1 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: January 8, 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 Item 5. Other Events - ------- ------------ On December 18, 1998, the Company amended its Five-Year Credit Agreement and its 364-Day Credit Agreement, both 2 dated as of May 28, 1997, and among the Company and the other parties thereto. Copies of the amendments are filed herewith as Exhibit 10.1 and Exhibit 10.2. Item 7. Financial Statements and Exhibits - ------- --------------------------------- (c) Exhibits 10.1 Amendment and Restatement, dated as of December 18, 1998, of the Five-Year Credit Agreement among the Company and the other parties thereto 10.2 Amendment and Restatement, dated as of December 18, 1998, of the 364-Day Credit Agreement among the Company and the other parties thereto 3 SIGNATURE --------- 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. January 8, 1999 By: (Paul W. Heldman) Paul W. Heldman Senior Vice President, Secretary, and General Counsel 4 EXHIBIT INDEX ------------- Exhibit - ------- 10.1 Amendment and Restatement, dated as of December 18, 1998, of the Five-Year Credit Agreement among the Company and the other parties thereto 10.2 Amendment and Restatement, dated as of December 18, 1998, of the 364-Day Credit Agreement among the Company and the other parties thereto