EXHIBIT 99


                    FY 2008 Q3 Final Call Transcript
                            March 19, 2008

This transcript is provided by NIKE, Inc. only for reference purposes.
Information presented was current only as of the date of the conference
call, and may have subsequently changed materially.  NIKE, Inc. does not
update or delete outdated information contained in this transcript, and
disclaims any obligation to do so.

Operator: Good afternoon, everyone.  Welcome to NIKE's fiscal 2008 third
quarter conference call.  For those who need too reference today's press
release you'll find it at www.NIKEbiz.com.  Leading today's call is Pamela
Catlett, Vice President of Investor Relations.

Before I turn the call over to Miss Catlett, let me remind you that
participants of this call will make forward-looking statements based on
current expectations and those statements are subject to certain risks and
uncertainties that could cause actual results to differ materially.  These
risks and uncertainties are detailed in the reports filed with the SEC
including forms 8-K, 10-K, and 10-Q.  Some forward-looking statements
concern future orders that are not necessarily indicative of changes in
total revenues for subsequent periods due to mix of futures and at-once
orders, exchange rate fluctuations, order cancellations and discounts
which may vary significantly from quarter-to-quarter.  In addition, it is
important to remember a significant portion of NIKE, Inc.'s business
including equipment, most of NIKE Retail, NIKE Golf, Converse, Cole Haan,
NIKE Bauer Hockey, Hurley, and Exeter Brands Group are not included in
these futures numbers.  Finally, participants may discuss non-GAAP
financial measures.  The presentation of comparable GAAP measures and
quantitative reconciliations are found at NIKE's website.  This call might
also include discussion of non-public financial and statistical
information, which is also publicly available on that site
www.NIKEbiz.com.

Now I would like to turn the call over to Pam Catlett, Vice President,
Investor Relations.

Pamela M. Catlett, Vice President of Investor Relations
_______________________________________________________

Thank you and good afternoon, everyone.  Thank you for joining us today to
discuss NIKE's fiscal 2008 third quarter results.

As the operator said we issued our results about an hour ago and if you
need to reference them, you can find our press release, which includes the
reconciliations on our website at www.NIKEbiz.com.

Joining us on today's call will be NIKE, Inc. CEO Mark Parker, followed by
Charlie Denson, President of the NIKE Brand and finally you will hear from
our Chief Financial Officer Don Blair who will give you and in depth
review of our financial results.

Following their prepared remarks, we will take your questions.  And as
many of you know, for questions we'd like to allow as many of you to ask
questions as possible in our allotted time.  So we'd appreciate you
focusing your initial questions to two and in the event you have
additional questions that are not covered by others, please do feel free
to requeue and we will do our best to come back to you.  Thank you very
much for your cooperation on this.

And now it is my pleasure to introduce NIKE, Inc. CEO Mark Parker.

Mark Parker, President, CEO
___________________________

Thanks Pam and welcome everybody to our third quarter call.  Q3 shows NIKE
continues to be a strong consistent performer that delivers shareholder
value and long-term growth opportunity.  Net revenue for the quarter was
up 16% with increased revenues in every NIKE Brand region and in each of
our other businesses.  Diluted earnings per share grew 35%.  A return on
invested capital grew 340 basis points to 24.3%.  And worldwide futures
were up 9% on a constant dollar basis.  Don will detail the numbers in
just a minute.

As we finished Q3 as our industry's most relevant choice for consumers,
retail markets in some parts of the world are uncertain as consumers and
retailers wrestle with higher energy prices and fears of recession.  In
this environment, the strength of our brands and product offerings is even
more powerful.  We also finished Q3 as our industry's most relevant choice
for investors.  We all know financial markets are in flux and that makes
having a strong brand, a diverse portfolio and solid growth strategy to
drive cash flow especially valuable.

It's been one year since we shared our goal of reaching $23 billion in
revenue by fiscal 2011.  Our Q3 results validate once again that we're
delivering on that growth strategy.  We remain confident but we don't take
anything for granted.

As we move into Q4 and beyond, we're completely focused on growing revenue
in our key businesses and geographies.  And on leveraging our resources to
create opportunities for the future.  One example of a key business is
football.  This business has been a key driver for the NIKE Brand over the
last decade.  It shows no sign of slowing down.  During the third quarter
of our NIKE Brand football business grew at a double-digit rate on its way
to another record year.

This month we took another major step forward with the addition of Umbro
to our portfolio.  This brand is a perfect match for NIKE and it's a great
example how we're applying our financial resources and operational
capabilities to businesses with the greatest growth potential.  And by the
way, extending our leave as the world's number one football company.

We have a new Umbro CEO in place, Matthew Cook, who comes up from his role
as general manager of NIKE Italy.  Matthew a native Englishman has
tremendous passion for football and has been instrumental in expanding
NIKE football in Europe.  There's lots of potential here.

During the Q3, we also finalized the sale of Starter.  We're finishing the
sale of Bauer Hockey and we're seeing solid performance throughout the
rest of portfolio.

Converse continues its amazing growth trajectory, revenues were up 29% on
the quarter, the 6th consecutive quarter that revenue has increased over
25%.  At the Converse ONE Star product launch we launched in 1600 Target
stores is generating numbers that are well above plan.  So we're very
excited about the future of Converse.  Hurley delivered its biggest
quarter ever with revenues up 33%.  They?re really getting the product and
the merchandising right and that?s connecting with the core consumer and
with the broader action sports market.

Cole Haan has been very strong especially in our wholesale business.  We
see a lot of potential with Cole Haan Sport integrating NIKE technology
into that line.  NIKE Golf delivered another solid quarter driven by
growth in the U.S. and international markets.  Our golf apparel business
continues to do extremely well and we're excited about our new footwear
and club launches, which continue to bring innovation to the golf course.

In Q3, the subsidiary businesses contributed over $600 million in revenue
up 15% over last year.  So I really like where the business portfolio is
right now.  We see tremendous opportunity in our mix of brands and in our
six key NIKE Brand categories.  My focus is on managing the portfolio to
maximize the potential for growth in revenue and profitability.

We're continually finding new ways to leverage talent and functional
resources really bringing a new level of integration to the portfolio.
Specifically we're looking for ways to better align and more fully
leverage our supply chain, IT platforms, and support functions to drive
operational efficiency.  We see a lot of upside potential in optimizing
and sharing these resources.  I'm very bullish on prospects for our
existing portfolio of businesses and of course, we continue to explore new
brands and companies that compliment our portfolio.

I also talked about key geographies and the most important ones right now
are the U.S. and China.  Here in the U.S. we continue to grow in a
difficult market by driving innovation and excitement into the
marketplace.  Over the last 12 months, we have gained over 3 points of
footwear market share in the U.S. pushing our total close to 40%.  Our
performance apparel products like NIKE Pro and Sport essentials continue
to deliver strong growth.  The area we still have some work to do is in
sportswear apparel, specifically on the more basic end of the business.
Where we're very focused on realigning our product market and retail
position.

One way to do that is to bring more direct influence from the pure
performance side of NIKE into sportswear.  A great example is our products
for the Beijing Olympics.  I think it's the most dramatic and compelling
mix of performance and sportswear concept that NIKE has ever created.  I'm
very confident in the direction and commitment of our apparel team and in
the potential of our apparel business.

In China we have said NIKE will reach a billion dollars, not in two or
three years but by the end of this fiscal year.  So I've got to revise my
thoughts on that point.  As we speak today NIKE China is over a billion
dollars in revenue for the trailing 12 months and that's just the NIKE
Brand.  We'll have more news on that at year-end.

I want to close by saying I believe there's tremendous opportunity in our
industry and it's important to look through the cyclical pressures and
focus on the long-standing powers in place.  The price of oil is not as
powerful as the global passion for sports.  This is true for NIKE and our
industry.  The universal values and benefits of sports, the premium
consumer experience and the power of innovation will always triumph over
circumstance.

Now I'll turn it over to Charlie for an update on the NIKE Brand.

Charlie Denson, President, NIKE Brand
_____________________________________

Thanks, Mark.  Good afternoon, everybody.  Okay.  So Q3.  We saw a lot of
solid performance around the brand and around the world.  We talked about
the NIKE Brand being more than just a brand.  It's a global portfolio of
businesses.  This quarter demonstrates again how geographic reach and
diversity continue to drive sustainable profitable growth.

The U.S. economic environment is top of mind for all of us and I'll talk
about that in a minute.  But I would like to start with our international
business.  First of all consider this: NIKE's international business
accounts for roughly 60% of brand revenues.  That international business
grew 24% over last year.  And international futures for the next five
months grew at a mid-teens constant dollar rate.  So we feel pretty good
about the health of the business around the world.

In our European business football leads the way.  Revenue was up 10% on a
constant dollar basis, footwear and apparel increased in both revenue and
margins to drive very healthy profit growth.  This also yielded market
share gains in footwear and apparel in all of the big five Western
European countries.

I said football leads the way and it does.  We launched our newest most
innovative football boot ever, the lead product in our Mercurial Vapor IV.
It?s the lead product in our Mercurial franchise and has led to great sell
throughs throughout the campaign.  In July we will follow that up with
Mercurial SL, the lightest football boot ever made.  And we signed the
French National Team last month, which is just the latest in a long string
of relationships with key player, teams and organizations throughout the
world.  Starting in 2011 this edition represents yet another confirmation
that NIKE is the number one brand in football.

Within the EMEA region we saw an 11% increase in revenue from the UK.  We
had a steady hand there cleaning up distribution and managing inventory
and pricing.  And that market is responding the way we thought it would.
And our sub region of central European countries delivered double-digit
revenue gain in every single country led by Russia, Turkey and Poland.  We
delivered all this growth while keeping and intense focus on inventories.
We feel very good about our inventory levels in the region especially in
footwear.  As you know clean inventory is a key to profitability.  It
keeps the marketplace healthy and positions the brand for strong sell-
throughs coming off our strong futures orders.

In Asia-Pacific, let's talk about Japan first.  I characterize our
progress there as steady.  We continue to grow revenue in futures but we
have higher expectations of ourselves in this very critical market.  We're
applying the same disciplined approach to managing and creating the
Japanese market as you have seen us do in other key markets focusing on
innovative products and premium consumer experiences that differentiate
NIKE in the marketplace.  The revenue growth can be better but the quality
of our business continues to improve.

China continues to break records in almost every metric.  Third quarter
revenue is up over 50%.  And we're close to 50% gain year-on-year to date.
Our retail accounts opened almost 900 new doors year to date bringing our
total to nearly 3500.  These stores are selling a lot of product as comp
store sales continue to be strong.  As Mark mentioned we are the first
brand in our industry to reach $1 billion in revenue in China.  And we did
it almost a year ahead of our original expectations.  We don't see that as
our goal, but we do see it as a pretty good start.

Back to the U.S.  We look at the macro environment in the U.S. and know
the conditions are tough.  But NIKE continues to increase revenues here,
gain share, and grow the business.  Footwear and apparel revenue are both
up, once again our revenue growth in the quarter was broad-based our
businesses with nine of our top ten accounts grew.  In fact, for the first
time in a third quarter U.S. footwear revenue surpassed $1 billion.  We
have been very successful at surgical pricing strategies that are
increasing margins on key models.  And our inventory levels are really
clean, below our rate of increase in revenues.  I think these are great
indicators of our ability to manage for profitability even within the
challenging environment.  1% futures growth is softer than we have seen in
several quarters but we feel pretty good about the quality of our business
in the U.S..  You heard us say many times that we're focused on sustaining
our poll demand model.  I'm very pleased we're staying true to that
approach and successfully navigating the current environment with an eye
towards long-term healthy sustainable growth.

Mark mentioned apparel.  I like where our performance product is right
now.  We're looking at double-digit revenue increases in men's training,
women's training as well as running.  U.S. apparel revenue is up overall.
But I do think we can do even better.  Specifically we're cleaning up some
inventories in sportswear.  We're moving a lot of that to our factory
stores.  It's worth recalling that we expanded our factory store portfolio
over the last 18 months and this continues to help us effectively manage
inventory delivering profitability while maintaining that brand integrity
in the marketplace.

You know we're planning on generating quite a bit of excitement for our
fourth quarter.  Specifically we just launched the complete men's training
initiative this spring in the U.S. that centers around the concept of
dynamic training.  Part of that is our partnership with SPARQ, which is
creating a new performance standard to drive and measure athletic
performance for competitive athletes.  You're also going to see a lot of
activity around team USA basketball that brings together more key athletes
from around the NIKE portfolio of brands.

We have the European championships coming up and a great momentum in
football.  So we'll start rolling out a strong campaign in April led by
the new T-90 Laser II, one of the most innovative and accurate soccer
boots in the world.  Of course we're heading to Beijing with a whole
arsenal of communications, some around familiar themes like Just Do It,
others that are unique to these gains and the great NIKE athletes we?ll
all be watching compete.

Basically we're executing the biggest campaign we've ever done.  Twice.
We're very confident in our timing of this.  Now is not the time to hide
in the weeds.  We're on the offense but with tremendous focus on
innovative product, stories and experiences.  When we get a line like we
are now we know we capture not only consumer's imaginations but revenue
and share as well.  We're also seeing on plan for a new retail executions.
We're working on the NIKE store concept.  We're starting to secure
locations and expect to have several locations up as we move into fall.
The House of Hoops contest in New York is doing very well and we're
working closely with Foot Locker as we plan the expansion of this concept
in the next few months.  We're also working on a new concept with the
Finish Line as well, so stay tuned.

Last quarter we sold you about the revamped running space in our NIKETown
New York which continues to generate very solid results.  Revenue from
that running experience is up 35%.  And it's driving more than just sales.
Overall store traffic is up 14%.  Another example of our category focus
starting to pay dividends.

We're going to take what we did for running in NIKETown New York and we're
going to do the same thing for football in NIKETown London.  We call it
the Boot Room.  It will be the world's pinnacle expression of NIKE
football.  That will be up and running for the euro champ this is summer.
It's important to understand our retail plan is not just about getting a
new format out.  It's about improving our connection with consumer and
creating a better experience with the brand of retail.  All the work we're
doing in this space is making us a much better retailer and a better
wholesale partner.  It?s also making us a much more connected brand and a
much stronger company.

So Q3 it was a pretty strong quarter.  I think it shows the power and
flexibility of the NIKE Brand.  We have a big bank of levers and we're
able the pull them to create and leverage growth opportunities in any
market around the world.  I feel very confident that we can continue to
execute our plans and deliver the profitable and sustainable growth we
have talked about over the last several years.  With that, I'm going to
turn it over to Don.  Thank you.

Donald W. Blair, Vice President and Chief Financial Officer
___________________________________________________________

Thanks, Charlie.  I agree completely with my colleagues that we're very
pleased with the results of our fiscal third quarter.  We continue to
deliver against our financial goals in the face of market uncertainty.

Here is a recap of NIKE, Inc. results for the third quarter.  Revenue for
NIKE, Inc. and the NIKE Brand grew 16% for the quarter with 6 points of
rowth from the weaker dollar driven by growth across all four regional
businesses.  The businesses reported as Other reported revenue growth of
15%.  Futures orders scheduled for delivery from March 2008 through July
2008 grew over 11% versus last year driven by robust growth in each of our
international regions.  U.S. futures grew 1%.  Excluding currency changes,
futures were up about 9%.

For the quarter diluted earnings per share grew 35% to 92 cents driven by
strong revenue growth, expanding operating profit margins, a lower tax
rate, and fewer outstanding shares.  Earnings per share for the third
quarter were somewhat higher than anticipated as we elected to shift
demand creation spending from the third to the fourth quarter to invest
more heavily in integrated marketing programs behind the European Football
Championships and the Beijing Olympics.  EPS for the third quarter also
included a 4-cent gain from the sale of Starter.

Third quarter gross margins expanded 90 basis points versus the prior year
driven primarily by improving in line pricing margins in footwear and
better off price margins.  The impact of currency on gross margin was
minimal.  Over the first three quarters-of fiscal 2008 we delivered a
billion dollars in free cash flow from operations, paid out $300 million
in dividends and repurchased $952 million in NIKE stock.  Our balance of
cash and short-term investments totaled nearly $3 billion as of February
29 or approximately $6 per diluted share on a gross basis and $4.50 a
diluted share net of debt.  Our trailing 12 months return on invested
capital was 24.3%, up 340 basis points versus the end of the third quarter
fiscal 2007.

With that recap of our consolidated performance, let me give you some more
details on the results that were reported earlier today.  In our European
region which includes the Middle East and Africa, third quarter revenues
increased 23%.  Excluding currency changes revenues advanced 10% as both
footwear and equipment grew double digits and apparel advanced 8%.
Currency neutral revenues for the emerging markets in the region were up
34% as every country in the group delivered double-digit revenue growth.
The balance of the region grew at a mid single digit rate driven by strong
growth in the UK, Germany and northern Europe.  Futures orders for the
EMEA region grew 9% in constant dollars reflecting continued growth in
nearly every country in the region.  Third quarter pre-tax income for the
European region grew 31% to $334 million driven by strong revenue growth,
improved gross margins, SG&A timing and stronger European currencies.

In the Asia-Pacific region third quarter revenues increased 27% including
a 7 percentage point benefit from currency changes.  Currency neutral
revenues for footwear increased 22%, apparel grew 19% and equipment
advanced 15%.

While revenue increases were broad-based across the region, Asia's growth
engine continues to be China.  For the quarter revenues in China increased
over 50% on a currency neutral basis and we've now exceeded a billion
dollars on a trailing 12 month basis.  Our growth in China has been driven
by new store openings and strong sell through fueled by brand billing
investments around the Beijing Olympics and the Just Do It campaign.  Our
results in Japan as Charlie said continue to demonstrate improvement as
our revenues there grew 4% on a currency neutral basis.  As we've noted on
previous calls we continue to believe there's enormous opportunity for
profitable growth in Japan and we won't be satisfied until we begin to see
meaningful acceleration there.

For the quarter pre-tax income for Asia-Pacific grew 46% to $193 million
driven by strong revenue growth, expanding gross margins, SG&A timing, and
stronger currencies.  The Americas region third quarter revenues increased
20% driven by about 10 points of benefit from stronger currencies.
Excluding the effects of currency, revenue growth for the region was
driven by the Latin American markets led by growth of over 15% in
Argentina, Brazil, and Mexico.

Third quarter pre-tax income for the Americas region grew 23% to $52
million driven by revenue growth, gross margin expansion and favorable
exchange rates.

In the third quarter our U.S. business delivered solid results which were
all the more remarkable given the uncertainties in the marketplace.
Revenues increased 5% versus the prior year driven by higher sales to
nearly all of our top accounts.  Revenues from NIKE owned retail stores in
the U.S. grew 13% for the quarter driven by new store openings, 3% comp
store sales increases at both first quality and factory outlet stores, and
strong growth in our digital business.  Our footwear business in the U.S.
delivered an excellent third quarter as revenues grew 5% and gross margins
expanded 2 points.  The revenue growth was driven largely by a higher
average price per pair as unit volume was essentially flat.  Most of the
average selling price gain was surgical price increases taken for the
spring season and a shift in mix to higher price sportswear and away from
kids products.

U.S. apparel revenues increased 10% for the quarter as growth in
performance categories such as running, men's training and women's
training were partially offset by softness in basketball products.

Third quarter pre-tax income for the U.S. increased 17% to $347 million
driven largely by revenue growth, expanding footwear margin, and lower
SG&A spending driven largely by the timing of demand creation.

Third quarter revenues from our other businesses grew 15%.  Converse
delivered another tremendous quarter as revenues advanced 29% and pre-tax
income grew 24%.  Revenues for Hurley, Cole Haan and NIKE Bauer Hockey
each grew double digits.  For the quarter pre-tax income for the other
businesses increased 16% driven by strong revenue growth and expanding
gross margins partially offset by higher operating overhead investments
and infrastructure.

Third quarter SG&A expense for NIKE, Inc. grew 13% with 4 points of growth
coming from changes in currency exchange rates.  Excluding currency
effects demand creation grew 3% and operating overhead grew 12%.  On
previous calls we have indicated our demand creation spend for this fiscal
year would be heavily focused on the fourth quarter.  That's certainly
played out in our results for the third quarter and year-to-date.  In Q4
we expect demand creation could be over a third higher than prior year
levels driven by marketing campaigns focused on the Beijing Olympics, the
Euro Champs and men's training in the U.S..

The growth in third quarter operating overhead was driven primarily by
investments in strategic growth initiatives such as NIKE owned retail,
NIKE China, and our rapidly growing other brands such as Converse.
Excluding these investment areas, operating overhead grew about 5% on a
currency neutral basis.  Other income for the quarter was $5 million
versus $10 million in last year's third quarter.  Other income in the
current year was largely comprised of a $29 million gain on the sale of
the Starter brand offset by currency hedge losses.  Other income for the
prior year consisted mainly of the gain from the sale of our Oregon
distribution center.  The combination of currency hedge losses and the
favorable translation of foreign currency denominated profits from our
international businesses increased year-over-year pre-tax income by about
$29 million for the third quarter of fiscal 2008.

Our tax rate for the third quarter of fiscal 2008 was 30.6%, 170 basis
points below the prior year.  We expect the effective tax rate for the
fourth quarter to be a bit lower than the third quarter bringing the last
three quarters of the year very close to our previous guidance of about
30.3%.

In addition to the strong profitability for the quarter we're also very
pleased with our continued improvements in capital productivity.  As of
the end of the third quarter of fiscal 2008 our cash conversion cycle was
7 days lower than the end of the prior year quarter driven by improved
profitability metrics for inventory, accounts receivable, and accounts
payable.  Thanks to strong focus by our sales, operations and finance
teams, inventories and accounts receivable continue to be in very good
shape as both grew 10% versus the end of last year's third quarter well
below the comparable growth rates for third quarter revenues.  Inventory
growth was also below the rate of futures orders for the next five months.

As Mark indicated earlier, we remain on track to achieve our financial
goals for the fiscal year.  Excluding the realized gain on the sale of
Starter, the expected fourth quarter gain on the sale of Bauer Hockey, and
results for Umbro, our expectation for the full year remain largely
unchanged.

For the fourth quarter we project low double digit revenue growth driven
by our business momentum and the continued weakness of the U.S. dollar.
And we're forecasting acceleration in gross margin growth as the benefits
of clean inventories, continued progress on gross margin initiatives, and
favorable selling currencies more than offset the impact of sourcing cost
pressures such as higher oil prices, labor rates, and stronger Asian
currencies.

As we've discussed earlier we expect SG&A to grow substantially faster
than revenue in the fourth quarter due to investments in demand creation
and continued operating overhead investment in our growth businesses.

For the fourth quarter we expect a weaker dollar should continue to have a
positive impact on our overall profitability as translation benefits more
than offset currency hedge losses.  However, these currency hedge losses
will likely result in an increase to other expense in the fourth quarter
of fiscal '08 before considering the expected gain from the sale of Bauer
Hockey.

The guidance I have just given you excludes the anticipated impact of the
sale of Bauer Hockey and the acquisition of Umbro.  In the fourth quarter
we expect to close the sale of Bauer Hockey and report a gain on the
transaction.  While we have closed on the Umbro acquisition we are still
finalizing the purchase accounting.  Although we have not yet completed
the accounting for either of these transactions, we expect that together
the two will represent a modest benefit to our fourth quarter earnings per
share.

As we usually do at this time we're now developing plans for fiscal 2009.
This year there's a somewhat greater level of uncertainty about the
macroeconomic outlook in which we'll have to operate.  That said we remain
committed to managing every aspect of our P&L and balance sheet to deliver
growing earnings and cash returns to our shareholders while building our
business for sustainable profitable growth.

For fiscal 2009 as a whole, we're targeting high single digit revenue
growth and continued EPS leverage.  We expect the EPS growth for the year
to be relatively more heavily weighted towards the last three quarters of
the year as we continue to focus demand creation on the Euro chance and
the Beijing Olympics early in the year.  In addition our tax rate for the
year will most likely be similar to our FY '08 fourth quarter rate, well
above the first quarter of fiscal 2008 which reflected a significant one
time tax benefit.

In summary, we've continued to drive toward achievement of our financial
goals for fiscal 2008.  And remain committed to delivering profitable
growth again in fiscal 2009.  With that, we'd be happy to take your
questions.

QUESTION AND ANSWER SECTION

Operator:  Thank you.  We'll now be conducting the question-and-answer
session.  [Operator Instructions]  Our first question today comes from the
line of Kate McShane with Citigroup.

<A - Pamela Catlett>: Hello, Kate?

<Q - Kate McShane>: Hello?

<A - Pamela Catlett>: Hello, Kate?

<Q - Kate McShane>: Hi.  Can you hear me?

<A>: Yes.

<A - Pamela Catlett>: Please go ahead.

<Q - Kate McShane>: I'm sorry.  Saying hi a couple of times.  For the
fourth quarter you had indicated that the growth in demand creation spend
would be over a third and I may have missed it but did you guide how much
you expect overhead to be up for the fourth quarter and can you remind us
what the breakdown is between demand creation overhead and your SG&A?

<A>: We did not provide guidance directly on operating overhead.  And with
respect to demand creation operating year head, let me flip through some
pages here and I'll give you that in a second.  But it?s roughly two
third, one-third.  About a third demand creation and two-thirds operating
overhead.

<Q - Kate McShane>: Okay.  And my follow-up question is on the NIKE Spark
you just announced earlier in March the advertising would be doing around
the launch of that -- these new products.  Have we seen the spending in
the third quarter for that or will that also be a fourth quarter impact in
SG&A?

<A - Charlie Denson>: Yeah that's -- Kate, that -- this is Charlie.
That's going to be a fourth quarter impact.

<Q - Kate McShane>: Okay.

<A>: And Kate, just some numbers here demand creation for the quarter was
about $500 million and operational SG&A was 895 million.

<Q - Kate McShane>: I appreciate that.  Thank you.

<A>: Thank you.

<A - Pamela Catlett>: Operator do we have another question?

Operator:  Yes, we do, from the line of Brad Cragin with Goldman Sachs.

<Q - Brad Cragin>: Yes.  Hello.  I was wondering if you could talk about
what you seeing in the U.S. market, really some pretty impressive results
given the environment.  Can you address the price value equation you guy
have referred to in some of the other markets and just talk about what
your comfort level is with some of the ASP increases that you have there
and whether you guys continue to see any upward movement in that going
forward?

<A - Charlie Denson>: Brad, this is Charlie.  Right now while talking
about the U.S. marketplace in general first.  I think that's the best way
the approach it.  I think what we're seeing and it's something that we're
comfortable with and have seen before, is under uncertainty or uncertain
times people tend to go with the things they know best and feel most
comfortable with and we've seen some of our market shares start to
increase, I think you have seen some of the quarterly numbers come through
recently.  And we've benefited -- we have some great product in the
marketplace and it continues to perform well.  Especially on the footwear
side of things.  So we feel very good about the overall health of the
business.  I referred to it in my prepared remarks as well, the discipline
around inventory management and even under somewhat times of uncertainty,
making sure that we don't put too much product in the marketplace and that
we are continuing to maintain that whole market that we so often refer to.
As far as average selling price, in footwear specifically I think it is up
a small amount but somewhat inconsequential on the overall number.

<A>: As far as the price value relationship is concerned, we did take some
what I called surgical price increases in the United States.  And as we've
discussed before we've looked at this on a style by style basis and we've
monitored the sell-throughs very carefully and we feel very good about
where we are in terms of the pricing and the demand curve.

<Q - Brad Cragin>:  Okay.  Great.  And then I imagine part of that is a
function of the premium consumer experience that you guys have been making
a fair amount of progress on.  Can you just address your sports culture
and women's fitness category as -- can you just talk about what maybe
coming down the pipe in terms of improving those or continuing to build
those experiences going forward?

<A>: Yeah.  I think that the sportswear piece right now I'll start with
footwear is a very strong part our business.  We've got a lot of high-
performing what we call icon styles, Air Force One, the Dunk, a couple of
them being worked on now will be launched over the next year, Cortes
specifically.  It's been a very successful formula with us and we feel
very good about that in the future as well.  You'll see even more of that.
I think the other idea is as we continue to build out this category
emphasis throughout the organization and actually into the marketplace I
keep reminding people that we haven't even actually delivered our first
product line generated from that organizational shift.  So you'll start to
see some of that as we move into -- into this fall and then on into next
year and I'm very excited about some of the things that are starting to
percolate within the category organizations here both from a product
standpoint and a consumer standpoint.

<Q - Brad Cragin>: Great.  Thank you.

Operator:  Our next question is from the line of Robert Drbul with Lehman
Brothers.  Please proceed with your question.

<Q - Robert Drbul>: Hi, good afternoon.

<A>: Hi, Bob.

<Q - Robert Drbul>:  I guess the first question that I have is just on
Asia and on China specifically.  In terms of the sustainability of the
business or sort of if you had to look over the next six to nine months,
how do you really see that playing out from a top-line perspective and
when you look at how good those numbers are just how long that can
continue.  Can you touch on that?

<A - Charlie Denson>: This is Charlie.  I mean, we have spent a lot of
time talking about this internally.  I think as we gear up for Beijing one
of the things that we have been focused on for two years plus is the idea
that we're going to be there when everything else leaves and we have
positioned ourselves in the marketplace and with the Chinese consumer with
that specific intent.  I think you've pretty familiar with some of the
campaigns that we have been running.  We have been running a Just Do It
message in China now for two years plus.  And we'll -- I expect that to
continue through the Olympics and well into next year.  So we really feel
good about where we're at in China.  We're keeping an eye on the
inventories both at retail and wholesale.  And I think the team there has
done a fantastic job of managing both the opportunity and the challenges
that have been -- that have come at them.  So one of the other things that
I really feel good about is the team we have on the ground.  They continue
to deliver on expectations and beyond and I think we're in great shape
going through there.  Then I think as you move into broader Asia to your
point, we still feel very bullish on Japan long term.  And we are starting
to see the quality of the business improve, it's been a slower I guess a
slower journey than we had anticipated or quite frankly are comfortable
with.  But we still see the long term opportunities there and post
Beijing, Japan is going to be well-positioned for an acceleration of
growth.

<Q - Robert Drbul>: Great.  Thank you very much.  Good luck.

<A>: Thank you.

Operator:  Our next question comes from the line of Robert Samuels with
J.P. Morgan.  Please proceed with your question.

<Q - Robert Samuels>: Hi, good afternoon.

<A - Pamela Catlett>: Hi, Robert.

<Q - Robert Samuels>: Just talking going back to the question about the
domestic business what are you currently seeing with regards to inventory
at retail?  And then what are your retailers telling you about their
expectations for the consumer for the remainder of the year?

<A>: It's something that we've actually gotten a lot better at over the
last three or four years, just our connectivity with most of our major
retailers and having a much higher level of transparency into the
inventories at retail.  And again, we watch it very, very close and
probably even closer today than we've ever watched it because of the level
of uncertainty that I think we -- that everybody has in the U.S. market.
So I feel very good about where we're at.  We continue to take share and
our sell-throughs are strong.  We're gaining ground on everybody.  And so
we're not going to take the peddle off and we're going to keep the
pressure on.  We've got some great product coming down the pipe.  Mark
referenced in his note, I think that some of the performance product we're
coming out with this summer around the Beijing and European championships,
it's some of the -- not some of, I think it's the greatest performance
product offering this company may have ever had.

<Q - Robert Samuels>: Great.  And then can you just talk a little bit
about trend you're currently seeing in your own full price stores as well
as outlet stores?

<A>: Well, overall trends -- I mean our inline stores are reflective at
(inaudible), they both are reflective of the general market.  I think on
the inline stuff we're actually outperforming some of the trends that you
see.  I think that is based on a lot on what we are doing with respect to
some of these consumer experiences that we talked about, the NIKETown
running experience has been very, very popular and successful.  NIKEiD
launched in NIKETown New York and NIKETown London, we have seen great
response to that as well.  So we have increased service levels and again,
as we continue to build out our own retail plan, like I said in our -- in
the prepared remarks it's more than just about a format.  It's about that
entire consumer experience.  Some of the things that we are continuing to
explore and learn are already paying dividends in the marketplace.

<A>: Robert I would also just go back to the comment I made that both in
line and factory outlet store comps in the U.S. were up 3% in the quarter
so we're up on both concepts.

<Q - Robert Samuels>: Great.  Thanks so much.

Operator:  Our next question comes from the line of John Shanley with
Susquehanna.

<Q - John Shanley>: Thank you very much and good evening, folks.

<A>: Hi, John.

<Q - John Shanley>: Charlie, I wonder if you could comment on the
promotional environment that is going on in the U.S..  Do you see it
stabilizing?  Could you also comment, you mentioned that you're building
more outlet stores.  Is that helping to stabilize the NIKE product versus
some of the competitors out there which seem to be promoted a little bit
more heavily than NIKE Brand is currently being?

<A - Charlie Denson>: Yeah, well I think it certainly puts us in a much
better position to manage that.  I think we feel good about the strategy
that of expanding our outlet footprint over the last 18 months, it's
something we talked about a year, year and a half ago and I think the
timing now is going to be even maybe better than expected.  Our sell
throughs throughout both inline and factory outlet stores continue to be
strong.  And some of that is based on again, being the go to brand in
times of uncertainty.  And part of it is I think attributed to just the
product assortments we have in the marketplace.  With respect to the
promotional activity, us versus the rest of the marketplace, we're going
to stay on above the fray.

<Q - John Shanley>: That's good to hear.  Charlie, where are you in terms
of the number of stores physically in the U.S. that you currently operate,
both outlet as well as inline regular stores?

<A - Charlie Denson>: John -- I don't have that number.

<A - Pamela Catlett>: I can tell you.

<A - Charlie Denson>: Pam has it.

<A - Pamela Catlett>: Total NIKE Brand stores John?

<Q - John Shanley>: Yes.

<A - Pamela Catlett>:  This is not U.S. specific.  We'll have to break
that down separately but you can presume the majority are in the U.S. as
it relates to factory outlet.  331 is the total number of stores.  We did
not add any net new factory stores in the quarter.  And we've added 14
factory stores in total since the end of last fiscal year.

<A>: You should not presume that those are mostly in the U.S..  About half
of those would be in the U.S. John.  But we'll give -- get the exact
number to you.

<Q - John Shanley>:  After the 331?

<A>: Roughly.

<Q - John Shanley>:  Okay.  Great.  Thank you very much.

Operator:  Our next question comes from the line of Brian McGough with
Morgan Stanley.

<Q - Brian McGough>:  Yeah.  Great, thanks.  Hey guys.

<A>: Hi, Brad.

<Q - Brian McGough>: I just have one question for Don.  And Don, I was
hoping you could just talk for a minute about the trade-off between
margins and your cash cycle.  In -- so in this quarter you had gross
margins up, your cash cycle was up by about nine days, how at least I
calculate it so your operating asset turns improved while the gross
margins improved.  I think that made NIKE the only one anywhere near the
industry that did that.  But in a rising cost environment you have your
payables which are in your peak.  You have your receivables which have
gone down a lot over the past two years, I'm just wondering if you can
keep your gross margin headed higher without having to flex on your
balance sheet as we head into next year or two.

<A - Donald Blair>: Well, Brian, I think it's always tempting in a tough
financial environment to use the balance sheet and let the receivables
string out and let their payables head out.  What we would obviously
prefer to do is make sure that our factory partners maintain profitability
and our accounts maintain profitability the old-fashioned way of running a
tight supply chain and having products that sells through at full margin.
So one of the things that we've resisted even in the time when money was
cheap is letting the balance sheet grow so we're going stay focused on
keeping the supply chain tight, the inventories tight and making sure our
payment terms with both our suppliers and customers stays in line with our
policies.

<Q - Brian McGough>:  Is there anything else you can do or are doing to
help your partners over in Asia continue to stay profitable even at a time
when they're being hit with such a big increase in labor costs and raw
material increases?

<A - Donald Blair>: Absolutely.  I mean, a lot of the things that we do in
terms of manufacturing practices and how we design and develop product and
how we run our supply chain have benefits both for us and for them.  So
the strategy is really make the whole pie bigger and everybody's slice
gets bigger and not redistribute the same pie.  So we're always trying to
make sure the business itself is more efficient and that's how everybody
is better off.

<Q - Brian McGough>: Great.  Thanks a lot.

<A - Donald Blair>: Yep.

Operator:  Our next question comes from the line of Omar Saad with Credit
Suisse.

<Q - Omar Saad>: Hi.  Thanks.  Just wanted to follow up on the last
question if I could.  In terms of cost inflation, commodity prices rise
and wage inflation coming out of the Far East.  Can you talk a little bit
about taking a longer-term perspective what you think the bigger impact
will be, how you're planning for it and how we should think about it given
how broad your sourcing base is and the kind of products you source.

<A>: Well, I think that certainly as we have discussed before, there are
macroeconomic factors that ebb and flow and to some degree you can't
control those.  You can manage them.  And oil and labor costs and so on
fall into that category.  And I certainly think that over time we're going
to see long-term increases in labor costs in Asia.  And energy costs I
think are going to go up and down but generally I don't think we would
expect to see major reductions that last for long periods of time.  So the
way we operate our model is we work the levers we can control.  And
there's several broad areas, one is reducing product costs through things
like lean manufacturing and raw material consolidation and style
productivity.  Those things help us drive the profitability of our
products by making sure that we're buying raw materials in larger
quantities which improves our leverage in negotiations that were
amortizing tooling more effectively and that we're using less labor in the
product through lean manufacturing techniques so that's one approach we
take.  A second approach we take is keeping the supply chain tight.  Which
means that we have less working capital tied up and the factory does as
well and everybody sells product through at full margin and maximizes
profitability.  And there's obviously also managing mix and making sure
that we're taking price increases at the right spot.  So we're going to
work our levers, we're going deal with the macros as they come and our
goal is to keep moving gross margins higher.

<Q - Omar Saad>: Okay.  And just philosophically you talked a little bit
about surgical price increases.  And in a long term inflationary
environment especially with respect to wages which think a lot of us get
comfortable with, obviously a lot of commodity costs can be followed over
a long period of time; do you think we should be thinking about a rise in
price environment as rising -- that align with the rising cost environment
we might see over the next few years?  Is that apparel and footwear stores
have been a pre-deflationary segment of the consumer market.  Do you think
we could see a change over time?

<A>: I think it has to be focused on specific consumer propositions.  If
the product is absolutely compelling and you've got great product then
value is about what you pay and what you get.  It really has to be
specifically targeted to styles and consumers and we would never assume
that you can take inflationary increases across the board.  We just think
it needs to be much more surgical.

<A>:  Heavy emphasis on the word surgical in this case.

<Q - Omar Saad>: Thank you.

Operator:  Our next question is from the line of Virginia Genereux with
Merrill Lynch.

<Q - Virginia Genereux>: Thank you.  Let me ask first if I could about ?
about some of these soccer endorsements guys and the sort of -- somebody
characterized it as a sort of a scorched earth policy of bid increases
that you guys are sort of leading.  How do you think about sort of paying
a lot more for some of these National Team endorsements?  And obviously
you can sort of looking at the financial model but how -- what are the
benefits to that in your all's view for securing system of these maybe ?
these teams and maybe some more mature markets and paying a big price for
them?

<A - Charlie Denson>: Hi, Virginia, this is Charlie.

<Q - Virginia Genereux>: Hey, Charlie.

<A - Charlie Denson>: Hey, well, I think you know one of the cornerstones
of this brand has always been our ability to show up, I guess is the way
to say it, on the field to play.  And what it does from a credibility
standpoint and authenticity standpoint, and even an exposure and marketing
standpoint is always been a point of debate since Phil and I gave the
first pair of shoes away.  So we continue to believe in it.  We continue
the see the benefits of it.  It does move the marketplace, I think
especially you're probably referring to our latest signing in the French
National Team and what it means to us.  I think to have a -- one of the
big five National Teams now in the brand is a monumental defining moment
in our ongoing pursuit and our ability to claim the number one position in
the biggest global sport in the world.  So for us it's not just about the
looking at it in a very specific focused way, it has multiple direct and
indirect benefits to the brand.  That being said we don't just go at it
with a scorched earth approach.  We do look at the benefits of the
commercial opportunities and in regards to the French situation I think I
am very excited with regards to that one because not only does it give us
access to the French National Team, but it gives us access to the entire
French amateur football academy and operation throughout the entire
country which we do not have today.  So it has a big commercial upside
with respect to that opportunity.  So it's overall it's a big grand plan,
it's something we obviously feel very confident and very comfortable with.

<A - Mark Parker>: Virginia, this is Mark.  I wanted to add the word
surgical here maybe relevant again.  We are being on the offense.  I think
in terms of the key sports marketing assets that we're looking at, better
leveraging by the way, so there's -- we're really trying to make sure
we're more dialed in on which ones we're looking at and more dialed in on
how best to leverage those opportunities both from a brand and a
commercial sense.  But as Charlie said, our connection to the world's top
athletes and teams remains a fundamental platform that we lean on to grow
our business and our brand.

<Q - Virginia Genereux>: Thank you, Mark.  And then if I may maybe for Don
and Mark and anybody else.  Sort of other overhead, and this -- your
comment a couple of years ago that other overhead was going to grow at
half the rate of sales and there was a very lean year in fiscal '06.  I
know currencies are obviously inflating things pretty big here.  But as we
look forward, Don, how should we think about other overhead?  And I know
you're investing in lots of initiatives but is it possible that other
overhead, the rate of growth there can sort of come back to half the rate
of revenues?  Is that still something we should be thinking about?

<A - Donald Blair>:  Well I appreciate your good memory, Virginia.  That
was probably about seven years ago.  The business was a very different
structure then.  We actually are leveraging a lot of our wholesale
overhead.  One of the things that Mark has talked about pretty
consistently is focusing resources.  And we have been really focused on
making sure we're investing in strategic initiatives.  That's things like
emerging markets and development of retail.  Those things have had a
tangible impact on revenues and gross margins.  So what I would say to you
is we still believe that it's important for us to make sure that we're
driving productivity in overhead type functions so we can invest in our
strategic priorities and we're going to continue to do that.  So as I
called out in the script, we are seeing much slower growth in revenue in
our core wholesale businesses but we are investing pretty heavily in some
other parts of the business.

<Q - Virginia Genereux>: That's great.  Don, just the areas that are
requiring a little more, I understand the mix point makes a lot of sense.
The areas requiring a little more SG&A investment are obviously direct-to-
consumer and sort of what else would you say?

<A - Donald Blair>: Emerging markets and also the other businesses that we
reported.  Mark talked about the growth at Converse.  We think that
business still has tremendous growth opportunity and we're investing
pretty heavily in it.  That's another example.

<Q - Virginia Genereux>: Yep.

<A - Donald Blair>: And while I have the floor real quickly I just also
wanted to say with respect to sports marketing, the strategy is definitely
not scorched earth and we don't see ourselves as leading the market higher
here.  What we're doing as Mark said is surgically looking for the things
that are going to drive the business.

<Q - Virginia Genereux>: That's helpful.  I didn't mean -- I was trying to
- -- scorched --
[Laughter]

<A - Pamela Catlett>: That's all right Virginia.

<Q - Virginia Genereux>: Thank you, Pamela.  Thank you.

<A - Pamela Catlett>: Operator, we have time for one more question.

Operator:  Okay.  Our final is a follow-up from Brian McGough of Morgan
Stanley.

<Q - Brian McGough>: Great, thanks a lot.  I don't want to beat these
whole sourcing thing over the head but --

<A>: You will anyway.

<Q - Brian McGough>: But I'm going to ask anyway.  I'm going to assume
that the companies that are going to do best in a rising China cost
environment are those that ultimately have a sales organization that's
greater than a sourcing organization.  And China I think is less than a
third of sourcing for NIKE overall.  I think that the industry is closer
to 85%.  And we know how fast China is growing for you.  I think it's at a
rate of like three or four times the rate of your sourcing organization.
So I guess is this the right way to look at it?  And that as time goes by
and as we see your local sales organization in China continue to ramp that
that spread will just continue to compress?

<A>: I think there's a couple of pieces that are -- that's an accurate
analogy, one is currency.  So as the reminbe (ph) strengthens that makes
product more costly but it also means the sales in China are more
valuable.  So there's definitely a benefit as we get a natural hedge.
Second thing is clearly the economic growth in China not only drives labor
cost but also fuels the growth of our business.  So yes, the bigger
footprint we have in China, that certainly helps offset some of the
pressure that comes out of the sourcing side.  At the same time we're
going to continue to work in diversified sourcing base and work the gross
margin levers.

<A>:  I'll add, Brian when we talked about our business in China we
usually talk about the NIKE Brand.  We actually have a significantly
larger footprint there with Converse and now Umbro added in addition to
NIKE Golf, of course.  So the footprint we have in China is actually quite
large.  We can leverage that on both sides, both sourcing and the revenue
potential.

<Q - Brian McGough>: Great, thank you both.

Pamela M. Catlett, Vice President of Investor Relations
Thanks everyone for joining us and we'll speak with y'all again soon.

Operator: This concludes today's teleconference.  You may disconnect your
lines at this time.  Thank you for your participation.