Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 25, 2009, Safeway Inc. (the "Company") issued a press release announcing the appointments of Arun Sarin and Michael S. Shannon to the Company's Board of Directors (the "Board"), effective August 25, 2009. There are no arrangements or understandings between either of Mr. Sarin or Mr. Shannon and any other person pursuant to which he was selected as a director of the Company. Neither Mr. Sarin nor Mr. Shannon was appointed to any of the standing committees of the Board. Neither Mr. Sarin nor Mr. Shannon has any reportable transactions under Item 404(a) of Regulation S-K.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated August 25, 2009 of Safeway Inc.

---