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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
For Registration of Certain
Classes of Securities Pursuant to
Section 12(b) or (g) of the Securities
Exchange Act of 1934
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SAFEWAY INC.
(Exact name of registrant as specified in its charter)
DELAWARE 94-3019135
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation)
5918 STONERIDGE MALL ROAD
PLEASANTON, CA 94588-3229
(Address of principal executive offices)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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$200 million 6.85% Senior Notes due 2004 New York Stock Exchange, Inc.
$250 million 7.00% Senior Notes due 2007 New York Stock Exchange, Inc.
$150 million 7.45% Senior Debentures due 2027 New York Stock Exchange, Inc.
If this form relates to the registration of a class of Securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of Securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None
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Item 1. Description of Registrant's Securities.
This registration statement relates to the following securities
issued by Safeway Inc., a Delaware corporation (the "Registrant"): $200
million of its 6.85% Senior Notes due 2004, $250 million of its 7.00%
Senior Notes due 2007 and $150 million of its 7.45% Senior Debentures
due 2027.
$200 MILLION 6.85% SENIOR NOTES DUE 2004 (THE "6.85% NOTES"): A
description of the 6.85% Notes is contained in the Registrant's
Amendment No. 1 to Registration Statement on Form S-3 (File No.
333-32741), as filed with the Securities and Exchange Commission (the
"Commission") on August 22, 1997 under the Securities Act of 1933, as
amended (the "Act"), and the Prospectus dated September 3, 1997 and
Prospectus Supplement dated September 4, 1997 (collectively, the
"Prospectus") as filed with the Commission on September 5, 1997 pursuant
to Rule 424(b)(4) under the Act, which description is hereby
incorporated by reference. In particular, attention is directed to the
information contained under the caption "DESCRIPTION OF THE SECURITIES"
appearing in the Prospectus.
$250 MILLION 7.00% SENIOR NOTES DUE 2007 (THE "7.00% NOTES"): A
description of the 7.00% Notes is contained in the Registrant's
Amendment No. 1 to Registration Statement on Form S-3 (File No.
333-32741), as filed with the Commission on August 22, 1997 under the
Act, and the Prospectus as filed with the Commission on September 5,
1997 pursuant to Rule 424(b)(4) under the Act, which description is
hereby incorporated by reference. In particular, attention is directed
to the information contained under the caption "DESCRIPTION OF THE
SECURITIES" appearing in the Prospectus.
$150 MILLION 7.45% SENIOR DEBENTURES DUE 2027 (THE "7.45%
DEBENTURES"): A description of the 7.45% Debentures is contained in the
Registrant's Amendment No. 1 to Registration Statement on Form S-3 (File
No. 333-32741), as filed with the Commission on August 22, 1997 under
the Act, and the Prospectus as filed with the Commission on September 5,
1997 pursuant to Rule 424(b)(4) under the Act, which description is
hereby incorporated by reference. In particular, attention is directed
to the information contained under the caption "DESCRIPTION OF THE
SECURITIES" appearing in the Prospectus.
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Item 2. Exhibits.
(a) Officer's Certificate dated as of September 10, 1997
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.2).
(b) Form of 6.85% Note (incorporated by reference to the Registrant's
Current Report on Form 8-K dated September 10, 1997, as filed
with the Commission on September 10, 1997, Exhibit 4.3).
(c) Form of 7.00% Note ($200,000,000 aggregate principal amount)
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.4).
(d) Form of 7.00% Note ($50,000,000 aggregate principal amount)
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.5).
(e) Form of 7.45% Debenture (incorporated by reference to the
Registrant's Current Report on Form 8-K dated September 10, 1997,
as filed with the Commission on September 10, 1997, Exhibit 4.6).
(f) Indenture dated as of September 10, 1997 between the Registrant
and The Bank of New York, as Trustee (incorporated by reference
to the Registrant's Current Report on Form 8-K dated September
10, 1997, as filed with the Commission on September 10, 1997,
Exhibit 4.1).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
SAFEWAY INC.
Date: November 7, 1997 By: /s/ MELISSA C. PLAISANCE
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Melissa C. Plaisance
Senior Vice President
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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(a) Officer's Certificate dated as of September 10, 1997
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.2).
(b) Form of 6.85% Note (incorporated by reference to the Registrant's
Current Report on Form 8-K dated September 10, 1997, as filed
with the Commission on September 10, 1997, Exhibit 4.3).
(c) Form of 7.00% Note ($200,000,000 aggregate principal amount)
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.4).
(d) Form of 7.00% Note ($50,000,000 aggregate principal amount)
(incorporated by reference to the Registrant's Current Report on
Form 8-K dated September 10, 1997, as filed with the Commission
on September 10, 1997, Exhibit 4.5).
(e) Form of 7.45% Debenture (incorporated by reference to the
Registrant's Current Report on Form 8-K dated September 10, 1997,
as filed with the Commission on September 10, 1997, Exhibit 4.6).
(f) Indenture dated as of September 10, 1997 between the Registrant
and The Bank of New York, as Trustee (incorporated by reference
to the Registrant's Current Report on Form 8-K dated September
10, 1997, as filed with the Commission on September 10, 1997,
Exhibit 4.1).
