KROGER CLERK NEGOTIATIONS UPDATE, JULY 28, 2011

The Union met with Kroger negotiator Cindy Bondar on Tuesday, July 26, 2011. Bondar stated that the Company had
given us a written proposal for ratification that was not voted. The Union stated that we will only vote on a tentative
agreement that can be recommended and that we had not gotten a package proposal that we could agree to. A few of
the bargaining team members were asked to relate to Bondar the feelings in their stores concerning the Company
proposal. None of the feelings were in favor of it. These statements fell on deaf ears.

The Union stated that the language in the Company proposal concerning Fuel Centers was unacceptable. We were not
going to sell out new hires again as that lesson was learned the last time. Bondar stated that this is something being
accepted "all over the country" by Local unions and here should not be any different. She mentioned recent contracts
with this language in Fort Wayne and South Bend. The Union stated Louisville, Kentucky settled without this language
that was originally proposed. Also, fuel center employees in Arizona have insurance and a pension. Cindy responded
she did not know about that. The Union began wondering when Indiana became its own country!

Bondar said she had nothing new for us and that she "will not negotiate with herself". She expected a written
comprehensive proposal from the Union. She then asked for a break to think about things.

When the Company returned the Union showed movement by proposing to drop nine (9) of their proposals in
exchange for the Company dropping only three (3) of theirs. The Company again asked to break for lunch and said
they would be back to respond. After lunch the Company returned and stated that they will not drop any of their items
because they are all needed by them. Bondar said they do not anticipate having anything else to give us now or in the
near future.

The Union then asked for more dates to negotiate. Bondar said she did not have a calendar with her and her main
assistants were unavailable to confer with. She left it with "Call me". Our observation of her mood was a mix of
frustration and anger throughout the session.

It would seem that Bondar's earlier statement about not negotiating with herself turns out to be true. She is not
negotiating at all, with anyone. She seems to be dictating. Cindy may have missed her calling. We wonder if that new
country of Indiana is looking for a dictator to lead them?

We believe her plan is to frustrate the employees into a position to say just accept it and vote to get it over with. We will
not let this happen. Once we give anything back it will never be regained in the future and contracts will continue to
erode. It must stop now!

WE WILL KEEP YOU INFORMED