Safeway (SWY)

Preamble

This Agreement for a supplemental retirement benefit (this “Agreement”), effective as of March 10, 2005, has been amended and restated retroactive to its effective date and is entered into by and between Safeway Inc., a Delaware corporation (the “Company”) and Steven A. Burd (the “Executive”). This Agreement is intended to be an unfunded deferred compensation arrangement for a select group of management or highly compensated employees within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). This Agreement is intended to comply with the rules under Section 409A of the Internal Revenue Code of 1986 (the “Code”).

Capitalized terms, unless defined in this Agreement, shall have the meanings assigned to them in the Employee Retirement Plan of Safeway Inc. and its Domestic Subsidiaries (the “Retirement Plan”).

Preamble

This Agreement for a supplemental retirement benefit (the “Agreement”), effective as of March 10, 2005, is entered into by and between Safeway Inc., a Delaware corporation (the “Company”) and Steven A. Burd (the “Executive”). This Agreement is intended to be an unfunded deferred compensation arrangement for a select group of management or highly compensated employees within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

Capitalized terms, unless defined in this Agreement, shall have the meanings assigned to them in the Employee Retirement Plan of Safeway Inc. and Its Domestic Subsidiaries (the “Retirement Plan”).