STOCKHOLDERS OF AMERICAN, ALBERTSON'S OK MERGER

ELLIOT ZWIEBACH

BOISE, Idaho -- Albertson's here and American Stores Co., Salt Lake City, got the go-ahead last week from their respective shareholders to proceed with their merger.

SN has learned details of the new operating structure for the post-merger Albertson's, which would include a four-person office of the chairman and a new regional level of management.

Shareholders of Albertson's and American Stores met separately last Thursday -- in special meetings here and in Westlake Village, Calif. -- to vote on the merger, which had been unanimously approved by both companies' boards of directors in early August. Although final tallies were not available, Albertson's said last week a majority of shareholders of both companies had voted in favor of the merger.

Albertson's said the deal is still subject to certain conditions, including regulatory approval, with completion expected early next year.

Gary Michael, chairman and chief executive officer of Albertson's, said, "This transaction is a defining milestone in our continuing program to accelerate revenue growth, increase profitability and enhance stockholder value. It also provides for the strategic combination of two outstanding companies with complementary strengths and common values." Michael Read, an Albertson's spokesman, told SN the four executives who would comprise the new office of the chairman would each hold other titles in the merged company. The executives -- along with their titles in the new company -- are Michael, chairman of the board and CEO; Theresa Beck, vice chairman; Dick King, president; and Carl Pennington, executive vice president of merchandising. Beck is currently president of American Stores; the other three would carry the same titles they have in the current Albertson's structure.

Victor L. Lund, chairman and chief executive officer of American Stores, will become vice chairman of the board of the new company. He will not be part of the office of the chairman. Read also said the company's new structure would include an added level of management -- presidents of eight Albertson's regions, each of whom would also be a senior vice president.

Under the chain's current structure, Albertson's operates 15 divisions, with three senior vice presidents based here serving as regional managers; American Stores operates five divisions.

The post-merger Albertson's would include eight regional offices spread around the country, each with some staffing, to oversee the company's division operations, Read said.

He said five of the eight regions would be headed by the current executive vice presidents/general managers of American Stores' five divisions:

Peter Lynch, Acme Markets, Malvern, Pa., president of the new Albertson's Eastern region; Greg Josefowicz, Jewel Food Stores, Melrose Park, Ill., president of the new Midwest region; Don Keprta, Lucky Stores North, San Leandro, Calif., president of the new northern California region; Romeo Cefalo, Lucky Stores South, Buena Park, Calif., president of the new southern California region; and Kevin H. Tripp, American Drug Stores, Oak Brook, Ill., president of Albertson's new drug-store division.

The other three regions would be headed by Albertson's personnel: William H. Emmons, senior vice president and regional manager, president of the new Southern region (encompassing Texas and Florida); Dennis Lucas, senior vice president and regional manager, president of the new Northwest region; and Bob Butler, vice president of the southern California division, president of the new Intermountain region.

Read said several divisional vice presidents will report to each regional president, while each regional president will report to the office of the chairman.