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                                   EXHIBIT 12

                         FOOD 4 LESS SUPERMARKETS, INC.
               COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                             (DOLLARS IN THOUSANDS)
                                  (UNAUDITED)




                                                                                     52 Weeks Ended
                                                                                      June 25, 1994           
                                                                          ----------------------------------
                                                                                                      Fixed
                                                                          Earnings                   Charges
                                                                          --------                   -------
                                                                                               
Income (loss) before provision for income taxes,
   minority interest and extraordinary charge                              $     -                   $     -

Add Fixed Charges:
   Interest expense, including amortization of
      debt discount and deferred financing costs                            68,250                    68,250
   Interest factor in rent expense(1)                                       16,596                    16,596
                                                                            ------                    ------
                                                                           $84,846                   $84,846
                                                                            ======                    ======

Ratio of earnings to fixed charges                                             1.0
                                                                            ======



________________________

(1)  Calculated as one-third of minimum rent expense (see note 5 in the audited
     financial statements.)







                                                                             1994  
                                                                           --------
                                                                        
Minimum rent                                                               $49,788
                                                                            /    3
                                                                            ------
Interest factor                                                            $16,596
                                                                            ======