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                                                                    EXHIBIT 99.2




FLEMING COMPANIES, INC. ANNOUNCES SENIOR NOTE OFFERING

DALLAS, Texas--March 9, 2001--Fleming Companies, Inc. (NYSE: FLM) today
announced that it has agreed to sell $355 million of its 10 1/8% Senior Notes
due 2008 through a private placement to qualified institutional buyers pursuant
to Rule 144A and in offshore transactions pursuant to Regulation S under the
Securities Act of 1933, as amended. Fleming expects to close the transaction on
or about March 15, 2001.

The Senior Notes will be guaranteed on a senior basis by all of Fleming's
current and future wholly-owned domestic subsidiaries. Fleming will use the net
proceeds of this offering to redeem all of Fleming's outstanding $300 million
10.625% Senior Notes due 2001 and to repay amounts outstanding under its
revolving credit facility.

The Senior Notes will not be, and have not been, registered under the Securities
Act of 1933, as amended, and may not be offered or sold in the United States
absent registration under the Securities Act of 1933, as amended, or an
applicable exemption from the registration requirements thereof. This press
release shall not constitute an offer to sell, or the solicitation of an offer
to buy, nor shall there be any sale of the notes in any state in which such
offer, solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.

Fleming is an industry leader in the distribution of consumable goods and also
has a growing presence in operating price impact supermarkets. Through our
distribution group, we distribute products to customers that operate
approximately 3,000 supermarkets, 3,000 convenience stores and nearly 1,000
supercenters, discount stores, limited assortment stores, drug stores, specialty
stores and other stores across the United States.

Any statements in this press release that are not historical facts are
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. These forward-looking statements are subject
to risks and uncertainties, which could cause actual results to differ from
those contained in the forward-looking statements. For a description of
important factors which could cause actual results to differ from those
contained in the forward-looking statements, see the reports and documents
Fleming files from time to time with the Securities and Exchange Commission.
Fleming is under no obligation (and expressly disclaims any such obligation) to
update or alter its forward-looking statements, whether as a result of new
information, future events or otherwise.