FORM OF AGREEMENT EXECUTED BY EACH OFFICER AND DIRECTOR
Attachment A
AGREEMENT
The undersigned holder of stock options of Delchamps, Inc.
("Delchamps") hereby agrees as indicated below:
Check one:
X I hereby agree to the cancellation of all options to
--- purchase common stock of Delchamps held by me in exchange
for a cash payment as described in the memorandum dated July
22, 1997 provided to me by Delchamps.
I hereby agree to exercise all currently exercisable options
--- to purchase common stock of Delchamps held by me no later
than August 1, 1997. To the extent that I fail to exercise
all such exercisable options by August 1, 1997 and to the
extent that I hold options to purchase Delchamps common
stock that are not currently exercisable, I agree to the
cancellation of all options to purchase common stock of
Delchamps held by me in exchange for a cash payment as
described in the memorandum dated July 22, 1997 provided to
me by Delchamps.
_____________ __________________________________
Date Name
__________________________________
Signature
* Return to Xxxxxxx Xxxxxxx
no later than July 30, 1997
Agreed to and accepted:
DELCHAMPS, INC.
By: _________________________________
