10-K/A

      
                          FORM 10-K/A                   
                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

[x]  Annual Report Pursuant to Section 13 or 15(d) of the Securities and 
Exchange Act of 1934 [Fee Required].  For the fiscal year ended July 30, 1994.

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934 [Fee Required] for the transition period from ____________
to _____________.

Commission file Number 0-2633

                          VILLAGE SUPER MARKET, INC.
            (Exact name of registrant as specified in its charter)

New Jersey                                             22-1576170
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                          Identification No.)

733 Mountain Avenue, Springfield, New Jersey           07081
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code     (201)-467-2200

         Securities registered pursuant of Section 12 (b) of the Act:
Title of Each Class                     Name of Each Exchange on Which
                                        Registered
None                                    None

         Securities registered pursuant to Section 12(g) of the Act:
                      CLASS A COMMON STOCK, NO PAR VALUE
                               (Title of Class)

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___.

Indicate by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements 
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [x]

The aggregate market value of the Class A common stock of Village Super Market,
Inc. held by non-affiliates was approximately $8,129,296, and the aggregate 
market value of the Class B common stock held by non-affiliates was 
approximately $1,200,376 (based upon the closing price of the Class A shares on 
the Over the Counter Market on October 11, 1994).

Indicate the number of shares outstanding of each of the registrant's classes  
of common stock, as of latest practicable date.

                                         Outstanding at
          Class                          October 24, 1994
Class A common stock, no par value       1,315,800 Shares
Class B common stock, no par value       1,594,076 Shares

DOCUMENTS INCORPORATED BY REFERENCE
Information contained in the 1994 Annual Report to Shareholders and the 1994
definitive Proxy Statement to be filed with the Commission and delivered to 
security holders in connection with the Annual Meeting scheduled to be held on 
December 9, 1994 are incorporated by reference into this Form 10-K at Part II, 
Items 5, 6, 7 and 8 and Part III.



Exhibits                                              

                            EXHIBIT INDEX
                                                                  
                                                  
    Exhibit No. 3 - Certificate of Incorporation and By-Laws *         

    Exhibit No. 4 - Instruments defining the rights of security
      holders;
    
          4.1  Note Purchase Agreement dated August 20, 1987 *          
          4.2  Loan Agreement dated March 29, 1994*
          4.3  Amendment No. 1 to Loan Agreement          

    Exhibit No. 10 - Material Contracts:
                                                                    
         10.1  Wakefern By-Laws *                                         
         10.2  Stockholders Agreement dated February 20, 1992      
                 between the Company and Wakefern Food Corp. *           
         10.3  Voting Agreement dated March 4, 1987 *                   
         10.4  1987 Incentive and Nonstatutory Stock Option Plan * 
   
    Exhibit No. 13   - Annual Report to Security Holders
 
    Exhibit No. 27   - Article 5 Financial Data Schedule
    
    Exhibit No. 28 a - Press release dated October 6, 1994

    Exhibit No. 28 b - Third Quarter Report to Shareholders 

    Exhibit No. 22   - Subsidiaries of Registrant 

    Exhibit No. 23   - Consent of KPMG Peat Marwick LLP 



* The following exhibits are incorporated by reference from the following 
previous filings:

    Form 10-K for 1993: 3, 4.1, 10.1, 10.2, 10.3 and 10.4
    Form 10-Q for April 23, 1994: 4.2

(b) No reports on Form 8-K were filed during the fourth quarter
    of fiscal 1994.




SIGNATURES

   Pursuant to the requirements of Section 13 or 15 (d) 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.

                                             Village Super Market, Inc.


By: /S/ Kevin Begley                        By: /S/ Perry Sumas             
    Kevin Begley                                Perry Sumas
    (Chief Financial &                         (Chief Executive Officer)
     Principal Accounting Officer)

Date:  October 27, 1994

   Pursuant to the requirements of the Securities Exchange Act of 1934, this 
report has been signed below by the following persons on behalf of the 
Registrant and in the capacities and on dates indicated:


/S/ Nicholas Sumas                      /S/ John P. Sumas              
Nicholas Sumas, October 27, 1994        John P. Sumas, October 27, 1994
(Director)                              (Director)


/S/ Perry Sumas                         /S/ James Sumas                
Perry Sumas, October 27, 1994           James Sumas, October 27, 1994
(Director)                              (Director)


/S/ William Sumas                       /S/ Robert Sumas               
William Sumas, October 27, 1994         Robert Sumas, October 27, 1994
(Director)                              (Director)


/S/ John J. McDermott                   /S/ George Andresakes         
John McDermott, October 27, 1994        George Andresakes, October 27, 1994
(Director)                              (Director)

/S/ Norman Crystal
Norman Crystal, October 27, 1994
(Director)

EX-27

 

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