<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
_________
FORM 10-Q/A
(Mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
-----
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 21, 1998
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 001-10811
SMART & FINAL INC.
(Exact name of registrant as specified in its charter)
Delaware No. 95-4079584
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
4700 South Boyle Ave.
Los Angeles, California 90058
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (213) 589-1054
Indicate by check mark whether the registrant (1) has filed all reports required
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 the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No____.
The registrant had 22,487,879 shares of common stock outstanding as of July 31,
1998.
Number of Sequentially Numbered Pages: 3
Exhibit Index at Page:
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PART II - OTHER INFORMATION
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of stockholders of the Company was held on May
13, 1998. At the meeting stockholders (1) elected four directors of the
Company, and (2) ratified the selection of Arthur Andersen LLP,
independent public accountants, as auditors for the Company for the year
ending January 3, 1999.
The four directors elected at the meeting were Pierre B. Bouchut,
David J. McLaughlin, Thomas G. Plaskett, and Etienne Snollaerts. The
directors whose term of office as a director continued after the meeting
are Jean-Louis Bourgier, Christian P. Couvreux, Timm F. Crull, Robert J.
Emmons, James S. Gold, Antoine Guichard, and Ross E. Roeder.
The votes cast for, against, or withheld, as well as the number of
abstention and broker non-votes for each nominee for office as a director
were as follows:
<TABLE>
<CAPTION>
VOTES
-------------------------------
Broker
Name of Nominee For Against Withheld Abstentions Non-Votes
- --------------------------- ---------- ------- -------- ----------- ---------
<S> <C> <C> <C> <C> <C>
Pierre B. Bouchut 20,349,740 - 34,788 - -
David J. McLaughlin 20,349,840 - 34,688 - -
Thomas G. Plaskett 20,348,684 - 35,844 - -
Etienne Snollaerts 20,110,499 - 274,029 - -
</TABLE>
The votes cast for, against, or withheld, as well as the number of
abstentions and broker non-votes for ratification of Arthur Andersen LLP,
as auditors for the Company for the year ending January 3, 1999 were as
follows:
<TABLE>
<CAPTION>
VOTES
-------------------------------
Broker
For Against Withheld Abstentions Non-Votes
----------- ------- -------- ----------- ---------
<S> <C> <C> <C> <C> <C>
Ratification of
Arthur Andersen LLP
As auditors for the 20,378,591 812 - 5,125 -
Company for the
Year ending
January 3, 1999
</TABLE>
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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 thereunto duly authorized.
SMART & FINAL INC.
By:
Date: August 11, 1998 /s/ Martin A. Lynch
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Martin A. Lynch
Executive Vice President,
Principal Financial Officer, and
Principal Accounting Officer of the Company
