Safeway (SWY)

CLAIMS AND APPEALS PROCEDURES

5.01 Informal Resolution of Questions.

Any Participant or Beneficiary who has questions or concerns about his or her benefits under the Plan is encouraged to communicate with the Company’s Retirement Benefits Department. If this discussion does not give the Participant or Beneficiary satisfactory results, a formal claim for benefits may be made in accordance with the procedures of this Article 5.

5.02 Formal Benefits Claim.

A Participant or Beneficiary may make a written request for review of any matter concerning his or her benefits under this Plan. The claim must be addressed to the Senior Vice President, Human Resources, 5918 Stoneridge Mall Road,

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Pleasanton, CA 94588-3492. The Senior Vice President, Human Resources or his or her delegate, or if neither is available then the Company’s Benefit Plans Committee (“Senior Vice President”) shall decide the action to be taken with respect to any such request and may require additional information if necessary to process the request. The Senior Vice President shall review the request and shall issue his or her decision, in writing, no later than 90 days after the date the request is received, unless the circumstances require an extension of time. If such an extension is required, written notice of the extension shall be furnished to the person making the request within the initial 90-day period, and the notice shall state the circumstances requiring the extension and the date by which the Senior Vice President expects to reach a decision on the request. In no event shall the extension exceed a period of 90 days from the end of the initial period.

5.03 Notice of Denied Request.

If the Senior Vice President denies a request in whole or in part, he or she shall provide the person making the request with written notice of the denial within the period specified in Section 5.02. The notice shall set forth the specific reason(s) for the denial, reference(s) to the specific Plan provisions upon which the denial is based, a description of any additional material or information necessary to perfect the request, an explanation of why such information is required, and an explanation of the Plan’s appeal procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse benefit determination on review.

5.04 Appeal to Senior Vice President

The Senior Vice President’s review shall take into account all comments, documents, records and other information submitted by the appellant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. The Senior Vice President shall not be restricted in his or her review to those provisions of the Plan cited in the original denial of the claim.

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The decision of the Senior Vice President on the appeal shall be final, conclusive and binding upon all persons and shall be given the maximum possible deference allowed by law.

No legal or equitable action for benefits under the Plan shall be brought unless and until the claimant has submitted a written claim for benefits in accordance with Section 5.02 has been notified that the claim is denied in accordance with Section 5.03, has filed a written request for a review of the claim in accordance with Section 5.04, and has been notified in writing that the Senior Vice President has affirmed the denial of the claim in accordance with Section 5.04.

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CLAIMS AND APPEALS PROCEDURES

8.1 Informal Resolution of Questions.

Any Participant or Beneficiary who has questions or concerns about his or her benefits under the Plan is encouraged to communicate with the Retirement Benefits Department of the Company. If this discussion does not give the Participant or Beneficiary satisfactory results, a formal claim for benefits may be made in accordance with the procedures of this Article VIII.

8.2 Formal Benefits Claim.

An Executive or Beneficiary may make a written request for review of any matter concerning his or her benefits under this Plan. The claim must be addressed to the Senior Vice President, Human Resources, Safeway, Inc., 5918 Stoneridge Mall Road, Pleasanton, CA 94588-3492. The Senior Vice President, Human Resources or his or her delegate, or if there is neither is available then the Company’s Benefit Plans Committee (“Senior Vice President”) shall decide the action to be taken with respect to any such request and may require additional information if necessary to process the request. The Senior Vice President shall review the request and shall issue his or her decision, in writing, no later than 90 days after the date the request is received, unless the circumstances require an extension of time. If such an extension is required, written notice of the extension shall be furnished to the person making the request within the initial 90-day period, and the notice shall state the circumstances requiring the extension and the date by which the Senior Vice President expects to reach a decision on the request. In no event shall the extension exceed a period of 90 days from the end of the initial period.

8.3 Notice of Denied Request.

If the Senior Vice President denies a request in whole or in part, he or she shall provide the person making the request with written notice of the denial within the period specified in Section 8.2. The notice shall set forth the specific reason(s) for the denial, reference to the specific Plan provision(s) upon which the denial is based, a description of any additional material or information necessary to perfect the request, an explanation of why such information is required, and an explanation of the Plan’s appeal procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse benefit determination on review.

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8.4 Appeal to Senior Vice President.

(a) A person whose request has been denied in whole or in part (or such person’s authorized representative) may file an appeal of the decision in writing with the Senior Vice President within 60 days of receipt of the notification of denial. The appeal must be addressed to: Senior Vice President, Human Resources, Safeway, Inc., 5918 Stoneridge Mall Road, Pleasanton, CA 94588-3492. The Senior Vice President, for good cause shown, may extend the period during which the appeal may be filed for another 60 days. The appellant and/or his or her authorized representative shall be permitted to submit written comments, documents, records and other information relating to the claim for benefits. Upon request and free of charge, the applicant should be provided reasonable access to and copies of, all documents, records or other information relevant to the appellant’s claim.

(b) The Senior Vice President’s review shall take into account all comments, documents, records and other information submitted by the appellant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. The Senior Vice President shall not be restricted in his or her review to those provisions of the Plan cited in the original denial of the claim.

(c) The Senior Vice President shall issue a written decision within a reasonable period of time but not later than 60 days after receipt of the appeal, unless special circumstances require an extension of time for processing, in which case the written decision shall be issued as soon as possible, but not later than 120 days after receipt of an appeal. If such an extension is required, written notice shall be furnished to the appellant within the initial 60-day period. This notice shall state the circumstances requiring the extension and the date by which the Senior Vice President expects to reach a decision on the appeal.

(d) If the decision on the appeal denies the claim in whole or in part written notice shall be furnished to the appellant. Such notice shall state the reason(s) for the denial, including references to specific Plan provision(s) upon which the denial was based. The notice shall state that the appellant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the claim for benefits. The notice shall describe any voluntary appeal procedures offered by the Plan and the appellant’s right to obtain the information about such procedures. The notice shall also include a statement of the appellant’s right to bring an action under Section 502(a) of ERISA.

(e) The decision of the Senior Vice President on the final appeal shall be final, conclusive and binding upon all persons and shall be given the maximum possible deference allowed by law.

8.5 Exhaustion of Remedies.

No legal or equitable action for benefits under the Plan shall be brought unless and until the claimant has submitted a written claim for benefits in accordance with Section 8.2, has been notified that the claim is denied in accordance with Section 8.3, has filed a written request for a review of the claim in accordance with Section 8.4, and has been notified in writing that the Senior Vice President has affirmed the final denial of the appeal in accordance with Section 8.4.

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