Item 5.02 - Appointment of Board of Director Member

PURSUANT TO SECTION 13 OR 15(d) OF THE

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Michigan	1-13740	38-3294588
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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective December 6, 2007, the Board Of Directors of Borders Group, Inc. (the “Company”) appointed Michael G. Archbold to the Company’s Board of Directors.

Archbold is currently Executive Vice President, Chief Operating Officer and Chief Financial Officer of The Vitamin Shoppe.

Archbold, 48, joined the Vitamin Shoppe earlier this year in his current position. He previously served as Executive Vice President, Chief Financial and Administrative

Officer of Saks Fifth Avenue from 2005 through 2007. Archbold was with AutoZone from 2002 to 2005, where he served as Executive Vice President and Chief Financial

Officer. From 1996 to 2002, he was Vice President and Chief Financial Officer of the Booksellers Division of Barnes & Noble, Inc., and prior to that was with Woolworth

Corporation (now Foot Locker, Inc.), where he served in a series of financial management positions. Archbold is a certified public accountant and began his accounting

career at Price Waterhouse (now PricewaterhouseCoopers).

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.

Dated: December 10, 2007	By: /s/ EDWARD W. WILHELM
	Edward W. Wilhelm
	Executive Vice President and
	Chief Financial Officer
	(Principal Financial and
	Accounting Officer)