SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: January 23, 1997
THE KROGER CO.
(Exact name of registrant as specified in its charter)
An Ohio Corporation No. 1-303 31-0345740
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Number)
1014 Vine Street
Cincinnati, OH 45201
(Address of principal
executive offices)
Registrant's telephone number: (513) 762-4000
Item 5. Other Events
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On January 23, 1997, the Company released its
earnings for the Fourth Quarter and Fiscal Year 1996
in the form attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
99.1 Other Exhibits--Earnings Release for
Fourth Quarter and Fiscal Year 1996
SIGNATURE
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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 hereto duly authorized.
THE KROGER CO.
January 23, 1997 By: (Paul W. Heldman)
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Paul W. Heldman
Vice President,
Secretary and
General Counsel
EXHIBIT INDEX
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Exhibit
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99.1 Other Exhibits--Earnings Release for Fourth Quarter
and Fiscal Year 1996