ARDEN GROUP INC
8-K, 1998-06-22
GROCERY STORES
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                   FORM 8-K


                                CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934



Date of report (Date of earliest event reported) June 17, 1998
                                                ---------------

                                Arden Group, Inc.
- ------------------------------------------------------------------------------
            (Exact Name of Registrant as Specified in Its Charter)


         Delaware                         0-9904                95-3163136
- -------------------------------   ------------------------  --------------------
(State or Other                   (Commission File Number)  (I.R.S. Employer 
 Jurisdiction of Incorporation)                              Identification No.)


         2020 South Central Avenue, Compton, California          90220
- ------------------------------------------------------------------------------
            (Address of Principal Executive Offices)           (Zip Code)


Registrant's Telephone Number, Including Area Code  (310) 638-2842
                                                   ----------------


- ------------------------------------------------------------------------------
       (Former Name or Former Address, if Changed Since Last Report.)

<PAGE>

Item 5. Other Events.

     On June 17, 1998, Arden Group, Inc. (the "Company") issued a press 
release (1) stating that, on such date, the Company's Board of Directors 
authorized a four-for-one stock split of each of the Company's Class A Common 
Stock and Class B Common Stock through the declaration of a stock dividend of 
three shares of Class A Common Stock for each share of Class A Common Stock, 
and three shares of Class B Common Stock for each share of Class B Common 
Stock, held by stockholders of record at the close of business on June 29, 
1998 and (2) reporting the results of the vote on the proposals considered at 
the Annual Meeting of Stockholders held on June 17, 1998. A copy of such 
press release is included as Exhibit 99 to this Form 8-K.

Item 7. Financial Statements and Exhibits.

(c)  Exhibits
     
     99.  Press release dated June 17, 1998.


                                   SIGNATURES


     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 hereunto duly authorized.

                                       ARDEN GROUP, INC.
                                       (Registrant)

Date: June 22, 1998                    By /s/ Ernest T. Klinger
                                         ---------------------------------
                                         Ernest T. Klinger, Vice President
                                            Finance and Administration
                                            and Chief Financial Officer

<PAGE>

                           EXHIBIT INDEX TO FORM 8-K 

                              ARDEN GROUP, INC.


NUMBER                ITEM                                        PAGE
- ------                ----                                        ----

 99                   Press release dated June 17, 1998 


<PAGE>

                                 [LETTERHEAD]

                                  EXHIBIT 99
                                  ----------

CONTACT:    Ernest T. Klinger
            Vice President & CFO                             FULL NATIONAL and
TELEPHONE:  310/638-2842                                     FULL ANALYST WIRE
            NASDAQ/NMS-ARDNA                                 -----------------

                                                         FOR IMMEDIATE RELEASE
                                                         ---------------------

     LOS ANGELES, CA June 17, 1998 - Arden Group, Inc. announced that, 
following the Company's annual meeting of stockholders held today, the Board 
of Directors of the Company authorized a four-for-one stock split of the 
Company's Class A Common Stock and Class B Common Stock through the 
declaration of a stock dividend of three shares of Class A Common Stock for 
each share of Class A Common Stock, and three shares of Class B Common Stock 
for each share of Class B Common Stock, held by stockholders of record at the 
close of business on June 29, 1998. The stock splits are being made in order 
to continue the listing of the Class A Common Stock on the Nasdaq National 
Market System. The Company anticipates that it will distribute the shares 
being issued in connection with the stock splits to the stockholders entitled 
thereto on or about July 15, 1998.

     The Company further announced that at the annual meeting of stockholders 
the Company's nominees for the Board of Directors were each re-elected for a 
three-year term, the bonus arrangement for Bernard Briskin, Chairman of the 
Board, President and Chief Executive Officer of the Company was approved, a 
proposal to increase the authorized number of shares of Class A Common Stock 
from 5,000,000 to 10,000,000 shares and the authorized number of shares of 
the Class B Common Stock from 500,000 to 1,500,000 was approved and the 
selection of Coopers & Lybrand L.L.P. as the independent public accountants 
for the Company was ratified.

     Arden Group, Inc. operates 13 Gelson's and Mayfair supermarkets in 
Southern California.





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