Sec Form 4 Filing - GORDON ROBERT A @ SAFEWAY INC - 2013-09-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
GORDON ROBERT A
2. Issuer Name and Ticker or Trading Symbol
SAFEWAY INC [ SWY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
5918 STONERIDGE MALL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
09/05/2013
(Street)
PLEASANTON, CA94588-3229
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/05/2013 M( 1 ) 20,000 A $ 25.76 109,367 D
Common Stock 09/05/2013 S( 1 ) 20,000 D $ 25.89 89,367 D
Common Stock 344.6685 ( 2 ) I By 401(k) Plan
Common Stock 1,121.6791 ( 3 ) I By Employee Stock Purchase Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to buy) ( 4 ) $ 25.76 09/05/2013 M 20,000 ( 4 ) 09/09/2013 Common Stock 20,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GORDON ROBERT A
5918 STONERIDGE MALL ROAD
PLEASANTON, CA94588-3229
Senior Vice President
Signatures
/s/ Laura A. Donald, Attorney-in-Fact 09/06/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported exercise and sale were effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on August 6, 2013.
( 2 )Between March 1, 2013 and August 31, 2013, the reporting person acquired 5.0091 shares of Safeway Common Stock under the Safeway 401(k) plan. The information in this report is based on a plan statement dated as of August 31, 2013.
( 3 )Between March 1, 2013 and August 31, 2013, the reporting person acquired 16.2737 shares of Safeway Common Stock under the Safeway Employee Stock Purchase Plan. The information in this report is based on a plan statement dated as of August 31, 2013.
( 4 )Granted under the Safeway Inc. 1999 Amended and Restated Equity Participation Plan, which is a Rule 16b-3 plan. The option became fully exerciseable on 9/09/2008.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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