As filed with the Securities and Exchange Commission on May 27, 2009

Registration No. 333-22837

 

 

 

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.)

 

 

THE VONS COMPANIES,

INC. MANAGEMENT STOCK OPTION PLAN

THE VONS COMPANIES, INC. 1990 STOCK

OPTION AND RESTRICTED STOCK PLAN

SAFEWAY INC. STOCK OPTION PLAN FOR FORMER

DIRECTORS OF THE VONS COMPANIES, INC.

(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

 

 

 

---

DEREGISTRATION OF SECURITIES

The Registrant registered (i) 4,097 shares of Common Stock for issuance under The Vons Companies, Inc. Management Stock Option Plan, (ii), 3,524,312 shares of Common Stock for issuance under The Vons Companies, Inc. 1990 Stock Option and Restricted Stock Plan and (iii) 264,917 shares of Common Stock for issuance under the Safeway Inc. Stock Option Plan for Former Directors of The Vons Companies, Inc. (collectively, the “Plans”) pursuant to a registration statement on Form S-4 effective March 6, 1997 (Registration No. 333-22837), as amended by Post-Effective Amendment No. 1 on Form S-8 filed with the Securities and Exchange Commission on April 8, 1997 (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.

---

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. 333-22837 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pleasanton, State of California on this 27th day of May, 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. 333-22837 has been signed by the following persons in the capacities indicated on May 27, 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
/s/ Frank C. Herringer Frank C. Herringer		Director
/s/ Robert I. MacDonnell Robert I. MacDonnell		Director
/s/ Kenneth W. Oder Kenneth W. Oder		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