January 19, 2005

By Facsimile and U.S. Mail

Robert A. Rosenbaum, Esq.
Dorsey & Whitney LLP
Suite 1500
50 South Sixth Street
Minneapolis, Minnesota 55402

	Re:	Total Logistics, Inc.
		Schedule TO-C filed January 5, 2005
		Schedule TO-C filed January 5, 2005
		Schedule TO-T filed January 7, 2005
		Schedule TO-T, Amendment No. 1 filed January 7, 2005
		Schedule TO-T, Amendment No. 2 filed January 11, 2005
	      Filed by Titan Acquisition Corp. and Supervalu, Inc.


Dear Mr. Rosenbaum:

	We have the following comments on the above-referenced
filing:

Schedule TO-C, filed January 5, 2005 (Press Release)
Schedule TO-C, filed January 5, 2005 (Transcript of Conference
Call)
Schedule TO-T, Amendment No. 2 filed January 11, 2005

1. We note your references to the safe harbor provisions for
forward-looking statements in the conference call transcript and in the
press release.  Note that the safe harbor protections for forward-
looking statements contained in the federal securities laws do not apply
to statements made in connection with a tender offer.  See Section
21E(b)(2)(C) of the Securities Exchange Act of 1934 and Regulation
M-A telephone interpretation M.2 available at www.sec.gov in the
July 2001 Supplement to the Division of Corporation Finance`s Manual of
Publicly Available Telephone Interpretations.  Please do not refer
to the safe harbor provisions in any future communications relating
to this tender offer.

Schedule TO-T, Amendment No. 1 filed January 7, 2005

2. Confirm that you have disclosed all information required to be
disclosed pursuant to Item 1006(a) and (c)(1)-(7) of Regulation M-
A or revise the document accordingly.

Offer to Purchase
Section 5.  Certain U.S. Federal Income Tax Consequences, page 11

3. Shareholders are entitled to rely on your disclosure.  As such,
please revise the heading of this section and the introduction to
eliminate the terms "certain" and "general discussion."  Also
revise the bolded paragraph on page 12 to eliminate the reference to this
disclosure as "general information."  Please confirm that you have
disclosed all material federal income tax consequences of the
transaction or revise the document accordingly.  Finally, while
you may recommend that security holders consult a tax advisor
regarding the particular federal tax consequences of the transaction to
them based on their individual situation, you may not tell them that
they "should" do so.  Please revise the bolded paragraph on page 12 to
eliminate this term.

Section 14.  Conditions of the Offer, page 31

4. Revise this section to disclose all conditions of the tender
offer and eliminate the reference to this section as a "summary" of the
conditions.  In this regard, revise this section to describe the
minimum condition.

5. You state that you reserve the right to assert the conditions
"at any time and from time to time prior to the Effective Time."
Revise to clarify the "Effective Time."  As you know, all conditions of
the offer, other than required governmental approvals, must be
satisfied or waived prior to the expiration of the offer.

Section 16.  Fees and Expenses, page 36

6. Revise to disclose the compensation to be paid to each party
identified in this section as required by Item 1009(a) of
Regulation M-A.

Closing Comments

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be certain that they have provided all information investors require.
Since the company and its management are in possession of all
facts relating to a company`s disclosure, they are responsible for the
accuracy and adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide, in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the
Commission from taking any action with respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement has access to all information you provide to the staff
of the Division of Corporation Finance in our review of your filing
or in response to our comments on your filing.

      Please respond to these comments by promptly amending the
filing and submitting a response letter filed via EDGAR under the
label "CORRESP."  If the information you provide in response to
our comments materially changes the information that you have already
provided to security holders, disseminate the revised materials in
a manner reasonably calculated to inform them of the new
information.

If you do not agree with a comment, please tell us why in your
response.  Direct any questions to me at (202) 942-1881.  You may
also contact me by facsimile at (202) 942-9638.

Sincerely,



Abby Adams
Special Counsel
Office of Mergers and Acquisitions