KROGER CO — Director's Dealing 2007

Apr 10, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KROGER CO (KR)
CIK: 0000056873
Period of Report: 2007-04-09

Reporting Person: ORTEGA KATHERINE D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-04-09	Common Stock	M	4000	$13.44	Acquired	36356	Direct
2007-04-09	Common Stock	S	4000	$29.31	Disposed	32356	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-04-09	Non-Qualified Stock Option	$13.44	M	4000	Disposed	2007-05-15	Common Stock (4000)	Direct

Footnotes

F1: These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments in whole amounts over a five-year period, at the rate of 20% per year commencing one year from the date of the grant.