UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549



                                    FORM 8-K/A

                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


                         Date of Report: June 17, 2002
                       (Date of earliest event reported)

                                 THE KROGER CO.
             (Exact name of registrant as specified in its charter)


An Ohio Corporation                  No. 1-303                31-0345740
(State or other jurisdiction      (Commission File            (IRS Employer
of incorporation)                      Number)                 Number)


1014 Vine Street
Cincinnati, OH  45201
(Address of principal
executive offices)

Registrant's telephone number:  (513) 762-4000



Explanatory Note:

                  This filing is made solely to conform signatures on the
                  contracts which are Exhibits to the Form 8-K filed on June 17,
                  2002.



Item 7.           Financial Statements, Pro Forma Financial Information and
                  Exhibits

                  (c)      Exhibits:

                           1.1     Underwriting Agreement dated March 26, 2002,
                           among The Kroger Co., its subsidiary guarantors,
                           Salomon Smith Barney Inc., Banc of America Securities
                           LLC, Banc One Capital Markets, Inc., and J.P. Morgan
                           Securities Inc., the terms of which are incorporated
                           by reference to Kroger's Current Report on Form 8-K
                           dated April 3, 2002.

                           1.1.1   Pricing Agreement dated June 17, 2002, among
                           The Kroger Co., its subsidiary guarantors, Goldman,
                           Sachs & Co., BNP Paribas Securities Corp., Scotia
                           Capital (USA) Inc., Tokyo-Mitsubishi International
                           plc, U.S. Bancorp Piper Jaffray Inc., and Utendahl
                           Capital Partners, L.P.

                           4.3.1   Fourteenth Supplemental Indenture dated as of
                           June 17, 2002, among The Kroger Co., its subsidiary
                           guarantors, and U.S. Bank, N.A. (formerly known as
                           Firstar Bank, National Association), as trustee,
                           relating to the 6.20% Senior Notes due 2012.



                                    SIGNATURE

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 hereto duly authorized.

                                                THE KROGER CO.



June 16, 2003                                   /s/ Paul Heldman
                                                Paul Heldman
                                                Senior Vice President, Secretary
                                                  and General Counsel



                                  EXHIBIT INDEX

Exhibit No.                           Exhibit

 1.1              Underwriting  Agreement dated March 26, 2002, among The Kroger
                  Co., its subsidiary guarantors, Salomon Smith Barney Inc.,
                  Banc of America Securities LLC, Banc One Capital Markets,
                  Inc., and J.P. Morgan Securities Inc., the terms of which are
                  incorporated by reference to Kroger's Current Report on Form
                  8-K dated April 3, 2002.

1.1.1             Pricing Agreement dated June 17, 2002, among The Kroger Co.,
                  its subsidiary guarantors, Goldman, Sachs & Co., BNP Paribas
                  Securities Corp., Scotia Capital (USA) Inc., Tokyo-Mitsubishi
                  International plc, U.S. Bancorp Piper Jaffray Inc., and
                  Utendahl Capital Partners, L.P.

4.3.1             Fourteenth Supplemental Indenture dated as of June 17, 2002,
                  among The Kroger Co., its subsidiary guarantors, and U.S.
                  Bank, N.A. (formerly known as Firstar Bank, National
                  Association), as trustee, relating to the 6.20% Senior Notes
                  due 2012.