BRUNOS INC
10-Q/A, 1995-08-08
GROCERY STORES
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                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                            ___________________

                                FORM 10-Q/A

                              Amendment No. 2


     (Mark One)

       X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended:  April 8, 1995

                                    OR

     _______TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

      For the transition period from ______________ to ______________

                       Commission File Number 0-6544

                         ________________________

                               BRUNO'S, INC.
          (Exact name of Registrant as specified in its charter)

               Alabama                             63-0411801
     (State or other jurisdiction of            (I.R.S. Employer
     incorporation or organization)             Identification No.)

                           800 Lakeshore Parkway
                        Birmingham, Alabama  35211
                 (Address of principal executive offices)

                              (205) 940-9400
           (Registrant's telephone number, including area code)

          Indicate by check mark whether the Registrant (1) has filed
     all reports to be filed by Section 13 or 15(d) of the Securities
     Exchange Act of 1934 during the preceding 12 months (or for such
     shorter period that Registrant was required to file such
     reports), and (2) has been subject to such filing requirements
     for the past 90 days.

                                Yes    X     No ______

               As of April 8, 1995, 78,097,741 shares
                  of the Registrant's Common Stock
                  $.001 par value, were outstanding.
<PAGE>
          The undersigned registrant hereby amends its Form 10-Q Report for
the quarter ended April 8, 1995, to include Exhibit 18 as set forth in the
pages attached hereto.
<PAGE>
Exhibit
Number                             Description

 18 -- Letter re change in Accounting Principles



<PAGE>
                                 Signature

          Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant, Bruno's, Inc. has duly caused this amendment to be
signed by the undersigned, thereunto duly authorized.

          Dated:  August 7, 1995


                                   Bruno's, Inc.


                                   /s/____________________________________
                                   Glenn J. Griffin
                                   Executive Vice President, and
                                   Chief Financial Officer

                                   Both duly authorized officer and
                                   principal financial officer




                             ARTHUR
                            ANDERSEN

                     ARTHUR ANDERSEN & Co, SC




July 10,1995                             Arthur Andersen LLP


Bruno's, Inc.                            Suite 1800
800 Lakeshore Parkway                    420 North 20th Street
Birmingham, Alabama 35211                Birmingham AL 35203-3204
                                         205 252 8600


Re:  Form 10-Q Report for the quarter ended
     April 8,1995

Gentlemen:

This letter is written to meet the requirements of Regulation S-K
calling for a letter from a registrant's independent accountants
whenever there has been a change in accounting principle or
practice.

We have been informed that, as of April 8, 1995, the Company
changed its practice for estimating self insurance reserves for
workers' compensation and general liability exposures from case
estimates of probable liabilities prepared by experienced parties
(independent third party administrators for most claims) using
all available claims data as to the extent of losses and related
costs to actuarially-based estimation techniques.  According to
management of the Company, this change reflected the Company's
determination that these actuarial techniques provided better
estimates than those which had been previously used by the
Company.

A complete coordinated set of financial and reporting standards
for determining the preferability of accounting principles among
acceptable alternative principles has not been established by the
accounting profession.  Thus, we cannot make an objective
determination of whether the change in accounting described in
the preceding paragraph is to a preferable practice.  However, we
have reviewed the pertinent factors, including those related to
financial reporting, in this particular case on a subjective
basis, and our opinion stated below is based on our determination
made in this manner.

We are of the opinion that the Company's change in practice of
accounting is to an acceptable alternative practice of
accounting, which, based upon the reasons stated for the change
and our discussions with you, is also preferable under the
circumstances in this particular case.  In arriving at this
opinion, we have relied on the business judgment and business
planning of your management.

We have not audited the application of this change to the
financial statements of any period.  Further, we have not audited
and do not express any opinion with respect to your financial
statements for the 14 and 40 week periods ended April 8,1995.


Very truly yours,



/s/ Arthur Anderson, LLP


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