EXHIBIT 24.1

                               POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, That each of the undersigned directors of
THE KROGER CO. (the "Company") hereby makes, constitutes and appoints Paul W.
Heldman and Bruce M. Gack, or either of them, his or her true and lawful
attorneys-in-fact to sign and execute for and on his or her behalf the Company's
annual report on Form 10-K, and any and all amendments thereto, to be filed with
the Securities and Exchange Commission pursuant to the Securities Exchange Act
of 1934, as amended, in such form as they, or either of them, may approve and
to do any and all other acts which said attorneys-in-fact, or either of them,
may deem necessary or desirable to enable The Kroger Co. to comply with said Act
or the rules and regulations thereunder.

IN WITNESS WHEREOF, the undersigned directors have hereunto set their hands as
of the 21st day of February, 1997.


(Joseph A. Pichler)
Joseph A. Pichler

(Martha R. Seger)                       (Edward M. Liddy)
Martha R. Seger                         Edward M. Liddy

(John T. LaMacchia)                     (John L. Clendenin)
John T. LaMacchia                       John L. Clendenin

(Thomas H. O'Leary)     
Thomas H. O'Leary

(John D. Ong)
John D. Ong

(David B. Dillon)
David B. Dillon

(T. Ballard Morton, Jr.)
T. Ballard Morton, Jr.   



 
                                 EXHIBIT 24.1

                               POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:


     The undersigned officer of THE KROGER CO. (the "Company") does hereby 
severally make, constitute and appoint Paul W. Heldman and Bruce M. Gack, or 
either of them, his true and lawful attorneys-in-fact to sign and execute for 
and on his behalf the Company's annual report on Form 10-K, and any and all 
amendments thereto, to be filed with the Securities and Exchange Commission 
pursuant to the Securities Exchange Act of 1934, as amended, in such form as 
they, or either of them, may approve and to do any and all other acts which said
attorneys-in-fact, or either of them, may deem necessary or desirable to enable 
The Kroger Co. to comply with said Act or the rules and regulations thereunder.

IN WITNESS WHEREOF, I have hereunto set my hand.



(J. Michael Schlotman)                                         February 21, 1997
J. Michael Schlotman
Vice President & Corporate Controller
 and Principal Accounting Officer


 
                                 EXHIBIT 24.1

                               POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

     The undersigned officer of THE KROGER CO. (the "Company") does hereby 
severally make, constitute and appoint Paul W. Heldman and Bruce M. Gack, or 
either of them, his true and lawful attorneys-in-fact to sign and execute for 
and on his behalf the Company's annual report on Form 10-K, and any and all 
amendments thereto, to be filed with the Securities and Exchange Commission 
pursuant to the Securities Exchange Act of 1934, as amended, in such form as 
they, or either of them, may approve and to do any and all other acts which said
attorneys-in-fact, or either of them, may deem necessary or desirable to enable 
The Kroger Co. to comply with said Act or the rules and regulations thereunder.

IN WITNESS WHEREOF, I have hereunto set my hand.



(Joseph A. Pichler)                                            February 21, 1997
Joseph A. Pichler
Chief Executive Officer
and Director

 
                                 EXHIBIT 24.1

                               POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:

     The undersigned officer of THE KROGER CO. (the "Company") does hereby 
severally make, constitute and appoint Paul W. Heldman and Bruce M. Gack, or 
either of them, his true and lawful attorneys-in-fact to sign and execute for 
and on his behalf the Company's annual report on Form 10-K, and any and all 
amendments thereto, to be filed with the Securities and Exchange Commission 
pursuant to the Securities Exchange Act of 1934, as amended, in such form as 
they, or either of them, may approve and to do any and all other acts which said
attorneys-in-fact, or either of them, may deem necessary or desirable to enable 
The Kroger Co. to comply with said Act or the rules and regulations thereunder.

IN WITNESS WHEREOF, I have hereunto set my hand.




(W. Rodney McMullen)                                           February 21, 1997
W. Rodney McMullen
Group Vice President and
 Chief Financial Officer




 
                                 EXHIBIT 24.1

                               POWER OF ATTORNEY


KNOW ALL PERSONS BY THESE PRESENTS:

     The undersigned officer of THE KROGER CO. (the "Company") does hereby 
severally make, constitute and appoint Paul W. Heldman and Bruce M. Gack, or 
either of them, his true and lawful attorneys-in-fact to sign and execute for 
and on his behalf the Company's annual report on Form 10-K, and any and all 
amendments thereto, to be filed with the Securities and Exchange Commission 
pursuant to the Securities Exchange Act of 1934, as amended, in such form as 
they, or either of them, may approve and to do any and all other acts which said
attorneys-in-fact, or either of them, may deem necessary or desirable to enable 
The Kroger Co. to comply with said Act or the rules and regulations thereunder.

IN WITNESS WHEREOF, I have hereunto set my hand.




(David B. Dillon)                                              February 21, 1997
David B. Dillon
President and
Chief Operating Officer
and Director