AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 23, 2003
REGISTRATION NO. 333-65792
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
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 94-3019135
(State or other jurisdiction of Pleasanton, California 94588 (I.R.S. Identification
incorporation or organization) (Address of principal executive offices) Number)
(Zip)
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GENUARDI'S FAMILY MARKETS, L.P.
RETIREMENT SAVINGS PLAN
(Full title of the plan)
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Robert A. Gordon, Esq.
Senior Vice President, General Counsel and Secretary
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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1
DEREGISTRATION OF SECURITIES
On July 25, 2001, Safeway, Inc. (the "Registrant") filed a
registration statement on Form S-8 (No. 333-65792) (the "Registration
Statement") which registered the issuance of 500,000 shares of the Registrant's
common stock, par value $.01 per share, to be sold pursuant to the Genuardi's
Family Markets, L.P. Retirement Savings Plan, as amended (the "Genuardi's
Plan"). Pursuant to General Instruction F to Form S-8 and Rule 416(c) under the
Securities Act of 1933, as amended, the Registration Statement also covered an
indeterminate amount of interests to be offered or sold pursuant to the
Genuardi's Plan.
The Genuardi's Plan was merged into the Safeway 401(k) Savings Plan
and Trust, subject to SEC Registration No. 333-85132 (the "Safeway 401(k)
Plan"), on or about January 1, 2003. Therefore, effective as of the merger date,
no further shares or interests are issuable under the Genuardi's Plan.
Accordingly, the Registrant is filing this Post-Effective Amendment No. 1 to
terminate the Registration Statement with regard to all remaining shares and
interests issuable but not issued under the Genuardi's Plan at the time of the
merger of the Genuardi's Plan into the Safeway 401(k) Plan.
2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as
amended, 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. 1 to Registration Statement No. 333-65792 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Pleasanton, State of California on this 23rd day of May, 2003.
SAFEWAY INC.
By: /s/ Robert A. Gordon
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Robert A. Gordon
Senior Vice President, General Counsel
and Secretary
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below does hereby constitute and appoint Robert A. Gordon with full
power of substitution and full power to act without the other, such person's
true and lawful attorney-in-fact and agent to act for such person in such
person's name, place and stead, in any and all capacities, to sign any or all
amendments (including post-effective amendments) to Registration Statement No.
333-65792 on Form S-8 and this Post-Effective Amendment No. 1 thereto, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the premises
in order to effectuate the same as fully, to all intents and purposes, as such
person might or could do in person, hereby ratifying and confirming all that
said attorney-in-fact and agent, may lawfully do or cause to be done by virtue
hereof.
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to Registration Statement No.
333-65792 has been signed by the following persons in the capacities indicated
on May 23, 2003.
Signature Title
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/s/ Steven A. Burd Chairman, President and Chief Executive Officer
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Steven A. Burd (Principal Executive Officer)
/s/ Vasant M. Prabhu Executive Vice President, Chief Financial Officer
------------------------------- (Principal Financial Officer and Principal Accounting
Vasant M. Prabhu Officer)
/s/ James H. Greene, Jr. Director
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James H. Greene, Jr.
/s/ Paul Hazen Director
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Paul Hazen
/s/ Hector Ley Lopez Director
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Hector Ley Lopez
/s/ Robert I MacDonnell Director
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Robert I. MacDonnell
/s/ Peter A. Magowan Director
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Peter A. Magowan
Director
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George R. Roberts
/s/ Rebecca A. Stirn Director
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Rebecca A. Stirn
/s/ William Y. Tauscher Director
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William Y. Tauscher
Pursuant to the requirements of the Securities and Exchange Act of
1933, as amended, this Post-Effective Amendment to the Registration Statement
has been signed by the Benefit Plans Committee, thereunto duly authorized in
the city of Pleasanton, state of California on May 23, 2003.
GENUARDI'S FAMILY MARKETS, L.P.
RETIREMENT SAVINGS PLAN
/s/ David F. Bond
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David F. Bond
/s/ Michael J. Boylan
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Michael J. Boylan
/s/ Gerri Burruel
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Gerri Burruel
/s/ Frank Calfas
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Frank Calfas
/s/ Dick W. Gonzales
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Dick W. Gonzales
/s/ Melissa C. Plaisance
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Melissa C. Plaisance
/s/ Vasant M. Prabhu
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Vasant M. Prabhu