8-K

UNITED STATES
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): January 23, 2006

ALBERTSON’S, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction of Incorporation) 1-6187
(Commission File Numbers) 82-0184434
(I.R.S. Employer Identification Nos.)

250 Park Center Blvd PO Box 20, Boise Idaho	83726
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (208) 395-6200

N/A

(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 8.01 Other Events
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EX-99.1 Press Release
EX-99.2 Communications Package
EX-99.3 Communications Package
EX-99.4 Communications Package
EX-99.5 Communications For Boise Operations

Item 8.01 Other Events

     On January 23, 2006, the Company issued a press release announcing that it has entered into definitive agreements to sell the entire company to a consortium of investors. A copy of the press release and additional public statements made by the Company in connection with the transactions described in the press release are included herein as Exhibits 99.1 through 99.5. These materials are incorporated herein by reference and the foregoing description of the transaction is qualified in its entirety by reference to such materials.

     The information required by Item 1.01 will be filed in a separate Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

     (c) Exhibits.

     The following exhibits are filed with this report:

Exhibit No.	Exhibit Description
99.1	Press release issued by Albertson’s, Inc. on January 23, 2006
99.2	Communications Package for Southern California, Northwest and Intermountain regions, Jewel-Osco, Shaw’s and Acme divisions and Bristol Farms
99.3	Communications Package for Rocky Mountain, Southwest, Northern California and Florida regions, and Dallas/Fort Worth division
99.4	Communications Package for Stand Alone Drug Division
99.5	Communications for Boise Operations

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.

ALBERTSON’S, INC.
/s/ John R. Sims
By:     John R. Sims
Title:	Executive Vice President & General Counsel

Date: January 23, 2006

EXHIBIT INDEX

Exhibit No.	Exhibit Description
99.1	Press release issued by Albertson’s, Inc. on January 23, 2006
99.2	Communications Package for Southern California, Northwest and Intermountain regions, Jewel-Osco, Shaw’s and Acme divisions and Bristol Farms
99.3	Communications Package for Rocky Mountain, Southwest, Northern California and Florida regions, and Dallas/Fort Worth division
99.4	Communications Package for Stand Alone Drug Division
99.5	Communications for Boise Operations

EX-99.1

Exhibit 99.1

[GRAPHIC]

For more information, contact:

Investor Contact

David Parker 208/395-6622

Media contact

George Sard, Citigate Sard Verbinnen 212/687-8080

ALBERTSONS ANNOUNCES DEFINITIVE AGREEMENT
TO SELL COMPANY TO SUPERVALU, CVS, AND
CERBERUS-LED INVESTOR GROUP

Boise, Idaho (January 23, 2006) — Albertson’s, Inc. (NYSE:ABS) announced today that it has entered into a definitive agreement to sell the entire company to a consortium of investors for a total transaction value of approximately $17.4 billion in cash, stock and assumed debt, including the settlement of the Albertsons Hybrid Income Term Security units. The value of the transaction to Albertsons’ shareowners is approximately $26.29 per share, as described below, representing a premium of approximately 27 percent based on the company’s closing share price of $20.73 on September 1, 2005, the day before it announced it would explore strategic alternatives.

Members of the consortium involved in the transaction are SUPERVALU Inc. (NYSE:SVU), CVS Corporation (NYSE:CVS), and an investor group led by CERBERUS CAPITAL MANAGEMENT, L.P. that also includes Kimco Realty, Schottenstein Realty, Lubert-Adler Partners, and Klaff Realty, LP.

Under the terms of the agreement, Albertsons shareholders will receive $20.35 in cash and a fixed exchange ratio of 0.182 shares of SUPERVALU stock for each Albertsons share, on a fully diluted basis. The value of the SUPERVALU stock, based on a $32.65 average stock price using the 20 day trading average of the closing price of the SUPERVALU stock through January 20, 2006, is $5.94. The $20.35 in cash plus $5.94 in SUPERVALU stock yields a total consideration per share of $26.29. Albertsons shareholders would have an equity ownership of approximately 35 percent of the substantially enlarged SUPERVALU upon completion of the transaction.

Assets and operations will be divided by consortium members as follows:

SUPERVALU will acquire approximately 1124 operating stores and 100 percent of the support operations for Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s, and Star Markets, as well as all Albertsons banner stores in Idaho, Southern Nevada, Utah,

Southern California, and the Northwestern US. Also included are all of the combo-store pharmacies, which operate under the Osco and Sav-on banners. These assets combined with SUPERVALU’s existing assets would create a strong new company with 2,656 stores in 48 states plus the District of Columbia and approximately $44 billion in revenues, making it the second largest supermarket company in America.

CVS will acquire 100 percent of the stand-alone drugstore business, which includes approximately 700 freestanding stores as well as a distribution center located in La Habra, California. CVS will also acquire Albertson’s ownership interests in the drug store real estate and intends to sell these interests at or soon after closing in a sale-leaseback transaction. The Sav-on and Osco banners are not part of the sale to CVS. All stand-alone drugstores included in the transaction will be re-bannered as CVS.

The CERBERUS-led consortium will acquire 655 operating stores and 100 percent of the distribution centers and offices in Albertsons’ Dallas/Fort Worth division, and in the Florida, Northern California, Rocky Mountain and Southwestern regions. These stores operate under the Albertsons and Super Saver banners and also include the combo-store pharmacies under the Osco and Sav-on banners. Cerberus has also purchased 26 Cub Stores from SUPERVALU in the Chicago area for an undisclosed amount.

SUPERVALU would provide the necessary transition services to all consortium members for an unspecified length of time.

The transaction is subject to approval by Albertsons and SUPERVALU shareholders as well as customary regulatory approvals. It is expected to close in mid-2006.

COMMENTS ON THE TRANSACTION

Larry Johnston, Chairman, CEO and President of Albertsons said, “This transaction brings our review of strategic alternatives to a very successful conclusion. Over the past several years our team has executed a major restructuring of the company while simultaneously demonstrating strong financial performance compared to our primary traditional competitors in the areas of earnings, sales and free cash flow. From the beginning, the objective of our leadership team has been to demonstrate operational excellence while increasing shareholder value for the company’s large and complex portfolio of retail assets.

This transaction will bring a substantial cash payment to our shareholders. In addition, it also enables our shareowners to benefit from continuing ownership interest in an exciting new retail food and drug company. This new company combines powerful brands, leadership positions in key markets, strong supply chain expertise, highly competitive format differentiation across consumer segments and the ability to further leverage size and scale on a national basis. We strongly believe this new opportunity will result in a bright future for all stakeholders.”

Johnston continued, “We are also pleased that in addition to maintaining a presence in each banner’s headquarter city (Jewel-Chicago, Acme-Philadelphia, Shaws-Boston,

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Albertsons-Los Angeles), SUPERVALU has stated that it intends also to maintain an important presence in Boise, Idaho for the foreseeable future.

Johnston concluded “In summary, we believe this transaction increases shareholder value by capturing strong value for the ongoing business enterprise, monetizing valuable real estate assets, and affording shareowners the opportunity to benefit from a substantial continuing ownership interest in a powerful, growing, and vibrant new company”.

Goldman Sachs & Co. and The Blackstone Group L.P., served as financial advisors and Jones Day served as legal advisor to Albertsons. Sullivan & Cromwell, LLP served as advisors to Albertsons’ Board of Directors.

About Albertson’s, Inc.

Albertsons is one of the world’s largest food and drug retailers. The Company’s divisions and subsidiaries operate approximately 2,500 stores in 37 states across the U.S. and employ approximately 240,000 associates. Its banners include Albertsons, Acme, Shaw’s, Jewel-Osco, Sav-on Drugs, Osco Drug, and Star Market, as well as Super Saver and Bristol Farms, which are operated independently. For more information about Albertsons, please visit our website at www.albertsons.com.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by Albertson’s and SUPERVALU shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertson’s operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertson’s reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Albertson’s undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ADDITIONAL INFORMATION
SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE

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BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertson’s, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertson’s, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertson’s and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertson’s directors and executive officers is available in its proxy statement filed with the SEC by Albertson’s on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

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EX-99.2

Exhibit 99.2

I. Employee Broadcast Script

Audience: Store Directors & Store Support Center associates: Albertsons Southern California, Northwest, and Intermountain regions, Jewel-Osco, Shaw’s, Acme, and Bristol Farms divisions

Division President on Camera:

Hello, and thank you for joining me today. As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our division/region, [version for your area] along with Albertsons in the Northwest, Intermountain, and Southern California regions; and Shaw’s, Jewel, Acme, and Bristol Farms divisions to Supervalu. [Omit your division]

I understand that this is a lot of information to absorb, and while change can be exciting, I recognize that it can also be unsettling. But, I firmly believe the changes that we are making today will mark the beginning of a very exciting new chapter in our company’s history.

You all work very hard every day to ensure we’re an industry leader in the areas of market value, scale, profitability, customer service, and associate satisfaction. You are committed to our vision, to our mission, and to our core values ... and because of that I am proud to be your leader! In each of our markets today, we face different challenges as we strive to reach our vision. We must continue to look at our customers’ needs and make the changes needed to survive in this fiercely competitive retail environment.

By joining the Supervalu team, our division will become a part of a national retail and pharmacy powerhouse ... part of the nation’s largest grocery network of 2,600-plus food stores in 43 states.

By combining the experience that exists on this team with Supervalu to create a new larger and stronger company, we will be poised to effectively compete in today’s competitive marketplace and position ourselves to win.

Joining the Supervalu team opens up for our division the tremendous opportunity to become a part of a progressive company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

Supervalu prides itself on operating a diversified portfolio of regional banners that are locally managed and branded, with strong market shares. Adding our strong brand to this team will allow us to leverage Supervalu’s extensive expertise in supply chain and the price impact format, while continuing to serve our communities and giving our customers what they are looking for.

Like our team, Supervalu places a strong focus on local merchandising ... enabling them to serve a wide demographic of consumers across the economic spectrum, from cost-conscious to upscale.

I would also like to point out that our two companies have similar cultures and values ... Supervalu’s core values include focus, integrity, passion, standards and urgency. And more importantly, Supervalu shares the same commitment to the communities in which it operates, which means we will continue our traditions in corporate philanthropy.

While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval, from both companies and it must also receive the customary regulatory approvals. Supervalu has stated that it expects the deal to close in mid-2006.

What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

I expect in coming weeks that we will meet members of the Supervalu team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

Considering the size and scope of this transaction, the transition time will likely last a period of many months. During this process, we will keep you informed of decisions made as quickly as possible. We have established several channels of communications to answer any questions you may have, and will provide additional information as it becomes available. Cluster meetings will be held in the near future to discuss the company changes, answer questions, and talk about any additional details, announcements, or developments.

The transformation we are going through is one that is critical to positioning ourselves to compete in a retail environment that just gets more and more competitive every year. As you have already proven time and again, you are a committed and flexible team that is able to embrace and adapt to change while continuing to drive the business forward. Please remain focused on serving our customers, and we will do our best to keep you informed over the coming weeks and months.

I thank you again for your attention today. Your involvement and support are critical ...now and going forward. As we continue to make changes in the months ahead, I urge you to make everything you can of this opportunity.

Thank you.

II. Customer Q&A

FOR USE BY ASSOCIATES: Albertsons Southern California, Northwest, and Intermountain regions; and Jewel-Osco, Shaw’s, Acme, and Bristol Farms divisions.

Customer Q&A:

1.	I heard that this store has been sold to a new company?
	Yes, our parent company, Albertsons, has recently announced that [our division or insert banner] has entered into an agreement to sell this division to Supervalu.
2.	Will they change the name of the store?
	At this time, we have no reason to believe that Supervalu will change the name of the store.

3.	Will the store stay open?
	The deal is still subject to approval, and it won’t close until later this year. At this time, we have no reason to believe that Supervalu will close this store.
4.	Will there be any changes in your stores?
	Supervalu is an outstanding company, and we expect that the change in ownership will be seamless to our customers.
5.	Will Supervalu lay people off?
	The deal is still subject to approval, and it won’t close until later this year. The company has made no announcements of layoffs.
6.	Will they still carry the same products?
	Supervalu shares our same commitment to offering products that best meet the needs of the communities we serve. We are confident that under our new parent company, we will continue to provide the customer service, quality foods, and selection that you are used to.

III. Employee Communications (Stores)

FOR USE BY DIVISION TEAMS & STORE DIRECTORS: Albertsons Southern California, Northwest, and Intermountain regions; and Jewel-Osco, Shaw’s, Acme, and Bristol Farms divisions.

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our [division/region], along with Shaw’s, Jewel, Acme, Bristol Farms, and Albertsons in the Northwest, Intermountain, and Southern California regions to Supervalu. [Omit your division]

• While change is very exciting, I recognize that it can also be unsettling. That’s why I would like to take a few minutes this morning to assure you that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• By joining the Supervalu team — our division will become a part of national retail and pharmacy powerhouse... part of the nation’s largest grocery network of 2,600-plus food stores in 48 states.

• By combining the experience that exists on this team with Supervalu to create a new larger and stronger company we will be able to effectively compete in today’s competitive marketplace and position ourselves to win.

• Joining the Supervalu team opens up for our division the tremendous opportunity to become a part of a progressive company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

• Supervalu prides itself on operating a diversified portfolio of regional banners that are locally managed and branded- with strong market shares. Adding our strong brand to this team will allow us to leverage Supervalu’s extensive expertise in supply chain and the price impact format, while continuing to serve our communities and giving our customers what they are looking for.

• Like our team, Supervalu places a strong focus on local merchandising... enabling them to serve a wide demographic of consumers across the economic spectrum, from cost-conscious to upscale.

• I would also like to point out that our two companies have similar cultures and values... Supervalu’s core values include focus, integrity, passion, standards and urgency. And more importantly, Supervalu shares the same commitment to the communities in which it operates, and will continue our traditions in corporate philanthropy.

• While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval and it must also receive the customary regulatory approvals. We expect the deal to close by mid-2006.

• What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

• I expect in coming weeks that we will meet members of the Supervalu team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

• Until then, I encourage you to keep your teams focused on running the business... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have, and will provide additional information when it becomes available:

— Company Portal: Beginning this week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with

news, answers to frequently asked questions, and other information to help you through the transition.

• Now, I can open it up for a few questions.

IV. Employee Q&A (Stores)

When will we know if the sale is definitely approved?

The transaction is subject to approval by shareholders, as well as the customary regulatory approvals. We expect the transaction to close by mid-2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

The transaction is subject to approval by the shareholders of all companies as well as the customary regulatory approvals.

Will Supervalu keep the Albertsons/Shaw’s/Acme/Jewel/Bristol Farms banner name?

Supervalu has not detailed its plans for any changes in stores operations, including whether or not it will change the names of our banners. However, the company has said that these are the assets they want.... great brands, great locations, and great people. The company has acknowledged that our local brands are well-recognized and have a lot of equity with the consumers we serve.

Does the buyer plan to keep all of the associates in the stores?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in our local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

Will stores be forced to close due anti-trust concerns?

The agreement is subject to anti-trust review and we will share more information as we receive it.

Does the buyer plan to keep all of the associates in the corporate/division offices, or will there be layoffs?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in the local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

What is the timeline for the integration? When will changes be announced?

     It is our understanding that upon successful completion of the transaction — which is expected to occur in mid-2006 — Supervalu will be intensely focused on bringing the best forward — including people, systems and processes — from both companies. They expect that this planned and paced transition will take up to three years.

Are the two corporate cultures similar or different?

     The approximately 200,000 combined employees share a lot in common: deep roots in local communities, proven expertise in the grocery industry and a strong commitment to customer service. The merger of these two companies represents a winning combination of two very powerful forces in food retail.

How can we find out more about the buyer?

On Tuesday, SUPERVALU’s Chairman and CEO Jeff Noddle will speak to all of you in a broadcast to all associates in the divisions that SUPERVALU has purchased. You may also find out more about SUPERVALU by calling the company’s Newsline recording. That number will be provided as soon as possible.

Similar to our strategic imperatives, Supervalu has seven key principles that it has shared with us to help us understand what the company stands for.

1. SUPERVALU is a dynamic company, on the leading edge of innovation and poised for strategic growth.

2. SUPERVALU has deep roots in the grocery industry, with more than 135 years of retailing and supply chain knowledge and expertise.

3. SUPERVALU five core values of focus, integrity, passion, standards and urgency underline everything we do.

4. SUPERVALU is committed to the communities in which we operate.

5. SUPERVALU’s retail network, which consists of more than 1,500 stores, is strongly connected to the local marketplace, allowing our stores to meet the needs of a diverse customer base.

6. SUPERVALU’s supply chain footprint offers a broad suite of logistics solutions and operational efficiency programs, which help our independent retail customers serve their consumers as effectively as possible.

7. SUPERVALU’s employees are our strength. We invest in their careers, support their development, and encourage them to enrich their professional life through volunteerism and community engagement.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons Board of Directors has entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division, and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel-Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As for the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid-2006. Once the deal is approved, Supervalu will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

Like Albertsons, Supervalu prides itself on being a company that recognizes that its strengths lie with its people, so we should take comfort in the fact that Supervalu is a company that historically has taken care of its associates and recognizes that its associates as a tremendous asset.

V. Employee Communication (Distribution Centers)

FOR USE BY DISTRIBUTION CENTERS: Albertsons Southern California, Northwest, and Intermountain regions; and Jewel-Osco, Shaw’s, Acme, and Bristol Farms divisions.

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our [division/region], along with Shaw’s, Jewel, Acme, Bristol Farms, and Albertsons in the Northwest, Intermountain, and Southern California regions to Supervalu. [Omit your division]

• While change can be exciting, I recognize that it can also be unsettling. That’s why I would like to take a few minutes this morning to assure you that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• By joining the Supervalu team— our distribution center will become a part of national retail and pharmacy powerhouse... part of the nation’s largest grocery network of 2,600-plus food stores in 48 states.

• SUPERVALU operates 24 distribution centers in 17 states from Washington to New York. On a daily basis, it manages the logistics for approximately one billion cases of grocery products and perishables from more than 500 manufacturers to more than 4,000 retail end points.

• By combining the experience that exists on this team with Supervalu to create a new larger and stronger company we will be able to effectively compete in today’s competitive marketplace and position ourselves to win.

• Joining the Supervalu team opens up for our distribution center the tremendous opportunity to become a part of a progressive company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

• Supervalu prides itself on operating a diversified portfolio of regional banners that are locally managed and branded- with strong market shares. Adding our strong brand to this team will allow us to leverage Supervalu’s extensive expertise in supply chain and the price impact format, while continuing to serve our communities and giving our customers what they are looking for.

• Like our team, Supervalu places a strong focus on local merchandising... enabling them to serve a wide demographic of consumers across the economic spectrum, from cost-conscious to upscale.

• I would also like to point out that our two companies have similar cultures and values... Supervalu’s core values include focus, integrity, passion, standards and urgency. And more importantly, Supervalu shares the same commitment to the communities in which it operates, and will continue our traditions in corporate philanthropy.

• While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval and it must also receive the customary regulatory approvals. We expect the deal to close by mid-2006.

• What that means is that we need to focus on running our business and our number one priority — which is taking care of our stores.

• I expect in coming weeks that we will meet members of the Supervalu team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

• Until then, I encourage you to keep your teams focused on running the business... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have, and will provide additional information when it becomes available:

• Company Portal: Beginning next week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with news, answers to frequently asked questions, and other information to help you through the transition.

• Now, I can open it up for a few questions.

VI. Employee Q&A (Distribution Centers)

When will we know if the sale is definitely approved?

The transaction is subject to approval by shareholders as well as the customary regulatory approvals. We expect the transaction to close by mid-2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

The transaction is subject to approval by the shareholders involved in the transaction as well as the customary regulatory approvals.

Will Supervalu keep the Albertsons/Shaw’s/Acme/Jewel/Bristol Farms banner name?

Supervalu has not detailed its plans for any changes in stores operations, including whether or not it will change the names of our banners. However, the company has said that these are the assets they want... great brands, great locations, and great people. The company has acknowledged that our local brands are well-recognized and have a lot of equity with the consumers we serve.

Does the buyer plan to keep all of the associates in the stores and distribution centers?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in the local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

Will stores be forced to close due anti-trust concerns?

The agreement is subject to anti-trust review and we will share more information as we receive it.

Does the buyer plan to keep all of the associates in the corporate/division/DC offices, or will there be layoffs?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in the local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

What is the timeline for the integration? When will changes be announced?

It is our understanding that upon successful completion of the transaction, which is expected to occur in mid-2006, Supervalu will be intensely focused on bringing the best forward — including people, systems and processes, from both companies. They expect that this planned and paced transition will take up to three years.

Are the two corporate cultures similar or different?

The approximately 200,000 combined employees share a lot in common: deep roots in local communities, proven expertise in the grocery industry and a strong commitment to customer service. The merger of these two companies represents a winning combination of two very powerful forces in food retail.

How can we find out more about the buyer?

On Tuesday, SUPERVALU’s Chairman and CEO Jeff Noddle will speak to all of you in a broadcast to all associates in the divisions that SUPERVALU has purchased. You may also find out more about SUPERVALU by calling the company’s Newsline recording. That phone number will be provided shortly.

Similar to our strategic imperatives, Supervalu has seven key principles that it has shared with us to help us understand what the company stands for.

1. SUPERVALU is a dynamic company, on the leading edge of innovation and poised for strategic growth.

2. SUPERVALU has deep roots in the grocery industry, with more than 135 years of retailing and supply chain knowledge and expertise.

3. SUPERVALU five core values of focus, integrity, passion, standards and urgency underline everything we do.

4. SUPERVALU is committed to the communities in which we operate.

5. SUPERVALU’s retail network, which consists of more than 1,500 stores, is strongly connected to the local marketplace, allowing our stores to meet the needs of a diverse customer base.

6. SUPERVALU’s supply chain footprint offers a broad suite of logistics solutions and operational efficiency programs, which help our independent retail customers serve their consumers as effectively as possible.

7. SUPERVALU’s employees are our strength. We invest in their careers, support their development, and encourage them to enrich their professional life through volunteerism and community engagement.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division, and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel- Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As for the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid-2006. Once the deal is approved, Supervalu will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

Like Albertsons, Supervalu prides itself on being a company that recognizes that its strengths lie with its people, so we should take comfort in the fact that Supervalu is a company that historically has taken care of its associates and recognizes that its associates as a tremendous asset.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by Albertson’s and SUPERVALU shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertson’s operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertson’s reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Albertson’s undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ADDITIONAL INFORMATION
SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertson’s, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertson’s, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertson’s and other persons may be deemed to be participants in the

solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertson’s directors and executive officers is available in its proxy statement filed with the SEC by Albertson’s on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

EX-99.3

Exhibit 99.3

I. Employee Broadcast Script

Audience: Store Directors & Store Support Center associates: Albertsons (and Super Saver) Rocky Mountain, Southwest, Northern California, and Florida regions; and Dallas Fort/Worth division

Division President on Camera:

Hello, and thank you for joining me today. As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our [division/region], along with the Albertsons Rocky Mountain, Southwest, Northern California and Florida regions; and the Dallas/Fort Worth division [Omit your division] to an investment consortium led by Cerberus Capital Management, which also includes Kimco Realty, Schottenstein Realty, Klaff Realty, and Lubert-Adler Partners.

I understand that this is a lot of information to absorb, and while we deal with change almost daily in the retail environment, I recognize that it can also be very unsettling. Our team works hard every day to deliver exceptional service to our customers. You are committed to our vision, to our mission, and to our core values ... and because of that I am proud to be your leader! In each of our markets today, we face different challenges as we strive to reach our vision. We must continue to look at our customers’ needs and make the changes needed to survive in this fiercely competitive retail environment.

Now, let me tell you what I know about the company that has submitted a bit to purchase our region’s/division’s operations.

Headquartered in New York City, Cerberus Capital Management, L.P. and its affiliated entities manage funds and accounts with capital in excess of $16 billion.

While we do not know yet what this consortium’s plans are for our [division/region], we do know that this firm traditionally looks for undervalued assets that it can acquire and help grow.

Given all of our hard work and commitment to serving our customers in this region... I believe that this announcement marks the beginning of a very exciting new chapter in our company’s history.

Our [division/region], like the other regions that will be acquired by the Cerberus-led consortium, is in a unique position, in that we operate in some of the nation’s most competitive markets.

By becoming part of a private company that is skilled in strengthening undervalued assets... we expect to get the resources we need to improve and grow to better meet the needs of our customers. The outcome we expect is that, we will be better positioned to compete in these very difficult market conditions.

While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval and it must also receive the customary regulatory approvals. We expect the deal to close in mid-2006.

What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

Today, our [region’s/division’s] officers and directors will participate in a phone call with Larry Johnston and Howard Cohen, the gentleman who will lead the new business. I expect Mr. Cohen will have more to share about his plans for the future of our [division/region], and we will share details as we receive them.

Considering the size and scope of this transaction, the transition time will last a period of many months. During this process, we will keep you informed of decisions made as quickly as possible. We have established several channels of communications to answer any questions you may have, and will provide additional information when it becomes available. Cluster meetings

will also be held in the near future to discuss the company changes, answer questions, and talk about any additional details, announcements, or developments.

The transformation we are going through is one that is critical to positioning ourselves to compete in a retail environment that just gets tougher every year. As you have already proven time and again, you are a committed and flexible team that is able to embrace and adapt to change while continuing to drive the business forward. Please remain focused on serving our customers, and we will do our best to keep you informed over the coming weeks and months.

I thank you again for your attention today. Your involvement and support are critical ...now and going forward. As we continue to make changes in the months ahead, I urge you to make everything you can of this opportunity.

Thank you.

II. Customer Q&A

FOR USE BY ASSOCIATES: Albertsons (and Super Saver) Rocky Mountain, Southwest, Northern California, and Florida regions; and Dallas Fort/Worth division

Customer Q&A:

1.	I heard that this store has been sold to a new company?
	Yes, our parent company, Albertsons, has recently announced that [our division or insert banner] has entered into a definitive agreement to be sold to Cerberus, a New York-based private equity firm.
2.	Will they change the name of the store?
	At this time, we have no reason to believe that the name will be changed.
3.	Will the store stay open?
	The deal is still subject to approval, and it won’t close until later this year. At this time, we have no reason to believe that our store will be closed.

4.	Will there be any changes in your stores?
	Cerberus is an outstanding company that invests in undervalued assets and helps them grow, and we expect that the change in ownership will be seamless to our customers.
5.	Will Cerberus lay people off?
	The deal is still subject to approval, and it won’t close until later this year. The company has made no announcements of layoffs.
6.	Will they still carry the same products?
	We expect the change in ownership will be seamless to our customers.

III. Employee Communications (Stores)

FOR USE BY DIVISION TEAMS & STORE DIRECTORS: Albertsons (and Super Saver) Rocky Mountain, Southwest, Northern California, and Florida regions; and Dallas Fort/Worth divisions

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our [division/region], along with the Albertsons Rocky Mountain, Southwest, Northern California, Florida regions; and the Dallas/Fort Worth division, [Omit your division] to an investment consortium led by Cerberus Capital Management, which also includes Kimco Realty, Schottenstein Realty, Klaff Realty and Lubert-Adler Partners.

• I would like to point out that the agreement announced today is still subject to shareholder approval, as well as the customary regulatory approvals.

• Now, let me tell you what I know about the company that would like to purchase our region’s operations.

• Headquartered in New York City, Cerberus Capital Management, L.P. and its affiliated entities manage funds and accounts with capital in excess of $16 billion.

• While we do not know yet what this consortium’s plans are for our [division/region], we do know that this firm traditionally looks for undervalued assets that it can acquire and help grow.

• Given all of our hard work and commitment to serving our customers in this region... I believe that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• Our region, like the other regions that will be acquired by the Cerberus-led consortium, is in a unique position, in that we operate in some of the nation’s most competitive markets.

• By becoming part of a private company that is skilled in strengthening undervalued assets... we expect to get the resources we need to improve and grow to better meet the needs of our customers. The outcome, we expect is that, we will be better positioned to compete in these very difficult market conditions.

• While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval, and it must also receive the customary regulatory approvals. We expect the deal to close by mid-2006.

• What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

• Today, our region’s officers and directors will participate in a phone call with Larry Johnston and Howard Cohen, the gentleman who will lead the new business. I expect Mr. Cohen will have more to share about his plans for the future of our region, and we will share details as we receive them. Mr. Cohen is scheduled to tape a broadcast to the associates in our region this week.

• Until then, I encourage you to keep your teams focused on running the business... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have during the transition, and will provide additional information as it becomes available:

• Company Portal: Beginning next week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with news, answers to frequently asked questions, and other information to help you through the transition.

Now, I can open it up for a few questions.

IV. Employee Q&A (Stores)

When will we know if the merger is definitely approved?

The transaction is subject to shareholder approval as well as the customary regulatory approvals. The transaction is expected to close by mid-2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

Our Board recommends that the shareholders approve the transaction.

Will Cerberus keep the Albertsons/Super Saver banner names?

Cerberus has not detailed its plans for any changes in stores operations, including whether or not it will change the names of our banners. We will share that information as soon as it becomes available.

Does the buyer plan to keep all of the associates in the stores?

Again, we have not yet received any information from Cerberus on the future of our associates, but we promise to share that information with you as soon as it becomes available.

Does the buyer plan to keep all of the associates in the corporate/division offices, or will there be layoffs?

Again, we have not yet received any information from Cerberus on the future of our associates, but we promise to share that information with you as soon as it becomes available.

What is the timeline for the integration? When will changes be announced?

There will be little if any visible change to the business while the deal is still subject to shareholder approval. As I mentioned, the company expects the deal to close by mid-2006. And as soon as we receive more information about a transition schedule, we will share that with you.

How can we find out more about the buyer?

As we mentioned, our management teams will be speaking with the leader for Cerberus, and we will let you know more as we receive information.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division, and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel-Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As for the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid-2006. Once the deal is approved, Cerberus will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

V. Employee Communication (Distribution Centers)

FOR USE BY DISTRIBUTION CENTERS: Albertsons (and Super Saver) Rocky Mountain, Southwest, Northern California, and Florida regions; and Dallas Fort/Worth divisions

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell our [division/region], along with the Albertsons Rocky Mountain, Southwest, Northern California, Florida regions; and the Dallas/Fort Worth division, [Omit your division] to an investment consortium led by Cerberus Capital Management, which also includes Kimco Realty, Schottenstein Realty, Klaff Realty and Lubert-Adler Partners.

• I would like to point out that the agreement announced today is still subject to shareholder approval, as well as the customary regulatory approvals.

• Now, let me tell you what I know about the company that would like to purchase our region’s operations.

• Headquartered in New York City, Cerberus Capital Management, L.P. and its affiliated entities manage funds and accounts with capital in excess of $16 billion.

• While we do not know yet what this consortium’s plans are for our [division/region], we do know that this firm traditionally looks for undervalued assets that it can acquire and help grow.

• Given all of our hard work and commitment to serving our stores in this region ... I believe that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• Our region, like the other regions that will be acquired by the Cerberus-led consortium, is in a unique position, in that we operate in some of the nation’s most competitive markets.

• By becoming part of a private company that is skilled in strengthening undervalued assets... we expect to get the resources we need to improve and grow to better meet the needs of our customers. The outcome, we expect is that, we will be better positioned to compete in these very difficult market conditions.

• While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval and it must also receive the customary regulatory approvals. We expect the deal to close by mid- 2006.

• What that means is that we need to focus on running our business and our number one priority — which is supporting our stores so that we can take care of our customers. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

• Today, our region’s officers and directors will participate in a phone call with Larry Johnston and Howard Cohen, the gentleman who will lead the new business. I expect Mr. Cohen will have more to share about his plans for the future of our region, and we will share details as we receive them.

• Until then, I encourage you to keep your teams focused on running the business... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have during the transition, and will provide additional information as it becomes available:

• Company Portal: Beginning next week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with news, answers to frequently asked questions, and other information to help you through the transition.

• Now, I can open it up for a few questions.

VI. Employee Q&A (Distribution Centers)

When will we know if the sale is definitely approved?

The transaction is subject to shareholder approval as well as the customary regulatory approvals. The transaction is expected to close by mid- 2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

Our Board recommends that the shareholders approve the transaction.

Will Cerberus keep the Albertsons/Super Saver banner names?

Cerberus has not detailed its plans for any changes in stores operations, including whether or not it will change the names of our banners. We will share that information as soon as it becomes available.

Does the buyer plan to keep all of the associates in the stores and distribution centers?

Again, we have not yet received any information from Cerberus on the future of our associates, but we promise to share that information with you as soon as it becomes available.

Does the buyer plan to keep all of the associates in the corporate/division/DC offices, or will there be layoffs?

Again, we have not yet received any information from Cerberus on the future of our associates, but we promise to share that information with you as soon as it becomes available.

What is the timeline for the integration? When will changes be announced?

There will be little if any visible change to the business while the deal is still subject to shareholder approval. As I mentioned, the company expects the deal to close in mid-2006. And as soon as we receive more information about a transition schedule, we will share that with you.

How can we find out more about the buyer?

As we mentioned, our management teams will be speaking with the leader for Cerberus, and we will let you know more as we receive information.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and

regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division, and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel-Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As for the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid- 2006. Once the deal is approved, Cerberus will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by Albertson’s and SUPERVALU shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertson’s operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertson’s reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required,

Albertson’s undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ADDITIONAL INFORMATION
SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertson’s, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertson’s, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertson’s and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertson’s directors and executive officers is available in its proxy statement filed with the SEC by Albertson’s on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

EX-99.4

Exhibit 99.4

I. Employee Broadcast Script

Audience: DIVISION TEAMS & STORE DIRECTORS: Stand Alone Drug Stores

Kevin Tripp on Camera:

Hello, and thank you for joining me today. As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell all of the stand alone drug stores to CVS Pharmacy, as well as the La Habra distribution center. The in-store pharmacies branded Sav-on and Osco will be sold to buyer of the food stores in their respective divisions.

I understand that this is a lot of information to absorb, and while change can be exciting, I recognize that it can also be unsettling. But I firmly believe the changes that we are making today will mark the beginning of a very exciting new chapter in our company’s history.

Our team works hard every day to ensure we’re an industry leader in the areas of market value, scale, profitability, customer service, pharmacy excellence, and associate satisfaction. You are committed to our vision, to our mission, and to our core values ... and because of that I am proud to be your leader! In each of our markets today, we face different challenges as we strive to reach our vision. We must continue to look at our customers’ needs and make the changes needed to survive in this fiercely competitive retail environment.

By joining the CVS Pharmacy team, our division will become a part of a national pharmacy retail powerhouse ... which following completion of the transaction, will operate approximately 6,200 stores across 42 states and the District of Columbia.

By acquiring our stand alone drug stores, CVS Pharmacy will be able to expand its business into Southern California and increase its presence in the Southwestern and Midwestern states.

Joining the CVS Pharmacy team opens up for our division the tremendous opportunity to become a part of a very successful company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

Like our team, CVS Pharmacy places a strong emphasis on putting the patient first and embracing innovation to make its pharmacies best in class.

I would also like to point out that our two companies have similar cultures and values ... CVS Pharmacy’s core values include: respect for individuals; integrity, teamwork, openness to new ideas, and commitment to flawless execution, and passion for extraordinary customer service

And more important, CVS Pharmacy shares our commitment to the communities in which it operates, and will continue our traditions in corporate philanthropy.

While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval, and it must also receive the customary regulatory approvals. The deal is expected to in mid-2006.

What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. We need to make sure that our patients understand that they will still receive the very best care when they visit our pharmacies, and that they will be able to count on us for all of their prescriptions and health care needs. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

I expect in coming weeks that we will meet members of the CVS Pharmacy team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

Considering the size and scope of this transaction, the transition time will last a period of many months. During this process, we will keep you informed of decisions that are made as soon as possible. We have established several channels of communications to answer any questions you

may have, and will provide additional information when it becomes available. Cluster meetings will be held in the near future to discuss the company changes, answer questions, and talk about any additional details, announcements, or developments.

The transformation we are going through is one that is critical to positioning ourselves to be successful in a retail environment that just gets more and more competitive every year. As you have already proven time and again, you are a committed and flexible team that is able to embrace and adapt to change while continuing to drive the business forward. Please remain focused on serving our customers, and we will do our best to keep you informed over the coming weeks and months.

I thank you again for your attention today. Your involvement and support are critical ...now and going forward. As we continue to make changes in the months ahead, I urge you to make everything you can of this opportunity. Thank you.

II. Customer Q&A

FOR USE BY ASSOCIATES: Drug division.

Customer Q&A:

1.	I heard that this store has been sold to a new company?
	Yes, our parent company, Albertsons, has recently announced that it has entered into an agreement to sell our stand-alone Drug Store division to CVS Corporation.
2.	Will they change the name of the store?
	It is our understanding that all stand-alone drugstores included in the transaction will be re-bannered as CVS.
3.	Will the store stay open?
	The deal is still subject to approval, and it is not expected to close until mid-2006. It is our understanding that our store will remain open.

4.	Will there be any changes in your stores?
	CVS is an outstanding company, and we expect that the change in ownership will be seamless to our customers.
5.	Will CVS lay people off?
	CVS hasn’t announced specific plans yet. The deal is still subject to approval, and it won’t close until later this year.
6.	Will they still carry the same products?
	CVS shares our same commitment to offering products that best meet the needs of the communities we serve. We are confident that under our new parent company, we will continue to provide the customer service, prescription and health care needs, and the selection that you are used to.

III. Employee Communications

FOR USE BY DIVISION TEAMS & STORE DIRECTORS: Stand Alone Drug Stores & La Habra Distribution Centers

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell all of its stand alone drug stores and our La Habra Distribution Center to CVS Pharmacy. The in-store pharmacies branded Sav-on and Osco will be sold to the buyer of the food stores in the regions in which they are located.

• I would like to point out that the agreement announced today is still subject to shareholder approval, as well as the customary regulatory approvals.

• While this is very exciting news, I recognize that change can also be unsettling. That’s why I would like to take a few minutes this morning to assure you that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• By joining the CVS Pharmacy team, our division will become a part of a national pharmacy retail powerhouse ... part of the nation’s largest retail pharmacy, which currently operates more than 5,400 retail and specialty pharmacy stores in 37 states and the District of Columbia.

• By acquiring our stand alone drug stores, CVS Pharmacy will be able to expand its business into Southern California and increase its presence in the Southwestern and Midwestern states.

• Joining the CVS Pharmacy team opens up for our division the tremendous opportunity to become a part of a very successful company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

• Like our team, CVS Pharmacy places a strong emphasis on putting the patient first and embracing innovation to make its pharmacies the best in class.

• I would also like to point out that our two companies have similar cultures and values  ... CVS Pharmacy’s core values include — Respect for individuals; integrity, teamwork, openness to new ideas, and commitment to flawless execution and passion for extraordinary customer service

• And more important, CVS Pharmacy shares our commitment to the communities in which it operates, and will continue our traditions in corporate philanthropy.

• While the agreement was announced this morning—it is important to understand that it is still subject to shareholder approval and it must also receive the customary regulatory approvals. The deal is expected to close by mid-2006.

• What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers. We need to make sure that our patients understand that they will still receive the very best care when they visit our pharmacies, and that they will be able to count on us for all of their prescriptions and health care needs. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

• I expect in coming weeks that we will meet members of the CVS Pharmacy team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

• Until then, I encourage you to keep your teams focused on running the business ... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have, and will provide additional information when it becomes available:

• Company Portal — Beginning this week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with news, answers to frequently asked questions, and other information to help you through the transition.

• Now, I can open it up for a few questions.

IV. Employee Q&A

When will we know if the deal is definitely approved?

The transaction is subject to approval by shareholders as well as the customary regulatory approvals. We expect the transaction to close by mid-2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

Our Board recommends that the shareholders approve the transaction.

Will CVS keep the Savon/Osco name?

CVS Pharmacy will be re-branding all of our stand-alone pharmacies with the CVS Pharmacy banner.

Does the buyer plan to keep all of the associates in the stores?

CVS Pharmacy has expressed interest in our talented associates, with CEO Tom Ryan saying today in the CVS Pharmacy press release that the company is gaining talented associates with a track record of operating successful drug stores. CVS Pharmacy will share those plans in months to come.

Will stores be forced to close due anti-trust concerns?

The transaction will be subject to anti-trust review and we will share more information on that as it becomes available.

Does the buyer plan to keep all of the associates in the corporate/division offices, or will there be layoffs?

We know that CVS Pharmacy recognizes that we have a very talented group of associates in our corporate and division offices. The have not announced specific plans yet.

What is the timeline for the integration? When will changes be announced?

It is our understanding that upon successful completion of the transaction — which is expected to occur by mid-2006 — CVS Pharmacy will be intensely focused on bringing the best forward — including people, systems and processes — from both companies. CVS Pharmacy will communicate that timeline as soon as it becomes available.

Are the two corporate cultures similar or different?

The merger of these two companies represents a winning combination of two very powerful forces in pharmacy retail. As I mentioned earlier, we share similar core values,

and both companies believe their associates are one of their most important assets. We anticipate that the two cultures will be a natural fit.

How can we find out more about the buyer?

In the coming months we will be working with CVS Pharmacy to bring you more information about the company so that you can better understand your new parent company.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division, and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel-Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As to the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid-2006. Once the deal is approved, CVS Pharmacy will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

Like Albertsons, CVS Pharmacy prides itself on being a company that recognizes that its strengths lie with its people, so we should take comfort in the fact that CVS Pharmacy is a company that historically has taken care of its associates and recognizes that its associates as a tremendous asset.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by Albertson’s and SUPERVALU shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertson’s operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertson’s reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Albertson’s undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ADDITIONAL INFORMATION
SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertson’s, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertson’s, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertson’s and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertson’s directors and executive officers is available in its proxy statement filed with the SEC by Albertson’s on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

EX-99.5

Exhibit 99.5

I. Employee Communications

FOR USE BY BOISE OFFICERS & DIRECTORS: Boise associates

Talking Points:

• As you have all heard by now, Albertsons announced this morning that the company has entered into a definitive agreement to sell the entire company to SUPERVALU, CVS Pharmacy, and an investment group led by Cerberus Capital Management.

• Under the terms of the agreement, SUPERVALU will acquire our corporate store support operations, along with the stores and the support operations for Shaw’s, Jewel, Acme, Bristol Farms, and Albertsons in the Northwest, Intermountain, and Southern California regions.

• While change is very exciting, I recognize that it can also be unsettling. That’s why I would like to take a few minutes this morning to assure you that this announcement marks the beginning of a very exciting new chapter in our company’s history.

• By joining the Supervalu team— we will become a part of national retail and pharmacy powerhouse... part of the nation’s largest grocery network of 2,600-plus food stores in 48 states.

• By combining the experience of the Albertsons, Shaw’s, Jewel-Osco, Acme, and Bristol Farms teams with Supervalu, a new larger and stronger company will be formed to more effectively compete and win in today’s changing marketplace.

• Joining the Supervalu team opens up for our store support teams the tremendous opportunity to become a part of a progressive company that shares many of the same core values and strategic imperatives that have helped us to be successful in the markets we serve.

• Supervalu prides itself on operating a diversified portfolio of regional banners that are locally managed and branded- with strong market shares. Adding our strong brand to this team will allow us to leverage Supervalu’s extensive expertise in supply chain and the price impact format, while continuing to serve our communities and giving our customers what they are looking for.

• Like our team, Supervalu places a strong focus on local merchandising... enabling them to serve a wide demographic of consumers across the economic spectrum, from cost-conscious to upscale.

• I would also like to point out that our two companies have similar cultures and values... Supervalu’s core values include focus, integrity, passion, standards and urgency. And more importantly, Supervalu shares the same commitment to the communities in which it operates, and will continue our traditions in corporate philanthropy.

• While the agreement was announced this morning — it is important to understand that it is still subject to shareholder approval, and it must also receive the customary regulatory approvals. We expect the deal to close by mid-2006.

• What that means is that we need to focus on running our business and our number one priority — which is taking care of our customers out in the divisions. In addition, we need to focus on achieving our fourth quarter targets, and making sure that we continue to deliver results.

• I expect in coming weeks that we will meet members of the Supervalu team and that we will soon be getting more information around this proposed acquisition and how it could affect our business processes once the deal has been approved by shareholders.

• Until then, I encourage you to keep your teams focused on running the business... take their questions and explain that we may not have all of the answers right away.

• The company has also established the following channels of communications to answer any questions you may have, and will provide additional information when it becomes available:

– Company Portal: Beginning this week, information regarding the transaction will be posted on the company’s Intranet as soon as it becomes available. A link to the “Get Connected” site will be found on the home page under the Company Links section. You will also be able to access the site by typing “Get Connected” into your Internet browser. The Get Connected site will be updated frequently with news, answers to frequently asked questions, and other information to help you through the transition.

• Now, I can open it up for a few questions.

II. Employee Q&A

When will we know if the sale is definitely approved?

The transaction is subject to approval by the shareholders, as well as the customary regulatory approvals. We expect the transaction to close by mid-2006.

Is there a chance that the deal won’t go through? If so, what could stop it?

Our Board recommends that the shareholders approve the transaction.

Will Supervalu keep the Albertsons/Shaw’s/Acme/Jewel/Bristol Farms banner name?

Supervalu has not detailed its plans for any changes in stores operations, including whether or not it will change the names of our banners. However, the company has said that these are the assets they want... great brands, great locations, and great people. The company has acknowledged that our local brands are well-recognized and have a lot of equity with the consumers we serve.

Does the buyer plan to keep all of the associates in the stores?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in our local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

Will stores be forced to close due anti-trust concerns?

The agreement is subject to anti-trust review and we will share more information as we receive it.

Does the buyer plan to keep all of the associates in the corporate/division offices, or will there be layoffs?

It is our understanding that Supervalu continues to grow the business we have established and build on the successes that we have achieved in the local markets. Supervalu has said that by engaging in this deal it is gaining exceptional managerial talent and a highly-skilled employee base.

What is the timeline for the integration? When will changes be announced?

It is our understanding that upon successful completion of the transaction — which is expected to occur in mid- 2006 — Supervalu will be intensely focused on bringing the best forward — including people, systems and processes — from both companies. They expect that this planned and paced transition will take up to three years.

Are the two corporate cultures similar or different?

The approximately 200,000 combined employees share a lot in common: deep roots in local communities, proven expertise in the grocery industry and a strong commitment to customer service. The merger of these two companies represents a winning combination of two very powerful forces in food retail.

How can we find out more about the buyer?

On Tuesday, SUPERVALU’s Chairman and CEO Jeff Noddle will speak to all of you in a broadcast to all associates in our corporate store support centers as well as in the divisions that SUPERVALU has purchased. You may also find out more about SUPERVALU by calling the company’s Newsline recording. The telephone number will be provided shortly.

Similar to our strategic imperatives, Supervalu has seven key principles that it has shared with us to help us understand what the company stands for.

1. SUPERVALU is a dynamic company, on the leading edge of innovation and poised for strategic growth.

2. SUPERVALU has deep roots in the grocery industry, with more than 135 years of retailing and supply chain knowledge and expertise.

3. SUPERVALU five core values of focus, integrity, passion, standards and urgency underline everything we do.

4. SUPERVALU is committed to the communities in which we operate.

5. SUPERVALU’s retail network, which consists of more than 1,500 stores, is strongly connected to the local marketplace, allowing our stores to meet the needs of a diverse customer base.

6. SUPERVALU’s supply chain footprint offers a broad suite of logistics solutions and operational efficiency programs, which help our independent retail customers serve their consumers as effectively as possible.

7. SUPERVALU’s employees are our strength. We invest in their careers, support their development, and encourage them to enrich their professional life through volunteerism and community engagement.

Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer during the transition period before the deal is approved?

Yes, there are restrictions about what can and cannot be shared, and our legal department has developed guidelines for us to abide by prior to shareholder and regulatory approval of the transaction. If you have specific questions about what information can and cannot be shared, please contact your supervisor.

Does this mean that there is no more Albertsons?

As detailed in this morning’s announcement, Albertsons Board of Directors has entered into an agreement to sell the company to a consortium of three buyers: Cerberus, which has purchased Albertsons’ DFW, Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which has purchased the stand-alone drug division,

and Supervalu, which has purchased the Albertsons Southern California and Northwest divisions, Acme, Shaw’s, Jewel-Osco divisions.

Albertsons will not exist as it does today, since assets are going to three different groups, and its stock will no longer be listed on the NYSE. As for the brand name, it will be up to SVU to determine whether to continue using the Albertsons brand.

HR/Benefits Questions:

ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education reimbursement, job openings...

The transaction is not expected to be complete until mid- 2006. Once the deal is approved, Supervalu will be prepared to share with you all of the details of its benefits plans, including health care, vacation, and employment opportunities.

Like Albertsons, Supervalu prides itself on being a company that recognizes that its strengths lie with its people, so we should take comfort in the fact that Supervalu is a company that historically has taken care of its associates and recognizes that its associates as a tremendous asset.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by Albertson’s and SUPERVALU shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertson’s operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertson’s reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Albertson’s undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ADDITIONAL INFORMATION
SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY

STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertson’s, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertson’s, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertson’s and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertson’s directors and executive officers is available in its proxy statement filed with the SEC by Albertson’s on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.