| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| FORM 8-K |
| CURRENT REPORT |
| Pursuant to Section 13 or 15(d) of the |
| Securities Exchange Act of 1934 |
| Date of Report: September 12, 2006 |
| (Date of earliest event reported) |
THE KROGER CO. |
| (Exact name of registrant as specified in its charter) |
| An Ohio Corporation | No. 1-303 | 31-0345740 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Number) |
| 1014 Vine Street Cincinnati, OH 45201 |
| (Address of principal executive offices) |
| Registrant’s telephone number: (513) 762-4000 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
| Section 2—Financial Information |
| Item 2.02. | Results of Operations and Financial Condition. | ||
| On September 12, 2006, the Company released its earnings for second quarter 2006. Attached hereto as Exhibit 99.1, and filed herewith, is the text of that release. | |||
| Section 9—Financial Statements and Exhibits |
| Item 9.01. Financial Statements and Exhibits. |
| (d) | Exhibits: | ||
| 99.1 | Earnings release for second quarter 2006, filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE KROGER CO. | |||
| September 12, 2006 | By: | /s/ Paul Heldman | |
| Paul Heldman | |||
| Executive Vice President, | |||
| Secretary and General Counsel | |||
| EXHIBIT INDEX | ||
| Exhibit No. | Exhibit | |
| 99.1 | Earnings release for second quarter 2006, filed herewith. | |