Exhibit 10.18.1
                                    AMENDMENT
                                       TO
                                ALBERTSON'S, INC.
                         EXECUTIVE PENSION MAKEUP TRUST

         This Amendment to the ALBERTSON'S,  INC. EXECUTIVE PENSION MAKEUP TRUST
(the  "Trust" or "Trust  Agreement")  is made by  Albertson's,  Inc., a Delaware
corporation (the "Employer"), pursuant to Section 6.01 of the Trust Agreement.

                                   WITNESSETH:

         WHEREAS, the Employer desires to change the  Recordkeeper (as that term
is defined in the Trust Agreement) for
the Trust;

         WHEREAS,  pursuant to Section 6.01 of the Trust Agreement, the Employer
may amend the  Trust  Agreement  by  executing  an  instrument  in  writing  and
delivering it to the Trustee (as defined in the Trust Agreement),  provided that
the Trust has not become irrevocable,  and, pursuant to Sections 4.14(f) and (g)
of the Trust  Agreement,  the Employer may remove the  Recordkeeper  at any time
prior to a Change in Control (as defined in the Trust Agreement) and may appoint
a  successor  Recordkeeper  meeting  the  requirements  of  Section  4.14(g)  by
delivering to the successor  Recordkeeper  a written  instrument  appointing the
successor Recordkeeper; and

         WHEREAS, the Trust has  not become  irrevocable and a Change of Control
has not occurred;

         NOW,  THEREFORE,  the  Employer  hereby  amends the Trust  Agreement as
follows:

1.   TOWERS,  PERRIN,  FORSTER & CROSBY,  INC., a Pennsylvania  corporation,  is
     hereby removed as the Recordkeeper of the Trust and MANAGEMENT COMPENSATION
     GROUP,  NORTHWEST,  LLC, a Delaware limited liability company,  which meets
     the requirements of Section 4.14(g) of the Trust is hereby appointed as the
     Recordkeeper  of the  Trust and  Section  2.03 of the  Trust  Agreement  is
     amended to reflect this change.

2.   Section 7.07 of the Trust  Agreement is hereby  amended to read with regard
     to  the  address  for   communications  to  the  Recordkeeper:   Management
     Compensation Group, Northwest, LLC, 205 SE Spokane Street, Portland, Oregon
     97202, Attention:  David J. Taylor (or his successor regarding Albertson's,
     Inc.).

The Employer hereby certifies that the Trust has not become irrevocable and that
a Change of Control has not occurred.


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         IN WITNESS WHEREOF,  the Employer has executed this amendment this 24th
day of July,  1998 and has caused it to be  delivered  to the Trustee and to the
successor Recordkeeper.

                             EMPLOYER:

                             ALBERTSON'S, INC.



                             By:  /s/  Thomas R. Saldin
                                  ---------------------------------------------
                                       Thomas R. Saldin
                                       Executive Vice President, Administration
                                       and General Counsel



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