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CONFERENCE CALL REMARKS
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FOURTH QUARTER FISCAL 2006
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APRIL 18, 2006
9:00 AM CENTRAL TIME
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FINAL
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YOLANDA SCHARTON

Thank you and welcome everyone. On today's call are Jeff Noddle, SUPERVALU's
chairman and CEO; and Pam Knous, corporate executive vice president and chief
financial officer.

I remind you that the information presented and discussed today includes
forward-looking statements, which are made under the Safe Harbor provisions of
the Private Securities Litigation Reform Act of 1995. The risks and
uncertainties related to such statements are detailed in our fiscal 2005 10-K,
as well as subsequent filings related to SUPERVALU's proposed acquisition of
certain assets of Albertson's, Inc.

Before I turn it over to Jeff, a quick note about today's call. We plan to keep
our prepared remarks to a minimum today. As you know, we are in the final stages
of completing the Albertson's transaction and we're close to

achieving a number of additional milestones as we work toward closing the deal.

o The merger proxy is being reviewed by the SEC and we are hopeful that it
will be finalized and declared effective by mid-May - at the latest.

o Coincident with that, we would be in position to file our 10-K and we would
reach out to shareholders to discuss the merits of the acquisition and the
prospects of the combined company - including guidance.

o And finally, we expect to close by mid-June.

Given this timeline and the intense focus on these activities, we will not be
providing any Fiscal 2007 guidance for SUPERVALU today - until we are farther
along in our transition planning efforts. Rather we will follow the timeline
I've just mapped out.

After today's call, we will have a question and answer session. Please limit
yourself to only one question so we can accommodate everyone. I will be
available after the call for additional questions. Here's Jeff.

JEFF NODDLE

Thank you, Yolanda. Good morning everyone and thanks for joining us. As Yolanda
mentioned, the transaction is moving along as planned and we fully expect to
close this transforming acquisition by mid-June.

SUPERVALU and Albertsons - as well as CVS and Cerberus - are working to complete
the extensive documentation and regulatory filings to allow this very complex
transaction to be closed as structurally required to effect the sale of:

o the standalone drug operations to CVS,

o the premier retail properties of Jewel, Shaws and Star Markets, Acme,
Bristol Farms and standalone Albertsons in Southern California and
Northwestern United States - as well as the in-store pharmacies under the
names of Sav-On and Osco,

o and then, the other properties to Cerberus.

The opportunity to acquire some of the best retail grocery properties in the
country and create a retail business model where approximately 73% of our

combined retail revenues are derived from markets with a #1 and #2 share is
unprecedented. We are well prepared to seize this opportunity.

To re-emphasize some of the information shared with you in our March investor
presentations - which can be found on our web site -- we believe we paid the
right price for these premier properties, which for their most-recently
completed year delivered EBITDA to sales of 7.2 percent - as provided by
Albertsons management.

On a simple combination basis for last year, excluding synergies, the
transaction is double-digit accretive. We firmly believe the synergies are
achievable, but more on that later...., and the cash flow characteristics of the
business allow for the use of leverage to effect the transaction - while
continuing to make the necessary investments in the business and steadily
improving the credit characteristics.

Similarly, the opportunity to create an executive management team from the bench
of two successful premier organizations is something we seldom have the chance
to do --- and I have that opportunity today.

To that end, I am in the process of finalizing my direct reports who will
represent the executive leadership team of the New SUPERVALU. I plan to announce
this new team - which will begin to shape the identity of the new SUPERVALU - by
early May. This new team will deepen and broaden both our retail and supply
chain bench. I have visited all new operating divisions and met with all
leadership. The strength of those teams is impressive. And remember, that we
have no overlap on the operating territories whatsoever.

I am very confident that the new SUPERVALU will be uniquely positioned in the
retail grocery industry with a premier leadership team to not only leverage the
scale of the new combined company but to deliver the most effective and
innovative locally-driven merchandising model - allowing us to be successful in
today's competitive landscape.

As Yolanda mentioned, we have a host of items that we are working to finalize:

o The merger proxy is being reviewed by the SEC and we are hopeful that it
will be finalized and declared effective by mid-May - at the latest.

o We continue to work on our transition plans and we plan to provide earnings
guidance as soon as possible - once these transition plans are farther
along - hopefully by mid-May.

o At that time, we would reach out to shareholders to discuss the merits of
the acquisition and the prospects of the combined company.

o And lastly, we expect to close by mid-June.

I would now like to update you on our efforts to combine the Albertsons acquired
properties with SUPERVALU.

Ten transition teams across critical functions ranging from retail operations,
merchandising, marketing, logistics, finance, IT, HR, communications, and more -
are identifying best practices to leverage. We have over 200 people engaged with
equal representation from both SUPERVALU and Albertson's.

Regular oversight is provided by the Enterprise Office - staffed by select
executives from both companies. We have already invested many hours in this
process and just held our third Steering Committee meeting last Friday.

I am very pleased with the progress that has been made to date since we
announced this transaction in late January.

As we have described for you, our efforts to combine these organizations is a
very collaborative process with key management of both companies. Also, please
remember that this transaction was structured in such a way that there is no
in-market overlap - thereby focusing the synergy efforts on lower risk "back
office" related activities and public-company, and not operations.

I am pleased to report that all the work to date supports our original synergy
estimates and time frames -- as well as -- estimates for one-time costs related
to the combination activities. We have seen nothing that changes that outlook.

Our efforts have been focused on ensuring that:

o Day 1 of the new enterprise will be smooth,

o The right path has been set to deliver the economics of the combined
enterprise, and

o The organizational structure is positioned to harness the collective
strength that our combined expertise offers.

Before I turn the call over to Pam, who will cover the fourth quarter results, I
want to emphasize that - at the operations level, we continue to focus on
day-to-day execution. Since there is virtually no overlap with our existing
retail network -- our retail banners and local management team can stay focused
on their programs, customers and competitive environment.

Fiscal year 2006 was the year we invested in new growth initiatives and then
turned our energies on what we believe will be a truly transformational
acquisition for SUPERVALU.

At SUPERVALU, while some of the initiatives we implemented in fiscal 2006 were
small in comparison to what we have ahead of us with the combination of the two
companies, we believe they demonstrate our commitment to create innovative
retailing solutions and services. Here are a few examples:

o The launch of W. Newell & Co, our new specialty produce company addresses
the growing consumer demand for fresher, higher-quality produce - including
organics. We now serve more than 500 customers and ship more than 300,000
cases per week. It took a while, but I am very pleased that service levels
now exceed 96 percent and inventory turn on the top 100 fresh items is
below 1.5 days.

o The launch of a new retail format - Sunflower Market - represents a new
value-priced natural and organic retail format that leverages our "small
box" retail expertise to make natural and organic products available to a
much wider spectrum of shoppers at attractive price points. This is just
one example of our unique multi-format retail strategy that leverages a
strong supply chain backbone and empowers our associate team through
customized and innovative local merchandising. Our first store is
performing well and - at least 3 new stores are coming on stream by
October.

o Another activity launched this year is the introduction of SUPERVALU's
Nature's Best brand of private label natural and

organic products across the SUPERVALU network. These proprietary products
will not only be featured in Sunflower Market, but will also be available
to all of our corporate stores and our supply chain customers. Nearly 100
sku's will be on store shelves next week and we expect to have more than 40
additional products rolled out by this fall.

o In Fiscal 2006, we continued our focus on further enhancing the
competitiveness of our store fleet through ongoing remodeling initiatives.
Our corporate-owned regional store fleet finished the fiscal year in strong
condition, with roughly 80 percent of stores new or newly remodeled within
the last seven years. At Save-A-Lot, 50 licensed stores were remodeled this
past year -- updating earlier generations of Save-A-Lot stores to current
new-store standards, including equipment and branding image. A commitment
to remodeling provides the platform from which to launch new, innovative,
regionally-tailored merchandising programs that respond to our changing
demographics.

o In Fiscal 2006, we aggressively invested in "future state" supply chain
technologies to enhance our supply chain potential. This next generation
logistics and material handling technology is an example of our
unparalleled supply chain expertise and commitment to separating ourselves
from our competitors that can be leveraged across a wider network of both
company-owned stores as well as our independent supply chain customers.

o While Pam will cover this in more depth, Fiscal 2006 was a year where we
also divested non-strategic assets, mostly notably Shop `n Save Pittsburgh,
the stand alone Deals stores, as well as the Cub stores in Chicago as we
continue to drive to enhance our return on invested capital.

Now I'd like to turn it over to Pam to walk through our Fiscal 2006 fourth
quarter and full year results.

PAM KNOUS

Thanks Jeff and good morning. I'll quickly discuss the landscape, and our
results for the quarter and the full year.

During our fourth quarter, which ran from early December until late February:

o Higher fuel prices continued to pressure the sales environment and
consumers maintained a relatively defensive spending posture.

o Also, the competitive landscape remained promotional as retailers invested
in gross margins to cultivate sales. The retailing industry has also
stepped up its remodeling activity.

o And, product cost increases - or food inflation - increased over the prior
year by more than 2 percent, with the produce and grocery categories
generating the largest year-over-year increases.

Now, to our results:

We reported fourth quarter total net sales of $4.6 billion, relatively unchanged
in comparison to last year's fourth quarter. Total net sales reflect the
disposition of our Cub properties in Chicago and sale of certain individual
Pittsburgh stores late in the quarter. And when you include the

March sale of Deals, these divestitures would represent approximately $900
million in sales on an annual basis. The decrease in retail sales in the fourth
quarter was offset by improved sales performance in our supply chain services
segment, including sales from the acquisition of TLC.

The company reported fourth quarter diluted earnings per share of $0.04, which
reflected a host of items during the period, totaling approximately $72 million,
after tax - or $0.51 per diluted share - related to:

o our sale of 26 Cub Chicago stores, which had a $0.42 per diluted share
impact; as you know, these stores were sold to facilitate our pending
acquisition,

o the Q1 F'07 sale of 138 Deals stores, for which we incurred a $0.06
impairment charge related to technology investments,

o the sale of Pittsburgh stores to independent retailers, which accounts for
$0.02 primarily for store sales occurring in Q4,

o as well as approximately $.01 per share of incremental costs related to our
ongoing efficiency and automation initiatives in our supply chain segment.

Gross profit as a percent of sales was 14.7%, down approximately 60 basis points
from last year's fourth quarter, primarily reflecting the change in customer
mix, higher LIFO expense, and losses incurred related to minority owned
investments.

Selling and administrative expenses as a percent of sales increased to 13.9%,
approximately 210 basis points higher than last year's fourth quarter. The
increase, as a percentage of sales, primarily reflects the charges taken in the
quarter relating to Cub Chicago, Deals and Pittsburgh. Absent these items, SG&A
was 11.5% versus 11.8%, reflecting lower benefit and incentive related costs
which more than offset higher expenses, primarily utilities and property taxes.

So, to recap the year, on January 10 we updated full year F'06 guidance on a
fully diluted basis to $1.89 to $1.94 per share, which included 43 cents per
share of charges through the first nine months of the year.

Since that update, we have separately announced the sale of our stores in
Chicago, and an impairment charge incurred as a result of our decision to sell
the stand-alone Deals stores.

So, let's reconcile for the full year. We reported diluted earnings per share of
$1.46. This included the following per share amounts:

42 cents for Cub Chicago
26 cents for Pittsburgh
9 cents for growth initiatives
6 cents for Deals
2 cents for Katrina
and 2 cents for terminated acquisition activities, for a total of $0.87 in
charges.

So, therefore, on an adjusted basis, this equates to $2.33 per diluted share,
which also includes 2 cents of restructuring charges. Excluding the previously
disclosed $.09 of supply chain growth initiatives, results are $2.24 per share,
matching consensus. So in total, our full year results were in line with our
guidance.

Several of these items will impact F'07 results as the sale of the Pittsburgh
stores and Deals are finalized. We expect to incur an additional $.03 to $.04
per share of charges in the first half of 2007.

In addition, we will continue to invest in the supply chain automation project
throughout fiscal 2007 and are hopeful of a launch after the year end holidays.

I would now like to turn my comments to the pending acquisition. As you know,
one of our priorities is to appropriately deploy capital in our expanded retail
network.

We wanted to share with you some of the anticipated capital plans for next year.
As we shared with you on past investor calls, the cap ex spend for next year is
a combination of the two companies existing plans - or approximately $1.1
billion.

Many of these projects are well underway, but we thought we would highlight a
few for you.

Jewel - 6 new; 18 major remodels
Shaws - 5 new; 14 major remodels
SoCal - 6 new; 13 major remodels
Farm Fresh - 5 new; 3 major remodels
Shop'N Save St. Louis - 4 new; 2 major remodels
Acme - 2 new; 11 major remodels
Shoppers Food - 2 new; 7 major remodels
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30
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A total of 30 new stores before 5 stores for Sunflower and approximately 75
stores for Save-A-Lot with approximately 35 corporate locations. Save-A-Lot will
actually be entering two new markets next year - the Pacific Northwest and south
Texas. As well, their remodel program, although rolling out slower than
originally anticipated, should result in a total of 250 remodeled locations by
the end of F'07.

We have also said that on a go-forward basis, we will have the opportunity to
prioritize the capital spend across the entire new combined company. As you are
aware, SUPERVALU has spent the last several years upgrading its entire fleet ---
achieving 80% new or newly remodeled in the

last SEVEN years for the first time in F'05. Albertsons currently estimates that
its fleet's age would be approximately 85% new or newly remodeled over the last
10 years. We will be committed to investing across the entire network to achieve
the 80% goal of new or newly remodeled in the last 7 years - over the next few
years with the majority of the capital spend being in projects that impact our
customers "in store" experience.

Our new store and remodeling plan reinforces our commitment to our store fleet -
but also positions us competitively against our peers in terms of capital
spending as a percent of retail sales - as we presented to you in our March road
show.

In regards to financing for the acquisition, we are very pleased with the
progress we have made to put in place our new $4 billion Facility. We have
completed syndication thru the Agent phase and expect to launch full syndication
in early May. The general terms, conditions, and structure are as disclosed in
our proxy statement, with the only security being the pledge of stock in U.S.
subsidiaries subject to the limitations in the existing indentures.

Many of you have probably seen Moody's recent rating action, lowering ratings
for both SUPERVALU and Albertsons. We certainly expected this action, and with
the transaction clearly headed towards closing in June, Moody's believed it
appropriate to lower the rating at this time.

At year end, I am very pleased to report our strong cash position of $686
million. It reflects strength of operations, a year-over-year one day reduction
in inventory days supply, no significant or unusual tax liabilities; and
therefore, this cash is substantially available to fund a component of the total
cash requirement for the acquisition.

Even though not associated with the acquisition, the cash proceeds from the sale
of Deals are also now available - along with any positive cash flow we generate
between now and closing.

You may have noted that the NYSE has posted our tentative shareholders meeting
date as May 30, 2006. We are still in the SEC review process, but as a matter of
mechanics we needed to select a record date and a corresponding meeting date.
The May 30 date merely reflects the earliest practical date and is subject to
change. The actual meeting date will

depend on how long it takes to complete the SEC review process. We are hopeful
for an early to mid June closing date.

We are well positioned to close on the acquisition. We will apply a disciplined
approach to managing our assets to improve financial returns and credit
statistics over time with a goal to return to investment grade over the next
several years.

Now I would like to turn the call back to Jeff.
Thanks Pam,

To recap, SUPERVALU is poised to acquire the premier retail properties of
Albertsons, which totals to more than 1,100 stores. We believe that this is,
indeed, the right deal at the right time. The transaction would make SUPERVALU
the number 3 grocery retailing company in the country. We believe this deal
makes tremendous sense on many other fronts:

- First, it will strengthen the footing of both companies as we address
a changing competitive environment and consumer preference. Grocery
preferences are intensely localized and

this deal will create a national grocery retail footprint with the
in-market intelligence and format flexibility to properly cater to the
customer with right mix of merchandizing, shopping experience, and
price.

- Next, this deal will be truly transformational in scope and scale.
Retail revenue will jump from just over 50 percent of our overall mix
today, to roughly 80 percent. Today, EBITDA derived from retail is
about 67 percent. This deal will catapult that number to nearly 90
percent. And I'll reiterate that the New SUPERVALU would generate
approximately 73 percent of combined retail revenues from markets with
#1 and #2 share positions.

- Third, the deal will create a significantly more profitable company.
When excluding one-time transaction costs, we expect the transaction
to be immediately double-digit accretive, which is very unusual for a
deal of this size using both leverage and additional equity.

- Fourth, our commitment to managing this business for cash flow means
that we will have sufficient cash to BOTH fuel the capital expenditure
required to stay competitive, and steadily pay down debt as we march
back to investment grade.

- And finally, the combination of these two companies creates a bench of
some of the very best leaders in the grocery industry. I look forward
to sharing the names of our executive management very soon.

In summary, we end Fiscal 2006 with the prospect of a very bright future as we
look out toward creating a new enterprise that presents so much promise. The New
SUPERVALU will embody:

o The industry's best regional nameplates

o A broad-based future growth potential

o And the right formula for sustainable grocery retail success

Now, I would like to open it up to questions.

SUPERVALU INC.
RECONCILIATION OF FULL YEAR FISCAL 2006 CHARGES

FULL YEAR FISCAL 2006
After Per
Taxes Diluted
(in millions) Share
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Fiscal Year 2006 Earnings, As Reported (GAAP) $ 206.2 $ 1.46

Cub Chicago 61.2 0.42

Pittsburgh 38.1 0.26

Growth Initiatives 13.6 0.09

Deal$ Impairment 8.7 0.06

Hurricane Katrina 3.2 0.02

Terminated Acquisition Activities 2.1 0.02

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Fiscal Year 2006 Adjusted Earnings $ 333.1 $ 2.33
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