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: May 10, 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 2 Item 5. Other Events - ------- ------------ Filed herewith as Exhibit 99.1 are The Kroger Co.'s audited financial statements as of January 30, 1999, and for the twenty-eight days then ended. The period presented is the transition period resulting from the change in The Kroger Co.'s fiscal year end to the Saturday closest to January 31 of each year. Item 7. Financial Statements, Pro Forma Financial Information and - ------- --------------------------------------------------------- Exhibits -------- (c) Exhibits: 23.1 Consent of PricewaterhouseCoopers LLP. 99.1 Audited financial statements for transition period. 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. May 10, 1999 By: (Paul Heldman) Paul Heldman Senior Vice President, Secretary and General Counsel 4 EXHIBIT INDEX Exhibit No. Exhibit - ----------- ------- 23.1 Consent of PricewaterhouseCoopers LLP. 99.1 Audited financial statements for transition period.