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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    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): July 5, 2005


                           J. C. PENNEY COMPANY, INC.
             (Exact name of registrant as specified in its charter)


  Delaware                         1-15274                      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


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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  13d-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))









Item 2.01         Completion of Acquisition or Disposition of Assets


     On July 5, 2005, J. C. Penney Company,  Inc.'s wholly owned subsidiary,  J.
C. Penney Brazil,  Inc. closed on the sale of its shares of Lojas Renner S.A., a
Brazilian department store chain, through a public stock offering in Brazil. The
Company is expected to generate net cash proceeds of approximately  $260 million
from the sale of its  interest in Lojas Renner S. A. A press  release  issued by
the Company on July 5, 2005 is attached as Exhibit 99.1.









                                   SIGNATURES

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/ Robert B. Cavanaugh     
                                                 ------------------------------
                                                   Robert B. Cavanaugh
                                                   Executive Vice President,
                                                   Chief Financial Officer




Date:  July 7, 2005







                                  EXHIBIT INDEX

Exhibit Number                   Description

99.1                             J. C. Penney Company, Inc.
                                 News Release issued July 5, 2005




                                                                   Exhibit 99.1


           JCPENNEY CLOSES ON THE SALE OF SHARES OF LOJAS RENNER S.A.


PLANO,  Texas, July 5, 2005 - J. C. Penney Company,  Inc.  (NYSE:JCP)  announced
today that its wholly owned subsidiary, J. C. Penney Brazil, Inc., has closed on
the sale of its shares in Lojas Renner S.A., a Brazilian department store chain,
through a public stock  offering in Brazil.  The company is expected to generate
net proceeds of approximately $260 million from the sale of its Renner interest.
As a result of the sale,  operating results for Renner will be classified by the
company as  discontinued  operations  beginning with the reporting of June sales
and second quarter earnings.


For further information, contact:

Investor Relations
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Bob Johnson; (972) 431-2217; rvjohnso@jcpenney.com 
Ed Merritt; (972) 431-8167; emerritt@jcpenney.com 

Public Relations
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Quinton Crenshaw; (972) 431-5581; qcrensha@jcpenney.com
Daphne Avila; (972) 431-4655; dcavila@jcpenney.com 

About JCPenney
--------------

J. C. Penney Corporation,  Inc., the wholly owned operating  subsidiary of J. C.
Penney Company, Inc., is one of America's largest department store, catalog, and
e-commerce retailers,  employing  approximately 150,000 associates.  As of April
30, 2005, J. C. Penney  Corporation,  Inc.  operated 1,017  JCPenney  department
stores  throughout  the United States and Puerto Rico.  JCPenney is the nation's
largest catalog merchant of general merchandise,  and jcpenney.com is one of the
largest apparel and home furnishings sites on the Internet.

This release may contain  forward-looking  statements  within the meaning of the
Private  Securities   Litigation  Reform  Act  of  1995.  Such   forward-looking
statements,  which  reflect the  company's  current  views of future  events and
financial  performance,  involve known and unknown risks and uncertainties  that
may cause the company's  actual results to be materially  different from planned
or expected results.  Those risks and uncertainties include, but are not limited
to, competition,  consumer demand, seasonality,  economic conditions,  including
oil prices,  changes in  management,  retail  industry  consolidations,  acts of
terrorism or war, and  government  activity.  Please refer to the company's most
recent Form 10-K and  subsequent  filings for a further  discussion of risks and
uncertainties.  Investors  should  take such  risks  into  account  when  making
investment  decisions.  We do not  undertake  to  update  these  forward-looking
statements as of any future date.

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