As filed with the Securities and Exchange Commission on December 16, 2009

Registration No. 333-84749

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 2

TO

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

SAFEWAY INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware		5918 Stoneridge Mall Road Pleasanton, California 94588		94-3019135
(State or Other Jurisdiction of Incorporation or Organization)		(Address, including Zip Code, of Principal Executive Offices)		(I.R.S. Employer Identification No.)

 

 

RANDALL’S FOOD MARKETS, INC.

STOCK OPTION AND RESTRICTED STOCK PLAN

AMENDED AND RESTATED 1997 STOCK PURCHASE

AND OPTION PLAN FOR KEY EMPLOYEES FOR

RANDALL’S FOOD MARKETS, INC. AND SUBSIDIARIES

(Full Titles of the Plans)

 

 

Robert A. Gordon, Esq.

Senior Vice President and General Counsel

SAFEWAY INC.

5918 Stoneridge Mall Road

Pleasanton, California 94588

(925) 467-3000

(Name, Address and Telephone Number, Including Area Code, of Agent For Service)

 

 

Copies to:

Scott R. Haber, Esq.

Latham & Watkins

505 Montgomery Street, Suite 1900

San Francisco, California 94111

(415) 391-0600

 

 

 

 

 

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DEREGISTRATION OF SECURITIES

The Registrant registered 1,100,000 shares of Common Stock for issuance under the Amended and Restated 1997 Stock Purchase and Option Plan for Key Employees for Randall’s Food Markets, Inc. and Subsidiaries, as amended, and the Randall’s Food Markets, Inc. Stock Option and Restricted Stock Plan, as amended (collectively, the “Plans”) pursuant to a registration statement on Form S-4 effective August 13, 1999 (Registration No. 333-84749), as amended by Post-Effective Amendment No. 1 on Form S-8 filed with the Securities and Exchange Commission on September 16, 1999 (the “Registration Statement”). Each of the Plans has expired and no further awards or shares are issuable under the Plans.

Accordingly, the Registrant is filing this Post-Effective Amendment No. 2 to deregister all of the unissued shares of Common Stock formerly issuable under the Plans and registered under the Registration Statement.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 2 to the Form S-8 Registration Statement No. 333-84749 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pleasanton, State of California on this 16th day of December, 2009.

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Form S-8 Registration Statement No. 333-84749 has been signed by the following persons in the capacities indicated on December 16, 2009.

 

Signature		Title
/S/    STEVEN A. BURD         Steven A. Burd		Chairman, President and Chief Executive Officer (Principal Executive Officer)
/S/    ROBERT L. EDWARDS         Robert L. Edwards		Executive Vice President and Chief Financial Officer
/S/    DAVID F. BOND         David F. Bond		Senior Vice President, Finance and Control (Chief Accounting Officer)
/S/    JANET E. GROVE         Janet E. Grove		Director
/S/    MOHAN GYANI         Mohan Gyani		Director
/S/    PAUL HAZEN         Paul Hazen		Director
Frank C. Herringer		Director
/S/    ROBERT I. MACDONNELL         Robert I. MacDonnell		Director
/S/    KENNETH W. ODER         Kenneth W. Oder		Director
Arun Sarin		Director
/S/    MICHAEL S. SHANNON         Michael S. Shannon		Director
/S/    REBECCA A. STIRN         Rebecca A. Stirn		Director
/S/    WILLIAM Y. TAUSCHER         William Y. Tauscher		Director
/S/    RAYMOND G. VIAULT         Raymond G. Viault		Director