<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, 1994
-------------------------------------
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, 1994, 1993, and 1992 and
Financial Schedules for the Year Ended December 31, 1994
(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, 1994 and 1993 3
Statements of Changes in Net Assets Available
for Benefits for the Years Ended
December 31, 1994, 1993 and 1992 5
Notes to Financial Statements 11
<CAPTION>
Schedule
--------
<S> <C>
Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1994 1
Item 27a - Assets Held For Investment Purposes
at December 31, 1994 2
<FN>
All other schedules omitted are not applicable or are 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 LLP 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, 1994 and 1993, and the related statements of changes
in net assets available for benefits for each of the years in the
three year period ended December 31, 1994. 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 standards. Those standards require that we plan and
perform the audit to 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.
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, 1994 and 1993, and the changes in net assets available
for benefits for each of the years in the three-year period ended
December 31, 1994 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 separate fund information in the
statements of net assets available for benefits and the
statements 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.
/s/ KPMG Peat Marwick LLP
June 20, 1995
<PAGE>
<TABLE>
VONS PERSONAL CHOICE PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1994 and 1993
<CAPTION>
1994 1993
------------ ------------
<S> <C> <C>
Fixed Income Fund Account:
Cash $ 746,544 $ 6,922,089
Commercial paper - 1,317,635
Investment contracts 48,887,972 45,147,905
Government and government
agency obligations 9,952,340 7,523,362
Corporate debt instruments 2,328,829 737,985
Other investments - 506,366
Employer contribution receivable 1,995,907 1,527,884
Employee contribution receivable 161,630 205,572
Investment income receivable 204,558 242,765
Administrative expenses payable (36,716) (47,558)
------------ ------------
Total Fixed Income Fund Account 64,241,064 64,084,005
------------ ------------
Equity Fund Account:
Cash 3,526 8,274
Commingled funds 19,363,958 18,057,386
Employer contribution receivable 1,299,660 1,018,589
Employee contribution receivable 107,752 90,452
Administrative expenses payable (8,667) (14,078)
------------ ------------
Total Equity Fund Account 20,766,229 19,160,623
------------ ------------
Multi-Asset Fund Account:
Cash 81,924 174,065
Commingled funds 8,697,660 7,344,654
Employer contribution receivable 789,079 800,320
Employee contribution receivable 80,800 69,895
Investment income receivable 18,614 13,005
Administrative expenses payable (3,391) (16,848)
------------ ------------
Total Multi-Asset Fund Account 9,664,686 8,385,091
------------ ------------
VONStock Fund Account:
Cash 59,482 12,105
Investment in The Vons
Companies, Inc. common stock 4,835,897 3,637,776
Employer contribution receivable 556,997 291,025
Employee contribution receivable 34,644 45,226
Administrative expenses payable (2,625) (2,697)
------------ ------------
Total VONStock Fund Account 5,484,395 3,983,435
------------ ------------
Net assets available for benefits $100,156,374 $ 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, 1994
<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 $64,084,005 $19,160,623 $ 8,385,091 $ 3,983,435 $ 95,613,154
----------- ----------- ----------- ----------- ------------
Additions:
Employee contributions 2,030,046 1,329,648 1,020,698 408,338 4,788,730
Employer contributions 1,995,907 1,299,660 789,079 556,997 4,641,643
Interest 4,160,595 3,084 8,401 1,536 4,173,616
Dividends - 545,311 415,444 - 960,755
Net appreciation
(depreciation) in
fair value of
investments (865,056) (242,900) (449,180) 470,918 (1,086,218)
Interfund transfers (277,293) (164,440) 86,773 354,960 -
----------- ----------- ----------- ----------- ------------
Total additions 7,044,199 2,770,363 1,871,215 1,792,749 13,478,526
----------- ----------- ----------- ----------- ------------
Deductions:
Benefits 6,736,744 1,131,075 516,481 281,508 8,665,808
Administrative
expenses 150,396 33,682 75,139 10,281 269,498
----------- ----------- ----------- ----------- ------------
Total deductions 6,887,140 1,164,757 591,620 291,789 8,935,306
----------- ----------- ----------- ----------- ------------
Net assets available
for benefits at
end of year $64,241,064 $20,766,229 $ 9,664,686 $ 5,484,395 $100,156,374
----------- ----------- ----------- ----------- -----------
----------- ----------- ----------- ----------- -----------
<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>
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
commercial paper include investments with maturities of less
than one year for which cost approximates market. Investment
contracts with insurance companies are valued at contract
value. Contract value represents contributions made under
the contract plus interest at the contract rate. Other
investment contracts contain a redemption feature such that
fair value approximates cost. 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 or upon the trustee's good faith
estimate of fair value.
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 its
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 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
pre-tax contributions are not matched by the Sponsor.
Participants designate the investment funds in which their
accounts will be invested. At December 31, 1994, forfeited
nonvested accounts totaled $86,408 and were used to reduce
employer contributions.
4. INVESTMENT FUNDS
The Plan offers four investment funds. The Fixed Income Fund
invests in investment contracts, United States and foreign
government obligations, corporate fixed income obligations
and money market investments. During 1994 and the latter
half of 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 the first
half of 1993, the Equity Fund primarily included investments
in common stocks of United States companies. The Multi-
Asset Fund includes investments in a commingled fund
comprised of domestic and international stocks and bonds
and money market investments. The VONStock Fund invests in
common stock of Vons purchased on the open market by a third-
party administrator.
5. DERIVATIVE FINANCIAL INSTRUMENTS
The Fixed Income Fund, Equity Fund and Multi-Asset Fund may
use commonly structured derivative financial instruments
(including, but not limited to, futures, options, swaps, caps
and floors) to manage transaction costs, interest rate risk,
exchange rate risk and maturity risk. Derivative financial
instruments may not be used for the sole purpose of yield
enhancement and the use of leverage is not permitted.
6. INVESTMENT CONTRACTS
Interest rates of investment contracts range from 5.1% to
9.4%.
7. INVESTMENTS IN EXCESS OF FIVE PERCENT OF NET ASSETS
Investments in excess of five percent of net assets at
December 31, 1994 were as follows:
<TABLE>
<CAPTION>
December 31,
1994
------------
<S> <C>
American National Multiple Fund
Investment Trust, 134,865 shares $ 19,229,150
Brinson Global Securities Fund,
64,700 shares 8,697,660
Investments in excess of five percent of net assets at
December 31, 1993 were as follows:
</TABLE>
<TABLE>
<CAPTION>
December 31,
1993
------------
<S> <C>
American National Multiple Fund,
Investment Trust, 126,731 shares $ 17,824,856
Brinson Global Securities Fund,
54,251 shares 7,344,654
Union Bank Money Market Fund,
7,116,533 units 7,116,533
The Great-West Life Insurance Company,
investment contract, 9.41%, due
July 31, 1994 4,870,244
</TABLE>
8. 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 1994 and 1993:
<TABLE>
<CAPTION>
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Net assets available
for benefits per the
financial statements $100,156,374 $ 95,613,154
Amounts allocated to
withdrawing participants (1,206,336) (1,911,131)
------------ ------------
Net assets available
for benefits per
the Form 5500 $ 98,950,038 $ 93,702,023
------------ ------------
------------ ------------
</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, 1994:
<TABLE>
<CAPTION>
Year Ended
December 31,
1994
------------
<S> <C>
Benefits paid to participants
per the financial statements $ 8,665,808
Amounts allocated to withdrawing
participants at December 31, 1994 1,206,336
Amounts allocated to withdrawing
participants at December 31, 1993 (1,911,131)
------------
Benefits paid to participants per
the Form 5500 $ 7,961,013
------------
------------
</TABLE>
Amounts allocated to withdrawing participants, representing
benefit claims that have been processed and approved prior
to December 31, 1994 but not yet paid as of that date, are
reflected as benefits paid on the Form 5500.
9. 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>
10. 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.
11. 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 has applied
for an updated letter of determination for its amended and
restated plan. 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
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
<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:
- ---------
Stepstone Funds Money Market Fund 57,720,625 57,720,625 57,720,625
United States Treasury Notes, due 4,348,101 4,348,101 4,348,101
Treasury July 31, 1998
United States Treasury Notes, due 4,896,424 4,896,424 4,896,424
Treasury August 15, 2003
United States Treasury Notes, due 2,967,393 2,967,393 2,967,393
Treasury May 15, 2004
The Great-West Investment Contract 301,775 301,775 301,775
Life Insurance
Company
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:
- -----
Stepstone Funds Money Market Fund 63,945,682 63,945,682 63,945,682 -
United States Treasury Notes, due 4,283,077 4,348,101 4,283,077 (65,024)
Treasury July 31, 1998
United States Treasury Notes, due 4,769,657 4,896,424 4,769,657 (126,767)
Treasury August 15, 2003
United States Treasury Notes, due 2,951,798 2,967,393 2,951,798 (15,595)
Treasury May 15, 2004
The Great-West Investment Contract 5,172,019 5,172,019 5,172,019 -
Life Insurance
Company
<FN>
See accompanying independent auditors' report.
</TABLE>
<PAGE>
<TABLE>
SCHEDULE 2
VONS PERSONAL CHOICE PROFIT SHARING PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1994
<CAPTION>
NUMBER OF
SHARES OR INTEREST CURRENT
DESCRIPTION PAR VALUE RATE MATURITY DATE COST VALUE
- ---------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Cash:
Stepstone Funds
Money Market
Fund 891,476 Units $ 891,476 $ 891,476
----------- -----------
Corporate Debt
Instruments:
American General
Finance
Corporation $ 730,000 5.430% February 4, 1999 655,803 657,540
Associates Corporation
of North America 500,000 6.125 February 1, 1998 497,055 468,945
Beneficial Corporation 685,000 8.220 June 15, 1998 685,000 680,719
Ford Motor Credit Company 500,000 9.700 October 5, 1998 540,225 521,625
----------- -----------
Total Corporate Debt Instruments 2,378,083 2,328,829
----------- -----------
Investment Contracts:
Allstate Life Insurance
Company $2,710,016 8.450% April 4, 1996 2,710,016 2,710,016
Allstate Life Insurance
Company 2,006,889 8.160 December 15, 1998 2,006,889 2,006,889
Bankers Trust 3,589,504 5.540 April 25, 1998 3,589,504 3,589,504
Capital Holdings Corporation 2,007,373 5.320 December 25, 2003 2,007,373 2,007,373
Capital Holdings Corporation 2,015,579 5.792 February 15, 2019 2,015,579 2,015,579
Capital Holdings Corporation 2,520,144 5.290 April 25, 2004 2,520,144 2,520,144
Capital Holdings Corporation 2,804,140 5.110 September 10, 1998 2,804,140 2,804,140
Capital Holdings Corporation 2,744,330 5.490 May 25, 1999 2,744,330 2,744,330
Commonwealth Life Insurance
Company 3,073,535 6.480 September 9, 1999 3,073,535 3,073,535
The Equitable Life Assurance
Society 2,913,121 8.900 July 17, 1995 2,913,121 2,913,121
The Equitable Life Assurance
Society 1,479,375 9.450 August 15, 1995 1,479,375 1,479,375
The Great-West Life Assurance
Company 1,630,869 8.800 January 3, 1995 1,630,869 1,630,869
John Hancock Mutual Life
Insurance Company 2,438,306 7.000 December 16, 1996 2,438,306 2,438,306
Life of Virginia 3,582,049 7.240 September 15, 1999 3,582,049 3,582,049
Metropolitan Life Insurance
Company 3,061,691 9.400 May 1, 1995 3,061,691 3,061,691
New York Life 2,571,524 7.520 August 16, 1999 2,571,524 2,571,524
State Mutual Life Assurance
Company 2,308,906 9.280 March 15, 1995 2,308,906 2,308,906
The Travelers Insurance
Company 2,691,696 8.440 January 15, 1996 2,691,696 2,691,696
The Travelers Insurance
Company 2,738,925 8.530 November 15, 1995 2,738,925 2,738,925
------------ -----------
Total Investment Contracts 48,887,972 48,887,972
------------ -----------
Common Stocks:
The Vons Companies, Inc. 268,661 Shares 6,689,975 4,835,897
------------ -----------
Government and Agency Obligations:
Federal Farm Credit $1,250,000 6.380% July 25, 1996 1,250,000 1,228,488
Federal Housing Authority
Project 710,563 7.430 June 1, 2023 685,360 655,793
United States Treasury Notes 1,585,000 4.250 May 15, 1996 1,534,558 1,519,127
United States Treasury Notes 285,000 4.625 February 15, 1996 279,122 276,404
United States Treasury Notes 1,380,000 5.125 February 28, 1998 1,308,171 1,276,279
United States Treasury Notes 2,320,000 6.250 August 31, 1996 2,275,756 2,271,070
United States Treasury Notes 115,000 6.500 May 15, 1997 112,197 111,819
United States Treasury Notes 1,650,000 7.750 March 31, 1996 1,696,664 1,655,676
United States Treasury Notes 955,000 7.875 November 15, 2004 953,060 957,684
------------ -----------
Total Government and Agency Obligations 10,094,888 9,952,340
------------ -----------
Commingled Funds:
American National Multiple
Fund Investment Trust 134,865 Shares 18,829,744 19,229,150
Federated Max-Cap Fund 11,562 138,369 134,808
Brinson Global Securities
Fund 64,700 8,706,893 8,697,660
----------- -----------
Total Commingled Funds 27,675,006 28,061,618
----------- -----------
Total Assets Held for Investment Purposes $96,617,400 $94,958,132
----------- -----------
----------- -----------
</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 27, 1995 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 Consent of KPMG Peat Marwick LLP
</TABLE>
<PAGE>
[This page appears on KPMG Peat Marwick LLP Letterhead]
Exhibit 24.1
ACCOUNTANTS' CONSENT
We consent to the use of our report dated June 20, 1995 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.
/s/ KPMG Peat Marwick LLP
June 20, 1995
