SECURITIES AND EXCHANGE COMMISSION
                             Washington D.C. 20549
                             ____________________

                                   FORM 8-K
                                        
                                CURRENT REPORT

                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934

               Date of Report (Date of earliest event reported):

                               December 9, 1998
                             ____________________

                              SMART & FINAL INC.

              (Exact name of registrant specified in its charter)
 
 
                                                                           
DELAWARE                             COMMISSION FILE NUMBER 001-10811           95-4079584
(State or other jurisdiction of                                                 (IRS Employer incorporation  
or organization)                                                                Identification No.)
 


600 The Citadel Drive
City of Commerce, California                                         90040
(Address of principal executive offices)                          (zip code)

Registrant's telephone number, including area code:  (323) 869-7500

 
     Item 5.        Other Events.

     On December 7, 1998 Smart & Final Inc. ("the Company") published a press
release announcing that its Board of Directors has authorized an offering to
shareholders of rights to purchase additional shares of the Company's common
stock.  The press  release  relating  to such  matters is attached as an exhibit
to this report and is incorporated  herein by reference.

                                  SIGNATURES
                                        
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Los
Angeles, State of California, on December 9, 1998.

                                              Smart & Final Inc.

                                         By:  /s/ Martin A. Lynch
                                              -----------------------
                                              Martin A. Lynch
                                              Executive Vice President,
                                              Chief Financial Officer and
                                              Principal Accounting Officer
 

 
     EXHIBIT INDEX

     Exhibit                                                Sequentially
     Number     Description of Exhibit                     Numbered Pages
     -------    ----------------------                     -------------- 

     99.101     Press release relating to equity offering        2