<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1993
-----------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to
------------------- --------------------
Commission file number 1-8452
-----------------------------------------------------
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
VONS PERSONAL CHOICE PROFIT SHARING PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
The Vons Companies, Inc.
618 Michillinda Avenue
Arcadia, California 91007
<PAGE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
----------------------------------------
Financial Statements for the Years Ended
December 31, 1993, 1992 and 1991 and
Financial Schedules for the Year Ended December 31, 1993
(With Independent Auditors' Report Thereon)
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
TABLE OF CONTENTS
<CAPTION>
Page
-----
<S> <C>
Independent Auditors' Report 2
Financial Statements:
Statements of Net Assets Available for Benefits
December 31, 1993 and 1992 3
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 1993, 1992 and 1991 5
Notes to Financial Statements 11
<CAPTION>
Schedule
--------
<S> <C>
Schedule of Reportable Transactions for the Year Ended
December 31, 1993 1
Assets Held For Investment at December 31, 1993 2
<FN>
All other schedules omitted are not applicable or not required based on
disclosure requirements of the Employee Retirement Income Security Act of 1974
and regulations issued by the Department of Labor.
</TABLE>
<PAGE>
[This page appears on KPMG Peat Marwick letterhead]
INDEPENDENT AUDITORS' REPORT
The Management Compensation Committee
The Vons Companies, Inc.
We have audited the accompanying statements of net assets available for benefits
of the Vons Personal Choice Profit Sharing Plan as of December 31, 1993 and
1992, and the related statements of changes in net assets available for benefits
for the years ended December 31, 1993, 1992 and 1991. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Vons
Personal Choice Profit Sharing Plan as of December 31, 1993 and 1992, and the
changes in net assets available for benefits for the years ended December 31,
1993, 1992 and 1991 in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included
in Schedules 1 and 2 is presented for the purpose of additional analysis and is
not a required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The fund information in the statement of net assets available for
benefits and the statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets available for
plan benefits of each fund. The supplemental schedules and fund information
have been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
KPMG PEAT MARWICK
/s/ KPMG Peat Marwick
Los Angeles, California
June 24, 1994
PAGE
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1993 and 1992
<CAPTION>
1993 1992
----------- -----------
<S> <C> <C>
Fixed Income Fund Account:
Cash $ 6,922,089 $ 3,700,551
Commercial paper 1,317,635 -
Stable value investment contracts 45,147,905 41,320,600
Government and government
agency obligations 7,523,362 8,948,562
Corporate debt instruments 737,985 -
Other investments 506,366 -
Employer contribution receivable 1,527,884 3,617,961
Employee contribution receivable 205,572 203,371
Investment income receivable 242,765 243,638
Administrative expenses payable (47,558) (31,558)
----------- -----------
Total Fixed Income Fund Account 64,084,005 58,003,125
----------- -----------
Equity Fund Account:
Cash and cash equivalents 8,274 1,196,663
Common and preferred stocks - 12,089,982
Commingled funds 18,057,386 -
Employer contribution receivable 1,018,589 1,489,749
Employee contribution receivable 90,452 99,692
Investment income receivable - 21,707
Administrative expenses payable (14,078) (4,980)
----------- -----------
Total Equity Fund Account 19,160,623 14,892,813
----------- -----------
Multi-Asset Fund Account:
Cash and cash equivalents 174,065 133,954
Commingled funds 7,344,654 4,516,113
Loans and mortgages - 311
Employer contribution receivable 800,320 1,135,047
Employee contribution receivable 69,895 47,852
Investment income receivable 13,005 9,848
Administrative expenses payable (16,848) (3,480)
----------- -----------
Total Multi-Asset Fund Account 8,385,091 5,839,645
----------- -----------
VONStock Fund Account:
Cash and cash equivalents 12,105 489
Investment in The Vons
Companies, Inc. common stock 3,637,776 4,452,020
Employer contribution receivable 291,025 851,285
Employee contribution receivable 45,226 47,852
Administrative expenses payable (2,697) (2,480)
----------- -----------
Total VONStock Fund Account 3,983,435 5,349,166
----------- -----------
Net assets available for benefits $95,613,154 $84,084,749
----------- -----------
----------- -----------
<FN>
See accompanying notes to these financial statements.
</TABLE>
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1993
<CAPTION>
FIXED MULTI-
INCOME EQUITY ASSET VONSTOCK
FUND FUND FUND FUND
ACCOUNT ACCOUNT ACCOUNT ACCOUNT TOTAL
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Net assets available for
benefits at beginning
of year $58,003,125 $14,892,813 $ 5,839,645 $ 5,349,166 $84,084,749
----------- ----------- ----------- ----------- -----------
Additions:
Employee contributions 2,682,903 1,165,175 836,662 615,196 5,299,936
Employer contributions 1,527,884 1,018,589 800,320 291,025 3,637,818
Interest 4,217,730 31,198 8,594 2,291 4,259,813
Dividends - 632,154 300,378 - 932,532
Net appreciation
(depreciation) in fair
value of investments 480,146 1,947,544 354,527 (1,908,300) 873,917
Interfund transfers (398,690) 106,959 441,966 (150,235) -
----------- ----------- ----------- ----------- -----------
Total additions 8,509,973 4,901,619 2,742,447 (1,150,023) 15,004,016
----------- ----------- ----------- ----------- -----------
Deductions:
Benefits 2,269,918 541,593 144,963 205,545 3,162,019
Administrative expenses 159,175 92,216 52,038 10,163 313,592
----------- ----------- ----------- ----------- -----------
Total deductions 2,429,093 633,809 197,001 215,708 3,475,611
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits at end of year $64,084,005 $19,160,623 $ 8,385,091 $ 3,983,435 $95,613,154
----------- ----------- ----------- ----------- -----------
----------- ----------- ----------- ----------- -----------
<FN>
See accompanying notes to these financial statements.
</TABLE>
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1992
<CAPTION>
FIXED MULTI-
INCOME EQUITY ASSET VONSTOCK
FUND FUND FUND FUND
ACCOUNT ACCOUNT ACCOUNT ACCOUNT TOTAL
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Net assets available for
benefits at beginning
of year $52,907,335 $11,051,494 $ 3,558,487 $ 3,763,044 $71,280,360
----------- ----------- ----------- ----------- -----------
Additions:
Employee contributions 2,617,014 1,128,765 577,440 598,780 4,921,999
Employer contributions 3,617,961 1,489,749 1,135,047 851,285 7,094,042
Interest 4,073,536 56,601 76,392 2,841 4,209,370
Dividends - 333,283 113,026 - 446,309
Net appreciation
(depreciation) in fair
value of investments (179,540) (10,602) 14,604 150,188 (25,350)
Interfund transfers (2,451,243) 1,733,450 519,761 198,032 -
----------- ----------- ----------- ----------- -----------
Total additions 7,677,728 4,731,246 2,436,270 1,801,126 16,646,370
----------- ----------- ----------- ----------- -----------
Deductions:
Benefits 2,448,932 780,227 115,736 200,567 3,545,462
Administrative expenses 133,006 109,700 39,376 14,437 296,519
----------- ----------- ----------- ----------- -----------
Total deductions 2,581,938 889,927 155,112 215,004 3,841,981
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits at end of year $58,003,125 $14,892,813 $ 5,839,645 $ 5,349,166 $84,084,749
----------- ----------- ----------- ----------- -----------
----------- ----------- ----------- ----------- -----------
<FN>
See accompanying notes to these financial statements.
</TABLE>
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1991
<CAPTION>
FIXED MULTI-
INCOME EQUITY ASSET VONSTOCK
FUND FUND FUND FUND
ACCOUNT ACCOUNT ACCOUNT ACCOUNT TOTAL
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Net assets available for
benefits at beginning
of year $48,271,968 $ 8,002,352 $ 3,397,875 $ - $59,672,195
----------- ----------- ----------- ----------- -----------
Additions:
Employee contributions 2,851,913 601,670 471,422 126,658 4,051,663
Employer contributions 3,199,664 1,328,162 664,081 845,195 6,037,102
Interest 4,043,148 139,918 133,926 4,883 4,321,875
Dividends - 222,757 32,597 - 255,354
Net appreciation
(depreciation)in fair
value of investments - 1,437,851 287,699 (643,091) 1,082,459
Interfund transfers (2,396,981) (252,465) (799,603) 3,449,049 -
----------- ----------- ----------- ----------- -----------
Total additions 7,697,744 3,477,893 790,122 3,782,694 15,748,453
----------- ----------- ----------- ----------- -----------
Deductions:
Benefits 2,914,742 337,582 593,183 15,972 3,861,479
Administrative expenses 147,635 91,169 36,327 3,678 278,809
----------- ----------- ----------- ----------- -----------
Total deductions 3,062,377 428,751 629,510 19,650 4,140,288
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits at end of year $52,907,335 $11,051,494 $ 3,558,487 $ 3,763,044 $71,280,360
----------- ----------- ----------- ----------- -----------
----------- ----------- ----------- ----------- -----------
<FN>
See accompanying notes to these financial statements.
</TABLE>
<PAGE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
1. GENERAL DESCRIPTION OF THE PLAN
The Vons Personal Choice Profit Sharing Plan (Plan) is a defined
contribution plan sponsored by The Vons Companies, Inc. (Vons or Sponsor)
subject to the requirements of the Employee Retirement Income Security
Act of 1974 (ERISA). The specific provisions of the Plan, including
eligibility, contributions, priorities upon termination and benefit
information, are contained in the Plan document which governs the legal
operations of the Plan.
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
-------------------
The accounts of the Plan are maintained on the accrual basis of
accounting. Certain reclassifications were made to prior years' balances
for comparative purposes. Cash and cash equivalents and commercial paper
include investments with maturities of less than one year for which cost
approximates market. The stable value investment contract accounts with
insurance companies are valued at contract value. Contract value
represents contributions made under the contract plus interest at the
contract rate. Other fixed rate investments contain a guaranteed
redemption feature such that fair value approximates cost. The
government obligations, corporate debt and other investments in the Fixed
Income Fund account are valued at fair value, which are based upon quoted
market prices of the underlying assets. The investments of the Equity,
Multi-Asset and VONStock Fund accounts are valued at fair value, which
are based upon quoted market prices of the underlying assets.
Administrative Expenses
-----------------------
Certain administrative expenses incurred by the Plan are absorbed by the
Sponsor of the Plan. Such administrative expenses are not significant to
the accompanying financial statements.
3. CONTRIBUTIONS
The Sponsor at its discretion determines the amount of the profit sharing
contribution which is allocated to employees based upon their
compensation. Employees designate their profit sharing allocation as
contributions to the Plan, as contributions to the Sponsor's flexible
benefits program, or as taxable compensation. Those employees who elect
to contribute their profit sharing allocation to the Plan receive a
matching contribution from the Plan Sponsor. Under the flexible benefits
program, employees may contribute any unused amounts into the Plan. In
addition, employees may make salary reduction pre-tax contributions.
However, these contributions are not matched by the Plan Sponsor.
Participants designate the investment funds in which their accounts will
be invested.
Any amounts forfeited by terminated participants are used to reduce
employer contributions.
4. STABLE VALUE INVESTMENT CONTRACTS
The stable value investment contracts include fixed rate contracts with
insurance companies and other fixed rate investments. Interest rates
range from 5.1% to 10.2% and maturity dates range up to ten years.
5. INVESTMENT FUNDS
The Plan offers four investment funds. The Fixed Income Fund invests in
stable value investment contracts, United States and foreign government
obligations, corporate fixed income obligations and money market
investments. At December 31, 1993, the Equity Fund was comprised of an
investment in a S & P 500 index fund consisting of common stocks of United
States companies included in the S & P 500. During 1993 and 1992,
the Equity Fund primarily included investments in common stocks of United
States companies. During 1993 and the latter half of 1992, the Multi-
Asset Fund included investments in a commingled fund comprised of domestic
and international stocks and bonds and money market investments. For the
first half of 1992 and all of 1991, the Multi-Asset Fund consisted of a
combination of investments in the form of United States and foreign stocks
and bonds, real estate, money market and precious metals. The VONStock
Fund invests in common stock of Vons purchased on the open market by a
third-party administrator.
6. INVESTMENTS IN EXCESS OF FIVE PERCENT OF NET ASSETS
Investments in excess of five percent of net assets at December 31, 1993
were as follows:
<TABLE>
<CAPTION>
December 31,
1993
------------
<S> <C>
American National Multiple Fund Investment Trust(1) $ 17,824,856
Union Bank Money Market Fund 7,116,533
Brinson Global Securities Fund(2) 7,344,654
The Great-West Life Insurance Company(3) 4,870,244
<FN>
(1) Amount represents 126,731 shares.
(2) Amount represents 54,251 shares.
(3) Investment contract with an interest rate of 9.41% due July 31, 1994.
</TABLE>
7. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per
the accompanying financial statements to the Form 5500, which is filed
with the Internal Revenue Service, for 1993 and 1992:
<TABLE>
<CAPTION>
December 31, December 31,
1993 1992
------------ ------------
<S> <C> <C>
Net assets available for benefits
per the financial statements $ 95,613,154 $ 84,084,749
Amounts allocated to withdrawing
participants (1,911,131) (278,821)
------------ ------------
Net assets available for benefits
per the Form 5500 $ 93,702,023 $ 83,805,928
------------ ------------
------------ ------------
</TABLE>
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500 for the year ended December 31,
1993:
<TABLE>
<CAPTION>
Year Ended
December 31,
1993
------------
<S> <C>
Benefits paid to participants
per the financial statements $ 3,162,019
Amounts allocated to withdrawing
participants at December 31, 1993 1,911,131
Amounts allocated to withdrawing
participants at December 31, 1992 (278,821)
------------
Benefits paid to participants per
the Form 5500 $ 4,794,329
------------
------------
</TABLE>
Amounts allocated to withdrawing participants, representing benefit claims
that have been processed and approved prior to December 31, 1993 but not
yet paid as of that date, are reflected as benefits paid on the Form 5500.
8. ALLOCATIONS AND VESTING
Investment income net of administrative expenses is allocated to a
participant's account monthly based on the proportion each account bears
to the total of all account balances. Benefit payments are determined by
the plan recordkeeper and disbursed by the trustee after receiving notice
from the employer that a participant's beneficial interest has matured
due to death, disability, retirement, or separation. Participants are
100% vested in employee contributions and their profit sharing allocation
contributed to the Plan.
Participants vest in the Sponsor's matching contribution as follows:
<TABLE>
<CAPTION>
Years of Percentage
Vesting Service Vested
--------------- ----------
<C> <C>
less than 3 0%
3 20
4 40
5 60
6 80
7 100
</TABLE>
9. PLAN TERMINATION
Although it has not expressed any intent to do so, the Sponsor has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
the Plan termination, participants will become 100% vested in their
accounts.
10. TAX STATUS OF THE PLAN
The Plan has previously received a favorable letter of determination from
the Internal Revenue Service that the Plan qualifies under section 401(a)
and 401(k) of the Internal Revenue Code (Code) and that the trust is
exempt from income taxes under section 501(a) of the Code. Vons intends
to apply for an updated letter of determination prior to the end of the
remedial amendment period of the Tax Reform Act of 1986. Management
believes that the plan is designed and is currently being operated in
compliance with the applicable requirements of the Code.
<PAGE>
<TABLE>
SCHEDULE 1
VONS PERSONAL CHOICE PROFIT SHARING PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1993
<CAPTION>
IDENTITY FAIR VALUE
OF PARTY DESCRIPTION PURCHASE COST OF OF ASSETS
INVOLVED OF ASSET PRICE ASSET AT PURCHASE
- - ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Purchases:
- - ---------
Union Bank Money Market Fund 62,470,371 62,470,371 62,470,371
American
National S & P 500 Index 13,062,321 13,062,321 13,062,321
United States Government National
Government Mortgage Association
at 7.00% 2,125,963 2,125,963 2,125,963
United States Treasury Bills, due 3,174,844 3,174,844 3,174,844
Treasury September 23, 1993
United States Treasury Bills, due 3,285,267 3,285,267 3,285,267
Treasury November 18, 1993
United States Bonds at 7.125% 3,256,838 3,256,838 3,256,838
Treasury
IDENTITY FAIR VALUE
OF PARTY DESCRIPTION SELLING COST OF OF ASSETS NET GAIN
INVOLVED OF ASSET PRICE ASSET AT SALE (LOSS)
- - ------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Sales:
- - -----
Union Bank Money Market Fund 60,385,495 60,385,495 60,385,495 -
United States Government National 2,133,084 2,125,963 2,133,084 7,121
Government Mortgage Association
Securities at 7.00%
United States Treasury Bills due 3,174,844 3,174,844 3,174,844 -
Treasury Sept. 23, 1993
United States Treasury Bills due 3,285,267 3,285,267 3,285,267 -
Treasury Nov. 18, 1993
United States Bonds at 7.125% 3,309,058 3,256,838 3,309,058 52,220
Treasury
<FN>
See accompanying independent auditors' report.
</TABLE>
<PAGE>
SCHEDULE 2
VONS PERSONAL CHOICE PROFIT SHARING PLAN
ASSETS HELD FOR INVESTMENT
DECEMBER 31, 1993
<TABLE>
<CAPTION>
NUMBER OF
SHARES OR INTEREST CURRENT
DESCRIPTION PAR VALUE RATE MATURITY DATE COST VALUE
- - ---------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Cash:
Union Bank Money Market
Fund 7,116,533 Shares $ 7,116,533 $ 7,116,533
----------- -----------
Commercial Paper:
Ford Motor Credit
Corporation $ 660,000 January 4, 1994 658,816 658,816
General Electric Capital
Corporation 660,000 January 4, 1994 658,819 658,819
----------- -----------
Total Commercial Paper 1,317,635 1,317,635
----------- ----------
Corporate Debt Instruments:
Archer Daniels Midland
Company $ 195,000 8.375% April 15, 2017 238,456 228,105
Associates Corporation of
North America 500,000 6.125 February 1, 1998 497,055 509,880
----------- ----------
Total Corporate Debt
Instruments 735,511 737,985
----------- ----------
Stable Value Investment Contracts:
Allstate Life Insurance
Company $2,498,863 8.450% April 4, 1996 2,498,863 2,498,863
Bankers Trust 3,599,743 5.540 April 25, 1998 3,599,743 3,599,743
Capital Holdings Corporation 2,514,103 5.650 April 25, 2004 2,514,103 2,514,103
Capital Holdings Corporation 2,009,933 6.000 April 15, 2000 2,009,933 2,009,933
Capital Holdings Corporation 2,000,091 5.500 April 25, 1998 2,000,091 2,000,091
Capital Holdings Corporation 2,792,746 5.110 September 25, 1998 2,792,746 2,792,746
Commonwealth Life Insurance
Company 2,882,950 6.480 September 9, 1999 2,882,950 2,882,950
Confederation Life Insurance 1,095,905 9.730 January 5, 1994 1,095,905 1,095,905
The Equitable Life Assurance
Society 2,655,741 8.900 July 17, 1995 2,655,741 2,655,741
The Equitable Life Assurance
Society 1,341,318 9.450 August 15, 1995 1,341,318 1,341,318
The Great-West Life Assurance
Company 1,498,869 8.800 January 3, 1995 1,498,869 1,498,869
The Great-West Life Insurance
Company 4,870,244 9.410 July 31, 1994 4,870,244 4,870,244
John Hancock Mutual Life
Insurance Company 2,265,734 7.000 December 16, 1996 2,265,734 2,265,734
Metropolitan Life Insurance
Company 2,777,348 9.400 May 1, 1995 2,777,348 2,777,348
State Mutual Life Assurance
Company 2,112,835 9.280 March 15, 1995 2,112,835 2,112,835
Transamerica Occidental Life
Insurance Company 3,225,626 10.220 October 3, 1994 3,225,626 3,225,626
The Travelers Insurance
Company 2,482,199 8.440 January 15, 1996 2,482,199 2,482,199
The Travelers Insurance
Company 2,523,657 8.530 November 15, 1995 2,523,657 2,523,657
------------ -----------
Total Stable Value Investment
Contracts 45,147,905 45,147,905
------------ -----------
Government and Government Agency Obligations:
Government National Mortgage
Association $ 222,523 8.500% June 15, 2021 238,030 236,013
Government National Mortgage
Association 572,824 8.500 November 15, 2021 612,743 607,548
Government National Mortgage
Association 24,149 8.500 August 15, 2021 25,832 25,613
Government National Mortgage
Association 150,021 8.500 July 15, 2021 160,476 159,115
Government National Mortgage
Association 265,480 8.000 February 15, 2022 279,500 279,500
Government National Mortgage
Association 44,657 8.000 April 15, 2022 47,016 47,016
Government National Mortgage
Association 433,215 7.500 May 15, 2023 451,086 449,054
Government National Mortgage
Association 152,006 7.500 May 15, 2023 158,276 157,563
Government National Mortgage
Association 647,423 7.500 November 15, 2022 675,950 671,092
Government National Mortgage
Association 405,010 7.500 May 15, 2023 421,970 419,818
Government National Mortgage
Association 891,965 7.500 January 15, 2023 893,080 924,576
Government National Mortgage
Association 176,584 7.500 January 15, 2023 184,364 183,040
Government National Mortgage
Association 248,579 7.500 June 15, 2023 261,202 257,667
Government National Mortgage
Association 166,494 7.500 July 15, 2023 174,377 172,581
Government National Mortgage
Association 146,289 7.500 July 15, 2023 153,032 151,638
Government National Mortgage
Association 26,443 7.500 December 15, 2021 27,608 27,409
United States Treasury Bonds 765,000 7.250 August 15, 2022 857,795 834,569
United States Treasury Bonds 580,000 8.125 August 15, 2021 700,313 694,550
United States Treasury Notes 1,225,000 4.250 December 31, 1995 1,225,000 1,225,000
----------- -----------
Total Government and Government Agency Obligations 7,547,650 7,523,362
----------- -----------
Commingled Funds:
American National Multiple
Fund Investment Trust 126,731 Shares 17,185,094 17,824,856
Federated Max-Cap Fund 19,623 234,039 232,530
Brinson Global Securities
Fund 54,251 6,901,029 7,344,654
----------- -----------
Total Commingled Funds 24,320,162 25,402,040
----------- -----------
Common Stocks:
The Vons Companies, Inc. 227,361 Shares 5,979,330 3,637,776
----------- -----------
Other Investments:
Alabama State Public School
and College Authority $ 500,000 4.625% December 1, 2002 488,910 506,366
----------- -----------
Total Assets Held For Investment $92,653,636 $91,389,602
----------- -----------
----------- -----------
</TABLE>
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: June 28, 1994 Vons Personal Choice Profit Sharing Plan
------------------------------------------
(Name of Plan)
/s/ Virginia L. Miller
------------------------------------------
Virginia L. Miller
Chairman of the Pension and Profit Sharing
Investment Advisory Committee
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Sequentially
Exhibit Number Description Numbered Page
- - -------------- ----------- -------------
<S> <C> <C>
24.1 Consent of KPMG Peat Marwick
<PAGE>
Exhibit 24.1
ACCOUNTANTS' CONSENT
We consent to the use of our report dated June 24, 1994 included in the Vons
Personal Choice Profit Sharing Plan Form 11-K incorporated by reference in the
Registration Statement on Form S-8 and the related Prospectus pertaining to the
Vons Personal Choice Profit Sharing Plan.
KPMG Peat Marwick
/s/ KPMG Peat Marwick
Los Angeles, California
June 24, 1994
</TABLE>