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EXHIBIT 10.25
Dated May 26, 1995
ALBERTSON'S, INC.
1995 STOCK OPTION PLAN
FOR NON-EMPLOYEE DIRECTORS

Section 1.	General Purpose of Plan;
Definitions.

The name of this plan is the Albertson's, Inc. 1995 Stock Option Plan 
for Non-Employee Directors (the "Plan").  The purpose of the Plan is to 
enable Albertson's, Inc.  (the "Company"), to compensate non-employee 
members of the Board of Directors of the Company and to provide 
incentives to such members, which incentives are linked directly to 
increases in stockholder value and will benefit all stockholders of the 
Company.

For purposes of this Plan, the following terms shall be defined as set 
forth below:

      (a) "Board" means the Board of Directors of the Company.

      (b) "Code" means the Internal Revenue Code of 1986, as amended 
      from time to time, or any successor thereto.

      (c) "Committee" means the Non-Employee Directors' Deferred 
      Compensation Committee of the Board, or any other committee the 
      Board may subsequently appoint to administer the Plan pursuant to 
      Section 2.

      (d) "Company" shall mean Albertson's, Inc., a corporation 
      organized under the laws of the State of Delaware (or any 
      successor corporation).

      (e) "Effective Date" shall mean May 26, 1995, subject to approval 
      by the stockholders of the Company at the Annual Meeting of 
      Stockholders on such date.

      (f) "Fair Market Value" shall mean the last sale price of Stock on 
      the New York Stock Exchange Composite Tape on the date a Stock 
      Option is granted pursuant to Section 5 hereunder (or for purposes 
      of determining the value of Stock used in payment of the Stock 
      Option price, the date the certificate is delivered) or, if there 
      are no sales on such date, on the next following date on which 
      there are sales.

      (g) "Mature Stock" shall mean Stock which was obtained through the 
      exercise of an option under this Plan or any other plan of the 
      Company, which is delivered to the Company in order to exercise an 
      Option and which has been held continuously by an Optionee for the  
      longer of: (i) six months or more, or (ii) any other period that 
      may in the future be recognized under Generally Accepted
      Accounting Principles for purposes of defining the term "Mature 
      Stock" in connection with such an option exercise.

      (h) "Nonqualified Stock Option" means any Stock Option that by its 
      terms is designated as not being an "incentive stock option" 
      within the meaning of Section 422 of the Code.

      (i) "Optionee" means the recipient of a Stock Option.



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      (j) "Stock" means the Company's presently authorized Common Stock, 
      par value $1.00 per share, except as this definition may be 
      modified pursuant to Section 3 hereunder.

      (k) "Stock Option" means any nonqualified option to purchase 
      shares of Stock granted pursuant to Section 5.

Section 2.   Administration.

The Plan shall be administered by a Committee of not less than two 
Directors, who shall be appointed by the Board and who shall serve at 
the pleasure of the Board.  If at any time no Committee shall be in 
office, then the functions of the Committee shall be exercised by the 
Board.

Section 3.   Stock Subject to Plan.

The total number of shares of Stock reserved and available for issuance 
under the Plan shall be 400,000.  Such shares may consist, in whole or 
in part, of authorized and unissued shares or treasury shares.

In the event of any merger, reorganization, consolidation, 
recapitalization, Stock dividend, or other change in corporate structure 
affecting the Stock, a substitution or adjustment shall be made in 
(i) the aggregate number of shares reserved for issuance under the Plan 
and (ii) the number and option price of shares subject to outstanding 
Stock Options granted under the Plan as may be determined by the 
Committee, provided that the number of shares subject to any award shall 
always be a whole number.

Section 4.   Eligibility.

Each non-employee member of the Board shall receive Nonqualified Stock 
Options in accordance with the provisions of Section 5.

Section 5.   Stock Options.

(a) On the first business day after the 1995 Annual Meeting of 
Stockholders of the Company, and on the first business day after each 
annual stockholders' meeting of the Company thereafter during the term 
of the Plan, each non-employee member of the Board shall be granted a 
Nonqualified Stock Option to purchase 2,000 shares of Stock.

(b) Stock Options granted under the Plan shall be subject to the 
following terms and conditions:

      (i) The exercise price per share of Stock purchasable under such 
      Stock Options shall be 100% of the Fair Market Value of the Stock 
      on the date of grant.

      (ii) Each Stock Option shall be exercisable immediately as of the 
      date of grant by written notice to the Company of the election to 
      exercise and of the number of shares elected to be purchased in 
      such form as the Committee has prescribed or approved, together 
      with payment in full of the purchase price in cash, personal 
      check, wire transfer, certified or cashier's check, or delivery of 
      Stock certificates for Mature Stock or other Stock which was not 
      obtained through the exercise of a stock option, endorsed in blank 
      or accompanied by executed stock powers with signatures guaranteed 
      by a national bank or trust company or a member of a national 
      securities exchange.  Payment of the purchase price with 
      certificates evidencing shares of Stock as provided above shall 

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      not increase the number of shares available for the grant of Stock 
      Options under the Plan.

      (iii) If an Optionee resigns or does not stand for election (prior 
      to retirement from the Board of Directors upon reaching age 70) or 
      is removed from his or her position as a Director or is not re-
      elected to his or her position as a Director, any unexercised 
      portion of any Stock Option granted to him or her under the terms 
      of the Plan shall terminate as of the date of his or her 
      resignation or removal or at the end of his or her term, as 
      applicable.  If an Optionee does not stand for re-election due to 
      retirement from the Board of Directors upon reaching age 70 or 
      dies while a Director, any unexercised portion of any Stock Option 
      granted to him or her under the terms of the Plan shall terminate 
      one year from the date of the end of his or her term or death, as 
      applicable.  It is understood, however, that such right to 
      exercise any outstanding Options during such one year period shall 
      only exist to the extent such Options were exercisable immediately 
      preceding such retirement from the Board or death, as applicable.

      (iv) Each Stock Option shall cease to be exercisable on the date 
       that is ten years following the date of grant.

      (v) The aggregate number of shares of Stock that may be granted to 
      any non-employee member of the Board pursuant to the Plan may not 
      exceed 25,000 shares.

      (vi) No Stock Options shall be transferable by the Optionee 
      otherwise than by will or by the laws of descent and distribution, 
      and as may otherwise be permitted by Rule 16b-3 promulgated under 
      the Securities Exchange Act of 1934, as amended (the "Act"), and 
      ll Stock Options shall be exercisable, during the Optionee's 
      lifetime, only by the Optionee or in accordance with the terms of 
      such transfer.

      (c) Each Optionee shall enter into a stock option agreement with 
      the Company, which agreement shall set forth, among other things, 
      the exercise price of the option, the term of the option and 
      provisions regarding exercisability of the option granted 
      thereunder, which provisions shall not be inconsistent with the 
      terms set forth herein.

Section 6.   Amendment and Termination.

The Board may amend, alter, modify or discontinue the Plan at any time, 
provided that the Board may not amend or alter the provisions of the 
Plan relating to the amount, price and timing of awards more than once 
every six months, other than to comply with changes in the Code, the 
Employee Retirement Income Security Act of 1974, as amended, or the 
rules thereunder; and provided, further that the Board may not amend the 
Plan without the approval of the stockholders if the amendment would: 
(A) materially increase the benefits accruing to Optionees; 
(B) materially increase the number of securities that may be issued 
under the Plan; or (C) materially modify the requirements as to 
eligibility for participation in the Plan.  Notwithstanding the 
foregoing, stockholder approval shall be required only at such times and 
under such circumstances as would be required under Rule 16b-3 of the 
Act with respect to any material amendment to any employee benefit plan 
of the Company.




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Section 7.   Unfunded Status of Plan.

The Plan is intended to constitute an "unfunded" plan for incentive 
compensation.  With respect to any payments not yet made to a recipient 
by the Company, nothing contained herein shall give any such recipient 
any rights that are greater than those of a general creditor of the 
Company.

Section 8.   General Provisions.

(a) Each person purchasing shares pursuant to a Stock Option must 
represent to and agree with the Company in writing that such person is 
acquiring the shares without a view to distribution thereof.  The 
certificates for such shares shall include such legends that are 
appropriate to reflect any restrictions on transfer.

(b) All certificates for shares of Stock delivered under the Plan shall 
be subject to such stock transfer orders and other restrictions under 
the rules, regulations, and other requirements of the Securities and 
Exchange Commission, any stock exchange upon which the Stock is then 
listed, and any applicable federal or state securities law, and a legend 
or legends shall be put on any such certificates to make appropriate 
reference to such restrictions.

(c) Nothing contained in the Plan shall prevent the Board from adopting 
other or additional compensation arrangements, subject to stockholder 
approval if such approval is required; and such arrangements may be 
either generally applicable or applicable only in specific cases.  The 
adoption of the Plan shall not confer upon any member of the Board any 
right to continued membership on such Board.

(d) No member of the Board or the Committee, nor any officer or employee 
of the Company acting on behalf of the Board or the Committee, shall be 
personally liable for any action, determination, or interpretation taken 
or made in good faith with respect to the Plan, and all members of the 
Board or the Committee and each and any officer or employee of the 
Company acting on their behalf shall, to the extent permitted by law, be 
fully indemnified and protected by the Company in respect of any such 
action, determination or interpretation.

Section 9.   Term of Plan.

No Stock Option shall be granted pursuant to the Plan on or after the 
tenth anniversary of the Effective Date, but awards theretofore granted 
may extend beyond that date.



