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): July 31, 2009

SPARTAN STORES, INC.
(Exact name of registrant as
specified in its charter)

Michigan
(State or other jurisdiction
of incorporation) 000-31127
(Commission
File Number) 38-0593940
(IRS Employer
Identification no.)

850 76^th Street, S.W.
P.O. Box 8700
Grand Rapids, Michigan
(Address of principal executive offices)
49518-8700
(Zip Code)

Registrant's telephone number,
including area code: (616) 878-2000

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:

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

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

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

o 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 July 31, 2009, the Compensation Committee of the Board of Directors of Spartan Stores, Inc. (the "Company") approved a modification to the definition of the term "Change in Control" in the Company's Stock Incentive Plan of 2005 (the "Plan") that will, with respect to future grants under the Plan, provide that a Change in Control shall occur upon the consummation and effective time of a merger, reorganization, sale of assets or similar transaction. The prior definition provided that a Change in Control shall occur upon shareholder approval of such a transaction. A copy of the Compensation Committee's determination approving the modification is attached to this Form 8-K as exhibit 10.1.

                    At the Company's Annual Meeting of Shareholders to be held on August 12, 2009, the Company's shareholders will vote on a proposed amendment to the Plan that would increase the number of shares available for issuance under the Plan from 1,200,000 shares to 2,200,000 shares. The modification described above is conditioned on the approval of the amendment to the Plan.

                    A copy of the Plan and the proposed amendment is available in the Company's Proxy Statement dated June 26, 2009.

Item 9.01.	Financial Statements and Exhibits.
	(d)	Exhibits: The following documents are attached as an exhibit to this report on Form 8-K:
	10.1	Determination of the Compensation Committee.

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SIGNATURES

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

Date:  August 3, 2009	SPARTAN STORES, INC.
	By	/s/ David M. Staples
		David M. Staples Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Document
10.1	Determination of the Compensation Committee.

EX-10.1

EXHIBIT 10.1

SPARTAN STORES, INC.

DETERMINATION OF THE
COMPENSATION COMMITTEE
OF THE
BOARD OF DIRECTORS

July 31, 2009

                    The Compensation Committee of the Board of Directors of Spartan Stores, Inc. (the "Committee") hereby makes this determination pursuant to the authority granted to the Committee under Section 9.1 of the Spartan Stores, Inc. Stock Incentive Plan of 2005 (the "Plan").

                    The Committee has determined that with respect to any Incentive Award (as that term is defined in the Plan) granted under the Plan after the date of this determination, the term "Change in Control" shall have the meaning set forth in the Spartan Stores, Inc. Supplemental Executive Retirement Plan, as amended ("SERP"), except that a Change in Control described under Sections 5.1(c) and 5.1(d) of the SERP shall not occur by reason of a vote of the shareholders, but shall occur upon the consummation of the reorganization, merger, consolidation, plan of complete liquidation or dissolution, or sale or other disposition of all or substantially all of the assets of the Company approved by the Company's shareholders (each a "Transaction"). No Incentive Award granted under the Plan after July 31, 2009 shall become immediately vested, exercisable, nonforfeitable, or otherwise accelerated under Section 9.1 of the Pla n unless and until the consummation and effective time of such Transaction.

                    This determination shall be binding for all Incentive Awards granted under the Plan after July 31, 2009. This determination shall affect only the Plan and shall have no effect on the rights of holders of any Incentive Award granted before the date of this determination, or the rights of any participant in any other Spartan Stores, Inc. compensation or benefit plan.

                    This determination is conditioned upon the approval by the Company's shareholders of a proposed amendment to the Plan that would increase the number of authorized shares under the Plan from 1,200,000 shares to 2,200,000 shares (the "Amendment"). If the Company's shareholders do not approve the Amendment at the Company's 2009 Annual Meeting of Shareholders to be held on August 12, 2009 or any adjournment thereof, then this determination shall become void and have no force or effect without any further action by the Committee.