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):

August 25, 2009

SAFEWAY INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-00041	94-3019135
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5918 Stoneridge Mall Road, Pleasanton, California	94588-3229
(Address of Principal Executive Offices)	(Zip Code)

(925) 467-3000

(Registrant’s telephone number, including area code)

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ 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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 25, 2009, Safeway Inc. (the “Company”) issued a press release announcing the appointments of Arun Sarin and Michael S. Shannon to the Company’s Board of Directors (the “Board”), effective August 25, 2009. There are no arrangements or understandings between either of Mr. Sarin or Mr. Shannon and any other person pursuant to which he was selected as a director of the Company. Neither Mr. Sarin nor Mr. Shannon was appointed to any of the standing committees of the Board. Neither Mr. Sarin nor Mr. Shannon has any reportable transactions under Item 404(a) of Regulation S-K.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated August 25, 2009 of Safeway Inc.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SAFEWAY INC.
	(Registrant)
Date: August 27, 2009	By:	/s/    Robert A. Gordon
	Name:	Robert A. Gordon
	Title:	Senior Vice President,
		Secretary & General Counsel

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EXHIBIT INDEX

Exhibit No.
99.1	Press Release dated August 25, 2009 of Safeway Inc.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Safeway Inc. Appoints New Board Members

PLEASANTON, Calif., August 25, 2009 — Safeway Inc. (NYSE: SWY) announced the appointments of Arun Sarin and Michael S. Shannon to the company’s board of directors. The company’s board of directors will expand from ten to 12 members with these new appointments.

“We are fortunate to have individuals with these credentials joining the board,” said Safeway Chairman, President and CEO Steve Burd. “Arun and Michael have each run substantial businesses, and their experience will be valuable to our board.”

Mr. Sarin has worked in the telecommunications industry for the majority of his career. Most recently, he was the CEO of Vodafone Group Plc, the world’s largest mobile phone company by revenue. Mr. Sarin has served on numerous boards including Gap Inc., Charles Schwab and Cisco Systems, Inc. He recently retired from being a non-executive director of the Court of the Bank of England.

Mr. Shannon founded KSL Capital Partners LLC in 2004 and its predecessor, KSL Recreation Corporation, in 1992, serving as its President and CEO. KSL Capital Partners is a leading U.S. private equity firm dedicated to investments in travel and leisure businesses. Mr. Shannon also founded and became CEO of KSL Resorts in 2004, following the sale of KSL Recreation. During his tenure as CEO, KSL Recreation grew to become one of the largest independent owners and operators of resorts. From 1986 to 1992, Mr. Shannon served as President and CEO of Vail Associates, Inc. (owner of the Vail and Beaver Creek resorts in Colorado). He currently serves on the board of ING Direct, the Vail Valley Foundation, the United States Ski and Snowboard Association and Eisenhower Memorial Hospital. Mr. Shannon is a past director of Conseco, Inc., TCA Cable TV, Inc., Startek, Inc. and ING Americas Holdings.

Safeway Inc. is a Fortune 50 company and one of the largest food and drug retailers in North America based on sales. The company operates 1,735 stores in the United States and western Canada.

Contacts:

Safeway Inc.

Brian Dowling, 925-467-3787 (Media)

Christiane Pelz, 925-467-3832 (Analysts)