Exhibit 23.4


                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
                   -----------------------------------------

As independent public accountants, we hereby consent to the use of our report 
dated May 9, 1997 on the financial statements of Hughes Markets, Inc. and 
Subsidiaries appearing in the registration statement and to all references to 
our Firm under the headings "Summary Historical Financial Data of Hughes," 
"Selected Historical Financial Data of Hughes" and "Experts" included in or 
made a part of this registration statement.

/s/ ARTHUR ANDERSEN LLP 

Los Angeles, California
June 27, 1997