8-K

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                       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): August 5, 2003


                           UNITED NATURAL FOODS, INC.
             (Exact Name of Registrant as Specified in Its Charter)


          Delaware                      000-21531                05-0376157
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer
     of Incorporation)                                       Identification No.)


                                  260 Lake Road
                               Dayville, CT 06241
               (Address of Principal Executive Offices) (Zip Code)


                     (860) 779-2800 (Registrant's Telephone
                          Number, Including Area Code)


                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)

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Item 7. Financial Statements and Exhibits

      (a) Financial Statements of Businesses Acquired: Not Applicable

      (b) Pro Forma Financial Information: Not Applicable

      (c) Exhibits.

             Exhibit No.            Description
             -----------            -----------

                99.1                Press Release, dated August 5, 2003,
                                    announcing that the Company will take
                                    certain charges against income for its
                                    fiscal quarter and year ended July 31, 2003.

Item 9. Regulation FD Disclosure

       On August 5, 2003, the Company issued a press release announcing that it
will take certain charges against income for its fiscal quarter and year ended
July 31, 2003. A copy of this press release is attached as an exhibit to this
Form 8-K.


                                   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.

                                        UNITED NATURAL FOODS, INC.


                                        By: /s/ Rick D. Puckett
                                            ---------------------------
                                            Rick D. Puckett
                                            Vice President, Treasurer and Chief
                                            Financial Officer

                                        Date:  August 5, 2003


                                  EXHIBIT INDEX

  Exhibit No.     Description
  -----------     -----------

      99.1        Press Release, dated August 5, 2003, announcing that the
                  Company will take certain charges against income for its
                  fiscal quarter and year ended July 31, 2003.

EX-99.1

                                                                    Exhibit 99.1

                   [LETTERHEAD OF UNITED NATURAL FOODS, INC.]

FOR IMMEDIATE RELEASE
August 5, 2003

  UNITED NATURAL FOODS WILL RECORD A SPECIAL CHARGE OF $1.9 MILLION IN FOURTH
QUARTER OF FISCAL 2003 RELATED TO OPERATIONS AT HERSHEY IMPORT; WILL ALSO RECORD
             NON-CASH CHARGE OF $1.4 MILLION OF GOODWILL IMPAIRMENT

Dayville, Connecticut - August 5, 2003 -- United Natural Foods, Inc. (Nasdaq:
UNFI) (the "Company") today announced that it will recognize a special charge
against income from operations of $1.9 million pre-tax due to discontinued
products, inventory writedown and severance at its Hershey Import subsidiary
("Hershey") in the fourth quarter ended July 31, 2003. The Company plans to
consolidate management, sales and support functions of Hershey from its Edison,
New Jersey facility with its corporate headquarters in Dayville, Connecticut.
The Company has begun the consolidation of support functions, which are
scheduled to be completed by the end of September 2003. The Company plans to
continue manufacturing and distribution from its Edison, New Jersey facility.
Additionally, the Company announced that it will recognize a non-cash charge
against fourth quarter income from operations of $1.4 million due to goodwill
impairment at Hershey.

Hershey imports, processes, packages and distributes nuts, dried fruit, seeds,
trail mixes, natural and organic products and confections to supermarkets and
natural foods retailers. Products are sold in bulk and in packages under the
Company's Woodstock Farms and EXPRESSnacks trademarks.

"While we plan to incur the inventory writedown and other expenses related to
the consolidation of approximately $1.9 million pre-tax in the fourth quarter of
fiscal year 2003, we believe the consolidation will have a direct and positive
impact on our organization and are confident that we will begin to realize
efficiencies and savings by the end of the first quarter of our fiscal year
2004," said Steven Townsend, the Company's Chief Executive Officer. Mr. Townsend
continued, "Accordingly we are not changing our outlook for our fiscal year
2004."

Mr. Townsend added, "Commencing with our decision in June to place Dan Atwood,
Senior Vice President at United Natural Foods, in direct charge of the
subsidiary, today's actions represent our commitment to regaining profitability
at Hershey. Our ongoing priority is to generate strong, consistent results and
we intend to leverage the expertise of our wholesale distribution business to
turn Hershey back into a profit contributor, by reducing inventory and overhead,
improving productivity and fill rates, and driving sales growth. We believe our
actions will provide a competitive edge to Hershey by streamlining its current
purchasing, production and back office processes."

Mr. Townsend concluded, "Our guidance for earnings per diluted share for fiscal
year 2003 remains in the range $1.18 to $1.20, excluding special items, as
previously stated."



The Company intends to report its financial results for the fourth quarter and
year ended July 31, 2003 before the market opens on Tuesday, September 2, 2003.
Management will conduct a conference call and audio webcast at 11:00 a.m. ET on
September 2, 2003 to review the Company's quarterly results, market trends and
future outlook.

About United Natural Foods

United Natural Foods, Inc. carries and distributes over 30,500 products to more
than 11,000 customers nationwide. The Company serves a wide variety of retail
formats including conventional supermarket chains, natural product superstores
and independent retail operators.

For more information on United Natural Foods, Inc., visit the Company's web site
at www.unfi.com.

AT THE COMPANY:               AT FRB/WEBER SHANDWICK:
Rick D. Puckett               Joseph Calabrese        Vanessa Schwartz
Chief Financial Officer       General Information     Analyst Information
(860) 779-2800                (212) 445-8434          (212) 445-8433

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: Statements in this press release regarding United Natural Foods, Inc.'s
business which are not historical facts are "forward-looking statements" that
involve risks and uncertainties. For a discussion of such risks and
uncertainties, which could cause actual results to differ from those contained
in the forward-looking statements, including but not limited to general business
conditions, the impact of competition and our dependence on principal customers,
see "Risk Factors" in the United Natural Foods, Inc.'s quarterly report on Form
10-Q filed with the Securities and Exchange Commission on June 16, 2003, and its
other filings under the Securities Exchange Act of 1934, as amended. Any
forward-looking statements are made pursuant to the Private Securities
Litigation Reform Act of 1995 and, as such, speak only as of the date made.
United Natural Foods, Inc. is not undertaking to update any information in the
foregoing reports until the effective date of its future reports required by
applicable laws.