NOTE 3-

Retirement and Other Benefit Plans:

Noncontributory-Trusteed Defined Benefit Retirement Plans for Sales, Administrative, Supervisory and Certain Other Employees

We have noncontributory-trusteed defined benefit retirement plans for sales, administrative, supervisory and certain other employees. In the third quarter of fiscal 2006, we froze future benefit accruals under this plan for employees classified within the administrative, sales or supervisory job classifications or within any non-bargaining class. The benefits under these plans are primarily based on years of service and compensation levels. The funding policy of the plan is to make contributions which are at least equal to the minimum required contributions needed to avoid a funding deficiency. The measurement date for the plan is our fiscal year end.

Net pension cost consisted of the following:

	52 Weeks
	2014			2013
Service cost	$	135		$	174
Interest cost		2,226			2,019
Expected return on plan assets		(3,131	)		(2,674	)
Amortization of unrecognized loss		830			1,688
Amortization of unrecognized prior service costs		1			1
Net pension cost	$	61		$	1,208

Net pension costs and benefit obligations are determined using assumptions as of the beginning of each fiscal year. Weighted average assumptions for each fiscal year are as follows:

	2014			2013
Discount rate		4.05	%		4.65	%
Rate of increase in salary levels		N/A			N/A
Expected return on plan assets		8.00	%		8.00	%

The benefit obligation, plan assets, and funded status of these plans as of the fiscal years ended are as follows:

	52 Weeks
	2014			2013
Change in plan assets:
Fair value of plan assets - beginning of year	$	39,124		$	33,266
Employer contributions		1,587			1,922
Actual return on plan assets		2,939			5,163
Benefits paid		(1,330	)		(1,227	)
Fair value of plan assets - end of year	$	42,320		$	39,124
Change in benefit obligations:
Benefit obligations - beginning of year	$	49,154		$	54,468
Service cost		135			174
Interest cost		2,226			2,019
Actuarial (gain) loss		4,093			(6,280	)
Benefits paid		(1,331	)		(1,227	)
Benefit obligations - end of year		54,277			49,154
Funded status of the plans		(11,957	)		(10,030	)
Unrecognized prior service costs		0			1
Unrecognized net actuarial loss		18,319			14,865
Net amount recognized	$	6,362		$	4,836

The Company performs an internal rate of return analysis when making the discount rate selection. The discount rates were based on Citigroup Pension Liability Index as of October 31, 2014 and November 1, 2013 respectively.

Plan assets are primarily invested in marketable equity securities, corporate and government debt securities and are administered by an investment management company. The plans’ long-term return on assets is based on the weighted-average of the plans’ investment allocation as of the measurement date and the published historical returns for those types of asset

categories, taking into consideration inflation rate forecasts. Our expected employer contribution to the plan in fiscal year 2015 is $1,127.

The actual and target allocation for plan assets are as follows:

Asset Class	2014			Target Asset Allocation			2013			Target Asset Allocation
Large Cap Equities		30.9	%		30.0	%		33.6	%		30.0	%
Mid Cap Equities		0	%		0.0	%		0	%		0.0	%
Small Cap Equities		15.6	%		15.0	%		13.8	%		15.0	%
International (equities only)		18.4	%		20.0	%		19.7	%		20.0	%
Fixed Income		29.2	%		31.0	%		28.1	%		31.0	%
Other (Government/Corporate, Bonds)		2.8	%		2.0	%		1.5	%		2.0	%
Cash		3.1	%		2.0	%		3.3	%		2.0	%
Total		100.0			100			100.0			100.0

The fair value of our pension plan assets and the level under which fair values were determined, using the hierarchy described in Note 1, is as follows:

	Year Ended 2014
	Level 1		Level 2		Level 3		Total

Total plan assets	$	42,320		-		-	$	42,320

Expected payments for the pension benefits are as follows:

Fiscal Years	Pension Benefits
2015	$	1,762
2016	$	1,838
2014	$	1,997
2018	$	2,105
2019	$	2,234
2020-2024	$	13,653

Executive Retirement Plans

Non-Qualified Deferred Compensation

Effective January 1, 1991 we adopted a deferred compensation savings plan for certain key employees. Under this arrangement, selected employees contribute a portion of their annual compensation to the plan. We contribute an amount to each participant’s account by computing an investment return equal to Moody’s Average Seasoned Bond Rate plus 2%. Employees receive vested amounts upon death, termination or attainment of retirement age. No benefit expense was recorded under these plans for fiscal years 2014 and 2013.

Supplemental Executive Retirement Plan

In fiscal year 1991, we adopted a non-qualified supplemental retirement plan for certain key employees. Benefits provided under the plan are equal to 60% of the employee’s final average earnings, less amounts provided by our defined benefit pension plan and amounts available through Social Security.

Benefits payable related to these plans and included in the accompanying consolidated financial statements were $4,694 and $4,521 at October 31, 2014 and November 1, 2013, respectively. In connection with this arrangement we are the beneficiary of life insurance policies on the lives of certain key employees and retirees. The aggregate cash surrender value of these policies, included in non-current assets, was $13,654 and $13,140 at October 31, 2014 and November 1, 2013, respectively.

Expected payments for executive postretirement benefits are as follows:

Fiscal Years	Executive Postretirement Benefits
2014	$	470
2015	$	274
2016	$	69
2017	$	111
2018	$	287
2019-2023	$	2,518

Incentive Compensation Plan for Certain Key Executives

We provide an incentive compensation plan for certain key executives, which is based upon our pretax income. The payment of these amounts is generally deferred over three or five-year periods. The total amount payable related to this arrangement was $1,359 and $1,873 at October 31, 2014 and November 1, 2013, respectively. Future payments are approximately $719, $395, $112, $79 and $42 for fiscal years 2015 through 2019, respectively.

Postretirement Healthcare Benefits for Selected Executive Employees

We provide postretirement health care benefits for selected executive employees. Net periodic postretirement healthcare cost is determined using assumptions as of the beginning of each fiscal year, except for the total actual benefit payments and the discount rate used to develop the net periodic postretirement benefit expense, which is determined at the end of the fiscal year.

Net periodic postretirement healthcare cost consisted of the following:

	52 Weeks
	2014			2013
Service cost	$	18		$	19
Interest cost		37			31
Amortization of prior service cost		-			-
Amortization of actuarial gain		(65	)		(55	)
Net periodic postretirement healthcare (benefit) cost	$	(10	)	$	(5	)

Weighted average assumptions for the fiscal years ended October 31, 2014 and November 1, 2013 are as follows:

	2014			2013
Discount rate		3.83	%		4.35	%
Medical trend rate next year		8.50	%		8.50	%
Ultimate trend rate		5.00	%		5.00	%
Year ultimate trend rate is achieved	2021			2020

The table below shows the estimated effect of a 1% increase in healthcare cost trend rate on the following:

	2014		2013
Interest cost plus service cost	$	5	$	5
Accumulated postretirement healthcare obligation	$	78	$	69

The table below shows the estimated effect of a 1% decrease in healthcare cost trend rate on the following:

	2014			2013
Interest cost plus service cost	$	(4	)	$	(4	)
Accumulated postretirement healthcare obligation	$	(64	)	$	(58	)

The healthcare obligation and funded status of this plan as of the fiscal years ended are as follows:

	2014			2013
Change in accumulated postretirement healthcare obligation:
Healthcare obligation - beginning of year	$	880		$	909
Service cost		18			19
Interest cost		37			31
Actuarial loss (gain)		52			(55	)
Benefits paid		(22	)		(24	)
Healthcare obligation – end of year	$	965		$	880

Funded status of the plans		965			880
Unrecognized prior service costs		-			-
Unrecognized net actuarial gain		(212	)		(329	)
Unrecognized amounts recorded in other comprehensive income		212			329
Postretirement healthcare liability	$	965		$	880

Expected payments for the postretirement benefits are as follows:

Fiscal Years	Postretirement Heathcare Benefits
2015	$	43
2016	$	43
2017	$	43
2018	$	42
2019	$	41
2020-2024	$	427

401(K) Plan for Sales, Administrative, Supervisory and Certain Other Employees

During the fiscal year ended November 3, 2006, we implemented a qualified 401(K) retirement plan (the “Plan”) for our sales, administrative, supervisory and certain other employees. During fiscal years 2014 and 2013, we made total employer contributions to the Plan in the amounts of $500 and $452, respectively.

Teamster Pension Withdrawal Liability

During the fourth quarter of fiscal 2014, we closed the refrigerated snack food products division (a division within the Refrigerated and Snack Food Segment involving primarily deli products) and withdrew from the Western Conference of Teamsters Pension Plan. According to the Multi-employer Pension Plan Act of 1980 we are subject to the Western Conference of Teamsters Pension Trust Fund Withdrawal Liability. We recorded a liability in the amount of $798 as of October 31, 2014. This amount was recorded in other selling and administrative expenses for fiscal 2014. Such amount is not expected to be paid in the near term.