SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
ANNUAL REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended Commission File No. 1-303
December 30, 1995
THE KROGER CO.
An Ohio Corporation I.R.S. Employer Identification
No. 31-0345740
Address Telephone Number
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1014 Vine St. (513) 762-4000
Cincinnati, Ohio 45202
Securities registered pursuant to section 12 (b) of the Act:
Name of Exchange on
Title of Class which Registered
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Common $1 par value New York Stock Exchange
124,634,336 shares outstanding on
March 15, 1996
9% Senior Subordinated Notes New York Stock Exchange
due 1999, face $1000
125,000 notes outstanding
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes X No .
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Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10K or any amendment to this Form 10K [ ].
The aggregate market value of the Common Stock of The Kroger Co.
held by nonafflilates as of February 12, 1996: $4,432,772,651
Documents Incorporated by Reference:
Proxy Statement to be filed pursuant to Regulation 14A of the
Exchange Act on or before April 28, 1996 incorporated by
reference into Parts II and III of Form 10-K.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
THE KROGER CO.
Dated: April 26, 1996 By: (Paul W. Heldman)
Paul W. Heldman
Vice President, Secretary
and General Counsel
INDEX OF EXHIBITS
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Exhibit
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23.2 Consent of Independent Accountants.
23.3 Consent of Independent Accountants.
99.2 Financial Statements for The Kroger Co. Savings Plan for
the Year Ended December 31, 1995.
99.3 Financial Statements for the Dillon Companies, Inc.
Employees' Stock Ownership and Savings Plan for the Year
Ended December 31, 1995.