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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: April 30, 1999
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
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Item 5. Other Events
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On March 15, 1999, The Kroger Co. filed Registration
Statement No. 333-74389 on Form S-3 with the
Securities and Exchange Commission pursuant to Rule
415 (hereinafter referred to as the "Registration
Statement"). The Registration Statement provides for
the issuance of Securities in an aggregate amount of
$2,000,000,000, and was declared effective on March
24, 1999.
Filed herewith as Exhibit 25.1 to the Registration
Statement is the Statement of Eligibility on Form
T-1.
Item 7. Financial Statements, Pro Forma Financial Information
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and Exhibits
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(c) Exhibits:
25.1 Statement of Eligibility on Form T-1.
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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.
April 30, 1999 By: /s/ Paul Heldman
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Paul Heldman
Senior Vice President, Secretary
and General Counsel
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EXHIBIT INDEX
Exhibit No. Exhibit
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25.1 Statement of Eligibility on Form T-1.