Safeway (SWY)

RECITALS

A. Pursuant to Section 7.1 of the Plan, the Board of Directors of the Company retained the authority to amend the Plan from time to time, subject to certain limitations.

B. The Board of Directors of the Company deemed it advisable to adopt this amendment to the Plan.

Recitals

WHEREAS, the Executive renders services to the Company as its President and Chief Executive Officer; and,

WHEREAS, the Company, in order to retain the services of the Executive both on its own behalf and on behalf of its affiliated companies, desires to provide a supplemental retirement benefit to the Executive on the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the foregoing premises, the Company and the Executive agree as follows:

1. Supplemental Retirement Benefit. The Company agrees to pay the Executive upon his Separation from Service (as defined below) from the Company and its affiliates an annual supplemental retirement benefit (the “Supplemental Retirement Benefit”) equal to 50% of the Executive’s Final Average Compensation, subject to incremental increases of 1% of Final Average Compensation for each full Year of Service after the Executive attains age 55, to a maximum of 60% of Final Average Compensation. For purposes of this Agreement, “Final Average Compensation” shall mean the average of the Executive’s base salary and bonus for the 5 consecutive years during his final 10 Years of Service during which the total of his base salary and bonus was the highest.

2. Offset. The amount of the Supplemental Retirement Benefit as determined under Section 1 shall be offset by (i) the Executive’s benefits under the Retirement Plan, (ii) the amount calculated in Exhibit A, which represents his benefit under Retirement Restoration Plan of Safeway Inc. (which was frozen as of December 31, 2004) and (iii) any benefit payable under the

1

Retirement Restoration Plan II of Safeway Inc. (“Restoration Plan II”). The amount calculated under Exhibit A is not subject to change and cannot be calculated in any manner other than the manner set forth therein. All offsets described in this Section 2 shall be calculated as the single life annuity amounts under the terms of each respective plan which would be payable at the same time as the benefit under this Agreement.

3. Vesting. The Executive shall at all times be 100% vested in his Supplemental Retirement Benefit; provided, however, that the Supplemental Retirement Benefit shall be forfeited immediately upon the Executive’s discharge from employment with the Company for “Cause” (as defined below). In that event, the Executive will have no right to receive any compensation in respect of his forfeited Supplemental Retirement Benefit under this Agreement. For purposes of this Agreement, “Cause” shall mean: (i) the Executive’s act of fraud, dishonesty, misappropriation, illegal conduct, or gross misconduct that has a material impact on the assets or reputation of the Company; or (ii) the Executive’s conviction of or plea of nolo contendere to a felony or misdemeanor involving moral turpitude and materially impacting the Company.

4. Time and Form of Distribution. The Supplemental Retirement Benefit shall be paid in the same form and at the same time as the benefit payable to the Executive under Retirement Restoration Plan II.

Recitals

SIZE="2">WHEREAS, the Executive renders services to the Company as its President and Chief Executive Officer; and,

WHEREAS,
the Company, in order to retain the services of the Executive both on its own behalf and on behalf of its affiliated companies, desires to provide a supplemental retirement benefit to the Executive on the terms and conditions set forth in this
Agreement;

NOW, THEREFORE, in consideration of the foregoing premises, the Company and the Executive agree as follows:

1. Supplemental Retirement Benefit. The Company agrees to pay the Executive upon his Separation from Service (as defined below) from the Company and its
affiliates an annual supplemental retirement benefit (the “Supplemental Retirement Benefit”) equal to 50% of the Executive’s Final Average Compensation, subject to incremental increases of 1% of Final Average Compensation for each
full Year of Service after the Executive attains age 55, to a maximum of 60% of Final Average Compensation. For purposes of this Agreement, “Final Average Compensation” shall mean the average of the Executive’s base salary and bonus
for the 5 consecutive years during his final 10 Years of Service during which the total of his base salary and bonus was the highest.

2.
Offset. The amount of the Supplemental Retirement Benefit as determined under Section 1 shall be offset by (i) the Executive’s benefits under the Retirement Plan, (ii) the amount calculated in Exhibit A, which
represents his benefit under Retirement Restoration Plan of Safeway Inc. (which was frozen as of December 31, 2004) and (iii) any benefit payable under the

1

Retirement Restoration Plan II of Safeway Inc. (“Restoration Plan II”). The amount calculated under Exhibit A is not subject to change and cannot
be calculated in any manner other than the manner set forth therein. All offsets described in this Section 2 shall be calculated as the single life annuity amounts under the terms of each respective plan which would be payable at the same time
as the benefit under this Agreement.

3. Vesting. The Executive shall at all times be 100% vested in his Supplemental Retirement Benefit;
provided, however, that the Supplemental Retirement Benefit shall be forfeited immediately upon the Executive’s discharge from employment with the Company for “Cause” (as defined below). In that event, the Executive will have no right
to receive any compensation in respect of his forfeited Supplemental Retirement Benefit under this Agreement. For purposes of this Agreement, “Cause” shall mean: (i) the Executive’s act of fraud, dishonesty, misappropriation,
illegal conduct, or gross misconduct that has a material impact on the assets or reputation of the Company; or (ii) the Executive’s conviction of or plea of nolo contendere to a felony or misdemeanor involving moral turpitude and
materially impacting the Company.

4. Time and Form of Distribution. The Supplemental Retirement Benefit shall be paid in the same form and
at the same time as the benefit payable to the Executive under Retirement Restoration Plan II.

Recitals

WHEREAS, the Executive renders services to the Company as its President and Chief Executive Officer; and,

WHEREAS, the Company, in order to retain the services of the Executive both on its own behalf and on behalf of its affiliated companies, desires to provide a supplemental retirement benefit to the Executive on the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the foregoing premises, the Company and the Executive agree as follows:

1. Supplemental Retirement Benefit. The Company agrees to pay the Executive upon his retirement from the Company and its affiliates an annual supplemental retirement benefit (the “Supplemental Retirement Benefit”) equal to 50% of the Executive’s Final Average Compensation, subject to incremental increases of 1% of Final Average Compensation for each full Year of Service after the Executive attains age 55, to a maximum of 60% of Final Average Compensation. For purposes of this Agreement, “Final Average Compensation” shall mean the average of the Executive’s base salary and bonus for the five consecutive years during his final ten Years of Service during which the total of his base salary and bonus was the highest.

2. Offset. The amount of the Supplemental Retirement Benefit as determined under Section 1 shall be offset by the Actuarial Equivalent (as defined in the Retirement Restoration Plan of Safeway, Inc. (the “Restoration Plan”)) of the Executive’s benefits under (i) the Retirement Plan, (ii) the Restoration Plan, and (iii) any other of the Executive’s defined benefit retirement plans or programs under which the Executive has or had a vested accrued benefit.

3. Vesting. The Executive shall at all times be 100% vested in his Supplemental Retirement Benefit; provided, however, that the Supplemental Retirement Benefit shall be forfeited immediately upon the Executive’s discharge from employment with the Company for “Cause.” In that event, the Executive will have no right to receive any compensation in respect of his forfeited Supplemental Retirement Benefit under this Agreement. For purposes of this Agreement, “Cause” shall mean: (i) the Executive’s act of fraud, dishonesty, misappropriation, illegal conduct, or gross misconduct that has a material impact on the assets or reputation of the Company; or (iii) the Executive’s conviction of or plea of nolo contendere to a felony or misdemeanor involving moral turpitude and materially impacting the Company.

4. Form of Distribution. The normal form of distribution of the Supplemental Retirement Benefit shall be a straight life annuity of monthly payments over the lifetime of the Executive, with payments ceasing on the first day of the month in which the Executive dies; provided, however, that if the Executive is married at the time the Supplemental Retirement Benefit becomes payable, then the Supplemental Retirement Benefit shall be paid in the actuarially reduced form of a joint and 100% survivor annuity payable to the Executive and the Executive’s spouse. If the Executive dies prior to his retirement and while employed by the Company, the Executive’s spouse shall be paid a straight life annuity which is the Actuarial Equivalent (as defined in the Restoration Plan) of the benefit the Executive would have received had he retired from the Company on the date of his death, having elected to receive his benefit in the form of a straight life annuity.

5. Time of Distribution. Distribution of the Supplemental Retirement Benefit shall commence as soon as administratively practicable following the date which is six months after the Executive’s separation of service with the Company and its affiliates.