Creating a Retail Powerhouse

Investor Presentation

Filed by SUPERVALU INC.

Pursuant to Rule 425 under the Securities Act of 1933

Subject Company: SUPERVALU INC., File #1-5418

Exhibit 99.2

2

Forward-Looking Statement

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

Supervalu

and

Albertsons

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

Albertsons

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

Albertsons

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,

Supervalu

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 Albertsons, 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

Albertsons,

Inc.,

250

East

Parkcenter

Boulevard,

Boise,

Idaho,

83706-3940,

Attention:

Corporate

Secretary.

The

respective

directors

and

executive

officers

of

Supervalu

and

Albertsons

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

Albertsons

directors

and

executive officers is available in its proxy statement filed with the SEC by Albertsons 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.

3

Transaction Overview

•

SUPERVALU, CVS and Cerberus-led investment group to acquire

Albertsons for $17.4 billion in cash, stock and assumption of debt.

–

SUPERVALU to acquire Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s

Supermarkets, Star Markets, and 569 Albertsons stores, as well as in-store

pharmacies under the Osco Drug and Sav-on names. The Albertsons stores are

located in Idaho, Southern California, Nevada, Utah and the northwestern United

States.

–

CVS to acquire stand-alone

pharmacy operations.

–

Cerberus and its partners, Kimco Realty and Schottenstein Realty, to acquire

remaining retail properties.

•

SUPERVALU’s consideration equals approximately $12.4B.

–

$3.8B in cash

–

$2.5B in stock

–

$6.1B assumption of debt

4

SUPERVALU Transaction Highlights

To be acquired by Cerberus

Dallas -

Ft. Worth, Florida,

Northern California, Rocky

Mountain and Southwest

OTHER RETAIL PROPERTIES

To be acquired by CVS

STAND-ALONE DRUG

ALBERTSONS

To be acquired by SUPERVALU

Acme Markets, Bristol Farms,

Jewel-Osco, Shaw’s Supermarkets,

Star Markets, and 569 Albertsons

stores, as well as in-store

pharmacies under the Osco Drug

and Sav-on names.

FOOD RETAILING

Total Stores:

1,126

FY 2006E Revenues:

$24.5B

FY 2006E EBITDA:

$1.77B

% Margin

7.2%

5

The Right Deal at the Right Time

•

Years of operational and financial

staging have prepared us

–

Strong regional chains

–

Local market strategy

–

Strong supply chain backbone

–

Empowered local management teams

•

Proven ability to manage a variety of

retail formats

•

Track record of successful integration

of acquisitions

6

Strategic Overview

•

Transformational in scale and scope.

–

Doubles

SUPERVALU’s

revenue

to

$44

billion

proforma

(FY’

06E).

–

Triples

SUPERVALU’S

Food

Retail

revenues

to

$35

billion

proforma

(FY’

06E).

–

Almost

triples

SUPERVALU’s

EBITDA

to

$2.7

billion

proforma

(FY’

06E).

•

Enhances industry ranking

–

Elevates

SUPERVALU

to

the

No.

2

spot

in

the

grocery

industry

–

measured

by

revenue.

–

New

SUPERVALU will have the nation’s largest grocery network with 2,653 stores.

•

Adds leading positions in key markets across the United States.

–

Obtains leading positions in Boston, Chicago, Las Vegas,

Los Angeles, Orange County, Philadelphia and San Diego.

•

Expands SUPERVALU’s supply chain footprint.

•

Provides

synergies

of

approximately

$150-175

million

pretax

to

the

new

SUPERVALU.

•

Significantly

changes

SUPERVALU’s

business

model

with

expanded

retail operations, providing enhanced growth prospects.

–

89% of Company’s EBITDA will be in the higher-growth retail segment.

7

Strengthening Our Business

SUPERVALU

$.3B

33%

EBITDA: $.9B

EBITDA: $2.7B

$.3B

11%

$2.4B

89%

$9B

20%

Revenue: $44B

$35B

80%

Retail

Revenue: $19B

$.6B

67%

NEW

SUPERVALU Proforma

$9B

47%

$10B

53%

Supply Chain

Retail

Supply Chain

Retail

Supply Chain

Retail

Supply Chain

Reflects SUPERVALU First Call and Albertsons management estimates for Fiscal 2006

8

SUPERVALU’s Current Footprint

•

SUPERVALU has a retail or distribution presence in 42 states, and is predominately focused in the

East, Southeast and Midwest

(1)

Includes 27 TLC owned or managed

facilities

Supermarkets

Extreme Value Stores

Price Superstores

Supply Chain Services/

Distribution Centers

(1)

Texas

New Mexico

Colorado

Wyoming

Montana

Idaho

California

Arizona

Nevada

Utah

Washington

Oregon

North Dakota

South Dakota

Nebraska

Kansas

Oklahoma

Arkansas

Missouri

Iowa

Minnesota

Michigan

Wisconsin

Illinois

Indiana

Ohio

Pennsylvania

New York

Kentucky

Tennessee

Louisiana

Mississippi

Alabama

Georgia

Florida

Maine

South

Carolina

North Carolina

Virginia

West

Virginia

Massachusetts

New Hampshire

Vermont

Connecticut

New Jersey

Delaware

Maryland

Rhode Island

18

23

15

5

6

1

89

31

64

20

48

1

18

7

3

7

117

1

18

20

39

12

92

62

1

22

53

22

9

43

4

105

16

18

55

13

3

9

103

1

19

22

40

39

17

7

3

2

1

3

3

1

2

2

5

6

3

2

1

1

4

3

1

4

2

1

8

2

2

9

7

2

14

1

2

37

1

17

1

3

1

1

1

9

Current Footprint of To-Be Acquired Retail Stores

Banners

Combination / Conventional Stores

85

55

Oregon

Washington

Montana

Idaho

Utah

Arizona

New Mexico

Colorado

Wyoming

North Dakota

South Dakota

Nebraska

Kansas

Missouri

Oklahoma

Texas

Arkansas

Louisiana

Iowa

Minnesota

Wisconsin

Illinois

Indiana

Ohio

Michigan

Kentucky

Tennessee

Mississippi

Alabama

Georgia

South

Carolina

North Carolina

Virginia

West

Virginia

Pennsylvania

New York

Vermont

Maine

New

Hampshire

Massachusetts

Rhode Island

Connecticut

New Jersey

Delaware

Maryland

Florida

43

34

49

1

1

2

1

15

180

6

53

18

23

35

94

17

25

61

12

8

32

85

279

California

Nevada

Northwestern /

Intermountain

Southern 

California

10

Proforma

Operations Footprint of new SUPERVALU

Will have a retail presence in 48 states and the District of Columbia

Supermarkets

Supply Chain Services/

Distribution Centers

(1)

Supermarkets

Price Superstores

Extreme Value Stores

SUPERVALU

New Banners

Texas

New Mexico

Colorado

Wyoming

Montana

Idaho

California

Arizona

Nevada

Utah

Washington

Oregon

North Dakota

South Dakota

Nebraska

Kansas

Oklahoma

Arkansas

Missouri

Iowa

Minnesota

Michigan

Wisconsin

Illinois

Indiana

Ohio

Pennsylvania

New York

Kentucky

Tennessee

Louisiana

Mississippi

Alabama

Georgia

Florida

Maine

South

Carolina

North Carolina

Virginia

West

Virginia

Massachusetts

New Hampshire

Vermont

Connecticut

New Jersey

Delaware

Maryland

Rhode Island

18

23

15

5

6

1

89

31

64

20

48

1

18

7

3

7

117

1

18

20

39

12

92

62

1

22

53

22

9

43

4

105

16

18

55

13

3

9

103

1

19

22

40

39

17

7

3

2

1

3

3

1

2

2

5

8

3

2

1

1

5

3

1

6

1

2

1

8

2

2

9

7

2

14

1

2

37

1

17

1

279

55

85

34

43

47

32

2

180

15

6

1

2

61

53

94

16

25

35

18

12

8

22

1

1

3

1

1

1

1

1

1

1

(1)

Includes 27 TLC owned or managed

facilities

Northwestern /

Intermountain

Southern 

California

11

Second-largest

grocery

retailer

in

the

United

States,

operating

numerous

well-known

national

and

regional

banners.

Food Retailing Operations to be Acquired by SUPERVALU

BANNERS

DESCRIPTION

STORES

KEY MARKETS

134

Delaware, Maryland,

Pennsylvania and  New Jersey;

largely concentrated in the

Philadelphia metropolitan area

For

more

than

a

century,

Acme

has

built

a

reputation

for

quality

products,

low prices and friendly service. Acme holds the No. 1 market share in

Philadelphia. Stores include conventional supermarkets and combination

food and drug stores under the Acme Sav-on banner.

11

Southern California

This upscale southern California gourmet and specialty food retailer is

known

for

its

innovative

approach

to

grocery

retailing.

A

unique

atmosphere,

specialty items and friendly service have won it numerous awards.

Northwestern / Intermountain

258

Idaho, Montana, Nevada, Utah,

Oregon and Washington; largely

concentrated  in Boise,  Portland,

Salt Lake City and Seattle

metropolitan areas

With No. 1 market share in Boise and Salt Lake City, Albertsons is the

leading grocery chain in much of this region with conventional

supermarkets and combinations food and drug stores. These

combination

stores

offer

a

convenient

one-stop

shopping

experience.

Southern California

311

California and Nevada; largely

concentrated in the metropolitan areas

of  Las Vegas, Los Angeles, Orange

County and San Diego

With

the

leading

share

in

fast-growing

metropolitan

areas

like

Las

Vegas,

Orange County and San Diego, these Albertsons banner stores include

conventional supermarkets and combination stores under the

Albertsons/Sav-on banner.

210

Shaw’s and Star Market are both well-established in the New

England

market.

With

roots

reaching

back

to

the

Civil

War,

Shaw’s

ranks No. 2 in the Boston Market. Stores include conventional

supermarkets and Shaw’s Osco combination food and drug stores.

Six New England states; largely

concentrated in Boston,  Hartford

and Providence  metropolitan areas

200

Illinois, Indiana and Wisconsin;

largely concentrated in the Chicago

and Milwaukee metropolitan areas

Prime

locations,

one-stop

shopping

services

and

a

loyal

customer

base

have

helped

give

Jewel-Osco

the

No.

1

market

share

in

the

Chicago

area.

Stores include conventional Jewel supermarkets and combination food and

drug stores under the Jewel-Osco banner.

12

For more than a century, Acme has built a

reputation for quality products, low prices

and friendly service.

Stores include conventional supermarkets

and combination food and drug stores under

the Acme Sav-On banner.

Number of

Stores

Key Markets

134

Delaware, Maryland,

Pennsylvania and New Jersey;

largely concentrated in the

Philadelphia metropolitan area

No. 1 in Philadelphia

13

Bristol Farms is an upscale southern

California gourmet and specialty food retailer

known for its innovative approach to grocery

retailing.

Bristol Farms’

unique atmosphere, specialty

items and friendly service have led to

numerous awards.

Number of

Stores

Key Market

11

Southern California

Upscale, Gourmet

14

Prime locations, one-stop shopping

services and a loyal customer base have

helped make Jewel-Osco a household

name.

Stores include conventional Jewel

supermarkets and combination food and

drug stores under the Jewel-Osco banner.

Number of

Stores

Key Markets

200

Illinois, Indiana and

Wisconsin; largely

concentrated in Chicago

and Milwaukee

metropolitan areas

No. 1 in Chicago

15

Northwestern / Intermountain

Albertsons is the leading grocery chain in much

of the Northwestern and Intermountain regions.

Albertsons conventional supermarkets and

combination food and drug stores offer a

convenient, one-stop shopping experience.

Number of

Stores

Key Markets

258

Idaho, Montana, Nevada,

Oregon, Utah and Washington;

largely concentrated in Boise,

Portland, Salt Lake City and

Seattle metropolitan areas

No. 1 in Boise, Salt Lake City

16

With roots reaching back to the Civil War,

Shaw’s Supermarkets and Star Market are

both well-established in the New England

market.

Stores include conventional supermarkets

and Shaw’s Osco combination food and drug

stores.

Number of

Stores

Key Markets

210

Six New England

states; largely

concentrated in

Boston, Hartford and

Providence

metropolitan areas

No. 2 in New England

17

Southern California

Albertson’s Southern California region is one of

the fastest-growing divisions of Albertsons,

with stores located in some of the most rapidly

expanding cities in the country.

Stores include conventional supermarkets and

combination stores.

Number of

Stores

Key Markets

311

California and Nevada;

largely concentrated in

Las Vegas, Los Angeles,

Orange County and San

Diego metropolitan

areas

No. 1 in Las Vegas,

Orange County

18

Key Financial Highlights

•

SUPERVALU’s consideration equals approximately $12.4B.

–

$3.8B in cash

–

$2.5B in stock

–

$6.1B assumption of debt

•

EBITDA multiple of 7.0X

•

Newly capitalized company will be formed, comprised of:

–

SVU shareholders –

approximately 65%

–

ABS shareholders –

approximately 35%

•

SUPERVALU will continue to pay dividends.

•

Expected to close by summer 2006.

19

New

SUPERVALU Provides:

Broad-based Future Growth Potential and Immediate Diluted

Earnings Per Share Accretion on Annualized Basis

Excluding One-Time Costs

•

Expect transaction to be immediately double-digit accretive

when excluding one-time costs of approximately $125

million.

•

Proforma

FY’06 EBITDA margins increase 140 basis points

from 4.8% to 6.2% through combination.

•

EBITDA margins expected to increase by additional 30 -

40

basis points to 6.5% -

6.6% after combined entity synergies

of $150-175 million realized.

20

Looking at the Impact Another Way

0

1

2

3

4

5

6

7

EBITDA % Compared to our Peers

6.2%

5.9%

5.4%

4.8%

* First Call analyst estimates for Fiscal 2006

21

Synergies of the New

SUPERVALU

Approximately $150-$175 million of pretax synergies

by the end of the third full year.

Supply Chain Optimization

Retail Leverage and Efficiencies

Corporate Synergies

$25-$30 million

$75-$85 million

$50-$60 million

Total Synergies

$150-$175 million

22

Illustrative EPS Accretion

+35%

+17%

Accretion

224

$3.02

$677

1,110

(995)

(745)

150

$2,700

Combined

with

Synergies

$2.61

$2.24

EPS

$ in million except EPS

224

78

146

Share Count Fully Diluted

$585

$265

$320

Net Income

960

452

508

Pretax

(995)

(683)

(312)

Depreciation/Amortization

(745)

(630)

(115)

Net Interest Expense

Synergies

$2,700

$1,765*

$935

EBITDA

Combined

w/o

Synergies

Combination

Adjustments

SUPERVALU

F’06E    

First Call

* EBITDA represents Albertsons management estimates for Fiscal 2006

23

Debt/EBITDA

Illustrative Combined Leverage

$ in million

3.6

4.6

1.8

Debt/EBITDA

2,700

1,765

935

EBITDA

9,718

8,035

1,683

Debt

Combined

Combination

Adjustments

SUPERVALU

FY’06 E

EBITDA

represents

SUPERVALU

First

Call

and

Albertsons

management

estimates

for

Fiscal

2006

24

Illustrative Combined Free Cash Flow

(Excluding One-Time Transaction Costs)

$ in million

540

371

169

Free Cash Flow

(925)

(550)

(375)

Cash Capital Expenditures

(150)

(62)

(88)

Dividends

(375)

(187)

(188)

Income Taxes

(710)

(595)

(115)

Interest (cash)

2,700

1,765*

935

EBITDA

Combined

Combination

Adjustments

SUPERVALU

F’06E

First Call

* EBITDA represents Albertsons management estimates for Fiscal 2006

25

Illustrative Combined Key Metrics

224M

N/A

146M

Share Count Fully Diluted

65%

N/A

39%

Debt-to-Capital Ratio

$1.1B

$650M

$450M

Capital Spending

6. 2%

7.2%

4.8%

EBITDA Margins

$2.7B

$1.77B

$0.9B

EBITDA

$43.8B

$24.5B

$19.3B

Revenue

198,000

144,000

54,000

Employees

896

722

174

In-store Pharmacies

2,656

1,124

1,532

Store Network

New

SUPERVALU

Business to be

Acquired

SUPERVALU

EBITDA

is

SUPERVALU’s

First

Call

and

Albertsons

management

estimates

for

Fiscal

2006

26

Next Steps

•

Earn regulatory approvals

•

Issue proxy, gain shareholder approval

•

Transition planning underway

•

Close summer 2006

•

Launch transition plan post-close

–

In full coordination with future management team

–

Be paced and thoughtful

–

Complete in three years

–

Synergies fully implemented by end of the third year

27

THE NEW

•

Become No. 2 grocery retailer in the nation.

•

Leverage size and scale of supply chain enterprise.

•

Expand broad portfolio of industry’s best regional nameplates.

•

Acquire desirable assets: Great Brands, Great Locations, Great People.

•

Realize synergy potential through better procurement scale, optimized supply chain

and retail expertise.

•

Maximize growth opportunity that is exceptional and deliverable.

–

Significantly enhanced business model with higher EBITDA margins, EPS and cash flow

generation

Formidable Retail Powerhouse

28

THE NEW

Northwestern /

Intermountain

Southern California