financial Officer of J. C. Penney Company,  Inc.,  Regarding
                    Facts and Circumstances Relating to Exchange Act Filings.

               99.3 Certification by Chief Executive Officer Required by Section
                    906 of the Sarbanes-Oxley Act of 2002.

               99.4 Certification by Chief Financial Officer Required by Section
                    906 of the Sarbanes-Oxley Act of 2002.










                                    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/ Charles R. Lotter
                                                -------------------------------
                                                   Charles R. Lotter
                                                   Executive Vice President,
                                                   Secretary and General Counsel

Date:  September 6, 2002