KROGER FOR YOUR BENEFIT: INCOME SECURITY WHEN YOU RETIRE THE KROGER CONSOLIDATED RETIREMENT BENEFIT PLAN The Kroger Consolidated Retirement Benefit Plan is an important part of your compensation. Its basic purpose, to help provide you with income security in your retirement years, is a longstanding objective of the Company. The Plan‟s Retirement Benefit, when added to your Social Security benefits and personal savings, will help build toward financial independence in your retirement years. The Summary Plan Description describes the major features of the Plan and the Retirement Benefit provided by the Plan. The Summary highlights the Plan, but the actual language in the Plan supersedes this Summary. If there is a discrepancy between this Summary and the Plan, the Plan provisions will govern. The Company pays the entire cost of the Plan. The Plan was formed by the merger of several other plans formerly maintained by various divisions and subsidiaries of the Company. These plans were: • The Kroger Retirement Benefit Plan (the “Kroger Plan”); • The Dillon Companies, Inc. Pension Plan (the “Dillon Plan”); • The Fred Meyer, Inc. Cash Balance Retirement Plan (the “Fred Meyer Plan”); • The John C. Groub Co., Retirement Plan (the “Jay C Retirement Plan”); and • The John C. Groub Co., Inc. Pension Plan (the “Jay C Pension Plan”). These plans are collectively referred to in this Summary as the “Predecessor Plans”. The Plan is maintained in the Company‟s General Offices in Cincinnati, Ohio. The intention of this Summary is to inform you of the provisions of the Plan and to answer questions frequently asked about the Plan. The following questions are most often asked: • Who does the Plan cover? • What is a year of service? • When am I vested (entitled to a benefit)? • How much does the Plan pay? • When can I receive a benefit? • How is my benefit paid? • Is my spouse protected if I die? If you still have questions after reading the Summary Plan Description, please contact your Human Resources Manager or the Plan Administrator. THE KROGER CONSOLIDATED RETIREMENT BENEFIT PLAN Summary Plan DescriptionTHE KROGER CONSOLIDATED RETIREMENT BENEFIT PLAN Summary Plan Description Table of Contents INTRODUCTION ........................................................................................................................ 1 PLAN PARTICIPATION .............................................................................................................. 2 SERVICE .................................................................................................................................... 3 PLAN VESTING .......................................................................................................................... 4 PLAN BENEFIT FORMULAS ...................................................................................................... 5 YOUR RETIREMENT BENEFIT ................................................................................................. 7 RETIREMENT PAYMENT OPTIONS ........................................................................................ 10 DEATH BENEFIT ...................................................................................................................... 16 MISCELLANEOUS BENEFIT PROVISIONS ............................................................................. 17 APPEAL FROM A DENIAL OF YOUR BENEFIT CLAIM ........................................................... 20 FORFEITURE OR LOSS OF VESTED BENEFITS ................................................................... 23 BENEFIT ACCOUNT EXAMPLES ........................................................................................... 24 MISCELLANEOUS PLAN INFORMATION ................................................................................ 31 GLOSSARY .............................................................................................................................. 35 ERISA STATEMENT OF RIGHTS ............................................................................................ 39 THE KROGER CONSOLIDATED RETIREMENT BENEFIT PLAN Summary Plan Description For Non-Grandfathered Participants INTRODUCTION Current Plan This Summary Plan Description describes the Plan in effect on January 1, 2001. This Summary applies to you only if you are employed by the Company on or after January 1, 2001 and if you are not a Grandfathered Participant. A Grandfathered Participant is a Participant who: • was employed by the Company on December 31, 2000; • was a participant on December 31, 2000 in either the Kroger Retirement Benefit Plan, the Dillon Companies, Inc. Pension Plan, or the John C. Groub Co. Retirement Plan; • had earned at least five years of Participating Service on December 31, 2000; and • either: (A) was born before July 1, 1961, or (B) as of January 1, 2001, had a combined age (in years and completed months) and Participating Service (in years and completed months) which equaled or exceeded 50 years. If you are not a Grandfathered Participant, this Summary describes the Retirement Benefit provided by the Plan, including the level and manner of payment of the benefit. Formal Plan Documents This Summary does not contain all provisions of the Plan. The Plan is stated in formal plan and trust documents adopted by the Company. If there is any conflict between this Summary and formal Plan documents, the provisions of the formal Plan documents will govern. Upon request to the Plan Administrator, the formal Plan documents will be made available to you for inspection or copies will be provided to you for reasonable copying fees. Miscellaneous For your convenience, a Glossary of defined terms used throughout this Summary is provided on page 35. An example of the calculation of your Benefit Account is also included to assist you in understanding the actual calculation of your Retirement Benefit under the Plan begins on page 24. The Company encourages you to contact your Human Resources Manager or the Plan Administrator with any questions you may have about this Summary or the Plan. 1 PLAN PARTICIPATION (Who Does the Plan Cover?) Eligible Employees The Plan covers Employees who are employed by the Company or a Participating Affiliate. Participating Affiliates of the Plan are listed on the Appendix, attached. Persons who are represented by a union and whose terms and conditions of employment are covered by a collective bargaining agreement that does not provide for participation in this Plan are not eligible Employees. In addition, leased employees and independent contractors are not eligible Employees. An Employee who would otherwise be eligible to be a Participant in the Plan is not eligible to participate in the Plan if the Employee is an active participant in, or is eligible to be an active participant in, another defined benefit pension plan maintained or contributed to by the Company or a Participating Affiliate. If you were covered by the provisions of a Predecessor Plan prior to the merger of the Predecessor Plans to form this Plan on December 31, 2000, you automatically became covered by the Plan on January 1, 2001 (provided you were still employed and otherwise eligible on that date). Age and Service Requirements You will become a Participant in the Plan on the first date you: • are age 21 or older, and • complete a year of eligibility service. You earn a year of eligibility service if you complete 1000 or more Hours of Service in your first 12 months of employment or in any subsequent Plan Year. Active Plan Participation Once you become a Participant, you will begin to earn a benefit under the Plan. You will continue to participate in the Plan as long as you are actively employed and remain an eligible Employee. Special Situations For special situations such as employment status changes, transfers and reemployment with the Company, please see Miscellaneous Benefit Provisions, on page 17. 2 SERVICE (What Is a Year of Service?) Overview “Participating Service” is used for determining your vested interest under the Plan. Participating Service Generally, you begin to earn Participating Service on your date of hire, or age 18, if later. However, if you earn less than 1000 hours of service during your first 12 months of employment, you will not begin to earn Participating Service until the first day of the first Plan Year in which you earn 1000 or more hours of service. Once you begin to earn Participating Service, you continue to earn one year of Participating Service for each 12-month period of employment. If you were a Participant in a Predecessor Plan as of December 31, 2000, your Participating Service will not be less than the amount of service credited under the Predecessor Plan as of December 31, 2000. Break in Service A “Break in Service” determines when forfeitures of non-vested benefits become final and whether prior Years of Service will be counted after a former employee has been rehired. A Break in Service occurs if you are not employed by the Company for a period of at least 12 consecutive months. If you incur a Break in Service and you are subsequently rehired, any Participating Service you earned prior to your Break in Service will be restored. If you are re- employed by the Company within a 12-month period, your Period of Severance will count as Participating Service. 3 PLAN VESTING (When Am I Vested?) Plan Vesting Requirements You will become vested under the Plan according to the following schedule: Participating Service Vested Percentage Less than one year 0% One year but less