AMERICAN STORES COMPANY $500,000,000 MEDIUM-TERM NOTES, SERIES B Due 9 Months or More from Date of Issue Distribution AgreementDistribution Agreement • March 6th, 1998 • American Stores Co /New/ • Retail-grocery stores • New York
EXHIBIT 1 STOCK PURCHASE AGREEMENT DATED AS OF FEBRUARY 20, 1997Stock Purchase Agreement • February 21st, 1997 • American Stores Co /New/ • Retail-grocery stores • Delaware
THE TRANSFER OF THIS AGREEMENT IS SUBJECT TO CERTAIN PROVISIONS CONTAINED HEREIN AND TO RESALE RESTRICTIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED STOCK OPTION AGREEMENT, dated as of August 2, 1998 (this "Agreement"), between American Stores...Stock Option Agreement • August 12th, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
EXHIBIT 4 THIRD AMENDMENT TO RIGHTS AGREEMENT THIRD AMENDMENT, dated as of February 20, 1997, to the Rights Agreement, dated as of March 8, 1988, as amended March 20, 1990 and June 24, 1996 (the "Rights Agreement"), between American Stores Company, a...Rights Agreement • February 21st, 1997 • American Stores Co /New/ • Retail-grocery stores • Delaware
W I T N E S S E T H :Registration Rights Agreement • February 21st, 1997 • American Stores Co /New/ • Retail-grocery stores
EXHIBIT 10.21 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is entered into as of the 9th day of December, 1997, by AMERICAN STORES COMPANY, a Delaware corporation (Company), and VICTOR L. LUND (Executive)....Employment Agreement • April 20th, 1998 • American Stores Co /New/ • Retail-grocery stores • Utah
EXHIBIT 1.1 AMERICAN STORES COMPANY 12,326,330 Shares Common Stock (par value $1.00 per share) Underwriting AgreementUnderwriting Agreement • April 1st, 1997 • American Stores Co /New/ • Retail-grocery stores • New York
February 20, 1997 American Stores Company 709 East South Temple Salt Lake City, Utah 84102 Attn: Kathleen McDermott and Teresa Beck Dear Ms. McDermott and Ms. Beck: Reference is made to that certain Stock Purchase Agreement (the "Stock Purchase...Stock Purchase Agreement • February 21st, 1997 • American Stores Co /New/ • Retail-grocery stores
THE TRANSFER OF THIS AGREEMENT IS SUBJECT TO CERTAIN PROVISIONS CONTAINED HEREIN AND TO RESALE RESTRICTIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED STOCK OPTION AGREEMENT, dated as of August 2, 1998 (this "Agreement"), between Albertson's, Inc.,...Stock Option Agreement • August 12th, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
DEPOSIT AGREEMENTDeposit Agreement • December 24th, 1997 • American Stores Co /New/ • Retail-grocery stores • New York
EXHIBIT 10.25 EMPLOYMENT AGREEMENT AGREEMENT by and between American Stores Company, a Delaware corporation (the "Company") and Edward J. McManus (the "Executive"), dated as of the 9th day of December, 1997. The Board of Directors of the Company (the...Employment Agreement • April 20th, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
EXHIBIT 10.8 TERMINATION AND CONSULTING AGREEMENT This Termination and Consulting Agreement by and among American Stores Company, a Delaware corporation (the "Company"), Albertson's, Inc., a Delaware corporation ("Parent") and Victor L. Lund (the...Termination and Consulting Agreement • September 1st, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
EXHIBIT 10.24 FORM OF AMENDMENT TO THE CHANGE OF CONTROL AGREEMENTS WITH SENIOR OFFICERS AMENDMENT, dated as of December 9, 1997 ("this Amendment"), to the Employment Agreement, dated as of July 25, 1996 (the "Change of Control Employment Agreement"),...Change of Control Employment Agreement • April 20th, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
DATED AS OFMerger Agreement • August 12th, 1998 • American Stores Co /New/ • Retail-grocery stores • Delaware
EXHIBIT 8Rights Agreement • July 17th, 1997 • American Stores Co /New/ • Retail-grocery stores
EXHIBIT 4.4.1 Post Office Box 7928 Boise, Idaho 83707-7928 208-383-7281 March 3, 1997 American Stores Company 709 East South Temple Salt Lake City, UT 84102 Attn: Kathleen McDermott and Teresa Beck Dear Ms. McDermott and Ms. Beck: Reference is made to...Stock Purchase Agreement • March 10th, 1997 • American Stores Co /New/ • Retail-grocery stores
Page ARTICLE I DEFINITIONS SECTION 1.01 Definitions.............................. 1 1.02 Accounting Terms and Determinations...... 14 1.03 Types of Borrowings...................... 15 ARTICLE II THE CREDITS SECTION 2.01 Commitments to...Multi-Year Credit Agreement • April 14th, 1997 • American Stores Co /New/ • Retail-grocery stores • New York
Mr. L. S. Skaggs P.O. Box 2526 Salt Lake City, UT 84110 Re: Consulting Agreement Dear Mr. Skaggs: The purpose of this letter is to set forth our agreement with respect to the consulting and advisory services which you are to render to American Stores...Consulting Agreement • December 11th, 1995 • American Stores Co /New/ • Retail-grocery stores
Exhibit 10.1 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT Third Amendment dated as of March 17, 1998 (Amendment) to Employment Agreement dated as of November 1, 1994, as amended July 25, 1996 and December 9, 1997 (Employment Agreement), between American...Employment Agreement • June 11th, 1998 • American Stores Co /New/ • Retail-grocery stores
Page ARTICLE I DEFINITIONS SECTION 1.01 Definitions.............................. 1 1.02 Accounting Terms and Determinations...... 14 1.03 Types of Borrowings...................... 15 ARTICLE II THE CREDITS SECTION 2.01 Commitments to...364-Day Credit Agreement • April 14th, 1997 • American Stores Co /New/ • Retail-grocery stores • New York
EXHIBIT 1.2 AMERICAN STORES COMPANY 3,081,580 Shares Common Stock (par value $1.00 per share) -------------------------------------------------------------- ------------------ Underwriting Agreement (International Version) ---------------------------Underwriting Agreement • April 1st, 1997 • American Stores Co /New/ • Retail-grocery stores • New York
Exhibit 10.1 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT Second Amendment dated as of July 29, 1997 ("Second Amendment") to Employment Agreement dated as of November 1, 1994, as amended by Amendment dated as of September 17, 1996 ("Employment Agreement")...Employment Agreement • September 16th, 1997 • American Stores Co /New/ • Retail-grocery stores • Utah
FORM OF SECOND AMENDMENT TO EMPLOYMENT AGREEMENT WITH SENIOR OFFICERSEmployment Agreement • April 20th, 1998 • American Stores Co /New/ • Retail-grocery stores • Utah
Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT Amendment dated as of September 17, 1996 (Amendment) to Employment Agreement dated as of November 1, 1994 (Employment Agreement) between American Stores Company, a Delaware corporation (Company) and...Employment Agreement • December 16th, 1996 • American Stores Co /New/ • Retail-grocery stores • Utah
